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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
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#### Performance highlights

## How we performed

 in 2024

|  |
| --- |
|  |
|  |
| Financial highlightsi |

|  |
| --- |
|  |
|  |
| Assets Under Management and Administration (AUMA) |
| £345.9bn |
| (2023: £343.5 bn) |
|  |

|  |
| --- |
|  |
|  |
| Net flows from open business |
| £1.9bn outflow |
| (2023: £1.7 bn inflow) |
|  |

|  |
| --- |
|  |
|  |
| Adjusted operating profit before tax |
| £837m |
| (2023: £797m) |
|  |

|  |
| --- |
|  |
|  |
| Operating change in Contractual  Service Margin (CSM) |
| £294m |
| (2023: £355m) |
|  |

|  |
| --- |
|  |
|  |
| IFRS result after tax |
| £(347)m |
| (2023: £309 m) |
|  |

|  |
| --- |
|  |
|  |
| Operating capital generation |
| £933m |
| (2023: £996m) |
|  |

|  |
| --- |
|  |
|  |
| Total capital generation |
| £1,108m |
| (2023: £358m) |
|  |

|  |
| --- |
|  |
|  |
| Shareholder Solvency II coverage ratio |
| 223% |
| (2023: 203%) |
|  |

|  |
| --- |
|  |
|  |
| Non-financial highlights |

|  |
| --- |
|  |
|  |
| Female representation on the Group  Executive Committee and direct reports |
| 36% |
| (2023: 37%) |
| Find out more about our gender diversity on pages 41-43 |
|  |

|  |
| --- |
|  |
|  |
| Ethnic diversity within the Group  Executive Committee and direct reports |
| 6.9% |
| (2023: 7.4%) |
| Find out more about our ethnic diversity on pages 41-43 |
|  |

|  |
| --- |
|  |
|  |
| Net Promoter Score (Life) |
| +22 |
| (2023: +15) |
| Find out more about our Net Promoter Score on page 15 |
|  |

|  |
| --- |
|  |
|  |
| Employee sustainable engagement score |
| 69.0 |
| (2023: 70.7) |
| Find out more about our employee engagement on page 40 |
|  |

|  |
| --- |
|  |
|  |
| Operational carbon emissions:  Scope 1, 2 and selected scope 3ii |
| 9,101 tCO2e |
| (2023: 7,964 tCO2e restated) |
| Find out more about our carbon emissions on page 76 |
|  |

iAll financial measures are defined in Supplementary Information

on page [341](#ib2c5152239ae413b9d3b5fe7e8934113_4565).

iiWhen reporting totals, market-based emissions are used. Note that

the 2023 figure has been restated, see page 76 for further details.

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Key | | | |
|  |  |  |  |
| KPM | |  | Key performance measure (defined in glossary) |
|  |  |  |  |
|  |  |  |  |
| APM | |  | Alternative performance measure (defined in glossary) |
|  |  |  |  |
|  |  |  |  |
| REM | |  | Linked to remuneration measures for Executive Directors |
|  |  |  |  |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 1 |  |

|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Contents

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| 1–85 | | |  |
| Strategic Report | | |  |
| [2](#ib2c5152239ae413b9d3b5fe7e8934113_5088) |  | [M&G at a glance](#ib2c5152239ae413b9d3b5fe7e8934113_5088) |  |
| [3](#ib2c5152239ae413b9d3b5fe7e8934113_25) |  | [Chair’s statement](#ib2c5152239ae413b9d3b5fe7e8934113_25) |  |
| [4](#ib2c5152239ae413b9d3b5fe7e8934113_34) |  | [Group Chief Executive Officer’s statement](#ib2c5152239ae413b9d3b5fe7e8934113_34) |  |
| [6](#ib2c5152239ae413b9d3b5fe7e8934113_5102) |  | [Our business model](#ib2c5152239ae413b9d3b5fe7e8934113_5102) |  |
| [9](#ib2c5152239ae413b9d3b5fe7e8934113_5261) |  | [Market and industry trends](#ib2c5152239ae413b9d3b5fe7e8934113_5261) |  |
| [10](#ib2c5152239ae413b9d3b5fe7e8934113_5268) |  | [Our strategy](#ib2c5152239ae413b9d3b5fe7e8934113_5268) |  |
| [12](#ib2c5152239ae413b9d3b5fe7e8934113_9033) |  | [Asset Management](#ib2c5152239ae413b9d3b5fe7e8934113_9033) |  |
| [14](#ib2c5152239ae413b9d3b5fe7e8934113_8659) |  | [Life](#ib2c5152239ae413b9d3b5fe7e8934113_8659) |  |
| [16](#ib2c5152239ae413b9d3b5fe7e8934113_5316) |  | [Business and financial review](#ib2c5152239ae413b9d3b5fe7e8934113_5316) |  |
| [30](#ib2c5152239ae413b9d3b5fe7e8934113_8154) |  | [Our approach to sustainability](#ib2c5152239ae413b9d3b5fe7e8934113_8154) |  |
| [34](#ib2c5152239ae413b9d3b5fe7e8934113_5366) |  | [Section 172 Statement](#ib2c5152239ae413b9d3b5fe7e8934113_5366) |  |
| [37](#ib2c5152239ae413b9d3b5fe7e8934113_5486) |  | [Our stakeholders](#ib2c5152239ae413b9d3b5fe7e8934113_5486) |  |
| [40](#ib2c5152239ae413b9d3b5fe7e8934113_56075093022074) |  | Our colleagues |  |
| [44](#ib2c5152239ae413b9d3b5fe7e8934113_5557) |  | [Risk management](#ib2c5152239ae413b9d3b5fe7e8934113_5557) |  |
| [54](#ib2c5152239ae413b9d3b5fe7e8934113_5404) |  | [Non-financial and sustainability information statement](#ib2c5152239ae413b9d3b5fe7e8934113_5404) |  |
| [60](#ib2c5152239ae413b9d3b5fe7e8934113_5397) |  | Our social commitment |  |
| [64](#ib2c5152239ae413b9d3b5fe7e8934113_5359) |  | [Climate-related disclosures](#ib2c5152239ae413b9d3b5fe7e8934113_5359) |  |
| [82](#ib2c5152239ae413b9d3b5fe7e8934113_17666) |  | Responsible business practices |  |
| [84](#ib2c5152239ae413b9d3b5fe7e8934113_5651) |  | [Viability statement](#ib2c5152239ae413b9d3b5fe7e8934113_5651) |  |
| [85](#ib2c5152239ae413b9d3b5fe7e8934113_5658) |  | [Basis of preparation](#ib2c5152239ae413b9d3b5fe7e8934113_5658) |  |
|  |  |  |  |

|  |
| --- |
|  |
|  |
| Stay up-to-date with more information at: |
| mandg.com |

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| 86–160 | | |  |
| Governance | | |  |
| [87](#ib2c5152239ae413b9d3b5fe7e8934113_5673) |  | [Chair’s introduction to governance](#ib2c5152239ae413b9d3b5fe7e8934113_5673) |  |
| [89](#ib2c5152239ae413b9d3b5fe7e8934113_5681) |  | [Board of Directors](#ib2c5152239ae413b9d3b5fe7e8934113_5681) |  |
| [92](#ib2c5152239ae413b9d3b5fe7e8934113_5702) |  | [Board leadership and company purpose](#ib2c5152239ae413b9d3b5fe7e8934113_5702) |  |
| [94](#ib2c5152239ae413b9d3b5fe7e8934113_5688) |  | [Division of responsibilities](#ib2c5152239ae413b9d3b5fe7e8934113_5688) |  |
| [96](#ib2c5152239ae413b9d3b5fe7e8934113_5709) |  | [Composition, succession and evaluation](#ib2c5152239ae413b9d3b5fe7e8934113_5709) |  |
| [101](#ib2c5152239ae413b9d3b5fe7e8934113_9581) |  | [Audit, risk and internal controls](#ib2c5152239ae413b9d3b5fe7e8934113_9581) |  |
| [102](#ib2c5152239ae413b9d3b5fe7e8934113_5752) |  | [Nomination and Governance Committee Report](#ib2c5152239ae413b9d3b5fe7e8934113_5752) |  |
| [104](#ib2c5152239ae413b9d3b5fe7e8934113_5759) |  | [Audit Committee Report](#ib2c5152239ae413b9d3b5fe7e8934113_5759) |  |
| [110](#ib2c5152239ae413b9d3b5fe7e8934113_5766) |  | [Risk Committee Report](#ib2c5152239ae413b9d3b5fe7e8934113_5766) |  |
| [112](#ib2c5152239ae413b9d3b5fe7e8934113_5773) |  | [Directors’ Remuneration Report](#ib2c5152239ae413b9d3b5fe7e8934113_5773) |  |
| [120](#ib2c5152239ae413b9d3b5fe7e8934113_5780) |  | [Directors’ Remuneration Policy](#ib2c5152239ae413b9d3b5fe7e8934113_5780) |  |
| [129](#ib2c5152239ae413b9d3b5fe7e8934113_5790) |  | [Remuneration at a glance](#ib2c5152239ae413b9d3b5fe7e8934113_5790) |  |
| [138](#ib2c5152239ae413b9d3b5fe7e8934113_5797) |  | [Annual Report on Remuneration](#ib2c5152239ae413b9d3b5fe7e8934113_5797) |  |
| [157](#ib2c5152239ae413b9d3b5fe7e8934113_5934) |  | [Directors’ Report](#ib2c5152239ae413b9d3b5fe7e8934113_5934) |  |
| [160](#ib2c5152239ae413b9d3b5fe7e8934113_5942) |  | [Statement of Directors’ responsibilities](#ib2c5152239ae413b9d3b5fe7e8934113_5942) |  |

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| 161–354 | | |  |
| Financial information | | |  |
| [162](#ib2c5152239ae413b9d3b5fe7e8934113_6016) |  | [Independent auditors’ report](#ib2c5152239ae413b9d3b5fe7e8934113_6016) |  |
| [179](#ib2c5152239ae413b9d3b5fe7e8934113_151) |  | [Consolidated financial statements](#ib2c5152239ae413b9d3b5fe7e8934113_151) |  |
| [331](#ib2c5152239ae413b9d3b5fe7e8934113_481) |  | [Company financial statements](#ib2c5152239ae413b9d3b5fe7e8934113_481) |  |
| [341](#ib2c5152239ae413b9d3b5fe7e8934113_4565) |  | [Supplementary information](#ib2c5152239ae413b9d3b5fe7e8934113_4565) |  |

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| 355–366 | | |  |
| Other information | | |  |
| [356](#ib2c5152239ae413b9d3b5fe7e8934113_5645) |  | [Supplementary climate information](#ib2c5152239ae413b9d3b5fe7e8934113_5645) |  |
| [360](#ib2c5152239ae413b9d3b5fe7e8934113_5962) |  | [Shareholder information](#ib2c5152239ae413b9d3b5fe7e8934113_5962) |  |
| [361](#ib2c5152239ae413b9d3b5fe7e8934113_5977) |  | [Glossary](#ib2c5152239ae413b9d3b5fe7e8934113_5977) |  |
| [365](#ib2c5152239ae413b9d3b5fe7e8934113_5988) |  | [Contact us](#ib2c5152239ae413b9d3b5fe7e8934113_5988) |  |
|  |  |  |  |

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| --- | --- | --- |
|  |  |  |
|  | 2 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### M&G at a glance

Wh

## o we are

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
|  | What we do  We are an internationally recognised active asset manager and an  established life business, with a well capitalised With-Profits Fund.  We use our strong investment capabilities to help our customers  and clients invest for the long term. |  |
|  |  |  |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
|  | Our purpose  To give everyone real confidence  to put their money to work |  |
|  |  |  |

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |
|  | Our strategic pillars | | | | |  |
|  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |
|  | Maintain our  financial strength |  | Simplify  our business |  | Deliver  profitable growth |  |
|  | Ensuring our clients  can depend on us, while  rewarding shareholders. |  | Becoming more nimble and  efficient in how we work to  best serve our customers. |  | Building on our strengths  to better anticipate and  address our clients’ needs. |  |
|  |  |  |  |  |  |  |
|  |  | | | | |  |

![]()

|  |  |
| --- | --- |
|  |  |
|  | Find out more about our behaviours on page 40 |

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |
|  |  | Our values | | |  |  |
|  |  |  |  |  |  |  |
|  |  | care.svg |  | integrity.svg |  |  |
|  |  | Care |  | Integrity |  |  |
|  |  | We act with care – treating clients  and colleagues with the same level of respect  that we would expect for ourselves.  We also invest with care, making choices  for the long term. |  | We empower our colleagues to do  the right thing, honouring our commitments  to others and acting with conviction.  Our business is built on trust and we don’t  take that lightly. |  |  |
|  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |

![]()

|  |  |
| --- | --- |
|  |  |
|  | Find out more about our strategy on pages 10-11 |

|  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |
| Our international reach | | | |  | Our size |  |  | Who we serve | |  |
|  |  |  |  |  |  |  |  |  |  |  |
|  | 39 | 6 |  |  | £345.9bn |  |  | 4.5m+ | 900+ |  |
|  | Offices  worldwide | Continents |  |  | Assets under management  and administration |  |  | Individual  customers | Institutional  clients |  |
|  |  |  |  |  |  |  |  |  |  |  |

|  |  |  |
| --- | --- | --- |
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|  | 3 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Chair’s statement

## Delivering for all our stakeholders

#### Throughout 2024 M&G continued to transform, innovate and deliver

I am proud of how M&G has continued to support our

customers and clients during 2024, while delivering strong

financial results for our shareholders and positively impacting

our communities. This year saw progress across the whole of

M&G as we continue to transform the business, including

developing new innovative propositions such as the Value

Share bulk purchase annuity and further globalising our

investment capabilities.

This success comes from having a balanced and integrated

business model, solid foundations, clear strategic direction,

customer focus and an inclusive culture.

Whether it’s new acquisitions to build our capability, increasing

the profile of our brand, improving our culture, winning new

investment management mandates or enhancing our customer

and client offering, our results show the power of what can be

achieved by all of our colleagues coming together to deliver on

our purpose; to give everyone real confidence to put their

money to work.

And we want to go further, by improving the way we support

our clients and customers, transforming their experience and

continuing to capitalise on opportunities to deliver new

products and services to meet their needs. We are aiming to

support more people in more places.

M&G’s business model is based on investing for the long-term

|  |
| --- |
|  |
| “ |
|  |
| The Board’s intention  for the future is to  maintain a progressive  and sustainable  dividend policy.” |
|  |
| Sir Edward Braham  Chair |

and we are well positioned to support economic growth and

the transition to a sustainable economy. However, we

recognise that we cannot do this alone. We therefore continue

to engage actively with a range of stakeholders including

Government, regulators, shareholders, trade associations and

Non-Governmental Organisations (NGOs) to ensure we can

deliver the best outcomes for our customers and clients.

I am privileged to work alongside a dedicated and talented

management team led by Andrea, and I am continually grateful

to my Board colleagues for their ongoing contributions and

support. My personal priority remains to ensure we have a

diverse set of skills and experiences on the Board to support

the delivery of our strategy. I was delighted to welcome

Elisabeth Stheeman and Paul Evans as independent Non-

Executive Directors and to confirm Clare Thompson as Senior

Independent Director.

Due to our strategic progress, the Board is today announcing a

refresh of our dividend policy, with the declaration of a second

interim dividend of 13.5 pence per share resulting in a total

dividend of 20.1 pence per share for 2024. The Board’s

intention for the future is to maintain a progressive and

sustainable dividend policy, reflecting the Group’s expected

business growth and long-term financial performance.

Finally, a special thanks also goes to everyone who has

contributed to M&G’s achievements in 2024. Delivering for our

shareholders, customers and clients is only possible due to the

dedication and skill of our 6,000 colleagues. I have confidence

that with the strength of the business model and the expertise

of our people, the Group will continue to grow and deliver for

our shareholders, as well as continuing to best serve the

interests of our customers, clients and communities.

Sir Edward Braham

Chair

|  |  |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Group Chief Executive Officer’s statement

## A year of transformation and growth

#### The strength of our business model underpins our progress over 2024

In 2024 we delivered meaningful progress across our three

strategic pillars of financial strength, simplification and growth.

Our balanced and integrated business model, based on

gathering assets and investing for the long term remains a

source of competitive advantage, underpinning progress

across our business and enabling us to thrive together with our

colleagues, customers, clients, shareholders and communities.

#### Financial strength

In September this year we announced an upgrade to our three

year cumulative operating capital generation target for 2022 to

2024 to £2.7 billion reflecting our effective capital management.

I am delighted that we exceeded this upgraded target by

generating £2.75 billion over the three years and improved our

Shareholder Solvency II coverage ratio to 223%. We also

completed our deleveraging actions to reduce our debt by

£461 million resulting in a lower Solvency II leverage ratio

of 33%.

Given our confidence in the outlook of the business we are

announcing a new three year cumulative operating capital

generation target of £2.7 billion. This excludes the new

business strain of the Life business to reflect our strategic

growth plans over the period.

#### Simplification

We have continued to simplify our business to provide a better

level of service to our customers and clients. This is reflected in

the increase in our Life Net promoter score to +22 over 2024.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
|  | Dividend per share (ordinary) |  |
|  |  |  |
|  | 20.1p |  |
|  | (2023: 19.7p) |  |
|  |  |  |
|  |  |  |
|  | The Board has agreed to pay a second interim dividend  of 13.5p per share on 9 May 2025, meaning a total  dividend of 20.1 p per share for the year.  Find out more on page  [236](#ib2c5152239ae413b9d3b5fe7e8934113_241) |  |
|  |  |  |

In September, we announced our decision to focus and

rationalise our Wealth strategy. Our new focus is to continue to

grow the distribution of our own solutions through our

restricted advice channel and independent advisers, and make

our propositions more accessible on third party platforms. We

have simplified our operating model by bringing together

Wealth and Life under the leadership of Clive Bolton.

Underpinning this decision is our ongoing drive to deliver

improved client outcomes.

Over the course of the year we have moved at pace on our

transformation efforts, delivering £188 million of savings in the

first two years of the programme. Given this progress, we are

upgrading our cost target, again, to £230 million by end

of 2025.

|  |
| --- |
|  |
| “ |
|  |
| Our balanced and  integrated business  model remains a  source of competitive  advantage.” |
|  |
| Andrea Rossi  Group Chief Executive Officer |

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| --- | --- | --- |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Group Chief Executive Officer’s statement continued

|  |
| --- |
|  |
| “ |
|  |
| Through innovative  propositions such as  the Value Share BPA  we can offer  customers a  compelling product  range.” |
|  |
| Andrea Rossi  Group Chief Executive Officer |

#### Growth

I am pleased with our adjusted operating profit, up 5% year-on-

year, driven by a strong Asset Management result, which

improved by 19%. We achieved this improvement in Asset

Management adjusted operating profit while continuing to

invest in internationalising the business and expanding our

private markets capabilities. Through acquiring BauMont Real

Estate Capital in 2024 and the agreement to purchase a 70%

controlling stake of P Capital Partners at the start of 2025, we

are making selective acquisitions that fit with our overall

strategy of investing in areas with high growth potential for our

asset management business.

We continued to deliver strong investment performance with

63% of our Wholesale funds ranked in the upper two

performance quartiles over three years and 59% over five years

as of 31 December 2024. In Institutional asset management,

over 75% of funds by AUMA outperformed their benchmarks

on a three and five year basis.

In Life, we continued to build our presence in the Bulk Purchase

Annuity (BPA) market. We increased new business volumes for

BPAs by 50% year-on-year, reached £0.9 billion of premiums,

and helped to offset the run-off of the in-force book. Through

propositions such as the innovative Value Share BPA and our

Fixed Term Annuity recently launched at the start of 2025, we

can offer customers a compelling product range combining

guaranteed, smoothed and unsmoothed solutions.

We remain well positioned to address client needs and

capitalise on key market dynamics to drive growth

opportunities in a disciplined and controlled way.

To support our growth priority we have set a new financial

target for the three years 2025-2027 to grow adjusted

operating profit before tax by 5% or more on average per

annum.

#### Empowering our colleagues

#### and making a difference

We continue to build a workplace where everyone can flourish

in a safe and inclusive environment. A particular focus has been

the embedding of our new behaviours launched in 2024,

including through a series of well-attended colleague-wide

learning experiences offered throughout the year. We have

also focused on how the Group is fostering opportunity in hiring

practices, development pathways and increased diversity to

enhance business performance. Our inclusive culture continues

to make a positive impact in enabling our colleagues to deliver

on our priorities and making a real difference to wider society

through community initiatives. During 2024 we have also

evolved our sustainability strategy to better align with what

matters to us as a business, with a particular focus on our

investment and social impact expertise.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
|  | Employee sustainable engagement score |  |
|  |  |  |
|  | 69.0 |  |
|  | (2023: 70.7) |  |
|  |  |  |
|  |  |  |
|  | Our colleague OneVoice surveys over 2024 highlighted  that our culture is a strength, with colleagues treating  one another with respect and dignity.  Find out more on page 40 |  |
|  |  |  |

After a successful year, I would like to say thank you to our

M&G colleagues for all their hard work and dedication and to

my leadership team who continue to drive the business

forward. We welcomed Shawn Gamble, Group Chief Risk and

Compliance Officer and Chris Cochrane, Chief Information and

Technology Officer, to the Group Executive Committee (GEC),

who are already making a significant contribution. I also want to

thank Caroline Connellan, who left the business in 2024, and

wish her the best for the future.

#### Outlook

As I look ahead to 2025, the environment we operate in

remains challenging. Increased geopolitical uncertainty and

market volatility continue to weigh on customer and client

sentiment and pose a significant challenge to financial

institutions across the globe. At M&G, we are confident that we

can navigate this uncertain environment by leveraging the

strength of our business model which we believe will remain a

source of competitive advantage.

As we move into the next phase of our transformation we

remain focused on delivering sustainable, profitable growth for

our shareholders and attractive outcomes for our customers

and clients.

Andrea Rossi

Group Chief Executive Officer

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| --- | --- | --- |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our business model

## Our balanced and integrated business model

#### What

 we do

Our business model is to gather assets and invest for the long-term

to deliver attractive financial outcomes for our customers and clients,

as well as superior returns for our shareholders.

We leverage our capital strength and investment expertise, allowing us to

develop innovative savings and investment propositions that meet customer

and client needs through our Asset Management and Life businesses.

We are an internationally recognised active asset manager with market-

leading expertise in private assets, public fixed income, and multi-asset

solutions, alongside our expanding range of sustainability-driven thematic

equity products.

We are an established Life business with a strongly capitalised

With-Profits Fund. With a heritage of over 170 years and a strong brand,

through our advice business and distribution network, we’re well-positioned

to understand and meet the needs of customers and advisors. We have a

long-standing track record of successfully managing a scaled balance sheet

to provide security to our customers.

Our strong investment capabilities underpin all that we do.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our business model continued

## How we create value

#### Attract inflows and invest for the long ter

m

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  |  | | |  |
|  | We create value by attracting net client inflows across our business and leveraging  our strong investment capabilities to invest for the long term. | | |  |
|  |  |  |  |  |
|  | How do we attract  net inflows?  Through our expertise  in Asset Management and  Life solutions we develop  innovative propositions to  meet real needs of customers  and clients, who can access  these solutions through our  wide distribution network.  Underpinning this is  our consistently strong  investment performance.  How does this create value?  Flows into our business drive  our earnings and long-term  capital generation. Flows also  allow us to scale the business. |  | How do we invest  for the long term?  Using the scale of the business  including our well capitalised  With-Profits Fund, combined  with our expertise across  public and private markets, we  are able to make long-term  investment decisions.  How does this create value?  By making investment  decisions for the long-term,  we can provide our customers  and clients with guaranteed,  smoothed and unsmoothed  solutions. This also allows  us as a business to support  the transition to a  sustainable economy. |  |
|  |  |  |  |  |

![]()

|  |
| --- |
|  |
| £158.9bn |
| Third party assets managed  (2023: £153.2bn) |

![]()

|  |
| --- |
|  |
| £156.1bn |
| Life assets managed by our  Asset Management business  (2023: £160.3bn) |

![]()

|  |
| --- |
|  |
| £29.0bn |
| Life assets not managed by our  Asset Management business  (2023: £27.7bn) |

![]()

Note: Diagram excludes corporate assets of £1.9bn (2023: £2.3bn),

of which £0.9bn (2023: £1.0bn) is in Asset Management

#### Working for everyone

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | img_7.jpg |  |
|  | Shareholders |  |
|  |  |  |
| Our strong balance sheet and the diversity  of our earning streams support our dividends.  Our  strength across two businesses means we  can deliver growth and attractive returns. | | |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  | Find out more about our financial  performance on  pages 16-29 |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | img_7-3.jpg |  |
|  | Colleagues |  |
|  |  |  |
| We are committed to ensuring our colleagues’  working lives are engaging and fulfilling,  in a safe, inclusive and diverse environment,  so they can contribute to our success. | | |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  | Find out more about our  colleagues on pages 40-43 |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 7-2.jpg |  |
|  | Customers and clients |  |
|  |  |  |
| Our model allows us to invest for the long-term and deliver  attractive financial outcomes for our customers and clients.  Our investment and insurance expertise combine to  deliver best-in-class propositions. | | |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  | Find out more about our  customers and clients on pages 12-15 |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | img_7-4.jpg |  |
|  | Society |  |
|  |  |  |
| Our long-term horizon allows us to invest  in what society needs, including real estate, infrastructure  and technology. Our Group sustainability framework is  aligned with our purpose. | | |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  | Find out more about our approach  to sustainability on  pages 30-33 |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our business model continued

## Our

## business model in action

#### 40 Leadenhall development

The value of our business model is that we can use our

financial strength and investment expertise together to

develop long-term investment solutions, and deliver attractive

financial outcomes.

Our recently completed office development project in the City

of London, 40 Leadenhall demonstrates this in action.

Using capital from the With-Profits Fund, the Life business

invested £875 million in the development in 2019 in a deal

structured by M&G Real Estate, our specialist internationally

recognised property manager.

M&G Real Estate have successfully managed the development

through to completion, the largest office project to complete in

London’s Square Mile in 2024.

The 900,000 square foot development is over 90% committed

and achieving above average rents. It showcases M&G’s ability

to deliver, invest for the long term and create attractive returns

for customers and shareholders.

The building is also among the UK’s first buildings to achieve the

NABERS certification, an energy efficiency standard that measures

how a building is designed to operate and how it performs in use.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Market and industry trends

## Opportunities and challenges

#### We are well placed to support our customers and clients

#### and deliver value for all our

#### stakeholders

|  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
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|  | img_9-1.jpg |  |  | img_9-2.jpg |  |  | img_9-3.jpg |  |
|  |  |  |  |  |  |  |  |  |
|  | Client needs are continually  changing in response to the  macroeconomic environment |  |  | Savings and advice gap  highlights the need for a  holistic range of savings  solutions that can be tailored  to meet client needs |  |  | Financial sector funding is  required to support growth  and transition to a  sustainable economy |  |
|  | Economic uncertainty and geo-political  tension globally continue to drive  market volatility, creating  unpredictable financial conditions for  savers and investors.  Clients are increasingly demanding  solutions that deliver reliable returns  against the evolving macroeconomic  back drop. |  |  | Across most major financial markets  with an increasingly ageing population,  people are at risk of making insufficient  financial preparations for their future  including in retirement.  Savings and investment needs evolve  throughout an individual’s lifetime from  building wealth through to, and in  retirement. Therefore they need advice  and the right savings solutions to help  them secure their future. |  |  | Shortfalls in traditional sources of funding  are creating opportunities for the  financial sector including private assets  and sustainable funds to fill this gap.  There is increasing recognition that  private sector investment is critical to  funding infrastructure, investment in the  real economy, fuelling growth in private  businesses and to support the significant  investment required in transitioning to a  more sustainable economy. |  |
|  |  |  |  |  |  |  |  |  |
|  | 35% |  |  | 34% |  |  | 70% |  |
|  | Increase in market volatility in last  5 years (vs previous 10-year period)  Source: MSCI World Index |  |  | of European household wealth is held  in low return currency and deposits  Source: Bruegel, April 2024 |  |  | of the $300tn investment required  to meet net zero goals by 2050 is  expected to come from private  markets investment  Source: Goldman Sachs |  |
|  |  |  |  |  |  |  |  |  |
|  | M&G positioning  Our business model, broad capabilities  and expertise enables us to develop  distinctive investment strategies that  meet the evolving needs of our  customers and clients.  Our differentiated offering combines  Asset Management and Life  capabilities, including guaranteed and  smoothed solutions, helping our clients  and customers manage market  uncertainty. |  |  | M&G positioning  We continue to expand our savings  and investment proposition to offer a  wider range of products that support  our customers' needs throughout their  lifetime as requirements change.  We are making our savings and  retirement solutions more accessible  by refining our distribution channels to  enable customers to access the  savings solutions that best meet their  needs. |  |  | M&G positioning  Our private markets business  leverages our Life balance sheet to  invest for the long term across  infrastructure developments and  private companies, with dedicated  investment strategies focusing on  sustainable and impact investments.  Our balanced and integrated business  model enables us to optimise our  capabilities to deliver investment in the  real economy with sustainable  outcomes. |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our strategy

## Continued momentum to deliver our strategy

#### We have made progress in delivering our strategy, using the strength

#### of our business to meet the needs of our stakeholders

Our purpose is to give everyone real confidence to put their money to work and the three pillars of our strategy are centred on

ensuring we meet this clear purpose.

The strength of our business model is helping us to deliver our strategy. By combining our deep understanding of customer and

client needs, compelling products and services, investment capabilities and expertise, and our growing international footprint, we

are continuing to transform M&G. As we transform we are targeting good operational and financial performance, and attractive

financial outcomes for our customers and clients, as well as superior returns for our shareholders.

We take a long-term approach to growth and value creation. This incorporates how we address environmental and social

challenges through the investments we manage on behalf of our clients, as well as how we run our business operations. Over 2024

we have reviewed our sustainability strategy, drawing on the strengths of our business model and broad investment capabilities.

The updated approach focuses on areas that are material to us and where we can make a positive contribution.

|  |  |
| --- | --- |
|  |  |
|  |  |
|  | Our strategic pillars |
|  |  |

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  |  |  |  |
|  |  |  |  |
|  |  |
|  |  |
|  | Maintain  our financial  strength | |  |
|  | Ensuring our clients  can depend on us, while  rewarding shareholders. | |  |

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  |  |  |  |
|  |  |  |  |
|  |  |  |
|  |  |  |
|  | Simplify  our  business | |  |
|  | Becoming more nimble  and efficient in how we work  to best serve our customers. | |  |

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  |  |  |  |
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|  |  |  |
|  |  |  |
|  | Deliver  profitable  growth | |  |
|  | Building on our strengths  to better anticipate and  address our clients’ needs. | |  |

|  |  |  |
| --- | --- | --- |
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|  | 11 |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our strategy continued

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
|  |  |  |
|  | Maintain our financial  strength |  |
|  |  |  |
|  | Our financial strength gives our  customers, clients and shareholders  confidence that we are the right long-  term partner for them. We help our  customers and clients put their money  to work and achieve their financial  goals. For shareholders, we carefully  allocate capital to invest in high-  potential growth opportunities and  reward them with attractive,  dependable dividends. |  |
|  |  |  |
|  | Our Group priorities  – Proactively manage our financial  position to create capacity to invest  in growth.  – Maintain a disciplined approach  to capital allocation.  – Build on the strength of our  business model to grow and  diversify revenue across our two  businesses. |  |
|  | 2024 Group highlights  – Exceeded our three-year cumulative  operating capital generation target of  £2.7 billion over 2022-2024.  – Completed deleveraging actions to  reduce our debt by £461 million,  reducing our leverage ratio by 2%.  – Announcement of new progressive  and sustainable dividend policy,  with the declaration of a second  interim dividend of 13.5 pence per  share resulting in a 2024 total  dividend of 20.1 pence per share. |  |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
|  |  |  |
|  | Simplify our  business |  |
|  |  |  |
|  | We are transforming the way in which  we operate, so that we can better serve  our customers and clients in the UK and  internationally and deliver our growth  strategy more efficiently. We want to  unlock M&G's potential by enabling our  colleagues and business partners to  work together more effectively and  improve the way we engage with  clients. |  |
|  |  |  |
|  | Our Group priorities  – Streamline our business model to  enable us to work more effectively  across the Group and deliver our  growth priorities.  – Simplify and automate our  processes to make it quicker and  easier for our customers to do  business with us.  – Continue to modernise our  technology estate. |  |
|  | 2024 Group highlights  – We delivered cost savings of £188  million by the end of 2024 and have  raised our cost saving target under  our transformation programme to  £230 million by the end of 2025.  – We continued to evolve our  business model, including the  decision to combine Life and  Wealth to improve operating  effectiveness and make it easier for  customers to do business with us. |  |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
|  |  |  |
|  | Deliver profitable  growth |  |
|  |  |  |
|  | Our business model gives us distinct yet  complementary capabilities that work  closely together to leverage the  strengths of our Asset Management  and Life businesses. This creates a  competitive advantage as we develop  solutions and deliver outcomes for our  clients and advisers, and helps us unlock  the growth potential of the combined  M&G group. |  |
|  |  |  |
|  | Our Group priorities  – Continue to strengthen our  presence in our target markets to  engage more closely with our  customers and better address their  needs.  – Expand our range of investment  solutions to meet a broader range  of outcomes.  – Strengthen our distribution  capabilities to enable more  customers and advisers to access  our solutions. |  |
|  | 2024 Group highlights  – In Asset Management we have  strengthened our international  presence by building on our  distribution channels and  broadening our investment  capabilities with over 56% of our  third party AUMA from non-UK  clients.  – In Life, we have written £0.9 billion  in new Bulk Purchase Annuity (BPA)  business in 2024 and as part of this  we launched an innovative Value  Share BPA proposition in the UK  market - this allows pension  trustees to insure member benefits  while enabling corporate sponsors  to share in the risk and reward. |  |

|  |  |
| --- | --- |
|  |  |
|  |  |
|  | For detailed updates on 2024 progress and key priorities for 2025  in our Asset Management and Life businesses see pages 12-15 |
|  | For details on our approach to sustainability please see pages 30-33 |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 12 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our businesses

## Asset Management

#### We continue to expand our range of investment capabilities, providing

#### solutions to meet the needs of our Life business and our third party clients

#### Business overview

We are an international asset manager focused on active

management across public and private markets. Our business

is underpinned by deep and broad investment expertise across

both fund management and extensive in-house

research capabilities.

Our Asset Management business manages £315.0 billion

AUMA, which is over 90% of the Group total. £156.1 billion of

this is managed on behalf of our largest client, our Life

business, and £96.1 billion is managed on behalf of over 900

third-party institutional clients and £62.8 billion on behalf of our

wholesale clients.

Our clients are at the heart of everything we do and we have a

global network of investment and distribution teams, which

enables us to be a local partner to our clients wherever they are

in the world.

We offer a broad range of savings and investment solutions to

help our clients navigate their investment needs.

We work closely with our Life business to build and deliver end-

to-end investment solutions, ensuring a strong alignment of

interest and a deep understanding of our clients’ objectives.

We offer these same solutions to our third-party clients

enabling us to scale new strategies and attract third party

flows.

We are leveraging this client insight to develop a suite of

investment solutions for our target insurance clients

across Europe.

Wholesale clients have access to a family of UK-domiciled

mutual funds, as well as a similar range of Luxembourg funds

for international clients. We also offer access to private assets

through our European Long Term Investment Fund (ELTIF) and

sub-advised solutions.

|  |
| --- |
|  |
| 11-1.jpg |
| Asset Management |
|  |
| Joseph Pinto Asset Management CEO |

For Institutional clients we provide investment propositions

covering both private and public assets through a variety of

formats, from pooled funds to segregated mandates.

We offer clients investment solutions across our two business

areas:

Public Markets, managing £240.9 billion of assets, focused on

public fixed income, active equity and sustainability focused

funds. Within Public Markets, M&G is recognised as one of

Europe’s leading Fixed Income investors, managing

£137.8 billion of assets.

Private Markets, managing £74.1 billion of assets, M&G is a

leading player in Europe, with capabilities focusing on real

estate, private credit and impact investment.

Sustainability and impact are key focus areas and we have a

range of capabilities to meet our client demands including

through responsAbility and our Catalyst strategy.

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  |  |  |  |  |
|  | img_12-2 (1).jpg |  | Expanding our public market capabilities  through our Sustainable Bond Strategy  In October 2024, through our responsAbility business, we  launched our Sustainable Solutions Bond Strategy, an SFDR  Article 9 fund.  This strategy targets sustainable corporate bonds, addressing  six areas: health, work & education, social inclusion, circular  economy, environmental solutions, and climate action.  It aims to align investments with the UN Sustainable  Development Goals and was designed following active  engagement with institutional and wholesale investors.  This demonstrates how we can leverage the expertise of our UK  investment team and responsAbility, to create a diversified  portfolio of global investment-grade bonds driving positive  change. |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our businesses continued

#### Progress against our s

#### trategy

The progress we have made in 2024 is aligned to our Group

strategic objectives (as set out on pages 10-11) delivering

growth in our international presence and expanding our

capabilities to meet our client needs while strengthening our

operating model.

#### Simplify our business

– Continued to make progress in reducing the Asset

Management Cost-to-Income ratio from 79% in 2023 to

76% in 2024.

– Strengthened our public and private markets leadership teams

with our three Chief Investment Officers now in place and a

dedicated Chief Operating Officer model to support our

leadership teams to grow our business efficiently.

– Enhanced our global investment model to enable us to more

efficiently scale internationally, including streamlining our

middle and back-office functions.

#### Deliver profitable growth

– Continued to deliver consistent investment performance

with overall performance of 63% of wholesale funds

continuing to be above median over 3 years.

– Continued to strengthen our international presence, with

56% of our £158.9 billion third-party AUMA from

non-UK clients.

– Built upon our distribution capabilities including

strengthening our access to the Singapore wealth market

and have been actively building our relationships in the

Middle East.

– Further globalised our investment capabilities, building on

the success of our Asian equities franchise by launching

Indian and Chinese equities and developing our Japanese

Large Cap equities.

– Broadened our capabilities in private markets through the

acquisition of BauMont Real Estate Capital to expand our

origination capabilities in Europe while continuing to build

upon our existing capabilities with success in

structured credit.

#### Key priorities for 2025

Improve third party flows across our target markets in the UK

and internationally and continue to improve client experience:

– Build on our strong momentum in scaling our international

franchise by continuing to grow in Europe and targeting

growth in Asia. Globalise our offering by developing our

public fixed income platform and Asian Equities to broaden

our client relationships.

– Continuing to broaden our UK proposition and client base

aligning with structural market trends to deliver the right

solutions for our clients, including developing run-on

solutions for pension schemes, leveraging the capabilities of

our Life business.

– Expand our private asset capabilities by growing our

presence outside of the UK, taking a selective approach to

bolt on acquisitions and partnerships. Continue to develop

our capabilities through externalisation of existing strategies

and launching new innovative products.

– Enhance and improve our client experience to ensure we

deliver consistent, high-quality service as we scale

internationally.

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  |  |  |  |  |
|  | img_13 (1).jpg |  | Expanding our private market origination  capabilities in Europe  During 2024, M&G Real Estate acquired a majority stake in  BauMont Real Estate Capital Limited, a European  investment manager with €1.5 billion in assets and offices in  London and Paris.  This acquisition, focusing on value-add strategies involving  redevelopment or refurbishment, expands our client  offerings beyond core real estate, providing our clients with  the potential for higher returning opportunities. It aligns with  our strategy to enhance our asset management capabilities  in Europe and build on our private markets track record.  Our With-Profits Fund invested €200 million in BauMont’s  latest closed-ended fund - BauMont Real Estate II. |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our businesses continued

## Life

#### We are repositioning the Life business to accelerate the current

#### momentum and continue driving profitable growth

#### Business

#### overview

We currently serve over 4.5 million customers in the savings

and pensions market. Our customers are increasingly looking

for support across a broad range of savings and investment

needs and our four core markets are aligned to support them

throughout this journey:

Individual Life & Pensions addresses the needs of UK retail

clients for investment growth, smoothed returns and

guaranteed income through a range of solutions, including our

PruFund proposition, with £64.0 billion of AUMA.

International Life includes our savings businesses in Ireland

and Poland, with a further focus on international diversification

of our With-Profits Fund and broadening the distribution of our

PruFund proposition to new markets.

Corporate Risk Solutions services our corporate clients, with a

focus on scaling our presence in the UK market through Bulk

Purchase Annuities (BPAs).

Advice provides holistic financial planning services to help

retail customers plan and save for the future, with a national

footprint of over 550 advisers, making us one of the largest

advice businesses in the UK.

We continue to strengthen the partnership between the

shareholder and the With-Profits Fund, by drawing on their

respective capabilities and leveraging the strong capital

position of the With-Profits Fund to launch new solutions and

scale our existing business.

|  |
| --- |
|  |
| 14-1.jpg |
| Life |
|  |
| Clive Bolton Life CEO |

This will allow us to reposition the With-Profits Fund to be the

primary writer of new business, helping address customer

needs, and diversifying our product suite while driving top-line

growth and stable, fee-like earnings in the Life business.

We have a unique relationship with the Asset Management

business and work closely together to meet client demands for

smoothed income and multi-asset investment solutions. This

relationship continues to provide strong investment returns for

our customers - our PruFund proposition has had another year

of resilient net performance, with our flagship PruFund Growth

Fund returning 4.0% pa over three years, comfortably

outperforming the ABI Mixed Investment 20-60% shares

sector.

![]()

#### 20 years of PruFund

– Truly diversified global multi-asset fund, providing clients with access to a

wide range of investments, including private markets

– Established smoothing mechanism which balances short term market

fluctuations, providing customers with stable, predictable returns

– 20-year track record of robust investment returns, helping customers grow

their money while mitigating the unpredictability of investment markets

|  |  |  |
| --- | --- | --- |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our businesses continued

#### Progress against our strategy

In 2024 we have made real progress against our Group

strategic objectives (as set out on pages 10-11). We have

focused on repositioning for new business growth beyond

PruFund , by developing new propositions, while evolving our

business model:

#### Simplify our business

– We have aligned our Life business model across our four

core markets, including integrating our Advice business. We

have established leadership teams in each market with a

clear focus on growth, facilitating easier interactions for both

customers and advisers, and enhancing efficiency.

– We have continued to develop our Consumer Duty

programme to deliver better outcomes for our customers.

We recognise that delivering great outcomes and service is

a constantly evolving process and we have refined our

customer outcome management information and insights to

identify and improve customer processes.

#### Deliver profitable growth

– Individual Life & Pensions: we are focused on adding annuity

products and broadening our distribution network, including

widening access to PruFund by launching the proposition

on third party platforms.

– International Life: we continue to evolve our proposition and

are exploring opportunities to internationalise PruFund in

Europe, the Middle East and Asia.

– Corporate Risk Solutions: we have written £ 0.9 billion of

new BPA business, focusing on selective cases where our

capabilities in private assets can make a material difference

to customers. As part of that, we also launched a ‘first of its

kind’ Value Share BPA proposition in November 2024.

– Advice: we have generated £0.9 billion in PruFund gross

inflows through our Advice business in the year.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
|  | Net Promoter Score |  |
|  |  |  |
|  | +22 |  |
|  | (2023:+15) |  |
|  |  |  |
|  |  |  |
|  | Net Promoter Score (NPS) is a measure of the willingness  of a company’s clients to recommend its products or  services to others. It is measured across a rolling six-month  period. The Net Promoter Score for our Life business is one  of the key non-financial performance measures impacting  Director’s remuneration. |  |
|  |  |  |
|  | Performance in 2024  We are pleased that the NPS score has improved year on  year, demonstrating that by continuing to focus on  simplification, stabilisation and excellent service, it makes it  easier for customers to do business with us. |  |
|  |  |  |

#### Key priorities for 2025

Continue to reposition our business for growth, generate flows

and deliver sustainable capital generation:

– Take a targeted approach to developing our investment and

annuity propositions to meet customer needs including

continuing to grow BPA volumes and internationalising

PruFund.

– Broaden the distribution of our recently launched Fixed Term

Annuity product, underpinning our re-entry into the annuities

market.

– Build on the partnership between the shareholder and the

With-Profits Fund to deliver growth, with the With-Profits

Fund writing the majority of new business, and the

shareholder balance sheet continuing to selectively

participate in attractive insurance risk.

– Continue to enhance our service model across each of our

core markets including the automation of key processes to

ensure we are well positioned to meet our growth ambitions

and service our customers as we scale.

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  |  |  |  |  |
|  | img_15.jpg |  | Launching our Value Share BPA  During 2024, we launched an innovative Value Share Bulk  Purchase Annuity proposition, allowing trustees to insure  member benefits while enabling corporate sponsors to  share in the risk and reward.  Our first Value Share proposition was a £0.5 billion  transaction insuring 3,200 members, aligning with M&G’s  growth ambitions in the UK pension de-risking market and  showcases our ability to create innovative solutions for our  clients’ complex needs.  Since re-entering the market in September 2023, M&G has  written £1.5 billion of total new bulk annuity business,  building on its history as a founding member of the BPA  market. |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Business and financial review

## Demonstrating our financial strength

#### Our results demonstrate further progress across our three strategic pillars

#### despite challenges on flows

I am pleased to present our 2024 results which demonstrate

further delivery on our strategy. My highlights for the year

include reducing the leverage ratio to 33% and delivering

cumulative operating capital generation of £2.75 billion since

2022, enabling us to beat our upgraded three year target of

£2.7 billion.

Our transformation programme has continued to move at pace

as we progress towards our objective of building a stronger,

simpler and more efficient business. Across the whole business

we have delivered cumulative cost savings of £188 million to

date, and we have upgraded our three year cost saving target

to £230 million savings by end 2025. But our simplification

journey won't end there. Our Asset Management Cost to

Income ratio improved to 76% from 79%, benefitting from both

lower costs, as well as revenue growth. We remain committed

to achieving a 70% Cost to Income ratio through further

operational discipline and profitable growth.

#### AUMA and net client flows

Total AUMA has increased to £345.9 billion (2023: £343.5

billion), benefitting from the acquisitions of BauMont Real

Estate Capital Limited in Asset Management and, in Life, a

further stake in Continuum, alongside positive market

movements.

Following the announcement during the year to combine our

![]()

|  |
| --- |
|  |
| “ |
|  |
| Our cumulative  operating capital  generation since  1 January 2022  exceeded our  upgraded target  of £2.7 billion.” |
|  |
| Kathryn McLeland  Chief Financial Officer |

Life and Wealth segments and recognising the repositioning of

the Life business to deliver growth, we have revised our flows

key performance measure to Net flows from open business.

Net flows from open business, which primarily includes flows

from asset management, PruFund, shareholder annuities and

advice, were outflows of £1.9 billion (2023: £1.7 billion inflows).

Wholesale net flows were neutral (2023: £1.5 billion inflows)

with strong investment performance helping to counter

challenges seen in the market over 2024 primarily due to high

yields. In Institutional, we experienced net outflows of

£0.9 billion (2023: £0.7 billion), with continuing net inflows in

our International channels, offset by UK net outflows. Now

more than half of our third party assets are from clients outside

of the UK.

In Life, PruFund net outflows of £0.9 billion (2023: £1.0 billion

inflows) were also impacted by the high interest rate

environment. Over the second half of 2024 we have started to

see some positive momentum in PruFund flows. After writing

three new BPA deals in the year, including our first Value Share

BPA, a unique proposition, we have now written £1.5 billion of

new annuity business since we re-entered the market in 2023.

#### Earnings

Despite the headwinds I set out in March last year, adjusted

operating profit before tax (AOP) increased by 5% to

£837 million (2023: £797 million) reflecting a significant 19%

increase in AOP from Asset Management and a modest

decrease in Life AOP. Looking forward we are now targeting

AOP annual growth of 5% or more on average over the three

years 2025-2027.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Business and financial review continued

Our 2024 IFRS result has been significantly impacted by the

continued increase in yields over the year, with the unrealised

fair value losses on the surplus assets in the annuity portfolio

and the fair value losses on the interest rate hedging we have in

place to protect our Solvency II capital position leading to a

significant loss after tax attributable to equity of £347 million

(2023: £309 million profit). The loss from mismatches arising on

application of IFRS 17 increased to £333 million (2023:

£41 million) driven by an reduction in the fair value of the non-

profit annuities in the With-Profits Fund.

Operating Change in Contractual Service Margin (CSM)

decreased to £294 million (2023: £355 million), benefitting from

positive longevity assumption changes in shareholder annuities

partly offset by the impact from lower expected rates of return

and the rebuild of the prospective with-profits modelling in

relation to the PruFund and traditional with-profits businesses.

The CSM was also impacted by positive market movements

leading to a 10% increase since the start of the year to £6.0

billion (2023: £5.5 billion).

#### Capital and liquidity

As at  31 December 2024, our shareholder Solvency II coverage

ratio increased to 223% ( 2023: 203%) including the impact of

deleveraging actions totaling £461 million taken during the

year. These actions had the effect of reducing our leverage

ratio to 33% ( 2023 : 35%).

Operating capital generation for 2024 remained strong at

£933  million (2023: £996 million), with an improved result from

Asset Management  partly offsetting a lower contribution from

Life, meaning our cumulative operating capital generation since

1 January 2022 exceeded our upgraded target of £2.7 billion

that we announced in our half year results.

|  |
| --- |
|  |
| “ |
|  |
| I am confident that  we are well positioned  to maintain our capital  strength and deliver  profitable growth over the  long term.” |
|  |
| Kathryn McLeland  Chief Financial Officer |

We are now targeting a further £2.7 billion cumulative

operating capital generation (excluding new business strain)

for the three years to 2027. Total capital generation of

£1,108 million (2023: £358 million) benefited from an improved

result from market movements and the impact of removing the

eligible own funds restriction in place in 2023.

#### Dividend

We paid an interim ordinary dividend of £157 million equal to

6.6 pence per share on 18 October 2024. A second interim

dividend, under our new progressive dividend policy, of

£ 321 million equal to 13.5 pence per share will be paid on

9 May 2025, which means 20.1 pence per share of total

dividends will be paid to shareholders in relation to 2024.

I am confident that we are well positioned to navigate the

uncertain external environment and maintain our capital

strength and deliver profitable growth over the long term,

following the momentum seen in Asset Management over 2024

and the repositioning of the Life business, alongside the actions

we are taking to simplify the business and increase efficiency.

Kathryn McLeland

Chief Financial Officer

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Business and financial review continued

F

## inancial highlights

#### We use a range of key performance measures to track

#### how we are executing against our strategy

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | Assets under management  and administration (AUMA) |  |
|  |  |  |
|  |  |  |
|  |  |  |
|  | £345.9bn |  |
|  | (2023: £343.5bn) |  |
|  |  |  |
|  |  |  |
|  | AUMA is a key indicator of our scale, and  demonstrates our potential earnings from  investment return and fee income. |  |
|  |  |  |
|  |  |  |
|  | Performance in 2024  AUMA increased by £ 2.4 billion, predominantly  from favourable market movements.  Find out more on pages 19-20 |  |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | Net flows from open  business |  |
|  |  |  |
|  |  |  |
|  |  |  |
|  | £1.9bn outflow |  |
|  | (2023: £1.7 bn inflow) |  |
|  |  |  |
|  |  |  |
|  | Net flows from open business indicate how our  business grows, and how successful it is at  retaining and attracting new clients. |  |
|  |  |  |
|  |  |  |
|  | Performance in 2024  International Institutional Asset Management  and Bulk Purchase Annuity inflows partly offset  PruFund and Wholesale Asset Management  outflows driven by challenges in the market.  Find out more on pages 19-20 |  |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | Adjusted operating  profit before tax (AOP) |  |
|  |  |  |
|  |  |  |
|  |  |  |
|  | £837m |  |
|  | (2023: £797 m) |  |
|  |  |  |
|  |  |  |
|  | AOP demonstrates our longer-term performance  to equity holders, as it is less affected by short-  term market volatility and non-recurring items  than IFRS profit before tax. |  |
|  |  |  |
|  |  |  |
|  | Performance in 2024  AOP increased by 5% on 2023, driven by an  increase in Asset Management and  improvement in Corporate Centre with broadly  stable performance in Life.  Find out more on pages 21-23 |  |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
|  | Operating change in  Contractual Service Margin |  |
|  |  |  |
|  |  |  |
|  |  |  |
|  | £294m |  |
|  | (2023: £355 m) |  |
|  |  |  |
|  |  |  |
|  | Includes changes from new business, interest  accretion, experience changes and release of CSM  but excludes the impact of short-term market  movements, mismatches and restructuring costs. |  |
|  |  |  |
|  |  |  |
|  | Performance in 2024  Operating change in CSM decreased by £ 61m  to £294 m in 2024 , due to reductions in with-  profits partly offset by shareholder annuities  which benefitted from assumption changes.  Find out more on pages 23-24 |  |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
|  | IFRS result  after tax |  |
|  |  |  |
|  |  |  |
|  |  |  |
|  | £(347)m |  |
|  | (2023: £309 m) |  |
|  |  |  |
|  |  |  |
|  | Profit/(loss) after tax demonstrates our financial  performance to shareholders during the year on  an IFRS basis. |  |
|  |  |  |
|  |  |  |
|  | Performance in 2024  Loss in 2024 driven by adverse short-term  fluctuations in investment returns and an  increased loss in the mismatch arising on  application of IFRS 17.  Find out more on  page [25](#i54b4934355684358b9e0345150cb75b1_385946) |  |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
|  | Operating capital  generation |  |
|  |  |  |
|  |  |  |
|  |  |  |
|  | £933m |  |
|  | (2023: £996m) |  |
|  |  |  |
|  |  |  |
|  | Operating capital generation demonstrates the  longer-term view of the movements in our  surplus capital. It is less affected by short-term  volatility than total capital generation. |  |
|  |  |  |
|  |  |  |
|  | Performance in 2024  Operating capital generation remains strong  with lower expected returns partly offset by  benefits from management actions.  Find out more on  pages [26](#ib2c5152239ae413b9d3b5fe7e8934113_18668)-27 |  |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
|  | Total capital  generation |  |
|  |  |  |
|  |  |  |
|  |  |  |
|  | £1,108m |  |
|  | (2023: £358 m) |  |
|  |  |  |
|  |  |  |
|  | Capital generation is an integral financial metric  that measures the change in surplus capital  during the period, before dividends and capital  movements. |  |
|  |  |  |
|  |  |  |
|  | Performance in 2024  Capital generation has increased from 2023  reflecting a robust operating performance,  improved market movements and removal of  regulatory restriction.  Find out more on pages 26-27 |  |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
|  | Shareholder Solvency II  coverage ratio |  |
|  |  |  |
|  |  |  |
|  |  |  |
|  | 223% |  |
|  | (2023: 203%) |  |
|  |  |  |
|  |  |  |
|  | The shareholder view of the Solvency II  coverage ratio provides a more relevant  reflection of our capital strength than the  regulatory Solvency II coverage ratio. |  |
|  |  |  |
|  |  |  |
|  | Performance in 2024  Strong operating capital generation and the  impact from deleveraging activity during the  year has contributed to an increase in solvency  ratio.  Find out more on  page 28 |  |

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|  |  |  |
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|  | Dividend per share  (ordinary) |  |
|  |  |  |
|  |  |  |
|  |  |  |
|  | 20.1p |  |
|  | (2023: 19.7p) |  |
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|  |  |  |
|  | Dividend per share is the return of value  to shareholders for each share held. |  |
|  |  |  |
|  |  |  |
|  | Performance in 2024  The Board has agreed to pay a second interim  dividend of 13.5p per share on 9 May 2025,  meaning a total dividend of 20.1p per share.  Find out more on page [236](#ib2c5152239ae413b9d3b5fe7e8934113_241) |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Business and financial review continued

## AUMA and net client flows

#### AUMA increased over the year with positive market movements offsetting

#### net client outflows

Assets under management and administration (AUMA) increased by £2.4 billion to £345.9 billion (31 December 2023: £343.5

billion) as a result of favourable market movements which offset total net outflows of £9.5 billion (2023: £4.7 billion). The acquisition

of a further stake in Continuum in March 2024 increased AUMA by £2.0 billion and a further £1.1 billion was a result of the

acquisition of BauMont Real Estate Capital (BauMont) in October 2024.

Net flows from open business primarily includes flows from Asset Management, PruFund, Shareholder annuities and advice which

have fallen to net outflows of £1.9 billion (2023: £1.7 billion inflows) mainly due to challenging market conditions. Net outflows from

Shareholder annuities have improved following £0.9 billion of bulk purchase annuity (BPA) inflows.

The following table shows an analysis of AUMA and net client flows by segment:

|  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |
|  | Net client flows  For the year ended 31 December | | | | | |  | |
|  | Net flows  from open business | | Net flows  other | | Total net  client flows | | AUMAi  As at 31 December | |
|  | 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | 2024 | 2023 |
|  | £bn | £bn | £bn | £bn | £bn | £bn | £bn | £bn |
| Institutional Asset Managementii | (0.9) | (0.7) | — | — | (0.9) | (0.7) | 96.1 | 98.2 |
| Wholesale Asset Managementii | — | 1.5 | — | — | — | 1.5 | 62.8 | 55.0 |
| Other Asset Management | — | — | — | — | — | — | 0.9 | 1.0 |
| Total Asset Management | (0.9) | 0.8 | — | — | (0.9) | 0.8 | 159.8 | 154.2 |
| With-profits: PruFund | (0.9) | 1.0 | — | — | (0.9) | 1.0 | 64.0 | 61.2 |
| With-profits: traditional | — | — | (4.8) | (4.2) | (4.8) | (4.2) | 61.6 | 65.0 |
| Shareholder annuities | (0.2) | (0.4) | — | — | (0.2) | (0.4) | 15.1 | 15.8 |
| Other Lifeii | 0.1 | 0.3 | (2.8) | (2.2) | (2.7) | (1.9) | 44.4 | 46.0 |
| Total Lifeiii, iv | (1.0) | 0.9 | (7.6) | (6.4) | (8.6) | (5.5) | 185.1 | 188.0 |
| Corporate assets | — | — | — | — | — | — | 1.0 | 1.3 |
| Total | (1.9) | 1.7 | (7.6) | (6.4) | (9.5) | (4.7) | 345.9 | 343.5 |

i £18.0 billion (31 December 2023: £14.1 billion) of total AUMA relates to assets under advice.

ii £5.7 billion AUMA relates to M&G Direct, transferred from Life to Asset Management and £2.1 billion Group Investment Linked Plan business transferred

from Asset Management to Life. Both transfers took effect from 31 December 2024.

iii £156.1 billion of AUMA of Life is managed internally by the Group’s Asset Management business (31 December 2023: £160.3 billion).

iv Previous operating segments ‘Life’ and ‘Wealth’ have been replaced with one new operating segment, ‘Life’. Comparatives for 2023 are presented on the

new segment basis. PruFund includes both UK and non-UK.

Asset Management

Asset Management remained resilient with net client outflows of £0.9 billion (2023: £0.8 billion net client inflow) reflecting net

neutral flows in Wholesale despite challenging market conditions and an improvement in net client outflows in UK Institutional as

we continue to grow the International business.

International Institutional Asset Management net client inflows were £2.9 billion (2023: £5.4 billion). A focus on strengthened

performance for the international business, particularly in fixed income channels, attracted net client inflows but this was impacted

by one-off larger redemptions in South Africa and Australia. The net client inflows in International were offset by net client outflows

from Institutional Asset Management in the UK, which reduced to £3.8 billion compared to £6.1 billion in 2023, with ongoing de-

risking in defined benefit corporate schemes driving continued outflows. Poorer performance in Real Estate across UK and

International dampened flows with net outflows £0.5 billion (2023: £0.2 billion).

Institutional AUMA reduced £2.1 billion to £96.1 billion as at 31 December 2024. As part of the reorganisation of the business to two

segments, £2.1 billion of Group Investment Linked Plan business transferred from Asset Management to Life, which combined with

the net client outflows of £0.9 billion more than offset the increase of £1.1 billion AUMA from the acquisition of BauMont.

Our expertise in private assets, which offers private fixed income, alternatives, real estate and infrastructure equity offerings, is a

key component of our Institutional investment capability, and represents a resilient, high-margin source of revenues. Our private

assets under management increased modestly to £74.1 billion of AUMA as at 31 December 2024 (31 December 2023: £73.4 billion)

strengthened by our acquisition of BauMont.

In Wholesale Asset Management, challenges seen in the market throughout 2024 are reflected in the net nil flows (2023: £1.5

billion net inflows). We continue to feel the impact of some clients adjusting their investment strategy to low risk alternatives,

particularly in the UK. This has been offset by growth in our specialised Investment Solutions channel, which secured further

mandates and net inflows during 2024.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Business and financial review continued

Our Wholesale funds performance continues to be strong, with 53%, 63% and 59% of our Wholesale funds ranked in the upper

performance quartiles over one, three and five years as of 31 December 2024 (2023: 51%, 64% and 69% over one, three and

five years).

Wholesale AUMA increased £7.8 billion to £62.8 billion as at 31 December 2024, benefitting from the transfer of M&G Direct

business with AUMA of £5.7 billion at 31 December 2024 from Life as part of the reorganisation of the business. Wholesale AUMA

also benefitted from market and other movements of £2.1 billion due, in particular, to stronger equity markets in the UK, US and

Europe.

Life

As we reposition our Life business for continued growth, flows were bolstered by gross client inflows from bulk purchase annuity

(BPA) transactions in 2024 of £0.9 billion (2023: £0.6 billion) including inflows from our first Value Share BPA transaction, which

is unique in the market. However, total net client outflows from open business for Life were £1.0 billion (2023: £0.9 billion net

client inflows) due to outflows from PruFund. Life net client flows from open business includes PruFund, Shareholder annuities

and advice.

PruFund, our insurance-based smoothing solution offering a blend of public and private investments to clients, had net client

outflows of £0.9 billion (2023: £1.0 billion net client inflows) with the continued higher interest rate environment contributing to the

outflows as clients are attracted to cash and guaranteed solutions. Over the second half of 2024, we experienced improvements in

both gross inflows and outflows to PruFund leading to a narrowing of net outflows.

Shareholder annuities net client outflows of £0.2 billion (2023: £0.4 billion) include the gross client inflows from BPAs offset by the

expected outflows from annuities in payment of £1.1 billion (2023: £1.0 billion).

Other Life includes advice net inflows of £0.6 billion (2023: £0.7 billion) including £0.3 billion net inflows following the acquisition of

a further stake in Continuum in March 2024.

Total net client flows from the Life business were £8.6 billion outflows (2023: £5.5 billion) with expected net outflows for our

traditional with-profits business and other small closed books of business of £7.6 billion (2023: £6.4 billion) adding to the net client

outflows from open business.

Total Life AUMA reduced £2.9 billion to £185.1 billion due to the net client outflows which were partly offset by positive market and

other movements of £5.7 billion, including £2.0 billion following the acquisition of a further stake in Continuum.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Business and financial review continued

## Earnings

#### Adjusted operating profit grows 5% with IFRS result impacted

#### by high interest rates

#### Adjusted operating profit before tax

Adjusted operating profit before tax increased by 5% to £837 million for the year ended 31 December 2024 (2023: £797 million),

an increase of 19% in Asset Management was partly offset by a small reduction in Life.

The following table shows an analysis of adjusted operating profit before tax by segment:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| Asset Management | 289 | 242 |
| Revenuei | 1,008 | 995 |
| Costs | (774) | (791) |
| Performance fees | 35 | 30 |
| Investment income and minority interest | 20 | 8 |
| Lifeii | 746 | 755 |
| With-profits: PruFund | 226 | 236 |
| With-profits: traditional | 222 | 263 |
| Shareholder annuities | 308 | 331 |
| Other Life | (10) | (75) |
| Corporate Centreii | (198) | (200) |
| Adjusted operating profit before tax | 837 | 797 |

i £324 million of the revenue is in respect of assets managed on behalf of Life (2023: £309 million).

ii Previous operating segments ‘Life’ and ‘Wealth’ have been replaced with one new operating segment, ‘Life’. The comparatives for Life and Corporate

Centre have been restated to reflect the revised segments and the adjustment of some advice-related costs.

Asset Management

Asset Management adjusted operating profit before tax increased to £289 million for the year ended 31 December 2024 (2023:

£242 million) driven by the combination of a 1% increase in revenue to £1,008 million (2023: £995 million) and a 2% reduction in

operating costs to £774 million (2023: £791 million). We are starting to see the impact of the actions to grow and simplify the Asset

Management business as part of our strategy. Cost reductions from the delivery of initiatives that are part of our transformation

programme more than offset the impact of inflation and demonstrate the continued focus on cost discipline. This is reflected in the

improvement in the cost/income ratio for the Asset Management business to 76% (2023: 79%).

Revenue earned by Institutional Asset Management was £594 million (2023: £588 million). This increase primarily reflects higher

fees earned on public fixed income investments driven by higher average AUMA across the year, partly offset by reductions in

revenue from the Real Estate business as a result of lower property valuations. In Wholesale Asset Management, revenue

increased to £414 million (2023: £407 million) due to higher AUMA.

The average fee margin for Asset Management of 32 bps for 2024 was marginally down from 33 bps for 2023. Average fee margins

in the Institutional Asset Management business decreased to 38 bps for 2024 from 39 bps for 2023, while Wholesale Asset

Management fee margins reduced to 56 bps in 2024 from 58 bps in 2023 mainly due to the concentration of new flows in lower

margin funds.

Asset management adjusted operating profit before tax has also benefited from an increase in investment return of £12 million to

£36 million (2023: £24 million) reflecting foreign exchange revaluation gains. Investment return relates to returns on seed

investments, units held to hedge management incentive schemes, interest income on cash balances and any foreign exchange

revaluation impacts.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Business and financial review continued

Life

Adjusted operating profit before tax from our Life business reduced by £9 million to £746 million (2023: £755 million) with

decreases in with-profits and shareholder annuities, offset by an improvement in the result in Other Life.

With-profits: PruFund

The table below shows a further analysis of the adjusted operating profit before tax from PruFund:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
|  | £m | £m |
| CSM release to adjusted operating profit | 221 | 242 |
| Expected return on excess assetsi | 18 | 33 |
| Other | (13) | (39) |
| PruFund adjusted operating profit before tax | 226 | 236 |

i Excess assets net of financial liabilities.

The Contractual Service Margin (CSM) for PruFund is primarily

based on the expected value of future shareholder transfers. A

decrease in the CSM amortisation rate, driven by strengthening

of persistency assumptions at the end of 2023, results in profit

being spread over a longer period and is the main driver of the

reduction in the amount of CSM released to adjusted operating

profit. The CSM release of £221 million (2023: £242 million) is

10.8% (2023: 11.6%) of the opening CSM attributable to the

shareholder for this business.

The expected return on excess assets decreased by £15 million to £18 million (2023: £33 million). As the expected rate of return is

set at the start of the reporting period, a rise in risk-free rates over 2023 and a reduction in the excess assets allocated to cash

resulted in a higher expected rate of return in 2024 of 6.8% compared to 6.0% in 2023, which resulted in a £7 million increase in

the expected return on shareholders’ share of excess assets allocated to PruFund. However, this was more than offset by an

increase of £22 million to £31 million (2023: £9 million) in the loss from the swap arrangement to monetise a proportion of future

shareholder transfers entered into between the With-Profits Fund and the shareholder in 2023 due to the timing of the transaction.

The reduction of other losses by £26 million to £13 million (2023: £39 million) is primarily due to 2023 including a one off loss of £28

million at the date the swap arrangement between the With-Profits Fund and the shareholder was transacted due to the valuation

difference between the real world valuation of the swap liability created relative to the IFRS 17 measurement basis.

With-profits: traditional

The table below shows a further analysis of the adjusted operating profit before tax from traditional with-profits business:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
|  | £m | £m |
| CSM release to adjusted operating profit | 198 | 238 |
| Expected return on excess assets | 36 | 35 |
| Other | (12) | (10) |
| Traditional with-profits adjusted operating  profit before tax | 222 | 263 |

The CSM for traditional with-profits at the start of 2024 is lower

than at the start of 2023, largely as a result of negative market

movements over 2023. There has also been the reduction in the

CSM amortisation rate for PruFund as outlined above. Both of

these factors result in a reduction in the amount of CSM released

to adjusted operating profit to £198 million (2023: £238 million).

This represents 12.8% (2023: 14.0%) of the opening CSM

attributable to the shareholder. The amortisation rate of the

traditional with-profits business is greater than PruFund as this

business is more mature and is running off faster.

The expected return on the shareholders' share of excess assets in traditional with-profits has increased by £1 million to £36 million

(2023: £35 million). The expected rate of return is set at the same rate for all the With-Profits Fund excess assets and therefore, has

increased for excess assets allocated to traditional with-profits in line with PruFund. The impact from the increase in expected rate

of return to 6.8% largely offsets the impact from the slight reduction in excess assets allocated to the traditional with-profits

business due to it being in structural run-off.

The other loss of £12 million (2023: £10 million) primarily relates to expense overruns on group pensions new business.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Business and financial review continued

Shareholder annuities

The table below shows a further analysis of the adjusted operating profit before tax from shareholder annuities:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
|  | £m | £m |
| Expected return on excess assets | 147 | 205 |
| CSM release | 113 | 96 |
| Risk adjustment unwind | 21 | 19 |
| Asset trading and portfolio management actions | — | 2 |
| Experience variances | 2 | 9 |
| Other provisions and reserves | 25 | — |
| Shareholder annuities adjusted operating  profit before tax | 308 | 331 |

Shareholder annuities adjusted operating profit before tax has

decreased by £23 million to £308 million (2023: £331 million).

The recurring sources of earnings from the annuity book are

primarily the returns on excess assets over and above the IFRS

17 insurance liabilities based on long-term expected investment

returns and the release of the CSM.

The expected return on excess assets, has decreased by £58

million to £147 million as a result of a reduction in the expected

rate of return and in the value of the excess assets. The expected

rate of return is set at the start of the reporting period and

reduced from 6.6% for 2023 to 5.6% for 2024, driven by a

reduction in expected risk premium above the risk-free rate. The

expected risk premium has reduced due to a move into more

liquid assets in the annuity portfolio to support writing of BPAs.

The release of the CSM to adjusted operating profit for shareholder annuities was £113 million compared to £96 million in 2023,

benefitting from a higher CSM. The CSM release is calculated based on the opening CSM adjusted for new business, interest

accreted and assumption changes during the period. The main driver of the higher CSM arises from changes to our assumptions

on future mortality improvements which contributed £244 million. The CSM released represents 7.6% of the 2024 CSM before

amortisation (2023: 7.2%).

Other provisions and reserves of £25 million (2023: £nil) in 2024 relates to a change in persistency assumptions to reflect

experience on the lifetime mortgages book. The experience shows an overall expected increase in early redemptions however the

loss has been more than offset by a reduction in the value of the guarantee provided to protect against negative equity on this

book, resulting in an overall gain of £25 million.

The credit quality of fixed income assets in the annuity portfolio remained strong in 2024. 99% of the debt securities held by the

shareholder annuity portfolio are investment grade and only 18% are BBB. In addition, over 82% of the shareholder annuity

portfolio is held in debt securities categorised either as Risk Free or Secured (including cash). The downgrade experience (defined

as movements in BBB notching and, otherwise, letter downgrades) in 2024 has been relatively light, with less than 3% of bonds in

the shareholder annuity portfolio subject to a downgrade, and overall a net upgrade in bonds has occurred in 2024.

Other Life

The improvement in Other Life of £65 million to £10 million loss (2023 £75 million loss) is primarily due to a number of differing one-

off items in 2023 and 2024. These include the loss of £24 million in 2023 due to an increase in the provision in 2023 under an

agreement to reimburse the With-Profits Fund for its contribution to the costs for growing the business written in Poland that did

not repeat in 2024 and a £4 million benefit in 2024 following the exit of our digital wealth partnership with MoneyFarm at the end of

2023. Additionally, actions taken to improve profitability of our platform and advice businesses and the cost base in our service

companies contributed to the reduced loss in 2024.

Corporate Centre

The loss in Corporate Centre has decreased by £2 million to £198 million (2023: £200 million) as a reduction in finance costs on

subordinated debt, following repurchase and redemption of the subordinated notes in June and July 2024, was partly offset by a

reduction in interest income and profit from our treasury operations. Underlying Head Office expenses remained broadly flat on

2023.

#### Operating change in Contractual Service M

#### argin (CSM)

Operating change in CSM decreased to £294 million in the year ended 31 December 2024 (2023: £355 million). The reduction in

contribution from with-profits is driven by a change in the value of projected future shareholder transfers and is partly offset by an

increase in shareholder annuities, primarily due to a large benefit from longevity assumption changes. The CSM also benefitted

from positive market movements leading to a 10% increase since the start of the year to £6.0 billion (2023: £5.5 billion).

The following table shows a breakdown of the operating change in CSM:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023i |
| For the year ended 31 December | £m | £m |
| With-profits: PruFund | 99 | 244 |
| With-profits: traditional | 23 | 67 |
| Shareholder annuities | 172 | 36 |
| Other | — | 8 |
| Operating change in CSM | 294 | 355 |

i Previous operating segments ‘Life’ and ‘Wealth’ have been replaced with one new operating segment, ‘Life’. Comparatives for 2023 are presented on the new

segment basis. PruFund UK and non-UK business were previously presented separately in ‘Wealth’ and ‘Life’ operating segments, respectively.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Business and financial review continued

With-profits: PruFund

The following table provides an analysis of the key drivers of the operating change in the CSM for PruFund:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| Expected real-world return | 320 | 339 |
| Release of CSM to adjusted operating profit | (221) | (242) |
| New business | 71 | 108 |
| Assumption changes and variances | (71) | 39 |
| With-profits: PruFund operating change in CSM | 99 | 244 |

The expected real-world return on the CSM for PruFund

business more than offset the release of the CSM to adjusted

operating profit, resulting in a net contribution to operating

change in CSM of £99 million (2023: £97 million). The expected

rate of return is determined at the start of the year and is

applied to the Variable Feei. The expected rate of return

decreased to 8.2% for 2024 (2023: 8.5%), driven by our view of

long-term excess returns on equities above risk-free rates

falling. The impact of this on the expected real-world return is

partly offset by the impact of the increase in the opening

Variable Fee, reflecting the growth of the business over 2023.

PruFund new business contribution to the CSM reduced to £71 million (2023: £108 million), the decrease relative to 2023 mainly

reflects the lower levels of new business consistent with the reduction in inflows for PruFund.

The loss from assumption changes and variances of £71 million (2023: £39 million gain) in 2024 is primarily a result of a reduction in

projected future shareholder transfers, mainly due to a reduction in expected future investment return assumption changes

following a full rebuild of our prospective with-profits modelling. The gain in 2023 was driven by a reduction in expected future

investment management expenses on PruFund business.

With-profits: Traditional

The following table provides an analysis of the key drivers of the operating change in the CSM for traditional with-profits:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| Expected real-world return | 272 | 309 |
| Release of CSM to adjusted operating profit | (198) | (238) |
| Assumption changes and variances | (51) | (4) |
| With-profits: traditional operating change in CSM | 23 | 67 |

The expected real-world return more than offsets the release

of the CSM to adjusted operating profit, resulting in a net

contribution to operating CSM of £74 million (2023: £71 million).

The expected rate of return decreased to 8.2% pa for 2024

(2023: 8.5% pa), for the same reasons as noted for PruFund.

However, there was also a reduction in opening Variable Fee

for traditional with-profits reflecting the structural run-off of the

business. Both the reduction in expected rate of return and

lower opening Variable Fee contributed to the fall in the

expected real-world return to £272 million (2023: £309 million).

The loss from assumption changes and variances was £51 million (2023: £4 million) in 2024. Similar to PruFund this has been

impacted by the full rebuild of our prospective with-profits modelling, largely explaining the movement. The impact is smaller than

for PruFund as the traditional book is less sensitive to changes in future investment return. The 2023 loss was primarily due to

negative persistency experience compared to our long term assumptions.

Shareholder annuities

The following table provides an analysis of the key drivers of the operating change in the CSM for shareholder annuities:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| Interest accreted on the CSM | 37 | 30 |
| Release of CSM to adjusted operating profit | (113) | (96) |
| New business | 17 | 42 |
| Assumption changes and variances | 231 | 60 |
| Shareholder annuities operating change in CSM | 172 | 36 |

The increase in the interest accreted on the CSM, new

business contribution and the benefit from assumption

changes have more than offset the release of the CSM to

adjusted operating profit resulting in a net contribution to

operating change in CSM of £172 million (2023: £36 million).

Assumption changes and variances have increased to £231

million (2023: £60 million) due to changes to our assumptions

on future mortality improvements which contributed £244

million partly offset by an increase in short-term expense

assumptions. In 2023, the impact from longevity assumption

changes was lower and also benefitted from favourable

experience variances.

The contribution from new business to the operating change in CSM includes the bulk purchase annuity transactions completed

and other top-ups on existing business.

Interest accreted on the CSM is calculated based on the opening CSM including new business and assumption changes. The

impact of assumption changes has led to a £7 million increase in interest accreted on the CSM. The interest rate is based on the

forward curve ‘locked in’ at IFRS 17 transition date (1 January 2022) and has remained at 2.3%.

iThe Variable Fee is the amount of the Group’s share of the fair value of the underlying items less fulfilment cash flows that do not vary based on the returns

on underlying items. Further information is provided in Note 1.5.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Business and financial review continued

#### IFRS result after tax

The following table shows a reconciliation of adjusted operating profit before tax to IFRS result:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| Adjusted operating profit before tax | 837 | 797 |
| Short-term fluctuations in investment returns | (643) | (171) |
| Mismatches arising on application of IFRS 17 | (333) | (41) |
| Amortisation and impairment of intangible assets acquired in business combinations | (115) | (39) |
| Profit on disposal of business and corporate transactions | 11 | — |
| Restructuring costs and otheri | (106) | (141) |
| IFRS (loss)/profit before tax and non-controlling interests attributable to equity holders | (349) | 405 |
| IFRS profit attributable to non-controlling interests | 17 | 16 |
| IFRS (loss)/profit before tax attributable to equity holders | (332) | 421 |
| Tax charge attributable to equity holders | (15) | (112) |
| IFRS (loss)/profit after tax attributable to equity holders | (347) | 309 |

i Restructuring and other costs excluded from adjusted operating profit relate to transformation costs allocated to the shareholder. These differ to

restructuring costs included in the analysis of administrative and other expenses in Note 7 which include costs allocated to the policyholder.

The IFRS result after tax attributable to equity holders for the year ended 31 December 2024 is a loss of £347 million (2023: £309

million profit). Adjusted operating profit before tax has been offset by losses on non-operating items predominately from short-

term fluctuations in investment returns and an increased loss in the mismatches arising on application of IFRS 17.

Losses from short-term fluctuations in investment returns of £643 million (2023: £171 million) primarily comprise a £247 million loss

(2023: £121 million loss) from the difference in actual and expected long-term investment return on surplus assets backing the

shareholder annuity portfolio, which has increased due to a rise in yields during 2024 and a £227 million loss (2023: £4 million gain)

on interest rate swaps purchased to protect the Solvency II capital position against falls in interest rates driven by rises in risk-free

rates in 2024. There were also losses of £98 million (2023: £123 million loss) on hedging instruments held to protect the Solvency II

capital position from falling equity markets, due to rises in equity values during the year.

Mismatches arising on application of IFRS 17 primarily relates to a mismatch which occurs in relation to non-profit annuity business

in the With-Profits Fund generating a £239 million loss in 2024 (2023: £18 million loss). This mismatch increased in 2024 due to a

reduction in the fair value of non-profit annuity business in the With-Profits Fund driven by a revised fair value calibration of the

business to allow for the UK reforms to Solvency II and longevity assumption changes. Over the expected term of the contracts this

mismatch is expected to slowly unwind as the profit on non-profit business in the With-Profits Fund is recognised. Additionally, the

mismatch for annuities due to divergence between locked-in rate used to value the CSM and valuation discount rate of £89 million

in 2024 (2023: £24 million) increased mainly due to a higher longevity assumption impact in 2024.

Amortisation and impairment of intangibles assets of £115 million (2023: £39 million) includes in 2024, £79 million impairment in

relation to platform, advice and model portfolio service businesses following the refresh of our Wealth strategy and reassessment

of growth forecasts in the current macro-economic environment, and £30 million impairment of responsAbility due to changes in

forecast revenue synergies (see Note 13).

Profit on disposal of business and corporate transactions includes gains resulting from the repurchase of subordinated notes in

June 2024 (see Note 26) of £29 million, partly offset by the increase in a provision for redress to customers in the platform business

relating to matters which occurred prior to the Group’s acquisition of the relevant business.

In the year ended 31 December 2024, restructuring costs and other of £106 million (2023: £141 million) mainly relates to £44 million

in relation to actions taken to reduce our cost base and £21 million of investment spend in building out capacity in our Asset

Management business.

The equity holders’ tax charge for the year ended 31 December 2024 is £15 million (2023: £112 million tax charge) representing an

effective tax rate of (4.5)% (2023: 26.6%). Excluding non-recurring items, the equity holders’ effective tax rate is 12.0% (2023:

28.7%). The equity holders’ effective tax rate of (4.5)% (2023: 26.6%) represents a tax charge on the equity holders’ pre-tax loss.

This rate diverges from the anticipated tax benefit at the UK statutory effective rate of 25.0% (2023: 23.5%), mainly due to the

adverse effects of non-deductible expenses and differences in the taxation of the life insurance business.

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|  | 26 |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Business and financial review continued

## Capital and liquidity

#### Operating capital generation cumulative 3 year target of £2.7 billion

#### exceeded and improved leverage ratio of 33%

#### Capital generation

Operating capital generation of £933 million (2023: £996 million) continues to be strong, taking cumulative operating capital

generation since the start of 2022 to £2.75 billion, and enabling us to beat our three-year cumulative target of £2.7 billion. Total

capital generation was £1,108 million for the year ended 31 December 2024 (2023: £358 million) with lower operating capital

generation being more than offset by a much improved result from market movements and the impact of removing the eligible own

funds restriction.

The following table shows an analysis of total capital generation:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| Asset Management | 261 | 246 |
| Life | 616 | 726 |
| Corporate Centre | (233) | (220) |
| Underlying capital generation | 644 | 752 |
| Other operating capital generation | 289 | 244 |
| Operating capital generation | 933 | 996 |
| Market movements | (59) | (507) |
| Restructuring and other | (135) | 49 |
| Tax | 153 | 36 |
| Eligible own funds restriction | 216 | (216) |
| Total capital generation | 1,108 | 358 |

Underlying capital generation

Underlying capital generation reduced in the year ended 31 December 2024 to £644 million (2023: £752 million), mainly due to a

£170 million reduction in shareholder annuities which was partly offset by an improved result from Asset Management.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| Asset Management | 261 | 246 |
| Lifei | 616 | 726 |
| With-profits: PruFund | 239 | 240 |
| – In-force | 264 | 261 |
| – New business | (25) | (21) |
| With-profits: traditional | 190 | 182 |
| Shareholder annuities | 197 | 367 |
| Other life | (10) | (63) |
| Corporate Centrei | (233) | (220) |
| Underlying capital generation | 644 | 752 |

i Previous operating segments ‘Life’ and ‘Wealth’ have been replaced

with one new operating segment, ‘Life’. The comparatives for Life and

Corporate Centre have been restated to reflect the revised segments

and the adjustment of some advice-related costs.

In Asset Management, the impact of higher adjusted operating

profit resulted in an improvement in own funds. This is partially

offset by a reduction in the capital released in 2024.

The contribution to underlying capital generation from PruFund

remained stable at £239 million (2023: £240 million). In-force

business generated £264 million (2023: £261 million) reflecting

the impact of reductions in the expected real-world return on

shareholder transfers from 8.5% pa in 2023 to 8.2% pa in 2024,

offset by the reduction in the impact from equity hedging

following a decrease in exposure over 2023. New business

strain from the PruFund business has increased to £25 million

(2023: £21 million) due to a reduction in long-term risk free

rates over 2023, which reduces the value of shareholder

transfers, and more than offsets the reduction in new business

strain from lower sales.

Traditional with-profits business generated underlying capital

of £190 million, a slight increase on the prior year (2023: £182

million). The small improvement in underlying capital

generation is driven by a fall in equity hedges over 2023,

reflecting lower exposure to equity markets.

Underlying capital generation from shareholder annuities decreased to £197 million (2023: £367 million). A reduction in the surplus

assets in the annuity portfolio, and a lower expected rate of return on the surplus assets, contributes £53 million of the reduction. A

one-off reduction in underlying capital generation of £42 million in 2024 is due to the regulatory change at 31 December 2023 to

remove a restriction that applied in relation to the transition from Solvency I to Solvency II. Underlying capital generation also

includes the £64 million (2023: £12 million) capital strain of writing new bulk purchase annuities in 2024.

The negative contribution from Other Life has reduced in 2024 to £10 million from £63 million in 2023, mainly reflecting the

movement in adjusted operating profit.

Corporate Centre negative contribution increased mainly due to higher costs.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Business and financial review continued

Operating capital generation

Operating capital generation decreased to £933 million (2023: £996 million). The reduction in underlying capital generation is partly

offset by an improvement in other operating capital generation.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| Underlying capital generation | 644 | 752 |
| Model improvements | 160 | 126 |
| Assumption changes | 163 | (10) |
| Management actions and other  (incl. experience variances) | (34) | 128 |
| Other operating capital generation | 289 | 244 |
| Operating capital generation | 933 | 996 |

Other operating capital generation has increased to £289

million (2023: £244 million) with model improvements and

assumption change benefits offsetting reductions in

management actions and experience variances.

Model improvements of £160 million (2023: £126 million)

include the impact from the full rebuild of the prospective with-

profits modelling which took place in 2024. This rebuild

reduces future shareholder transfers offset by a larger

reduction in capital backing the shareholder transfers. Overall,

the rebuild reflects that fewer management actions are taken

to protect the With-Profits Fund which means under the 1-

in-200 scenario shareholder transfers remain higher, reducing

capital requirements. This has no impact on policyholder

protection. The model change benefit in 2023 was largely a

reduction in operational risk capital.

Assumption changes of £163 million (2023: £10 million loss) reflect the positive impact from changes to longevity assumptions

consistent with the benefit seen in adjusted operating profit, due to lower assumed level of future mortality improvements.

Management actions and other largely reflect the £43 million beneficial impact of changes to the strategic asset allocation of the

With-Profits Fund and £62 million contribution from distribution of excess surplus from the with-profits inherited estate which

increases future shareholder transfers. These benefits are more than offset by £54 million increase in capital requirements on

future new business and £77 million unfavourable non-market experience variances (2023: £55 million loss from experience

variance). Asset trading in the annuity portfolio contributed £11 million in 2024 (2023: £52 million contribution).

Total capital generation

Total capital generation was £1,108 million for the year ended 31 December 2024 (2023: £358 million).

Market movements over 2024 have resulted in a negative impact of £59 million (2023: negative £507 million). The main drivers of

market movements include a loss on interest rate swaps, designed to protect the Solvency II capital position in a falling interest

rate environment, of £227 million (2023: £4 million gain) and a loss on the value of surplus assets in the annuity portfolio of

£307 million (2023: £93 million loss). These losses are partly offset by a gain of £142 million (2023: £321 million loss) arising from a

rise in the present value of shareholder transfers less equity hedges, driven by the increase in interest rates, and gains on other

assets. Additionally, the reduction in Solvency Capital Requirements and risk margin net of TMTP attributable to market

movements is a benefit of £254 million compared to £146 million in 2023 driven by the increase in risk-free rates. Market

movements in 2023 included a negative impact of £264 million in respect of the UK Government’s consultation on ground rents,

which had £nil impact in 2024.

There are limits, prescribed by the regulator, on the amount of different types of own funds that can be used to demonstrate

solvency. While the capital remains available to the Group, where the sum of capital classed as Tier 2 and Tier 3 exceeds 50% of

the regulatory Group Solvency Capital Requirement (SCR), own funds must be restricted by this amount to determine eligible own

funds. As at 31 December 2023 the restriction was £216 million which was released in the year ended 31 December 2024 following

the subordinated debt deleveraging actions announced in June 2024.

Restructuring costs and other movements of £135 million (2023: £49 million) includes the impact on the capital position of restructuring

costs which are relatively stable year on year. These are partly offset by the net benefits from the implementation of the Solvency

UK reforms in the year which include the removal of the matching adjustment cap on sub-investment grade assets, applying the

fundamental spread by notched credit rating in the capital calculation and the introduction of fundamental spread additions in the

matching adjustment. These changes result in a £16 million capital benefit in 2024. In 2023, there was a £177 million benefit from

the impact of the Solvency UK reforms, comprising a reduction in the risk margin and the removal of a restriction that applied in

relation to transition from Solvency I to Solvency II.

|  |  |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Business and financial review continued

#### Capital position

![]()

|  |
| --- |
|  |
| Shareholder Solvency II surplus and ratio |

![]()

![gradient_1_p47.jpg]()

223%

203%

![64321430234190]()

2024

2023

![]()

|  |
| --- |
|  |
|  |

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| ¢ | Own funds | ¢ | SCR |

The Group’s shareholder Solvency II coverage ratio increased

to 223% (31 December 2023: 203%). Shareholder Solvency II

surplus increased to £4.7 billion as at 31 December 2024

(31 December 2023: £4.5 billion), with a reduction in the SCR

offsetting a decrease in eligible own funds. Eligible own funds

includes Present Value of future Shareholder Transfers (PVST)

of £4.3 billion (31 December 2023: £4.0 billion). The increase in

surplus reflects the total capital generation of £1,108 million,

partly offset by negative capital movements of £924 million.

These were mainly the payment of dividends to shareholders

and the impact of subordinated debt deleveraging actions. The

reduction in SCR is driven by model changes and rise in yields.

Our With-Profits Fund continues to have a substantial Solvency

II surplus and a coverage ratio of 284% (2023: 403%). The fall in

ratio reflects a distribution of excess surplus from the With-

Profits inherited estate and an increase in the SCR. A

component of the increase in SCR arises from a full rebuild of

the prospective with-profits modelling.

Reflecting the With-Profits Fund’s strong solvency position, a decision was made to rationalise and simplify the number of

protective management actions which may be taken in extreme stress scenarios to ensure that management are not unnecessarily

constrained as regards the actions that they may take in extreme stress and thereby have appropriate freedom to act to protect

the long-term interests of policyholders. This increases the capital requirements of the With-Profits Fund. The fund retains a

substantial solvency buffer and there are no changes to policyholder outcomes.

The regulatory Solvency II coverage ratio of the Group as at 31 December 2024 is 168% (31 December 2023: 167%). This view of

solvency combines the shareholder position and the With-Profits Fund, but excludes all surplus within the With-Profits Fund.

#### Capital Management

![]()

Financial

strength and

flexibility

Considers shareholder

Solvency II coverage ratio,

Holding Company liquidity,

and leverage ratio

![]()

![Capital_Management_Framework_2024.svg]()

#### Framework

The primary focus of our capital

![]()

Capital

returns

When appropriate

Attractive

dividends

Progressive dividend policy

management framework is to

maintain financial strength and

reward shareholders with

attractive returns. This is achieved

through actively managing M&G’s

solvency position and the quality of

capital held.

When deploying additional capital,

Investments

in the business

Investments in our

high returning

growth businesses

we prioritise investments that can

generate long-term sustainable

earnings growth. Any investment is

always measured against the

financial attractiveness of capital

returns, as well as our Risk

Appetite Framework.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Business and financial review continued

#### Leverage Ratio

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| As at 31 December | £m | £m |
| Nominal value of subordinated debt | 2,788 | 3,242 |
| Shareholder Solvency II own funds | 8,525 | 9,143 |
| Leverage ratio | 33% | 35% |

The leverage ratio is defined as the nominal value of debt as a

percentage of the shareholder view of M&G plc’s Solvency II

available own funds, which excludes any eligible own funds

restriction noted in the capital position section above. Our

leverage ratio of 33% (31 December 2023: 35%) has decreased

as a result of the deleveraging actions announced in June 2024.

The deleveraging actions comprised a repurchase of £161 million of 5.56% Sterling fixed rate subordinated notes for a

consideration of £150 million on 19 June 2024 and, on 20 July 2024, the redemption of all £300m 3.875% Sterling fixed rate

subordinated loan notes in issue, as described in Note 26.

#### Liquidity

The following table shows the movement in cash and liquid assets held by the Group’s holding companies during the period:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| Opening cash and liquid assets at the  beginning of the period | 977 | 986 |
| Cash remittances from subsidiaries | 909 | 725 |
| Corporate costs | (121) | (129) |
| Interest paid on core structural  borrowings | (188) | (189) |
| Debt repurchase and redemptioni | (450) | — |
| Cash dividends paid to equity holders | (468) | (462) |
| Shares purchased by employee benefits  trust | (4) | (5) |
| Acquisition of and capital injections into  subsidiaries | (22) | (66) |
| Interest income on intercompany loans | 36 | 42 |
| Other | 61 | 75 |
| Closing cash and liquid assets at the  end of the period ii | 730 | 977 |

Cash remittances from subsidiaries have increased to £909

million compared to £725 million in 2023, reflecting the strong

positions of both The Prudential Assurance Company Limited

and M&G Group Limited. The increased remittances facilitated,

in part, the payment of the repurchase and redemption of £450

million of subordinated notes as part of the deleveraging

actions announced in June 2024, reflected in the reduced total

cash and liquid assets balance of £730 million at the end of the

year. Following these actions, we now expect to operate at the

level of cash and liquid assets at 31 December 2024.

Other movements in cash and liquid assets held by the holding

companies represent the dividends and payments that arise in

the normal course of business, including the interest paid on

structural borrowings of £188 million.

i On 19 June 2024 the Group completed a repurchase of £161 million of 5.56% sterling fixed rate subordinated notes for a consideration of £150 million. On

20 July 2024, the Group redeemed, at par, all £300m 3.875% sterling fixed rate subordinated loan notes. See note 26 for further information.

ii Closing cash and liquid assets at 31 December 2024 included a £705 million (2023: £940 million) inter-company loan asset with Prudential Capital plc,

which acts as the Group’s treasury function.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our approach to sustainability

## M&G's commitment to sustainability

![]()

|  |
| --- |
|  |
| “ |
|  |
| We aim to use our  strengths to manage our  environmental impacts and  contribute positively to the  societies we serve.” |
|  |
| Kathy Ryan  Chief Sustainability Officer |

#### We have reviewed our sustainability strategy, focusing on areas that are

#### important to M&G and where we can have positive real-world impact

Since 1848, we’ve been supporting customers to navigate

uncertainties and harness opportunities through our insurance

products and wider investment capabilities.

As an asset manager and asset owner, our balanced and

integrated business model helps us manage risk and

opportunities on behalf of our customers and clients, investing for

the longer term, with an active approach. This means identifying

structural trends, conducting rigorous research, and staying

innovative in the development of new products and services.

This focus on delivering for our customers and clients has

never been more important than in 2024, a year defined by

significant global events such as major elections, geopolitical

conflicts, and the average global temperature reaching 1.5°C

above pre-industrial levels for the first time.

As we look at our business, and how to adapt to a fast-moving

external environment, we have four levers we use to manage

sustainability risks and to drive positive change:

– Our investments

– Our community impact

– Our own operations and workforce

– Our advocacy and engagement

Over the last 12 months, we have continued to focus on our

sustainability priorities of climate change and diversity and

inclusion, and have used these levers to support the needs of

our customers, clients, communities, colleagues and

shareholders.

Our investments

As stewards of our customers’ and clients’ capital, we need to

assess and manage a complex range of risks and opportunities.

Through our broad capabilities, we continue to provide our

customers and clients with access to a range of sustainable

investment options. These include products with defined

sustainability objectives across our public asset fund ranges,

as well as through our private asset business, including our

emerging markets impact manager responsAbility, whose

investment strategies fall under three key themes – climate

finance, financial inclusion and sustainable food. We also

support early-stage innovation through Catalyst, our purpose-

led private asset strategy, which invests in pioneering

responsible enterprises. In 2024, the Catalyst team identified

opportunities in a number of areas, including data centre

cooling, low-carbon homes, and electric grid stability.

Over the year, we have also backed sustainable office

developments and social housing. 40 Leadenhall, developed and

managed by M&G’s real estate business on behalf of our With-

Profits Fund was among the UK’s first buildings to target the

NABERS certification, a reliable sustainability rating for a

building’s efficiency across energy, water and waste. As one

of the largest alternative lenders to the social housing sector,

we have nearly £5 billion invested on behalf of our

customers and clients.

In 2024, we reviewed our approach to assessing and managing

climate risks and opportunities through the development of our

Group Climate Action Framework, which provides a consistent

approach to the climate transition for our investment and

stewardship activities, across our business. As part of this

work, we have expanded our set of interim targets to include

asset alignment and engagement indicators. For more

information on our approach to climate, see pages 64-81.

Our community impact

Our community investment programmes focus on providing

education and skills to increase financial confidence and

revitalise communities to deliver local, sustainable

development.

Through our work with The Talent Foundry, Age UK, and Junior

Achievement, we have supported projects that give people

essential skills to build their resilience and financial capability.

Our work with Habitat for Humanity to turn unused spaces into

homes and with the Tree Council, who create green spaces in

urban schools, supports the regeneration of communities.

In total we committed £4.4 million through our community

investment programmes in 2024 and look forward to

continuing our support in 2025. For further details on our

community investment, please see pages 60-63.

Our operations and workforce

Across our own operations we continued efforts to reduce

operational emissions against our 2030 targets. While we have

made significant progress on Scope 1 and 2 emissions and are

on track to deliver on our commitment to achieve 100%

renewable energy procurement, we have seen an increase in

emissions related to business travel. Further information on our

operational climate activities can be found on pages 74-76.

We remain committed to creating a diverse and inclusive

workplace where people feel valued and included, and in doing

so seek to inspire colleagues to do their best for our clients. We

have achieved 36% women in senior leadership roles, against

our target of 40% by the end of 2025. The percentage of

colleagues in senior leadership from minority ethnic

backgrounds remains broadly consistent at 6.9% and we

acknowledge that we have a way to go to reach our target of

20% by the end of 2025. More information on D&I can be found

on pages 41-43.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our approach to sustainability continued

![]()

![sustain_2.svg]()

Our advocacy and engagement

We understand the impact we can have through proactive

engagement and advocating for sustainable business

practices. In 2024, our asset manager continued to make

progress on its climate, nature and social engagement

programmes, reflecting our efforts to support our customers’

financial goals, by considering how their investments affect –

and are affected by – what’s happening in our society and

environment.

However, no single organisation, government, or individual can

solve the challenges we face alone, and change is dependent

on supportive public policy and regulatory frameworks. We

recognise the complexity of these issues and the need to be

agile in the evolving landscape. We remain focused on our

partnerships and industry collaboration with our peers to

support ambitious public policy to deliver the change we need.

Our new Group sustainability framework

In 2024, we undertook a review of our sustainability strategy to

ensure we are focused on areas that are important to M&G and

where we can have the most impact, resulting in the development

of a new sustainability framework. We have grouped our activities

under two themes – ‘Resilient planet’ and ‘Resilient societies’ -

which include the work we do on climate, communities and

people, with the addition of nature given its growing importance

for our customers and clients and broader society.

Our approach to sustainability is aligned with our purpose – to

give everyone real confidence to put their money to work – and

supports our broader Group strategy, delivering profitable

growth where we can capture new opportunities to meet

evolving client needs.

The resilient planet theme is supported by two pillars –

‘Financing the climate transition’ and ’Developing our approach

to nature’. Our work on financing the climate transition seeks to

address the risks presented by climate change alongside

capturing new opportunities to meet client needs. In 2025, we

will use an updated Group Climate Action Framework and

focus on the alignment of our portfolios with the transition to a

low-carbon economy, including engagement where more

progress is required. More details can be found on pages 65-71.

We also recognise the importance of addressing nature loss

through the investments we own and manage, as well as

measuring and reducing our operational impact. We are

working to better understand our investment exposure to

nature-related impacts, dependencies, risks and opportunities,

and will share more detail on our approach in due course.

The resilient societies theme also comprises two pillars –

‘Promoting financial confidence’ and ‘Building communities’,

both of which build on the work we already do as part of our

investment and corporate activities. Improved financial

confidence supports people to access finance and make better

decisions – something we believe we can influence by helping

close the investment and advice gap, as well as investing in

financial inclusion initiatives. Building communities includes

targeted social infrastructure investments such as affordable

housing and our community investment programme.

We recognise we are in the early stages of tackling these

issues, but believe we have an important role to play.

During 2025 we will start to track and measure progress against

our new sustainability framework using an initial set of

performance indicators. As we monitor these indicators, we will

develop a set of internal and external targets for each of the pillars.

#### Group Sustainability Framework

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
| Resilient planet | | | |  |  | Resilient societies | | | |
|  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |
| Financing the  climate transition |  |  | Developing our  approach to nature |  |  | Promoting  financial confidence |  |  | Building  communities |
|  |  |  |  |  |  |  |  |  |  |
| Supporting real-economy  decarbonisation by investing in  solutions and managing risks  through the transition |  |  | Understanding how our business  interfaces with nature, to manage  risks and meet emerging customer  and client expectations |  |  | Enabling informed decision-  making, building trust and  narrowing the advice gap |  |  | Contributing to a more resilient  society through social and  community investments |

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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
| Underpinned by  responsible business  practices |  |  | Sustainable  operations |  |  | Corporate  responsibility |  |  | Diversity  & inclusion |  |  | Human  Rights |
|  |  |  |  |  |  |  |  |  |  |  |  |
|  |  | Strengthening  operational goals |  |  | Supporting the  resilience and  regeneration of  communities |  |  | Continuing focus  on gender  and ethnicity  representation |  |  | Ongoing  commitment  to support  human rights |

|  |  |  |
| --- | --- | --- |
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|  | Developing our framework  When developing our sustainability framework, we first conducted a materiality assessment that involved evaluating the most  relevant issues in terms of impacts on M&G as well as on wider stakeholders. In this initial phase, we carried out a holistic  review of risks and opportunities, incorporating views from over 100 internal stakeholders, including our long-term  sustainability goals as a business. The material and emerging topics identified were used as the basis for our framework,  alongside comprehensive research, customer and client assessment, regulatory and policy development analysis and  consideration of our existing sustainability strengths. |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our approach to sustainability continued

## Resilient planet

![]()

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| --- | --- |
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|  | Find out more on climate, including details of  the Climate Action Framework on pages 65-73 |

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| --- | --- | --- |
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|  | Regenerative agriculture  In 2024, our Catalyst strategy, backed by our With-Profits  Fund, committed €150 million to the Regenerate European  Sustainable Agriculture Fund managed by specialist  climate impact investment managers, Regenerate Asset  Management. The fund invests directly in agricultural  businesses growing and supplying regenerative and  climate-positive produce in Europe. Examples include a  diversified Portuguese blueberry enterprise - Regen Blue -  which Regenerate will help grow through a €40 million  investment. |  |
|  | img_32-2.jpg |  |

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| --- | --- | --- |
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|  | Financing the climate transition |  |
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|  | As a long-term investor, we can enable our customers and  clients to transition their investments to a low-carbon  economy by investing in businesses that are driving and  innovating in sustainable products and services, and using  our influence as active investors to encourage companies  to align to net zero carbon business models. By developing  our climate research and investment strategies, we can  provide customers and clients with access to companies  and assets that are profitably navigating the transition to a  low-carbon economy, leveraging our diversified  investment capabilities across public and private markets.  Our target to achieve net zero across our operations and  investments by 2050 remains, but we have refocused our  investment approach to climate to strengthen its ability to  deliver real-world impact. Our updated Group Climate  Action framework is built around three levers - grow, align  and reallocate - which we will use to manage climate-  related risks and opportunities on behalf of our clients. It is  based on a more comprehensive assessment of transition  alignment, including new interim targets, recognising the  potential disconnect between portfolio decarbonisation  and real-economy change.  The framework is focused on the investments we manage  and administer, but we will continue to take action to  decarbonise our direct operations and engage our supply  chain. We will share more details when we publish our  updated Group Climate Transition Plan. |  |
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|  | Solar power deployment  Last year, Candi Solar, a clean energy company  specialising in distributed solar power solutions for  commercial and industrial (C&I) clients in India and  South Africa, secured additional debt funding from a  climate fund part managed by our emerging markets  impact manager responsAbility. Candi Solar has  pioneered end-to-end customised solar solutions, from  finance and engineering to performance management  for the C&I market. The funding will be used to scale its  renewable energy portfolio in these regions. |  |
|  | img_32.jpg |  |

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| --- | --- | --- |
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|  | Developing our approach to nature |  |
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|  | Nature is deteriorating globally, and biodiversity declining  faster than any time in human history. Changes to natural  systems, which are interconnected - including forests,  oceans and rivers, soil and nutrient cycles, climate and  weather patterns - will increase nature-related risks. If left  unmanaged, they could have disruptive consequences on  asset valuations, and potentially the stability of financial  markets.  While developing our approach to nature, we recognise the  importance of addressing nature loss through our  investments, where our main risks and opportunities reside,  as well as to measure and reduce our own impacts and  dependencies on nature through our operations.  Engagement is an important lever for us, with nature being  one of our key top-down stewardship programmes as an  asset manager. M&G Investments is a participant in Nature  Action 100 (NA100), a global investor-led engagement  initiative focused on supporting greater corporate ambition  and action to reverse nature loss. It takes part in working  groups for five companies, three of which are extending its  work on Climate Action 100 (CA100).  Together with our peers and industry network, we are looking  to continue to participate in the evolving dialogue on the  challenges for investors to effectively take action on nature  loss. |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our approach to sustainability continued

## Resilient societies

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| --- | --- | --- |
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|  | Promoting financial confidence |  |
|  |  |  |
|  | Financial confidence refers to an individual’s ability to  understand, access and make informed decisions about  their finances, and directly links to our purpose. Our aim is  to promote financial confidence for all our clients and the  communities we interact with.  As well as our community investment programme, where  we partner with charities to provide people the skills and  opportunities to build resilience and become financially  secure, we are enabling existing and new clients to make  informed financial decisions through our advice business.  We are already working with our existing advisors through  the M&G Wealth Advice Academy, our in-house financial  advice qualification programme, as we seek to narrow the  investment and advice gap.  We are also supporting financial confidence through the  investing capabilities of our emerging market impact-  focused manager responsAbility, offering dedicated  investment products, such as the responsAbility Micro and  Small-Medium Enterprise (SME) Finance Fund. Financial  inclusion is one of responsAbility’s key investment themes,  with the ambition to deliver critical credit and savings  services to households and small-and-medium enterprises  traditionally without access to banking. For example, its  portfolio company BRAC Tanzania provides microcredit  programmes but also equips women with the essential  tools to establish their own micro-enterprises,  complemented by educational and skills training to aid  their economic independence. |  |
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| --- | --- | --- |
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|  | Gender smart investing  In June last year, M&G’s Impact Financing Fund  committed an additional US$30 million to the Global  Gender Smart Fund (GGSF) – one of the world’s largest  gender-focused investment funds addressing the  US$1.7 trillion gender gap in access to finance for  women. The new investment brings our total  commitment to US$120 million. The GGSF is partly  managed by our impact manager responsAbility and  invests in projects that widen access to financial  services for underserved women in developing markets. |  |
|  | img_33-1.jpg |  |

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| --- | --- | --- |
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|  | Building communities |  |
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|  | Supporting the resilience and regeneration of communities  can help growth and economic productivity and help  alleviate disadvantage. Regeneration programmes can  revitalise cities and communities, enhance connectivity,  ensure security of vital resources, and drive local  sustainable development.  We believe we can have a positive impact on communities  as well as society more broadly, supporting long-term  societal and economic well-being, through our investments  in social infrastructure, our community investment  programmes and by enhancing our business practices to  ensure the respect for human rights.  We are supporting community resilience and regeneration  through investment in social infrastructure to help unlock  economic productivity and growth, and we also are  supporting our local communities through our charity  partnerships.  Our community investment programmes focus on  providing education and skills to increase financial  confidence and revitalising communities to deliver local,  sustainable development. This is delivered with our charity  partners and support from our colleagues, who volunteer  their time to make a difference. Over the last twelve  months they provided 12,031 hours as part of our  commitment to give every colleague two volunteering days  per year. |  |
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| --- | --- |
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|  | Find out more about our Community  investment work on pages 60-63 |

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|  | Supporting social housing  During 2024, M&G Investments provided £60 million to  The Jersey Homes Trust (JHT), the largest independent  housing association in Jersey. The funding will allow  JHT, a not-for-profit organisation, to refinance existing  debt on more favourable terms, including access to  long-term funding. M&G has been investing in social  housing since the 1980s, and is now one of the largest  alternative lenders to the sector, with an exposure of  nearly £5 billion on behalf of our pension fund and  insurance clients. |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Section 172 Statement

## How the Board fulfils its duties

#### Understanding the needs of our stakeholders is essential to help us

#### fulfil our purpose and drive value creation over the longer term

The following pages provide more detail on how the Board has fulfilled its duties as set out in Section 172(1) (a) to (f)

of the Companies Act 2006 (Section 172) and how it has engaged with and taken account of our stakeholders’ interests over 2024.

We have also described how the Board considers our key stakeholders and their views when making key decisions.

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|  | How the Board fulfils its Section 172 duties  Section 172 requires a company director to act in the way he or she considers, in good faith, would most likely promote the  success of the company for the benefit of its members as a whole. The following aspects demonstrate how the Board  establishes a structure to help it fulfil the Section 172 duties.  Establishing our purpose, strategy, culture and values  The Board sets M&G's purpose, values, and strategy, and monitors our culture to ensure that these are aligned and this sets  the tone for how we want to do business. Our culture and values inform our purpose, and are an essential underpin for our  decision-making on strategy and what we want to achieve. Find out more on page 87.  Board skills and stewardship  Having a strong board is essential for successful stewardship at M&G. We seek to recruit and retain directors with diverse  skills and expertise to govern decision-making. We develop our directors through a comprehensive induction process and  engagement with management, training, and workshops. This process helps our directors to enhance their skills, so they can  contribute to sound decision-making and are better placed to help shape proposals and provide constructive challenge. Find  out more on page 96.  Board information  The Board has guidelines and training for colleagues to ensure that material prepared for the Board is of a high standard and  considers aspects relevant for Section 172, including long-term impact and how key stakeholder interests have been  considered. Directors are encouraged to provide feedback to paper preparers to further improve this process.  Board discussion and decision-making  As part of its discussions, the Board provides rigorous evaluation, assessment of risk and challenge to ensure decisions  promote our long-term sustainable success and balance the needs and interests of our stakeholders. Key themes and issues  relating to our stakeholders are considered when the Board has discussions, and they influence the Board’s decision-making. |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Section 172 Statement continued

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| --- | --- | --- |
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| Key decision 1 | | |
|  | Life/Wealth strategy  Our transformation programme to support better outcomes for our customers continued into 2024. As part of this programme,  the Board performed a strategic review of our Wealth business and determined that our competitive position in the wealth  market was not sufficiently strong to ensure profitable growth without committing significant further resources. As a result,  the Board agreed to focus and rationalise our Wealth strategy, combining the Life and Wealth businesses.  This approach will help us grow the distribution of our customer products and services through our restricted advice channel  and independent advisers, and make our propositions more accessible on third party platforms. |  |
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|  | Stakeholders considered  Customers, clients, colleagues, investors and regulators. |  |
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|  | Decision-making process  Management recommended the proposal to rationalise the Wealth strategy and refocus the Wealth distribution arm in the Life  business, focusing on restricted advice and distribution of life insurance products. This aims to increase sales of PruFund and  annuities, with the additional flows benefitting the Asset Management business, including in private assets. This also ensures  alignment to the strategy of accelerating growth in private assets.  The restructure makes it more convenient for our clients, and ensures that we continue to focus on customer outcomes,  service and experience.  The Board discussed the impact on certain colleagues and the steps being taken, which included alternative roles being  explored for individuals and outplacement support was offered. The Board stressed the importance of communication of this  change to all stakeholders, including customers, colleagues and investors. Regulators were kept informed of the restructure,  which included sharing a detailed plan and key messaging prior to announcing the strategy in the half year 2024 results in  September 2024. The Board took into account feedback received on reducing barriers to execution, simplifying the business,  and increasing speed of decision making, which our colleagues have said are important to them. |  |
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| Key decision 2 | | |
|  | Review of Group sustainability strategy  During the year, the Board reviewed the Group sustainability strategy and approved the new framework which groups our  activities under two themes - ‘Resilient planet’ and ‘Resilient societies’. Further information can be found on pages 30 to 33.  The approach to sustainability is aligned with the Group’s purpose and supports our broader corporate strategy, delivering  profitable growth where we can capture new opportunities to meet evolving client needs. |  |
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|  | Stakeholders considered  Customers, clients, colleagues, investors and regulators. |  |
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|  | Decision-making process  Sustainability has been considered by the Board throughout the year (see Our approach to sustainability section and the  Corporate governance report on page 87). The framework was approved in September 2024, having been challenged by the  Board at its strategy offsite in June and the Board meeting in July 2024.  The Board was actively involved in reviewing the strategy and framework, and challenged management on the priority themes  as well as the importance of clear communication to colleagues and external stakeholders. The Board also challenged  management to ensure that the overall sustainability strategy was sufficiently stretching and measurable. The Board  discussed that there should be clear alignment to remuneration incentives once the framework is embedded. Clear articulation  of the sustainability credentials to customers and clients was also considered by the Board, particularly with regard to those  customers in the With-Profits Fund.  The framework is underpinned by the Group’s responsible business practices, including diversity and inclusion, human rights,  corporate responsibility and sustainable operations. |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Section 172 Statement continued

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| Key decision 3 | | |
|  | Capital allocation  The Board is responsible for capital allocation across M&G, including its Asset Management and Life businesses. The role of  the Board includes balancing the needs of stakeholders when making decisions about the allocation of capital. This included  the following in 2024:  Deleveraging actions  In June 2024, we announced a number of deleveraging actions totalling £450 million. This included the redemption of £300  million subordinated notes which were callable in July 2024.  Mergers & Acquisitions (M&A)  The Board reviewed and debated potential M&A activity across the Group during the year. In October, we acquired a majority  stake in BauMont Real Estate Capital, a fund manager specialising in value-add investment strategies in Western Europe.  Having identified value-add as a key target addition to our existing capabilities we conducted an extensive scan of potential  opportunities which resulted in the selection of BauMont as the preferred target. BauMont's expertise is highly complementary  to our existing team and benefits customers by having access to broader investment strategies.  Value Share Bulk Purchase Annuity (BPA)  Since agreeing to re-enter the BPA market, the Board reviewed the business case for a BPA deal to share value with the  corporate sponsor, providing scheme members with the security of a buy-in while the Group shares the financial risk and  upside with the corporate sponsor. This deal announced in November is believed to be the first of its kind in the market.  Transformation & change spend  During the year, we continued to deliver good momentum on our transformation programme initiated in 2023, which is  focused on simplification and creates capacity to invest. This included migrating 80% of our heritage policies to a single,  modern platform solution. |  |
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|  | Stakeholders considered  Customers, clients, colleagues, investors, regulators, communities, charities, credit rating agencies. |  |
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|  | Decision-making process  The Board considered its stakeholders throughout the year when discussing and approving capital allocation matters.  The deleveraging activities were discussed in depth with the Prudential Regulation Authority. The Board ensured that the  activities would have minimal impact on our solvency position – remaining well above the target operating range – and  protecting our customers from harm. The Board discussed the impact on credit rating, debt capacity and the impact to  shareholders. The deleveraging activities that were undertaken in 2024 also demonstrate a continued focus on delivering  across our three strategic pillars: financial strength, simplification and growth. |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our stakeholders

## How we engage

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|  | Colleagues | |  |  |  |
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|  | M&G has over 6,000 permanent colleagues in 39 offices globally.  Our colleagues are core to everything we do and fundamental to  the success of the Group. The Board believes that ongoing  engagement and two-way dialogue with colleagues is vital to  ensuring that their interests and concerns are understood, and  that we take appropriate action. An engaged workforce is the  foundation to delivering for our other stakeholder groups. | |  | img_53.jpg |  |
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|  | How we engage  Direct dialogue with colleagues  During 2024, there were a number of formal sessions between Non-Executive Directors and colleagues from across the  Group. The Non-Executive Directors attended sessions during the year, with colleagues across different geographies and  seniority, and included colleagues from Asset Management, Asia, European offices, the Mumbai office, the offices in Scotland,  the Corporate Functions, graduates, and colleague ambassadors. The purpose of these regular sessions is to give our Board  members the opportunity to engage directly with colleagues, gain insights into M&G's culture and understand colleague views  and interests.  Board site visit to Kildean  The Board visited the Kildean, Stirling office in September 2024 and held a variety of colleague events including a Town Hall  with colleagues and breakout groups with NEDs and colleagues on topics including diversity, equity and inclusion, and  customer listening.  Town Halls  There were Town Halls with Q&As held in both London and Kildean during the year which were attended by members of the  Board. | | | |  |
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|  | Key themes, issues and matters arising from Board engagement with colleagues | | | |  |
|  | – Positive feedback on people centric culture and  workforce/people policies  – Need to remove barriers to execution including  technology (and pace of decision-making)  – Hybrid working and return to office in the context of  collaboration  – Balance of controlling costs and investing for growth | |  | – Empowerment and desire for increased autonomy  – Importance of learning and development, career  progression, and pastoral care, including for  graduates  – Collaboration and prioritisation  – Entity Structures – Target Operating Model  – Communication |  |
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|  | Actions and progress  The key themes and issues are taken into account when discussing as a Board and influence the Board’s decision-making. Feedback  on themes from Board conversations with colleagues are documented and shared for discussion with Non-Executive Directors and  the Chief People Officer and, where appropriate, senior management.  The Board discussed with the Group CEO the key themes from its direct engagement with colleagues and emphasised to  management the importance of growing internal talent, people culture, strengthening succession plans, and further improving the  employee proposition. Themes and issues from colleague engagement feeds into the business plan process and allocation of spend.  The Board discussed and approved the actions being taken to improve accountability, which included the approach to performance  and reward to ensure it improved objective setting for senior leaders and strengthened alignment with the purpose. The events for  senior leaders held during the year were also designed to enhance collaboration, accountability and understanding of the strategic  direction, as well removing barriers to execution. | | | |  |
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|  | Find out more about our colleagues  on pages 40-43 |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our stakeholders continued

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|  | Customers and clients | |  |  |  |
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|  | M&G distributes investments and savings products to a broad  range of pension funds, insurance companies, wealth  managers, financial advisers, and other distribution partners  across 6 continents. We also offer an end-to-end distribution  channel for savings products in the UK, through financial  advisers and directly to individual customers and clients. We  manage savings for approximately 4.5 million policyholders,  across all age and wealth brackets. | |  | img_54.jpg |  |
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|  | How we engage  The Board receives management information reporting on client metrics, which are discussed with management. The Board  considered clients and customers as part of the combination of the Life and Wealth operations.  The Group CEO regularly meets directly with customers and clients to understand their views, discuss ways to further  enhance our relationships and product offerings, and provides feedback to the Board.  The Board’s visit to the Kildean office in September 2024 included call listening sessions and briefings on other customer  enhancement initiatives.  Engagement meetings are held to enable management to understand what matters to our clients and customers and to build  strategic relationships with them. Management also engages regularly with our customers and clients on a day-to-day basis, in  meetings, at roundtable events and conferences. | | | |  |
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|  | Key themes, issues and matters | |  |  |  |
|  | The key themes and issues arising from engagement and dialogue with clients and customers included: | | | |  |
|  | – Product offering  – Product innovation  – Investment returns | |  | – Digitisation and digital transformation  – Client and customer outcomes  – Client experience and customer service |  |
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|  | Actions and progress  The Board provided oversight of the programme of activity regarding Consumer Duty and the focus on delivering good  customer outcomes.  The Board regularly reviews and discusses a range of management information to ensure we are delivering good customer  outcomes, and in 2024 questioned management on proposed actions in response to client feedback and other matters, such  as service and complaints.  The Board encourages management to improve how they measure feedback and client satisfaction, and it is incorporated into  scorecards for remuneration purposes.  The Board and management regularly discuss and actively advocate for a customer mindset and consideration of the client in  everything we do, together with the importance of ensuring that colleagues are spending time understanding their clients’ and  customers' priorities.  The Board and management discussed the ways M&G can execute on growth opportunities, including from a distribution  standpoint, and the investment spend required in data and technologies across strategically important areas, including client  experience. | | | |  |
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|  | Find out more about our customers and clients  on  pages 12-15. |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our stakeholders continued

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|  | Regulators | |  |  |  |
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|  | Maintaining an open and cooperative relationship with regulators and policymakers is critically important. We have a number  of regulated entities, which are supervised at entity level. We engage with regulators at a Group and subsidiary level. | | | |  |
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|  | How we engage  The Chair, Group CEO and other Board and Executive Committee members meet regularly with the supervisory and other  teams at the Financial Conduct Authority (FCA) and Prudential Regulation Authority (PRA).  Representatives from the PRA attended the July 2024 Board meeting and representatives from the FCA attended the Board  meeting in February 2025, to discuss business, customer and regulatory priorities. | | | |  |
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|  | Key themes and regulatory priorities  – Governance  – Consumer Duty  – Financial Crime  – Strategy  – Operational resilience | |  | – Succession planning  – Risk and Control environment  – Sustainability Disclosure Requirements / Climate risks  – Outsourcing arrangements  – PAC’s Operating Model Enhancement |  |
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|  | Actions and progress  The Board believes that open and regular dialogue promotes transparency between the Group and its regulators and ensures  that M&G is in a position to reflect the views of our regulators when setting strategy and the business plan. The outcomes of  our ongoing engagement with our regulators influence the Group’s priorities and focus for the year, including the key areas of  focus and activity for the Board and its Committees.  The quantum of industry-wide regulatory driven change continues to impact our businesses and we remain focused on  adapting to meet the expectations of our regulators. This includes establishing and delivering against our Group-wide  programmes on Consumer Duty and Financial Crime.  One of the Board’s main priorities is ensuring that the governance, leadership and culture at M&G is of requisite quality and  facilitates good decision-making, problem solving, and the delivery of good client outcomes.  During the year, the Board’s activities have included consideration of Sustainability risks and opportunities, the Group’s  compliance with the Consumer Duty regulation, and oversight of the ongoing Financial Crime programme, together with a  range of matters and decisions relating to strategy and execution. Our Financial Crime programme strengthens and enhances  processes and controls across all of our products and markets and the Board has engaged with our regulators on the progress  of this programme.  During the year, the Risk Committee’s activities have included reviewing a range of climate scenarios as part of the ORSA  process, and review and challenge of matters relating to risk management, internal controls, operational resilience, financial  crime and outsourcing. The Nomination and Governance Committee’s activities included Board leadership and succession  planning and Group Executive Committee succession planning. | | | |  |
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The Board is also committed to engaging with its other stakeholders in order to ensure that we maintain positive relationships and

take account of their views and interests. These include communities, charity partnerships, and suppliers.

#### Communities

Social responsibility is firmly embedded in M&G’s operations around the world as an integral part of the way we do business. Our

social purpose is to build inclusive and resilient communities through urban regeneration, economic empowerment and community

building. We want to use our community investment to help break down the barriers that prevent people from living the life they

want. Our framework for community engagement provides support at a strategic and local level.

#### Charity partnerships and donations

We work closely with our charity partners to develop strong, sustainable projects that meet local needs. We nurture spaces and

places that help people and nature to thrive, giving people skills and opportunities to be financially secure, and building and

strengthening relationships within and between communities. Find out more about our community engagement on pages 60-63.

#### Business partners

Our suppliers are critical to our business and the long-term success of the Group. We are committed to the principles of the

Prompt Payment Code, and aim to treat suppliers fairly and consistently. The Chief Risk and Compliance Officer’s (CRCO) report to

the Risk Committee provides a regular assessment of key risks, including any issues regarding third party suppliers and

outsourcers. The Board oversees the performance of business partners and suppliers through reporting from management and

the Risk function. Day-to-day oversight is conducted by the operational teams and substantive issues are escalated to the Board

through the regular management reporting.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our colleagues

## Creating a positive and diverse culture

We are focused on creating the right capabilities to empower our colleagues,

#### enable business change and drive our business performance

#### What our colleagues mean to us

Our colleagues are critical to our success. Our people approach

aligns with M&G’s strategic goals while ensuring a safe, inclusive

and productive workplace. We are focused on creating an

exceptional place to work: a positive culture that inspires and

supports our colleagues to do their best for our customers and

clients.

Our people policies and processes are always evolving to support

colleagues through their employment lifecycle to deliver our

business strategy. Our five global people workstreams cover

gender, ethnicity/nationality, life stages, disability/accessibility and

LGBTQ+, and support our ambition of building a diverse culture.

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|  | Our people priorities  Our six key people priorities are aligned to our business  strategy and help us to deliver growth:  1. Enable business change and simplification by ensuring  that the people implications of change are well thought  through and delivered with care and integrity.  2. Build an organisation that is fit for purpose and scalable,  which supports growth by ensuring we have highly  engaged people, in the right roles, aligned to deliver our  business strategy.  3. Attract and develop the capability required to deliver our  strategy, focusing on the development of our leaders  and people managers and having a robust approach to  talent management and succession planning.  4. Protect our licence to operate by continuing to deliver  our core people services safely and effectively.  5. Drive diversity, well-being and inclusion by building on  our strengths to drive further progress to help us meet  our 2025 targets.  6. Build a high-performing culture by aligning colleagues  behind our purpose, align goals and objectives to our  strategic pillars, drive engagement, regularly listen to  and act on colleague feedback. |  |
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#### Engaging with all employees to support growth

We conduct OneVoice surveys several times throughout the

year to ensure that M&G colleagues have an active voice. This

approach helps us understand how colleagues feel about

working at M&G, and how we can continue to improve the

experience we’re creating for our customers, clients,

stakeholders and each other.

In our November 2024 survey, we received just over 9,800

comments from more than 2,700 colleagues. Results

highlighted that our sustainable engagement scores remain

stable at 69.0 (2023: 70.7) and that our culture is a strength,

with colleagues treating one another with respect and dignity.

During 2024, we improved our survey approach to provide

people managers with deeper insights into our colleagues’

experience, as well as how our policies and initiatives are

working. We are making it simpler to understand feedback,

such as improving ‘action taking’ and ‘barriers to execution’ -

two of our biggest opportunities. Here, we are reducing

bureaucracy by cutting unnecessary meetings and

empowering colleagues to take decisions, which aligns with

our strategic priority of simplification.

Colleagues still have an overriding desire to work flexibly and

we recognise that a more prescriptive approach to when they

could come into the office could result in lower engagement.

We aim for colleagues and their managers to have an open and

honest dialogue about working from home. The challenges we

face are not unique to M&G and individual circumstances vary

significantly. We recognise that capacity at M&G is a challenge

and are continually looking at capacity and working patterns.

We currently operate a booking system for working in the

office.

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| --- | --- | --- |
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|  | For more on how we engage  with our colleagues see page 37 |  |

#### The importance of learning and development

In January 2024, we launched our new purpose, so everyone at

M&G can feel that they’re clear, excited and energised by our

sense of direction and understand the part they play in it. It’s

the common thread through everything we do so that we can

work together to give everyone real confidence to put their

money to work.

To meet our purpose, we need the right skills and capabilities.

We aim to create an integrated approach to attracting,

developing, accelerating and ultimately retaining talented

people for our future success. We do this through building core

behavioural, professional, leadership and management

capabilities to drive high performance and foster a more

inclusive culture.

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|  | Our behaviours  Our values of care and integrity underpin our behaviours,  which guide how all our colleagues should act and interact  with each other, customers, clients and stakeholders. Our  behaviours are aligned with our culture and values, and  help us to deliver our purpose and strategy:  Own it now: Putting your name on things with confidence  to drive progress and results quickly.  Move it forward together: Forming cross-functional teams  to seize the right opportunities and solve real problems.  Tell it like it is: Respectfully speaking up to create better  ways forward - both direct and empathetic. |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our colleagues continued

#### Winning behaviours

We’ve also introduced Winning Behaviours, a learning

experience for all colleagues to build belief and capability to

shift our behaviours: Own it now, Move it forward together and

Tell it like it is. Learner experiences have included live events

with keynote speakers, immersive workshops, team sessions

led by managers and on-demand digital resources.

Winning Behaviours demonstrates our commitment to

supporting and upskilling colleagues. It’s encouraging to see

colleagues gaining a deeper understanding of our behaviours,

their importance and how they contribute to growth at M&G,

together with their feedback that the learning is helping apply

these behaviours.

In 2024, we invested in our new simplified, personalised, one-

stop shop for digital learning – available to all colleagues. We

have started to create academies (communities of learners)

and pathways to develop prioritised capabilities including AI,

sustainability and data management - democratising access to

learning and empowering colleagues to own their

development.

#### A careful approach to how we work

Our Code of Conduct puts our values and behaviours into

action every day, and aims to ensure we act in accordance with

our policies and procedures, global laws and regulation. These

standards underpin our strong reputation, giving everyone real

confidence to put their money to work. Our values and

behaviours allow us to build lasting relationships, based on

trust, with our customers, clients, shareholders and regulators,

and to deliver our ambitions for growth.

Our Whistleblowing Policy details whistleblower protections in

place across M&G, so that anyone who speaks out feels safe and is

confident in doing so. All reports are taken seriously, with qualifying

reports independently and confidentiality investigated. All

investigations are governed by our Speak Out programme.

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|  | For more on how we manage  colleague related risk see page 51 |  |

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![98406290688786]()

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![98406290688742]()

![]()

Asian

Minority Ethnic

![]()

Black

![]()

#### Diversity

#### throughout

M&G

![]()

White

Women

Men

Undisclosed

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| --- | --- | --- |
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|  | Measuring D&I at M&G  Diversity in senior leadership:  We are aiming to achieve  40% women and 20% ethnic diversity in senior leadership  by the end of 2025. In 2024, women in senior leadership  was 36% (2023: 37%) and ethnicity in senior leadership  was 6.9% (2023: 7.4%).  Colleague inclusion index: This continues to be measured  on a regular basis as part of the OneVoice survey, with an  average score of 65.3 (2023: 66.7) across three surveys in  2024. It is based on two questions - ‘Leaders at M&G value  different perspectives’ and ‘I feel free to speak my mind  without fear of negative consequences’. While we have  seen changes in leadership and organisational structure  across the year, we have broadly maintained our level of  inclusion, reflecting that care and integrity remain core  values at M&G. |  |
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#### Creating a balanced workplace

M&G has a duty to keep colleagues safe at work, and they also

need to feel valued for who they are, included in their teams

and feel that their contributions are welcomed and listened to.

It’s an important part of our culture.

We have a five-year Diversity and Inclusion (D&I) plan and

governance model, which was launched in 2020, with targets

to build a positive and balanced workplace. Our D&I initiatives

cover the talent management lifecycle, from sourcing

candidates through recruitment, development, career

progression and succession.

Our people policies and strategies are constantly evolving to

help colleagues balance work with personal life, responsibilities

and commitments, while making sure we still do what is best

for our clients. To help us narrow our gender and ethnicity pay

gaps, retain a diverse workforce and reach our diversity

targets, we are focused on creating an inclusive, flexible and

family-friendly culture, with employee-related policies that

support work-life balance and well-being for all colleagues.

Our five employee-led Diversity and Inclusion Networks are a

source of support for all colleagues. Examples include Embrace

(promoting racial, ethnic, social, faith and cultural diversity) and

Enable (for anyone impacted by physical or mental health,

caring responsibilities, neurodiversity and different abilities).

#### Reducing the gaps

We are committed to our target of 40% female representation

in senior leadership by the end of 2025. Over the past year, we

have made several leadership changes to best align M&G for

future delivery and growth. While these changes have resulted

in a 1% drop in the proportion of women to 36%, there is no

overall decrease in the number of women in this group. Our

diversity targets are part of our performance scorecard, and

are tied to leadership performance compensation. Our

scorecard includes both financial and non-financial metrics,

with our progress regularly reviewed by M&G’s Executive

Committee, Board of Directors and Remuneration Committee.

We are signatories and on-going supporters of the UK HM

Treasury Women in Finance Charter, as well as the Women in

Finance Charter in Ireland, and the diversity charters in France,

Italy, Sweden and Luxembourg, showing expanded support for

this ambition internationally.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our colleagues continued

Our mean gender pay gap across the business for 2024

continued to improve to 23.4% from 28.5% in 2023: this 5.1%

movement is our single largest year-on-year improvement

since we began reporting at Group level in 2020. It is due to the

number of senior women that have been hired and the number

of long-serving senior men that have left or retired from the

business. Our average bonus gap improved to 64.7% from

66.6% in 2023.

The ethnicity pay gap shows the difference in the average pay

and bonus between Black, Asian and minority ethnic

colleagues and White colleagues across an organisation,

irrespective of role and seniority. Increasing Black, Asian and

minority ethnic representation in senior leadership is key to

continuing to address our ethnicity pay gap.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | To find out more about how we are delivering on our  D&I targets see our gender and ethnicity pay gap report  on our website |  |

|  |
| --- |
|  |
| Employee profile gender diversity  Number of people |

![]()

![99505802529759]()

|  |
| --- |
|  |
|  |

![99505802529814]()

|  |
| --- |
|  |
|  |

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| ¢ | Men | ¢ | Women |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
|  | Accreditations  – LGBT Great gold standard for LGBT+ equality to 2025  – Social Mobility Employer Index Top 100 Employer 2024  – Disability Confident Leader – reaccredited January 2024  – National Equality Standard accreditation (reaccreditation  2023-2026) |  |
|  |  |  |

#### Increasing diversity at M&G

We recognise that women and people from Black, Asian and

minority ethnic backgrounds remain in the minority throughout

UK financial services and at senior levels in our business. We

are committed to developing female and minority ethnic talent

at all levels to redress this imbalance. One of the aims of the

Life Stages pillar of our diversity and inclusion (D&I) strategy is

to enable talented colleagues to advance into higher-paying

positions at M&G, and to build the skills and confidence

required. We do this by addressing mitigating factors, for

example increased carer responsibilities, which might

otherwise cause our colleagues to leave M&G or take lower-

paying roles.

We are proud to announce that M&G has successfully achieved

re-accreditation for being a Disability Confident Leader, the

highest level recognised under the Department for Work and

Pensions Disability Confident Scheme. The Scheme supports

employers to make the most of the talents disabled people

bring to the workplace. Since the last accreditation, three years

ago, we have remained committed to thinking differently about

disability, welcoming people of all abilities and ensuring that

everyone has the opportunity to fulfil their potential and realise

their aspirations.

Employees who declare as LGBTQ+ has remained at 1%, while

those at M&G who identify as a person with a disability is 2%.

In addition to our internal diversity-related targets, we use

external benchmarks to monitor our progress against industry-

wide goals. We are accredited with the National Equality

Standard (NES) re-accreditation and our score of 145/175 puts

us above comparable businesses in financial services and

businesses across all sectors that are a similar size.

We encourage diversity in our talent pipeline and welcome

applications regardless of age, gender/gender identity, sexual

orientation, ethnicity/ nationality, disability or military service,

as well as those who have taken career breaks.

By diversifying our candidate pool, we have better access to

the breadth of talent in the market, while helping us to create a

more balanced representation of genders and ethnicities at all

levels of our business, including graduates, interns and

apprentices.

Under the Companies Act 2006 (the Companies Act), we are required to report on the gender diversity of our employees, our ‘senior managers’ and our Board.

The gender diversity of our employees and our Board is shown above. ‘Senior managers’ is defined by the Companies Act, as anyone who has responsibility for

planning, directing or controlling the activities of the Company, or a strategically significant part of the Company, and must include the number of persons of each

sex who were the directors of the undertakings included in the consolidation. Where such persons hold multiple directorships across the Group they are only

counted once. For this purpose, ‘senior managers’ includes our GEC members (excluding those on the Board), our GEC direct reports and our ‘Other senior

management’ from the chart above. On this basis, we have 476 senior managers (306 men, 170 women).

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our colleagues continued

|  |
| --- |
|  |
| Employee profile ethnic diversity  % |

![99505802334568]()

![]()

Board

![]()

![99505802334571]()

![]()

GEC and

GEC Direct

Reports

![99505802334573]()

![]()

All other

employees

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
| ¢ | White | ¢ | Undisclosed | ¢ | Asian | ¢ | Black | ¢ | Minority ethnic |

We are committed to gender diversity at M&G with our target

of 40% of women in senior leadership positions at M&G by the

end of 2025. Due to structural changes to better align the

business for growth, women now make up 36% of this group, a

reduction of 1% since last year. We have appointed a number

of senior women in 2024, including Shawn Gamble who has

joined our executive committee as Chief Risk and Compliance

Officer. Our target is part of our performance scorecard, and is

tied to leadership performance compensation for the Group

Executive Committee (GEC) and their direct reports. Our

progress is regularly reviewed by M&G’s GEC, Board of

Directors and Remuneration Committee.

Additionally, we are showing positive improvement in building

diversity in the broader talent pipeline with 56% of GEC direct

reports (GEC-1) leadership teams (5 of 9) already having

achieved or exceeded our 40% target and 61% of GEC-2 teams

(33 of 54) achieving or exceeding 40%. Through continued

commitment and focus, we aim to reach our goal of 40%

women in senior leadership positions at M&G by the end of

2025.

Our ethnic diversity reporting includes a separate category of

‘undisclosed’. To support our evolution to more granular

reporting, we have taken a number of measures over the past

two years to improve our data accuracy and enhance our

definition of diversity, reporting capabilities and

competitiveness in attracting a diverse talent pool.

Our ethnicity percentage for GEC and GEC direct reports has

decreased slightly to 6.9% at the end of 2024 from 7.4% at the

end of 2023. However this still represents an increase of almost

5% from our 2019 baseline of 2% (excluding undisclosed).

The Board remains fully committed to continuing to increase

diversity at M&G by attracting the broadest range of leaders.

We recognise that we need more time to achieve our ambitious

target of 20% minority ethnic diversity within senior leadership

by the end of 2025. We have several initiatives in place to

enhance the overall ethnic diversity of our talent pipeline,

including increasing our use of job boards targeting diverse

candidates, such as Black Women in Asset Management and

Black Professionals UK. We are also building our succession

pipeline with a greater focus on the broader diversity of

colleagues joining our early careers schemes, including interns,

graduates and apprentices.

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
| img_49-1.jpg | |  |  |  |  |  |
|  | Early career hires in 2024 | | |  |
|  |  |  |  |  |
|  | 17 |  | 20 |  |
|  | Apprentices  41% women – 42% Black,  Asian or Minority ethnic |  | Graduates  55% women – 35%i Black,  Asian or Minority ethnic |  |
|  |  |  |  |  |
|  | 30 | | |  |
|  | Interns  47% women – 50% Black,  Asian or Minority ethnic  i      40% did not declare ethnicity at onboarding | | |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Risk management

## A simpler, stronger Risk and Compliance model

#### Our effective risk management approach protects our business as we deliver

#### on our



#### strategy

The external environment, driven by geopolitical events and

continued economic uncertainty, underlines the importance of

effective risk management. The Risk and Compliance function

continues to support the business in the delivery of the

strategy through oversight of informed risk taking while

proactively managing the associated risks. We do so by

applying our Risk Management Framework and the ‘three lines

of defence’ model.

#### Risk management framework

As part of our business, we take on risk on behalf of our

customers, clients and shareholders. We selectively take risks

if they are adequately rewarded, and can be appropriately

quantified and managed. In this way, we safeguard our ability

to meet client commitments, comply with regulations and

protect our reputation.

Our Risk Management Framework is designed to manage risk

within agreed appetite levels, which are set by the Board,

aligned to delivering our strategy and creating long-term value

for customers, clients and shareholders.

Our comprehensive approach to risk management includes

identifying, measuring, managing, monitoring and reporting

current and emerging risks - the Risk Management Cycle – and

is supported by our risk culture and strong risk governance.

#### Risk culture

The Board is responsible for instilling an appropriate risk

culture and setting the tone from the top through establishing

our purpose, behaviours and values. Working together with

management, the Board oversees and promotes risk

management by emphasising and embedding the importance

of balancing risk with profitability and growth in decision-

making. It also oversees key internal control processes and

ensures compliance with regulatory requirements.

Our Risk Management Framework and internal control systems

are based on the ‘three lines of defence’ model. First line

business and support functions identify and manage risks and

are overseen by the second line Risk and Compliance function.

The second line is independent of the first line, defines the

overall risk framework by which we manage risk and provides

oversight, advice and challenge to the first line. The third line

Internal Audit function is empowered by the Audit Committee

to audit the design and operating effectiveness of our system

of internal controls, including governance, risk management

and control processes.

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  |  |  |  |  |
|  | Our risk framework and ‘three lines of defence’ model | | |  |
|  |  |  |  |  |
|  | Board | | |  |
|  |  |  |  |  |
|  | up_arrow_petrol_0299b4.svg | | |  |
|  | Risk Committee | | |  |
|  |  |  |  |  |
|  | up_arrow_coral_ee5c37.svg | | |  |
|  | First line of defence  (Business and support functions) | Second line of defence  (Risk and compliance) | Third line of defence  (Internal Audit) |  |
|  |  |  |  |  |
|  | Risk identification and management:  – Identify, own, manage and report  risks  – Own specific risk and compliance  policies  – Execute Business Plan and strategy  – Establish and maintain controls  – Instil conduct requirements and  individual monitoring  – Stress and scenario modelling  – Operate within systems and controls  – Ongoing self-assessment of control  environment effectiveness | Oversight, advice and challenge:  – Own risk and compliance framework  – Stress and scenario setting,  responsible for oversight  – Give proactive and reactive advice and  guidance  – Monitor risk and compliance and  assurance activities  – Report on risk and compliance  – Strategy and approach for regulatory  engagement | Independent assurance:  – Independent assurance of first and  second lines of defence  – Independent thematic reviews  – Risk and controls assessment |  |
|  |  |  |  |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Risk management continued

Our approach to risk culture requires colleagues to take

personal responsibility for identifying, assessing, managing and

reporting risk. In 2024 we launched our ‘colleague behaviours

for risk and compliance’, articulating what good behaviour

looks like from both the first and second lines, with the aim of

achieving better outcomes and a more collaborative approach

to risk management. Our colleagues are expected to work

together to do the right thing for our customers, clients, wider

stakeholders and our business. All colleagues have risk

management accountabilities as part of their core objectives.

#### Governance

The Risk Committee is responsible for assisting the Board in

overseeing risk.

The Audit Committee assists the Board in meeting its

responsibilities for the integrity of our financial reporting,

including the effectiveness of our Risk Management

Framework and internal control systems.

The Remuneration Committee ensures that our compensation

structures place appropriate weight on colleagues adopting

our behaviours and risk culture to align with our long-term

success.

Risk appetite and

#### limits

The Board is responsible for the overall risk appetite of the

Group. Risk appetite is the level and type of risk we are willing

to accept in pursuing our business objectives. Our risk appetite

statements and limits, specify our risk appetite and tolerance to

take on risk. We have established aggregate risk appetite

statements and limits for capital, liquidity and dividend volatility.

Our capital risk appetite is supported by a solvency intervention

ladder, which sets out management actions to consider or

implement at different levels of regulatory solvency.

We assess our ability to stay within our risk appetite during the

annual business planning process, and monitor and manage

our actual position regularly throughout the year.

Prescribed indicators inform us whether a risk may move out of

appetite and, together with limit utilisation where relevant, this

is a core element of our risk reporting to our Board and

Executive Risk Committees with appropriate management

actions.

#### Risk and capital management

Our Group Own Risk and Solvency Assessment (ORSA) is built

around risk management, strategy and business planning and

capital management. It covers our processes and procedures

to identify, measure, manage, monitor and report short-term

and long-term risks and assess the adequacy of our solvency

position.

The Group ORSA process is supported by subsidiary ORSA

processes for our Solvency II entities and Internal Capital

Adequacy and Risk Assessment (ICARA) processes for our

investment firm entities.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
|  | Risk management for technology migrations  In 2024, the business has undertaken a series of  technology migrations to simplify and optimise our  technology estate as part of our previously announced  transformation programme. Risk & Compliance perform a  key role in the migrations through the provision of  oversight and advice during the programme lifecycle.  We work with the business during the planning and testing  phase and provide an independent assessment and  opinion to relevant governance bodies as part of ‘go/no-go’  decision making.  The key focus areas of our assessment are:  – Technical readiness  – Testing and defect resolution  – Operational readiness and associated risk assessment  – Capacity and service performance  – Contingency  We may identify actions that are required to be  implemented pre or post go-live. These actions will be  owned by the business and tracked to closure. |  |
|  |  |  |

#### Risk

#### management and internal control

#### effectiveness

The Risk and Audit Committees have considered the outcome

of the annual assessment of risk management and internal

control effectiveness for 2024. The assessment is performed

for each business area by the first line, with an independent

second line opinion. It is driven by Risk and Control Self

Assessments (RCSAs) conducted over the year, along with

consideration of issues; notifiable events; compliance with

policy requirements; risk appetite assessment; and regulatory

feedback.

The business area assessments are aggregated to provide a

material subsidiary and an overall M&G plc group-wide

assessment. Internal Audit also provide an independent

assessment of the overall control environment.

The 2024 assessment recognises positive progress made

across M&G plc in building on the risk and control foundations

previously put in place, but also acknowledges that

implementation work identified in prior years needs to continue

into 2025. Management attention and an additional reporting

cycle is therefore still required to further embed the framework,

including driving further consistency in group-wide Key Control

Assessments across the business. The nature of financial crime

threats are evolving and there are continuing rigorous

regulatory expectations. In 2024 a dedicated Financial Crime

programme has been set up to strengthen, mature and

optimise our financial crime framework, processes and

controls, as well as implement an enhanced target operating

model.

The Risk and Audit Committees at M&G plc Group and

subsidiary level collectively monitor the timeliness with which

outstanding actions and embedding plans are completed.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Risk management continued

## Principal risks and uncertainties

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  |  |  |  |  |
| 1 Business environment and market forces | | |  | |
| Principal risk | Management  and mitigation | Outlook | Strategic  pillars | Change  from last year |
|  |  |  |  |  |
|  |  |  |  |  |
| Changing customer and client  preferences, together with  economic and political  conditions, could adversely  impact our performance against  our strategy.  Economic factors may impact  product demand and our ability to  generate an appropriate return.  Increased geopolitical risks and  conflicts, and policy uncertainty,  may impact our products,  investments and operating model.  Our reliance on PruFund for our  inflows in our advice business and  our intermediated channel for  sales heighten our exposure to  changing economic conditions  and client preferences. | Our strategic planning is  overseen by the Risk and  Compliance function and the  Board, and considers the  potential impact of the wider  business environment and  economy.  In 2024 we announced further  operational simplification of the  business with the merger of the  Life and Wealth segments.  Through this change we will  better focus our efforts to serve  the UK retail market, complement  PruFund with life solutions,  reduce duplication and improve  efficiency.  We have re-entered the BPA  market with a number of  transactions to support Defined  Benefit Schemes with  differentiated solutions. This  strategy supports our growth and  diversification from PruFund. | Our risk exposure to business  environment and market forces is  expected to increase as we build  scale in selected markets, while  managing risks arising from the  ongoing geopolitical conflicts and  uncertainty for the global  economy and financial markets.  The lead EU countries are  experiencing political instability  and economic slowdown, while  US tariffs with respective  retaliatory actions may impact  global economic growth and  possibly inflation. Within the UK  market, there are ongoing fiscal  and legislative risks. Legislative  risks include potential changes in  legislation resulting from the  Government’s stated intent to  pursue leasehold reform, which  could adversely impact our senior  and junior notes backed by  residual ground rents.  The evolving asset management  market places competitive  pressure on fees, requiring  continued focus on delivering  good customer outcomes and  assessing target markets. |  | Increased |

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  |  |  |  |  |  |
| Key | | | | | |
|  |  |  |  |  |  |
|  | Maintain our financial strength |  | Simplify our business |  | Deliver profitable growth |
|  |  |  |

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| --- | --- | --- |
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|  | 47 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Risk management

#### continued

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  |  |  |  |  |
| 2 Sustainability and ESG | | |  | |
| Principal risk | Management  and mitigation | Outlook | Strategic  pillars | Change  from last year |
|  |  |  |  |  |
|  |  |  |  |  |
| A failure to address and embed  sustainability considerations  within our strategy, products,  operating model, and  communication approach could  adversely impact on our financial  performance, reputation and  future growth.  We consider and act upon a  broad range of issues including  those concerning greenwashing,  climate and nature impact,  diversity and inclusion, and  corporate governance.  We consider ESG Risk in terms of  sustainability, or by how our  business impacts on the planet  and society. We also consider the  impact of ESG factors on our  organisation, and our ability to  meet a range of key stakeholder  expectations. | Our Group sustainability  framework sets a clear group-  wide direction across M&G’s  businesses. This is supported by  M&G plc’s ESG Risk Policy which  sets out the key requirements for  the management of ESG Risk on  an ongoing basis, supporting the  delivery of M&G plc’s strategic  plans and objectives, in a manner  consistent with M&G plc’s Risk  Management Framework (RMF),  Non-Financial Risk Appetite and  Key Risk Indicators.  We consider ESG risks in our key  strategic decisions, regular risk  reporting and Board risk  assessment papers. We integrate  climate change risk into our  scenario analysis process, with  both top down and bottom up  considerations, over a range of  time horizons. | The importance of ESG factors to  the organisation is expected to  continue as the physical impacts  of climate change accelerate,  nature risks become more  prominent and new risks emerge.  Regular assessment of ESG risk  and review of the risk  management activities will be  required to identify any  enhancements necessary to allow  the business to manage these  risks appropriately. |  | Neutral |

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  |  |  |  |  |
| 3 Investment | | |  | |
| Principal risk | Management  and mitigation | Outlook | Strategic  pillars | Change  from last year |
|  |  |  |  |  |
|  |  |  |  |  |
| A failure to deliver against fund  mandate or client investment  objectives (including sustained  underperformance of funds), to  maintain risk profiles that are  consistent with our clients’  expectations, or to ensure that  fund liquidity profiles are  appropriate may all lead to poor  client outcomes and result in  fund outflows.  If these risks materialise for our  funds or a range of funds, it may  impact our profitability, reputation  and growth plans. | Our fund managers are  accountable for the performance  of the funds they manage, and  management of the risks within  the funds.  Independent Investment Risk and  Performance teams oversee fund  performance, fund liquidity and  investment risks. Such activities  feed into established oversight  and escalation forums to identify,  measure and oversee investment  performance, investment risk and  fund liquidity risks. | Our investment risk exposure is  expected to increase due to  ongoing geopolitical and  economic instability in many parts  of the world, including more  recent US tariff actions. Such  uncertainties increase investment  risk which is driven by market  targets, with investment  performance measured against  benchmarks and peers. Any  unforeseen economic downturns  or escalation in regional conflicts  could result in repricing of  markets. Exposures will be  managed within our existing  control environment. |  | Increased |

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| --- | --- | --- |
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|  | 48 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Risk management

#### continued

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| --- | --- | --- | --- | --- |
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| 4 Credit | | |  | |
| Principal risk | Management  and mitigation | Outlook | Strategic  pillars | Change  from last year |
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| We are exposed to the risk that a  counterparty to a financial  instrument, banking transaction  or reinsurance contract fails to  discharge an obligation resulting  in a financial loss to us.  Our primary exposure to solvency  is from the change in the value of  invested assets and collateral  arising from credit spread  widening or credit rating  downgrades.  We also have exposure to credit  risk through trading, banking or  reinsurance activities related to  the risk that the counterparty fails  to meet their obligations. | Our Credit Risk Policy sets  standards for assessing,  measuring and managing credit  risk, with oversight from a  dedicated independent team in  our Risk and Compliance function.  We set and regularly review limits  for individual counterparties,  individual issuers, sectors and  aggregate credit quality, and  monitor exposures against these  limits.  Where appropriate, we seek to  collateralise transactions to  mitigate credit risk including  derivatives, securities lending,  reverse repurchase agreements  and reinsurance transactions. We  also manage and control  reinsurance treaties to enable  effective risk transfer in line with  our Reinsurance Policy. | Our credit risk is impacted by our  bulk purchase annuity growth as  well as ongoing economic and  geopolitical uncertainty that may  trigger volatile markets. Negative  market developments or industry  events could impact our credit  portfolio and counterparty  exposures. Exposures will be  managed within our existing  control environment in line with  our Credit Risk Policy. |  | Neutral |

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| --- | --- | --- | --- | --- |
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| 5 Market | | |  | |
| Principal risk | Management  and mitigation | Outlook | Strategic  pillars | Change  from last year |
|  |  |  |  |  |
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| We are exposed to the risk of  loss or adverse change in the  financial health of our business  resulting, directly or indirectly,  from fluctuations in the level or  volatility of market prices of  assets, currencies, liabilities and  financial instruments.  Significant market fluctuations  could have material adverse effects  on our revenues and returns.  Material falls in interest rates may  increase the amount we need to  set aside to meet our future  obligations.  Exchange rate movements could  impact valuations, fee and  investment income denominated  in foreign currencies.  Material increases in inflation may  increase our cost base and the  amount we need to set aside to  meet future obligations,  negatively impacting profitability. | Our market risk appetite is set  and monitored to limit our  exposure to key market risks, and  we have prescribed limits on the  seed capital provided for new  funds.  Where appropriate, and subject  to risk limits and procedures, we  use derivatives for risk reduction,  to hedge equities, interest rates  and currency risks, for example.  We review regularly our hedging  and investment strategies,  including asset-liability matching,  informed by stress testing.  We have procedures to respond  to significant market events and  disruptions, bringing together  colleagues from across M&G to  provide enhanced monitoring and  decision-making capability. | Our market risk exposure is  expected to remain broadly  unchanged over the near term as  the run-off of risk from existing  insurance business is offset by  expected volumes of new  business, particularly PruFund  new business. The outlook  however remains uncertain due to  ongoing geopolitical conflicts and  negative economic trends,  including uncertain interest rate  and inflation pathways. Our  solvency buffers offer significant  protection against market risks. |  | Neutral |

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|  | 49 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Risk management

#### continued

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| --- | --- | --- | --- | --- |
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| 6 Corporate liquidity | | |  | |
| Principal risk | Management  and mitigation | Outlook | Strategic  pillars | Change  from last year |
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| We are exposed to the risk that  we do not have, or are unable to  generate, sufficient cash  resources to meet our  obligations, such as claims,  creditors, debt interest and  collateral calls, as they fall due. | Our liquidity risk appetite is set so  that we maintain adequate liquid  resources in the normal course of  events and under a range of  severe but plausible stress  scenarios. Our liquidity position is  regularly monitored and stress  tested. Our businesses have  detailed liquidity contingency  funding plans in place to manage  a liquidity crisis.  Liquidity, cash and collateral are  managed by the Group Treasury  function, which holds liquid, high  grade assets and has access to  external funding. | Our corporate liquidity risk  exposure is expected to remain  stable. Corporate liquidity is  driven by subsidiary dividend  payments and intercompany  settlement and is therefore  dependent on the successful  delivery of our Business Plan. |  | Neutral |

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| --- | --- | --- | --- | --- |
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| 7 Insurance | | |  | |
| Principal risk | Management  and mitigation | Outlook | Strategic  pillars | Change  from last year |
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| We are exposed to the risk of  loss or of adverse change in the  financial situation of our  business, or that of our  customers, resulting from  changes in the level, trend, or  volatility of mortality; longevity;  morbidity; persistency; expense  and margin pricing experience.  We make assumptions regarding  the life expectancy (longevity) of  our customers, the frequency at  which they lapse (persistency)  and the level of expenses that  may be incurred in running the  business. These assumptions  determine the amount we need to  set aside to pay policyholders and  cover our expenses. Unexpected  changes to these assumptions  could have a material adverse  impact on both our profitability  and solvency. Longevity risk is our  most material insurance risk and  mainly arises from our large  annuity book. | We conduct annual reviews of  longevity and other assumptions  such as persistency and  expenses, which are supported  by detailed assessments of actual  experience. We have a team of  specialists undertaking longevity  research.  We perform regular stress and  scenario testing to understand  the size of our insurance risk  exposures.  We have undertaken longevity  risk transfer transactions, where  attractive financial terms are  available from suitable market  participants. | Our insurance risk exposure is  expected to increase at a  managed level over the near term  due to our growth strategy.  Exposures will be managed within  our existing control environment,  including appropriate controls in  pricing and reserving processes.  The uncertain economic outlook  could also have implications for  our insurance risk exposures, in  particular expense and  persistency risk. |  | Increased |

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| Key | | | | | |
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|  | Maintain our financial strength |  | Simplify our business |  | Deliver profitable growth |
|  |  |  |

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| --- | --- | --- |
|  |  |  |
|  | 50 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Risk management

#### continued

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| 8 Operational | | |  | |
| Principal risk | Management  and mitigation | Outlook | Strategic  pillars | Change  from last year |
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| A material failure or operational  disruption in the processes and  controls supporting our  activities, including that of our  third-party suppliers or our  technology, could result in poor  client outcomes, reputational  damage, increased costs and  regulatory censure.  Our dependence on technology  means the unavailability of key  hardware or software, inadequate  information security  arrangements and ineffective use  of digital solutions could impact  our ability to operate effectively.  Additionally, serious failings in the  delivery, or persistent under  performance by our third-party  suppliers, could impact our client  service delivery. | Our Risk Management  Framework defines our approach  to managing operational risks and  associated controls, including  information technology, data and  outsourcing arrangements.  We have a Data Policy that sets  out the principles and  requirements on the use of data  across the organisation.  We apply business continuity and  crisis management practices to  manage Important Business  Services and Critical Shared  Services. Strategies are then  designed, implemented, and  tested to manage the risk of  intolerable harm under ‘Severe,  but plausible’ scenarios.  We have an Information  Technology Risk Policy in place to  manage technology risks. We are  enhancing the existing third-party  risk management policy  framework which incorporates  the selection, on-boarding,  ongoing management and  termination of third parties.  We recognize the potential risks  of artificial intelligence (AI) and  adopt it in a considered manner,  supported by an AI framework,  established governance, and  mandatory training. | We have seen significant  improvement in our control  environment maturity over recent  years. This includes a shift  towards focusing more on the  quality of assessments and  reporting and how these are  connected to provide confidence  that we are in control of our risks  as well as what has gone wrong.  This gives us the strong  foundations needed to further  enhance our risk and control  environment and ensure that  operational risks introduced as a  result of our growth strategy are  appropriately managed. |  | Neutral |

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| Key | | | | | |
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|  | Maintain our financial strength |  | Simplify our business |  | Deliver profitable growth |
|  |  |  |

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| --- | --- | --- |
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|  | 51 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Risk management

#### continued

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| 9 Change | | |  | |
| Principal risk | Management  and mitigation | Outlook | Strategic  pillars | Change  from last year |
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| Failure to deliver on our  significant change programmes  within cost and capacity  constraints may impact our  business model and ability to  deliver against our Business Plan  and strategy. | Our Group Executive Committee  advises the Group CEO on  prioritisation decisions to ensure  focus is on activities that help to  achieve our Business Plan, that  they are delivered in a controlled  fashion and support compliance  with new regulatory  requirements.  The Change Delivery Board,  chaired by a Group Executive  Committee Member, monitors  and reports on a suite of metrics  measuring the delivery progress,  costs and benefits of our  transformation programmes. The  Project Standard, to which all  functions must follow and attest  compliance, includes reporting  and escalation of risks to  management and the Board. | We continue to manage our  change risk related to our  previously announced  transformation programme,  however this will be more limited  than in previous years reflecting  the progression of the  programme. Our change risk  profile will be driven by the  delivery against our strategic  pillars and by regulatory change  in 2025. |  | Neutral |

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| --- | --- | --- | --- | --- |
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| 10 People | | |  | |
| Principal risk | Management  and mitigation | Outlook | Strategic  pillars | Change  from last year |
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| The success of our operations is  highly dependent on our ability  to attract, retain and develop  highly qualified people with the  right mix of skills and  behaviours, to support our  positive culture and growth.  As we continue to implement our  strategy, our people risk is  heightened in areas including our  pay practices, workloads and  morale, the conduct of colleagues  or groups of colleagues, and  industrial relations. | Our people approach is designed  to align colleague objectives and  remuneration to our business  strategy and culture. It includes  policies and standards for  diversity and inclusion, employee  relations, remuneration, talent,  resourcing, performance and  learning.  Our management and Board  receive regular reporting on key  issues and developments,  including succession planning,  industrial relations, pay, culture  and diversity. Key people metrics  are measured and monitored and  have remained stable through the  period.  We conduct colleague surveys to  better understand their views and  use the survey findings to  improve their experience. | We expect the nature of our  people risk to remain stable in  2025. The impacts on colleagues  of our transformation  programmes and our changes to  hybrid working are being  monitored and managed. |  | Neutral |

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| --- | --- | --- |
|  |  |  |
|  | 52 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Risk management

#### continued

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| 11 Regulatory | | |  | |
| Principal risk | Management  and mitigation | Outlook | Strategic  pillars | Change  from last year |
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| We are exposed to the risk from  potential failure to meet  regulatory requirements or to  adequately consider regulatory  expectations, standards or  principles.  We operate in a highly regulated  environment, interact with  regulators globally, and are  subject to a number of regulatory  initiatives due to changing  regulatory norms. There are wide-  ranging consequences of  regulatory non-compliance,  including client detriment,  reputational damage, fines and  restrictions on operations or  products. | Accountability for compliance  with regulatory and legal  requirements sits with our  management. Our Risk and  Compliance function provides  guidance to, and oversight of, the  business in relation to regulatory  compliance matters, including  Financial Crime and carries out  assurance activities to assess the  adequacy of systems and controls  designed to comply with  regulations and legislation.  We monitor regulatory  developments and consultations  and engage with government  policy teams, industry bodies and  regulators. | Our regulatory footprint will  increase in complexity driven by  both internal growth focused on  new markets and products; and  externally driven regulatory  change. The evolving political and  regulatory agenda may lead to  further divergence of rules  between the UK and Europe as  the UK government pursues an  agenda of international  competitiveness.  We remain focused on adapting  to meet the evolving expectations  of our regulators, including on  consumer duty and operational  resilience.  We continue to invest in our  teams across the first and second  line to ensure that they continue  to evolve and enable effective risk  and internal control management  and oversight. |  | Neutral |

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| 12 Reputational | | |  | |
| Principal risk | Management  and mitigation | Outlook | Strategic  pillars | Change  from last year |
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| Our reputation is the sum of our  stakeholders’ perceptions,  which are shaped by the nature  of their expectations and our  ability to meet them. There is a  risk that through our activities,  behaviours or communications,  we fail to meet stakeholder  expectations and adversely  impact trust and reputation in  M&G or our brands.  Failure to effectively manage  reputational risk could result in  poor stakeholder outcomes and  impact our revenues and cost  base, our ability to attract and  retain the best staff and potential  regulatory intervention or action. | Our Reputational Risk  Management framework and  dedicated Reputational Risk team  monitor and report on  reputational risks, using a suite of  metrics to monitor stakeholder  groups.  Our Executive Reputational Risk  Forum enables senior  management to oversee  reputational risk management  across the company and manage  group-wide considerations.  We have embedded Reputational  Risk Champions throughout our  business. They perform an active  role in identifying and monitoring  key reputational risks and drivers. | Our reputational risks will  continue to be driven by  geopolitical uncertainty,  sustainability, meeting the  evolving needs of our customers,  clients and distributors and  ensuring we continue to meet the  expectations of our regulators.  Risks will be managed within our  existing control environment  including meeting the evolving  expectations of our stakeholders  on all material aspects of our  business. |  | Neutral |

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| Key | | | | | |
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|  | Maintain our financial strength |  | Simplify our business |  | Deliver profitable growth |
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|  | 53 |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Risk management

#### continued

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| 13 Conduct | | |  | |
| Principal risk | Management and mitigation | Outlook | Strategic  pillars | Change  from last year |
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| There is a risk that through the  acts or omissions of individuals  within M&G, we deliver poor  outcomes for customers, clients,  colleagues, or other  stakeholders, or that we affect  market integrity. | Observing the proper standards  of conduct in all its forms is  essential at M&G. Due to the  broad nature of conduct risk,  management is pervasive and  reflected in policy and processes  including but not limited to: our  Code of Conduct and our Conflict  of Interest, Market Abuse and  Investment Communications  Recording policies.  Our Asset Management business  has a Conduct Management  Framework to provide a  consistent process for conduct  management and our Life and  Asset Management businesses  have a mature suite of customer  outcome management  information in place in support of  Consumer Duty. | The FCA is undertaking a cross-  sector review of Consumer Duty  board reports from FCA regulated  firms to identify, and share  publicly, good practices and areas  for improvement. This will afford  an opportunity to further refine  the now well-established  Consumer Duty programme  within M&G. |  | Neutral |

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|  | Emerging risks  Emerging risks are potentially significant newly developing or evolving risks, generally characterised by a high degree of  uncertainty - making them difficult to quantify.  An annual assessment process identifies our emerging risks, and assesses those that will be subject to management and  monitoring. The assessment collates input from subject matter experts across our first and second lines of defence, as well as  external perspectives.  We review the development of emerging risks during the year to update our assessment. We also review our preparedness  should a risk emerge, incorporating any material developments since the annual assessment.  The emerging risks reviewed by the Executive Risk Committee and the Board Risk Committee during the year include the  following:  – Political: Geopolitical conflicts, protectionism  – Economic: Global recession, stagflation  – Societal: Failure of critical infrastructure  – Technological: Artificial intelligence, cyber risk  – Legal: Legislation changes  – Environmental: Climate change | | | | |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Sustainability at M&G

#### Non-financial and sustainability information statement

#### M&G's non-financial and sustainability information statement, produced

#### to comply with sections 414CA and 414CB of the Companies Act 2006

The table below sets out our approach towards the key matters from the legislation, with a guide to where further disclosures are

located to help our stakeholders understand the impact of our activities. Our climate-related financial disclosures can be found in

the ‘Climate-related disclosures’ section of the report, with a mapping of the section’s contents to the requirements of section

414CB (2A) and the recommendations of the Task Force on Climate-related Financial Disclosures (TCFD) provided on page 64.

Our Group Governance Framework sets out the general principles by which we conduct our business and ourselves. It is

supported by a suite of policies which define our approach to governance and internal controls and also help us meet regulatory

requirements across the mandated non-financial reporting areas. These undergo an annual refresh and compliance exercise to

ensure they remain relevant and appropriate. Similarly our investment-related policies are subject to review periodically as

required.

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| --- | --- | --- | --- | --- |
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| Reporting  requirements |  | Approach |  | Supporting disclosures  in Annual Report |
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| Environment |  | Scientific evidence indicates that climate change is one of the biggest  threats to our planet. Financing the climate transition is a pillar of our new  Group sustainability framework, alongside nature as an important but  developing priority theme for us, recognising the scale of the global  biodiversity crisis. Details of our approach can be found on page 32. |  | – Climate-related disclosures  (incl. SECR) Pages 64-81 |
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| Our employees |  | We understand that exceptional people need the right environment in  which to thrive. Our ambition is to create and sustain a safe, inclusive and  diverse culture where our colleagues enjoy each day and feel inspired to  do their best for our customers and clients, and the communities in which  we operate. |  | – Our colleagues Pages  40-43 |
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| Social matters |  | We seek to positively contribute to the societies we serve by promoting  financial confidence, enabling informed financial decision-making and  access to finance, as well as through social investments, such as  affordable housing, and our community investment programme. Our  ambition is reflected in the ‘Resilient societies’ theme of the Group  sustainability framework, with further information outlined on page 33. |  | – Our social commitment  Pages 60-63 |
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| Human rights |  | As an organisation, we do not tolerate any form of slavery, servitude,  forced or compulsory labour and human trafficking. Our influence also  extends to the companies and assets in which we invest. More details on  our approach can be found in our Modern Slavery Transparency  Statement available on our website. |  | – Human rights Page 83 |
|  |  |  |  |  |
| Anti-bribery and  anti-corruption  matters  nonFI_antiCorr.svg |  | Addressing financial crime is integral to protecting and stimulating  economic growth as well as instilling confidence in consumers within the  financial services sector. We are committed to preventing, detecting and  where necessary, reporting instances of criminal conduct. |  | – Anti-bribery and anti-  corruption Page 82  – Risk Committee Report  Pages 110-111 |
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|  | For details on Business model  see pages 6-8 |

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|  | For Non-Financial KPIs see Inside  Front Cover |

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|  | For details on Principal risks  see pages 46-53 |

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|  | 55 |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Sustainability at M&G continued

A selection of policies and documents that guide our approach to each of the key matters from the legislation and support delivery

of related activity are summarised below. These comprise both policies under the Group Governance Framework umbrella, which

regulate how our business operates, and policies and statements which frame our responsible business and investing approach.

Additionally, the table presents which elements of the value chain may be considered for each policy or frameworki. The value

chain labels reflect the scope of application for each policy or standard. The ‘Investments’ label covers assets managed and

administered through both our Asset Management and Life (primarily asset owner) segments, unless otherwise stated. Certain

policies are internal standards and guidelines which are not published externally.

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| Policies, frameworks and  statements guiding our approach | |  | Reporting  requirements | | | | |  | Value chain |
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| ESG Risk Policy | |  |  |  |  |  |  |  |  |
| Environment Policy | |  |  |  |  |  |  |  |  |
| People policies | |  |  |  |  |  |  |  |  |
| Employee Relations Policy | |  |  |  |  |  |  |  |  |
| Diversity and Inclusion Policy | |  |  |  |  |  |  |  |  |
| Community Investment Policy | |  |  |  |  |  |  |  |  |
| Whistleblowing Policy | |  |  |  |  |  |  |  |  |
| Health and Safety Policy | |  |  |  |  |  |  |  |  |
| Code of Conduct | |  |  |  |  |  |  |  |  |
| Regulatory Compliance Risk Policy | |  |  |  |  |  |  |  |  |
| Conflicts of Interest Policy | |  |  |  |  |  |  |  |  |
| Financial Crime Policy | |  |  |  |  |  |  |  |  |
| Modern Slavery Transparency Statement | |  |  |  |  |  |  |  |  |
| M&G Investments Voting Policy | |  |  |  |  |  |  |  |  |
| PAC Voting Standard | |  |  |  |  |  |  |  |  |
| M&G Investments ESG Integration and Sustainable Investing Policyii | |  |  |  |  |  |  |  |  |
| PAC ESG Investment Policy | |  |  |  |  |  |  |  |  |
| Engagement policies (M&G Investments Engagement Policy and PAC  Shareholder Engagement Policy) | |  |  |  |  |  |  |  |  |
| M&G plc’s position on thermal coal, supported by M&G Investments  Thermal Coal Investment Policyii and PAC's thermal coal approach | |  |  |  |  |  |  |  |  |

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| Key |  |  |  |  |  |  |  |  |
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|  | Operations |  | Supply chain |  | Investments |  |  |  |
| M&G's direct business operations | M&G's procurement/supplier  activities | Assets managed and administered through  our Asset Management and Life (primarily  asset owner) segments |  |  |

iApplication of policies and frameworks listed may vary for newly acquired businesses where integration with wider group frameworks is ongoing.

iiPolicy scope excludes M&G Investments Southern Africa and responsAbility Investments AG.

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| --- | --- | --- |
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|  | 56 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Sustainability at M&G continued

## Sustainability governance

![]()

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| Reporting | Delegation |  |

![]()

![38_BG_DIAGRAM_OK.svg]()

Our governance framework establishes oversight of our

sustainability-related risks and opportunities

Our Chief Financial Officer (CFO) acts as executive sponsor for sustainability across the Group. Our Chief Sustainability Officer

(CSO) supports the CFO by leading on sustainability strategy, policy, commitments and governance. The CSO also chairs the

Executive Sustainability Committee, where updates on the strategy and other related topics are presented, as well as receiving

updates on sustainability activity from the business units.

During the year, the CSO has led efforts to strengthen our Group-wide sustainability governance, including:

– Establishing thematic working groups to implement and oversee aspects of the Group sustainability strategy, manage

associated risks, and enhance oversight of business unit activities.

– Updating our Sustainability Communications Framework, which covers oversight and governance requirements for

sustainability-related communications across the Group.

– Commencing work on reviewing our sustainability governance model to support effective delivery against our strategy.

Consideration of sustainability within our investment activity is managed at the executive management level in our Asset

Management and Life segments. This comprises oversight of investment strategy, adherence to responsible investment policies,

progress against sustainability-related investment objectives, and climate strategy. Regulated entity boards and committees have

accountability and oversight of sustainability for the investments and products within their remit (including the With-Profits

Committee).

The diagram below presents a summary of the Group governance structure as it relates to sustainability. All terms of reference for

our Board-level governance committees are available on our website.

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| Board oversight | M&G plc Board  Ultimate responsibility for Group's sustainability strategy lies with M&G’s Board of Directors. The Board has delegated certain duties  and responsibilities related to climate change and sustainability to some of its committees. | | | | | | |  |
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| Risk Committee  Responsible for overseeing and  advising the Board on the risk  exposures and profile of the  Group, including sustainability  risks |  | Remuneration Committee  Responsible for establishing,  approving and maintaining the  remuneration policies of the  Group |  | Nomination and  Governance Committee  Supports the Group’s strategy  through monitoring of the  Board’s overall composition,  balance of skills and succession  planning |  | Audit Committee  Responsible for  overseeing Group’s corporate  reporting which includes  sustainability-related  disclosures |  |
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|  | Group Executive Committee  Advisory committee to the Group Chief Executive, with remit covering development and implementation of strategy. It is composed of executive  leaders responsible for business units and corporate functions. | | | | | | |  |

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| --- | --- | --- | --- | --- | --- | --- |
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| Management’s role |  |  |  |  |  |  |
| Executive Risk Committee  Responsible for the consideration  and oversight of risk matters, policies and  risk appetite including those pertaining to  sustainability risks |  | Executive Sustainability Committee  Responsible for supporting the Group  Executive Committee and Board in providing  direction and oversight of the Group’s  sustainability-related activities. The  committee, chaired by the CSO, meets on a  monthly basis and includes membership  from the Asset Management  and Life segments, allowing  for representation and interconnectivity  across the wider business |  | Management Disclosure Committee  Responsible for the review and challenge of  external reporting which are of significance  to the Group including sustainability-related  disclosures, before submission to the Audit  Committee and/or Board for approval |  |
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| Sustainability-focused working groups support delivery of our sustainability ambitions  across functions and business areas | | | | |  |
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| Various firm-wide teams support in assessing, managing and reporting on sustainability risks, including  our Central Sustainability Office, Workplace Solutions, Finance, Risk and Compliance, People and Investment teams | | | | |  |
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|  | Further details on climate-related governance arrangements can be found on page 73 | | |  |  |  |

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| --- | --- | --- |
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|  | 57 |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Sustainability at M&G continued

The table below summarises a selection of sustainability-related topics presented to Board governance forums in 2024.

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| --- | --- | --- |
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| Board /  Committee | Frequency of  sustainability updates | Sustainability matters covered in  the reporting year, inclusive of climate |
| Board | Updated formally at  least annually | – Received a briefing regarding sustainability governance best practice  covering board responsibilities and accountabilities  – Reviewed and approved Group’s updated sustainability framework (see  more details on page 31)  – Had oversight of ESG risk through the M&G plc business plan  – Attended a workshop on the sustainability landscape across the industry,  covering aspects such as positioning against peers and industry trends |
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| Audit  Committee | As required, in line  with frequency of  external reporting and  emerging regulations | Reviewed Group-level TCFD and other external sustainability disclosures. Areas  of focus included:  – Environmental metrics methodology and judgements  – Scope and progress of assurance work for non-financial metrics  – Updates on the sustainability reporting landscape and upcoming regulation |
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| Risk Committee | At least bi-annually | – ESG risk updates provided through the Top Risks report which includes  status against risk appetite  – The Chief Sustainability Officer provided an update on sustainability risk  and related plans  – Risk and Compliance updates on ESG risks through the Chief Risk and  Compliance Officer reports at least bi-annually |
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| Nomination and  Governance  Committee | Annually | – Continued consideration of sustainability as part of Board composition and  skills matrix |
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| Remuneration  Committee | Annually | – Reviewed and approved performance assessment against the sustainability  targets included in the incentive scorecard |
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#### Executive r

#### emuneration

Our Executive Directors’ reward structure is linked to core

performance management scorecards, which include

sustainability-related metrics.

Our executive LTIP arrangements (the M&G Performance

Share Plan) for 2024-2026 has an overall weighting to

sustainability-related targets set at 25%, evenly divided

between our operational emissions reductions, our gender

diversity target, and ethnicity diversity target. This allocation

has been set to 15% for the LTIP covering the 2025-2027 target

period, reflecting the gender and ethnicity targets only. While

the emissions-based measure will remain a part of the long-

term executive remuneration plans until 2026, it has not been

included for 2025-2027 period on the basis that good progress

has been made on operational emissions, and that investment-

related measures for future awards will be carefully considered

during 2025 following the update to our sustainability strategy.

Objectives and remuneration structures are reviewed annually

by the Remuneration Committee, including any sustainability-

related targets.

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| --- | --- | --- |
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|  | Find out more in the Directors'  Remuneration Report on  pages 112-119 |  |

#### Risk management

Sustainability and ESG has been identified as a principal risk to

our business. It has the potential to impact our business,

including from a financial, operational, strategic and

reputational perspective.

Our ESG Risk Policy sets out the key requirements for the

management of ESG Risk on an ongoing basis, supporting the

delivery of M&G plc’s strategic plans and objectives. In

particular, the key requirements of the policy relate to the

identification, measurement, management, monitoring and

reporting of ESG risk.

Our ESG risk governance is based on a Three Lines of Defence

model, consistent with the wider Group risk management

approach. The first line is responsible for the identification and

management of risk on a day-to-day basis. The second line Risk

and Compliance functions provide risk advice, oversight and

challenge. The third line provides independent assurance over

the design and effectiveness of internal controls, including

those over sustainability-related policies and processes.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | Find out more on Risk management on pages 44-45  and Climate risks on pages 71-72 |  |

|  |  |  |
| --- | --- | --- |
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|  | 58 |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Sustainability at M&G continued

## Sustainability and investments

#### As an asset manager and owner we continue to strengthen our integration

#### of sustainability, including stewardship and product development

Our Asset Management business manages a significant share

of the assets of our Life business (see diagram below). This

integrated business model supports alignment from a

sustainability perspective, including commitments, policies and

integration practices, and allows us to pursue opportunities

using our asset management expertise, with the long-term

capital of our asset owner. Both businesses continue to

strengthen the integration of ESG considerations into their

processes.

#### Asset Manager

During 2024, M&G Investments launched their updated ESG

Integration & Sustainable Investment Policy – providing greater

clarity and transparency on the approaches and resources in

place to embed sustainability considerations into the

investment process.

ESG integration

Given the breadth of asset classes we invest in, our investment

managers tailor their approach to ESG integration taking into

account the specific portfolio construction, research and

investment processes used by each team. We seek to integrate

ESG across all investments as far as we are able and where it is

financially material. We are also applying a sustainable

investing lens to portfolio construction in a number of our

funds, offering a range of strategies which can cater for clients’

financial objectives alongside their sustainability preferences.

Enhanced frameworks and tools

We have continued to develop and leverage sustainability

frameworks to facilitate ESG integration and enable

sustainable investment approaches across the suite of product

categories offered in listed markets. Through a combination of

qualitative and quantitative analysis, investment teams are

equipped with in-depth, stock-specific insights relating to

financially material ESG factors to enable better investment

decision-making, and support execution against both financial

and sustainability-related objectives.

Stewardship

The long-term success of a company is supported by effective

investor stewardship, which in our view includes encouraging

high standards of corporate governance as well as integration

of sustainability considerations into a company’s strategy. Our

preference is to engage issuers rather than divest in order to

support and, where possible, accelerate the transition on key

ESG risks and improve their approach to meet customer and

stakeholder expectations.

Climate change and nature remain key top-down engagement

areas for us, and over 2024 we have continued to develop our

approach to both (see more on page 32). We also have an

active social engagement programme. In 2022, we published

our expectations on board diversity, and communicated these

to over 1,000 companies.

Since then, there has been clear improvement in our focus list,

with more than two-thirds of these companies increasing

female representation and just over half now fully meeting our

minimum expectations. In 2025, we plan to broaden our social

engagements to include additional aspects of human capital

management. For detailed information on our asset manager

engagement and voting activities see the annual M&G

Investments Stewardship report, which is available on our

website.

Evolving product offering

We have continued to work closely with our clients – engaging

to understand their preferences and priorities and seeking to

offer tailored solutions to meet their requirements.

Over 2024, we broadened our range of sustainable investing

options. For example, we launched a sustainable bond strategy

with our emerging markets impact manager responsAbility, the

M&G (Lux) responsAbility Sustainable Solutions Bond Fund,

classified as Article 9 under SFDR. This fund aims to drive

positive change in six key areas: better health, better work &

education, social inclusion, circular economy, environmental

solutions and climate action. During the reporting period, we

also closed our M&G Climate Solutions fund due to its small

size. At the same time, we launched the M&G (Lux) Nature and

Biodiversity Solutions Fund (Article 9 under SFDR), which

focuses on delivering solutions to the challenges of biodiversity

loss, climate change, and the degradation of nature.

Additionally, we continued to build out our Fixed Maturity Bond

Fund range, with four funds launched in 2024. Classified as

Article 8 under SFDR, these strategies seek to capture

opportunities present in credit markets while being suitable for

investors with sustainability preferences.

![]()

|  |
| --- |
|  |
| £158.9bn |
| Third party assets managed  (2023: £153.2bn) |

![]()

|  |
| --- |
|  |
| £156.1bn |
| Life assets managed by our Asset  Management business  (2023: £160.3bn) |

![]()

|  |
| --- |
|  |
| £29.0bn |
| Life assets not managed by our  Asset Management business  (2023: £27.7bn) |

Note: Diagram excludes corporate assets of £1.9bn (2023: £2.3bn),

of which £0.9bn (2023: £1.0bn) is in Asset Management.

|  |  |  |
| --- | --- | --- |
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|  | 59 |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Sustainability at M&G continued

#### Asset Owner

As an asset owner, we integrate sustainability considerations

into key stages of our investment process. We aim to identify

both sustainability risks and opportunities, in order to enhance

investment returns for our customers. We consider the impact

of sustainability considerations on risk and return in our

strategic asset allocations, appoint investment managers who

have the skill and expertise to manage and engage on

investment mandates with sustainability criteria, and construct

our mandates to reflect our view of risks and opportunities.

Strategic asset allocation

We integrate sustainability considerations into our strategic

asset allocations by taking into account their effects on our risk

and return assumptions. This is so that, when we allocate

capital by asset class and investment jurisdiction, we have

considered as many investment opportunities and risks as

possible. For example, we carry out scenario analysis to better

understand our exposure to physical climate risks via the real

estate investments in our multi-asset portfolios.

Asset manager selection

From a sustainability perspective, we consider the purpose of

manager selection to be to identify an investment manager that

has the people, processes and expertise in place to meet the

requirements specified in the investment mandate. To achieve

this, our selection process includes a comprehensive

assessment against sustainability-specific criteria, to enable an

appropriate review of the managers’ alignment with our

purpose, values and priorities.

We perform investment due diligence to assess managers’

ability to deliver the expected investment performance or

outcome for a fund over the long term. This is informed by our

bespoke Request for Proposal (RfP) process, which includes

detailed ESG investment-led questions. In turn, this is

supported by our ESG due diligence questionnaire, which aims

to assess a manager’s stance and approaches to key

sustainability issues and integration, and their alignment with

our ESG priorities and values.

Manager engagement

Once an investment manager has been selected and

onboarded, the Manager Oversight team conducts ongoing

due diligence reviews. This includes regular meetings and site

visits, with sustainability issues being a standing agenda item at

quarterly meetings.

At the issuer level, we have implemented a quarterly ESG

screening process to give appropriate review of broader ESG

issues and risks within our investment portfolios. This is

characterised by reviewing our holdings, where look-through is

available to us, and monitoring their exposures against ESG-

specific areas. Where appropriate, we will engage with

managers over any notable issues.

Although issuer engagements are executed by our asset

managers, we hold them accountable for the interactions they

have with investee companies, and engage with them to deliver

our desired results.

Overall, we expect engagement processes and actions to be

aligned with the PAC ESG Investment Policy, Shareholder

Engagement Policy and Voting Standard, as well as the agreed-

upon mandate. Should we feel that there is persistent

misalignment, we will escalate our engagement.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
|  | Engagement process  Among other things, our engagement approach includes  the following actions:  – Annual letter of priorities: we share an Annual Letter of  ESG Priorities with our asset managers, which  communicates our areas of ESG focus for the upcoming  year, and outlines the support we will require from the  asset managers in achieving our ESG ambitions and  goals.  – Effective monitoring and analysis: our asset managers  are expected to submit regular ESG due diligence,  engagement and voting templates, where applicable, to  provide an update on their stewardship activities and  approach to sustainability. These are reviewed and  assessed, with key takeaways escalated to appropriate  governance forums and action taken where necessary.  – Ad hoc engagement: where engagement activities  require further due diligence/escalation, changes have  occurred within the managers’ sustainability activities or  priorities that are a cause for concern or in response to  events, the ESG & Regulatory team will aim to discuss  with managers and assess whether further action should  be taken.  See more information in our annual PAC Stewardship  report, which is available on our website. |  |
|  |  |  |

Propositional development

Since we launched PruFund Planet in 2021, clients have been

given the opportunity to access solutions that have

environmental and societal objectives combined with the same

smoothing mechanism and risk profiles as our other PruFund

propositions, such as PruFund Growth. The PruFund Planet

proposition is a family of five funds differentiated by risk level,

with an investment strategy and manager selection that

prioritises sustainability and positive impact.

We continue to use responsAbility’s impact investing

capabilities, expanding the number of strategies we invest in.

We believe these allocations are both diversifying to our

investment strategies and represent positive sustainability

outcomes. In addition, our Catalyst investment strategy,

backed by the With-Profits Fund, invests in early-stage assets

that contribute to a sustainable economy with three key

objectives: act to avoid harm, benefit stakeholders and

contribute to solutions.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our social commitment

## Building better futures

![]()

|  |
| --- |
|  |
| “ |
|  |
| The experience for the students  to see a day in the life  of working in the square mile was  incredible. The professional  volunteers were such a big part  of this for the students.  They really looked up to  them, and the volunteers’ input  to projects and the students' ideas  were genuinely fantastic. Every  single student found it inspiring  and I cannot praise the day more.” |
|  |
| Teacher  The Reach Free School |

#### Creating inclusive, resilient and sustainable communities

We believe that being a socially-sustainable business isn’t just about responsible investing but demonstrating our commitment

to the communities in which we operate as well. Our work with communities aligns with our updated sustainability strategy and

underpins the Resilient societies theme of our new framework.

Through the pillars of our Resilient societies theme - ‘Promoting financial confidence’ and ‘Building communities’ - we are

committed to building better futures. We do this through giving people the skills and opportunities to become financially secure

and investing in essential needs for communities to have sustainable futures.

We support each of our offices to manage charitable activities using the framework in our Community Investment Policy to ensure

a consistent, business wide approach. We also work closely with charity partners to develop strong, sustainable programmes to

support their activities. Our community investment strategy and performance is reviewed by the Executive Committee annually.

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
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|  |  |  |  |  |
|  | M&G in the Community  Building better futures: creating inclusive and resilient communities | | |  |
|  |  | | |  |
|  |  |  |  |  |
|  | Financial confidence  Giving people skills and opportunities  to become financially secure  social_FC.svg |  | Building communities  Regenerating spaces and places that  help people and nature to thrive  social_BC.svg |  |
|  |  | | |  |
|  | Disaster and emergency response | | |  |
|  |  |  |  |  |

F

#### inancial confidence

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| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |
|  | The Talent Foundry |  | M&G worked with the Talent Foundry to  co-create a series of programmes under  the Skills for Life banner. These provide  young people with practical guidance on  CV writing, interview techniques, and  money management, equipping them to  handle real-world financial  responsibilities like budgeting and  navigating student loans. For younger  students, the Enterprise Challenge links  maths to real-life scenarios,  encouraging financial capability and  teamwork.  In 2024, 6,559 young people took part  in a Skills for Life programme, all  attending schools with high levels of  deprivation.  M&G volunteers play a pivotal role, and  in 2024 colleagues donated 599 hours  of support. This involved offering  personalised CV reviews and  mentorship that boost students’  employability and provide valuable  career insights that many young people  from disadvantaged backgrounds do  not typically have access to. |  | Our programmes help to equip young  people in communities across the UK  with the confidence, skills, and  connections they need to pursue  ambitious futures. |  |
|  |  |  |  |  |
|  | img_42.jpg |  |  |  |
|  |  |  |  |  |
|  | In 2024,  6,559  young people took part in  a Skills for Life programme |  |  |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our social commitment continued

![]()

|  |
| --- |
|  |
| “ |
|  |
| Without Age UK’s support  and advice I wouldn’t have  had a chance of getting Attendance  Allowance. I never thought in  a million years I'd get it. I’ve bought  myself a mobility scooter which  has changed everything.” |
|  |
| Jeanette |

![]()

|  |
| --- |
|  |
| “ |
|  |
| The best part of 10X is that  I learnt how to make a business,  made friends, gained confidence  and now I have something  to write on my future CV.” |
|  |
| Student |

![]()

|  |
| --- |
|  |
| “ |
|  |
| The best thing about taking part  in 10X was watching the students’  confidence grow, take more  ownership and responsibility.” |
|  |
| Teacher |

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| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  |  |  |  |  |  |
|  | Skills for Life  The Skills for Life programme is making a real difference for  young people in Middlesbrough and Rochdale by building their  confidence, skills, and awareness of career paths in a way that  fills a crucial gap for these underserved communities. Through  M&G’s commitment to fostering resilient communities, this  programme provides students with unique, practical experiences  that help them feel prepared for the future.  Over four interactive sessions, students in Middlesbrough and  Rochdale explore self-awareness, career options, and  professional skills. Volunteers from local industries guide  students in developing interview techniques, communication,  and financial skills through engaging activities and personal  stories. The impact of these experiences has been deeply  positive: 98% of students now feel more confident about their  futures and 97% see a clear pathway to an exciting career ahead. | |  | Teachers in both regions have noticed significant  improvements in student behaviour, attendance, and  educational engagement. In Middlesbrough, several students  even secured placements with the Police and Fire Cadets, an  exciting step towards their career aspirations, and across  both areas teachers report reductions in suspensions, with  many citing the programme as being ‘life changing’. |  |
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|  |  | img_43.jpg |  |

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| --- | --- | --- | --- | --- | --- | --- |
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|  | Age UK |  | Now in its fifth year, M&G’s sole support  has enabled Age UK to help 7,810 older  people, respond to 31,820 enquiries to  Age UK’s Advice Line, as well as  distribute 7,000 'Looking after your  money' information guides to help older  people manage and protect their  finances.  Age UK's Building Resilience  programme aims to equip vulnerable,  older people with the tools, skills and  opportunities needed to build resilience  at difficult stages of their lives. The  holistic support offered includes in-  depth information and advice, support  and referrals to appropriate services  through Age UK’s Advice Line. |  | Jeanette, who is in her 70s, has several  health issues after suffering a stroke a  couple of years ago. She has been  struggling with the rising living and  energy costs which are a constant  source of worry to her, especially as the  cold weather can worsen her health. |  |
|  |  |  |  |  |
|  | img_43-1.jpg |  |  |  |
|  |  |  |  |  |
|  | Since Building  Resilience launched in 2020:  31,820  calls answered by Age UK’s Advice Line |  |  |  |
|  |  |  |  |  |  |  |

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| --- | --- | --- | --- | --- | --- | --- |
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|  | Junior Achievement Europe |  | M&G’s support of the 10X Challenge has  enabled over 25,000 students to gain  first-hand entrepreneurial experience as  they created a business and entered  competitions along the way.  The 10X Challenge enterprise  programme and digital platform helps  young people develop financial  capability skills with a focus on  investment and longer-term saving, and  empowers teachers to be confident  about teaching financial capability. It is  run over four weeks and young people  use a £/€10 pledge to get their business  ideas off the ground. As a result of  M&G’s funding, 10X Challenge now  engages students in schools across  France, Germany, Italy, Poland, Spain  and the UK. |  |  |  |
|  |  |  |  |  |
|  | img_43-2.jpg |  |  |  |
|  |  |  |  |  |
|  | In 2024, 10X Challenge supported  25,061  students across Europe |  |  |  |
|  |  |  |  |  |  |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our social commitment continued

![]()

|  |
| --- |
|  |
| “ |
|  |
| Nationally, there’s a real crisis  within the social housing sector.  Habitat for Humanity’s  Empty Spaces to Home programme  has been a game changer for  Barking and Dagenham Council  and for our care leavers.  It's allowed us to develop spaces  which we have within the  community, which are otherwise  not being put to use at all…  It can’t be underestimated how  much this project is helping  to transform lives. It’s allowing  young people to have dignity,  security and safety  in their accommodation” |
|  |
| Andrew Borwick-Fox  Children’s Care and Support  Services Manager, London Borough  of Barking and Dagenham |

![]()

|  |
| --- |
|  |
| “ |
|  |
| We are super proud of what  we have achieved, this project  means a lot to me, the school,  the community, and the nature  with in it.” |
|  |
| Ed Bond  Lead Teacher at Redwood Park School |

#### Building communities

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |
|  | Habitat for Humanity GB |  | M&G’s partnership with Habitat for  Humanity GB focuses on providing safe  and decent housing globally by  repurposing empty spaces into homes  for vulnerable groups.  Through the Empty Spaces to Homes  initiative, vacant properties have been  transformed into homes that meet both  social and environmental needs. This  has been achieved by working with  cities, municipalities and stakeholders  across Europe. Since 2020, the  programme has used data to  understand the scale of the opportunity  presented by empty buildings; and  developed a coalition of experts to  design a toolkit to share this knowledge  more widely. Our partnership has  delivered 108 repurposed spaces  creating new homes across multiple  countries including Poland, Germany,  Ireland, and the UK. |  |  |  |
|  |  |  |  |  |
|  | img_44-1.jpg |  |  |  |
|  |  |  |  |  |
|  | 108  spaces repurposed  in 10 countries over 4 years |  |  |  |
|  |  |  |  |  |  |  |

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| --- | --- | --- | --- | --- | --- | --- |
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|  | The Tree Council |  | M&G’s partnership with The Tree  Council supports schools in urban areas  with high levels of deprivation and  nature-poor grounds. Over the last four  years, we have helped towards greening  1,030 school communities, and this has  enabled 380,000 students and teachers  to take part in the programme.  The Young Tree Champions Programme  is aligned with the National Curriculum  and our support aims to give young  people the skills and knowledge to help  tackle the climate and ecological crises.  Alongside pupil workshops and teacher  training, more than 56,000 trees have  been planted in schools across the UK.  Redwood Park Academy Special School  in Cosham, Portsmouth has been part of  the Young Tree Champions programme  since 2021. |  | Redwood Park transformed their  grounds for nature through planting  over 1000 trees, linking up a wildlife  corridor, helping to shield the school  from noise and air pollution, and  transforming the diversity of plant  species and invertebrates in the  grounds.  The school continues to grow their  ambitions and are looking to install a  community tree nursery to gift on  saplings to local schools and their  community. |  |
|  |  |  |  |  |
|  | img_44-2.jpg |  |  |  |
|  |  |  |  |  |
|  | 380,000  students in 1,030 schools and  youth groups have taken part in  The Tree Council’s ‘Young Tree  Champions’ programme since 2020 |  |  |  |
|  |  |  |  |  |  |  |

#### Supporting communities in times of crisis

We feel it is our responsibility to respond to emergencies and make a meaningful contribution in the most appropriate and prompt

way and work with national and international charity partners to direct a targeted, humanitarian response.

In response to the flooding in Spain and Poland in 2024 we made emergency corporate donations to support the relief efforts.

M&G’s donation to the Spanish Red Cross helped to distribute basic aid including food, water, blankets, and hygiene kits, and

provided first aid and psychosocial support. An emergency childcare team was sent to shelters, to support affected families. In

Poland, our support of Habitat for Humanity helped to repair damaged homes, and provide essential items such as furniture and

the equipment to dry out buildings.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Our social commitment continued

#### Colleague engagement

![]()

![47.jpg]()

In 2024, 1,787 M&G colleagues dedicated 12,031 hours to

supporting charities with activities from skills-based

volunteering such as mentoring, to tree planting, beach

cleaning and refurbishment of housing for vulnerable groups.

Working together with community champions across our

offices, we direct funding and volunteering through our local

community grants, giving our colleagues ownership and the

ability to choose where to focus their support.

Through their support of The Talent Foundry’s Skills for Life

programme, M&G volunteers provide professional insights and

employability skills development. This helps schools to offer

quality careers provisions to their students.

|  |
| --- |
|  |
| “ |
|  |
| It was so rewarding and an opportunity  to take a step back and realise how important  it is to ensure we’re preparing the younger  generations for work.” |
|  |
| Claire F  Volunteer |

In our ongoing efforts to provide support to people transitioning

into our Empty Space transformations, M&G supports Habitat for

Humanity’s Upcycling Workshop. With a focus on circular

economy, by upcycling items destined for landfill we are diverting

them and giving them a new lease of life, transforming them into

high quality, repaired items. These items are used to furnish our

Empty Spaces to Homes properties, helping create welcoming

homes for those in need. M&G colleagues contributed 222 hours to

upcycle furniture and combat furniture poverty in 2024.

#### M&G in the Community Fund

Our M&G in the Community Fund is an annual grant

programme that supports local charities and projects. The

Committee includes colleagues across M&G locations and,

since its launch in September 2019, has awarded 489

charitable grants globally.

#### Charitable donations

We calculate our community investment spend using the Business

for Societal Impact standard (B4SI). This includes cash donations

to registered charitable organisations, as well as a cash equivalent

for in-kind contributions. Our total community investment spend in

2024 was £4.4 million, of which £3.2 million was cash. The balance

included in-kind donations prepared in accordance with B4SI

guidelines. Furthermore, £169,116 was donated by our employees

through our payroll giving scheme.

|  |  |
| --- | --- |
|  |  |
|  |  |
| £4.4m | |
| Total community investment spend in 2024 | |
|  |  |
| 12,031 | |
| Total volunteering hours in 2024 | |

![]()

A

|  |  |  |
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|  | Building better futures  Every year we run a series of roadshows to showcase how  our flagship Building Better Futures programme is making a  difference in our communities.  The Mumbai Community team adopt villages in remote rural  areas and work with several different charity partners to  provide holistic, wraparound support to maximise the impact  in a particular area. The 13 hamlets where the charities have  been working for the last three years to bring about real  change have impacted over 3,000 villagers and farmers in a  remote rural area.  As a result of our partnership with the charities Vyakti Vikas  Kendra India (VVKI), International Association for Human Values  (IAHV) and Habitat for Humanity India, 6 schools in the Raipur  area now have new classrooms and sanitation provided through  M&G’s commitment to building resilient communities. The  washrooms are the most critical as that deters many girls from  remaining at school. We have also helped build hygienic kitchen  facilities so that all the children are guaranteed one hot meal a  day. School attendance has doubled since the new classrooms,  kitchens and sanitation were installed.  One of the remote rural villages suffers with flooding each  year during the monsoon. This means that in the dry season  there is a severe water shortage which impacts the  agricultural irrigation, the water wells and prevents the  villagers from producing a second harvest. The funding from  M&G has enabled The TNS Foundation to dig out the plain to  create a deeper river basin and trees have been planted to  prevent soil erosion. The water pump (pictured) that was  broken for the last two years has been fixed and improved  so that it collects rainwater as well.  On top of this The TNS Foundation works with the farmers and  the women to teach them about organic farming, improving the  quality of the soil which has helped to ensure a second harvest  and good quality crops. |  |
|  |  |  |
|  | img_45 (1).jpg |  |

![]()

|  |
| --- |
|  |
| “ |
|  |
| The impact of the improved farming techniques  and water capture have been transformative to  the lives of all those living in the villages.” |
|  |
| Deepti Kommera  Lead, Agricultural projects, The TNS Foundation |

APwC has provided independent limited assurance over the total community investment spend in 2024 (as indicated by A) in accordance with International

Standard on Assurance Engagements 3000 (Revised) ‘Assurance Engagements other than Audits or Reviews of Historical Financial Information’, issued

by the International Auditing and Assurance Standards Board. The assurance statement can be found on our website.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Climate-related disclosures

## TCFD compliance summary

#### The climate transition is a key pillar of our sustainability approach and we

#### have continued to improve our assessment of what good looks like

At M&G, we manage climate impacts from three key

perspectives: as an asset owner with long-term liabilities, an

asset manager looking after both internal and external capital,

and as an international business with operations across many

locations. We recognise that climate change is a collective

challenge and that progress is heavily dependent on ambitious

public policy. We are committed to engaging with policymakers

to support the development of effective policy, and at the same

time we will continue to improve our assessment of climate-

related risks and opportunities using our evolving frameworks

and tools.

Our climate-related disclosures are prepared to be consistent

with the four pillars and 11 recommended disclosures of the

Task Force on Climate-related Financial Disclosures (TCFD),

per the table below, and take into account both the all-sector

guidance and supplemental guidance for asset owners and

asset managers.

Disclosure of our Scope 3 emission metrics are presented

where availability of source data allows. We continue to gather

data and refine our methodology for supply chain emissions

with a view to being able to report on this category in the

future.

For emissions relating to our investment portfolio (financed

emissions), we have seen increased coverage in the year,

mostly driven by the reclassification of some of our public

assets. We expect further improvements as availability of data

improves, and industry guidance extends to a broader range of

asset classes such as private credit and asset-backed

securities.

As climate is a consideration across a number of areas of the

business, the table below provides details of where relevant

disclosures can be found for each of the TCFD

recommendations.

|  |  |  |
| --- | --- | --- |
|  |  |  |
| TCFD pillar and recommendations | Further information | CA 414CB (2A) |
| Governance |  |  |
| Board’s oversight of  climate-related risks and opportunities | Sustainability governance – pages 56-57  Climate governance – page 73 | (a) |
| Management’s role in assessing and managing  risks and opportunities | Sustainability governance – pages 56-57  Climate governance – page 73 | (a) |
| Strategy |  |  |
| Climate-related risks and opportunities the organisation  has identified | Climate risk management – pages 71-72  Financing the climate transition – pages 67-70 | (d) |
| The impact on the organisation’s businesses, strategy  and financial planning | Our approach to climate change – page 65  Climate risk management – pages 71-72  Climate governance – page 73  Financing the climate transition – pages 67-70 | (e) |
| Resilience of the organisation’s strategy, based  on different climate-related scenarios | Climate risk management – pages 71-72  Forward-looking metrics – pages 80-81  Financial statements – from page 185  (Notes 1, 13, 15, 17, 31, 37) | (f) |
| Risk management |  |  |
| Processes for identifying and assessing climate-related  risks | Climate risk management – pages 71-72 | (b) |
| Processes for managing climate-related risks | Climate risk management – pages 71-72  Risk management – pages 44-53 | (b) |
| Integration of climate-related risks into the organisation’s  overall risk management | Risk management – pages 44-53  Sustainability governance – pages 56-57 | (c) |
| Metrics and targets |  |  |
| Metrics used by the organisation to assess climate-related  risks and opportunities in line with its strategy and risk  management process | Climate change and our operations – pages 74-76  Climate metrics - investments – pages 77-79  Forward-looking metrics – pages 80-81 | (h) |
| Greenhouse Gas (GHG) emissions | Greenhouse Gas Emissions Statement – page 76  Climate metrics - investments – pages 77-79 | (h) |
| Targets used by the organisation to manage  climate-related risks and opportunities and  performance against targets | Our climate targets – page 66  Climate change and our operations – pages 74-76 | (g) |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Climate-related disclosures continued

## Our approach to climate change

We recognise the urgency of the climate transition and have developed our

action framework to strengthen issuer alignment with climate goals

At M&G, we recognise that the returns we provide to our

clients are dependent on a stable environment and economy.

Alongside many of our clients, we believe that climate change

presents material financial risks to the investments we manage.

We are committed to addressing these risks across our

business. As part of this, we are supporting and advocating for

an orderly transition to net zero, in line with the Paris

Agreement.

The challenge is stark. 2024 has been confirmed as the first

calendar year with the average global temperature 1.5°C above

pre-industrial levels, and physical impacts of a hotter and more

variable climate are intensifying across the world - underlining

the urgent need for adaptation. Meanwhile, greenhouse gas

emissions have continued to rise, making the Paris Agreement

harder to achieve.

Through our wide investment capabilities we will seek to

support our clients by helping them navigate such volatility and

uncertainty. The path to net zero is unlikely to be straight. It will

require unprecedented levels of innovation, as well as a more

supportive public policy environment.

We have updated our climate approach across our asset

manager and asset owner businesses, to focus on how we can

support companies that are driving action, while also managing

our exposure to transition risks. Often the companies needing

to transform the most are involved in the energy system or

industry and have higher emissions. To better capture actual

transition efforts, we have expanded our interim climate targets

to a more comprehensive set of indicators, strengthening the

link to real-world change.

We will work to increase the share of issuers we invest in that

are taking meaningful climate action in line with climate goals,

rather than focusing narrowly on portfolio decarbonisation.

We have built our approach around three levers – grow, align

and reallocate – focused on supporting companies across

sectors and regions to identify transition risks and develop

plans to manage them. This is the basis of the ‘financing the

climate transition’ pillar in our updated Group sustainability

framework.

Alongside our investment-related efforts, we remain

committed to taking steps towards decarbonising our business

operations, including engaging with our suppliers to encourage

them to set science-based targets and take action.

#### Priorities for 2025

– Implement our Transition Assessment Framework and track

progress against our asset alignment and engagement

targets.

– Expand the Transition Assessment Framework across asset

classes, covering sovereign bonds and infrastructure in the

first instance, and private equity and private credit thereafter.

– Develop our Climate Solutions Investment Framework to

enable us to better monitor our allocation to issuers

providing solutions to climate change.

– Engage at market level with policymakers, standard setters

and industries to promote the conditions for a successful

energy transition.

– Continue to focus on driving energy efficiency and

decarbonisation of our operational estate, as well as engage

our supply chain on their climate transition plans.

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  |  |  |  |  |
|  | Our climate action framework |  |  |  |
|  |  |  |  |  |
|  |  |  |  |  |
|  | Grow | Align | Reallocate |  |
|  | Seeking to grow funds and assets  that support climate goals  by collaborating with our clients  and working to develop innovative  strategies and solutions across  asset classes | Engaging with high-emitting  companies and assets to seek  robust transition plans aligned  with climate goals, in turn supporting  the decarbonisation of the  investments we manage | Monitoring the climate risk  characteristics of assets, undertaking  scenario analysis and, where  engagement fails, considering  reallocating away from those assets  exposed to elevated risks |  |
|  |  |  |  |  |
|  |  |  |  |  |
|  |  | icone_decarbonise.svg |  |  |
|  |  |  |  |  |
|  | Decarbonise our operations and engage our supply chain | | |  |
|  |  |  |  |  |

|  |  |
| --- | --- |
|  |  |
|  | Find more information on pages 67-70 |

|  |  |
| --- | --- |
|  |  |
|  | Find more information on pages 74-76 |

|  |  |  |
| --- | --- | --- |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Climate-related disclosures continued

## Our climate targets

We have updated our existing climate targets with additional

metrics that reflect the actions we plan to take to support the

climate transition. In addition to targeting a reduction in

financed emissions by 2030 and 2050, we have developed a

new ‘asset alignment’ target to track the proportion of assets

that are supporting the climate transition and are articulating

this through robust transition plans. We have also

strengthened and aligned our engagement metrics and

approach between our asset owner and asset manager

businesses, to encourage companies to improve disclosures

and develop transition plans.

We believe our asset alignment target, supported by a

minimum engagement threshold, provides a comprehensive

way of incentivising and tracking the decarbonisation of the

assets we invest in. We will prioritise achieving asset alignment

over our portfolio decarbonisation targets, as we believe this is

more likely to support real-world climate action.

Our strengthened climate approach rests on our Transition

Assessment Framework (TAF), which we use to assess

corporate climate targets and transition plans. The framework

is based on the Net Zero Investment Framework guidance

developed by The Institutional Investors Group on Climate

Change (IIGCC). It involves assessing several components of a

company’s transition plan, including whether they have set

science-based targets, actions to deliver their targets and

supporting investment. Companies are then assigned an

overall level: net zero, aligned, aligning, committed, or not

aligned with the goals of the Paris agreement.

For our asset alignment target, we believe including issuers’

Scope 3 emissions in our transition assessment is important, to

fully capture transition risks across the corporate value chain.

However, methodologies and data for measuring Scope 3 are

still evolving, and this could influence movements in this data.

We will continue to develop our attribution analysis, and may

have to recalculate and restate figures, including baselines, due

to factors such as improved data coverage and quality.

Portfolio emissions targets remain important to establish the

overall ambition of our climate objectives, and provide an

indicator of progress. However, financed emissions can be

volatile and require detailed analysis of the multiple drivers of

change, as they may not relate to changes in absolute real-

world emissions (eg market movements and portfolio activity).

Importantly, there are a range of challenges that may constrain

our ability to deliver on our targets, notably uncertainty over

government policy support. This is why public policy

engagement and advocacy, to create the right incentive

structures for the climate transition, is a key priority for us.

Viewed together, our expanded set of targets promotes a more

balanced approach that aims to support companies innovating

and reducing emissions in the real economy, and allow us to

monitor both backward and forward-looking indicators of

transition risk. As we develop our transition tools and metrics

we may identify new approaches and targets that support our

climate ambition.

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  |  |  |  |  |
|  | Climate targets | | |  |
|  |  |  |  |  |
|  |  | Net zero by 2050 across our operations and investment portfolios | |  |
|  |  |  |  |  |
|  |  | Supported by the following interim targets: | |  |
|  |  |  |  |  |
|  |  |  | |  |
|  |  |  |  |  |
|  |  | Asset manager | Asset owner |  |
|  |  |  |  |  |
|  | Asset  alignment  (NEW) | – 50-70% of financed emissions (Scope 1, 2 and 3) are assessed to be ‘net zero’, ‘aligned’ or ‘aligning’ by 2030. The assets in  scope are listed equity and corporate bonds managed by our asset manager on behalf of PAC, where PAC has sufficient  investment controli. See page 80 for our assessment of asset alignment as at 31 December 2024. | |  |
|  |  |  |  |  |
|  | Engagement  (UPDATED) | – For all listed equity and corporate bond assets, we aim to  maintain at least 70% of financed emissions (Scope 1, 2 and  3) as either assessed to be ‘net zero’ or ‘aligned’, or subject  to climate-related engagementii. | – For PAC listed equity and corporate bond assetsi, we aim to  maintain at least 70% of financed emissions (Scope 1, 2 and  3) as either assessed to be ‘net zero’ or ‘aligned’, or subject  to climate-related engagementii. |  |
|  |  |  |  |  |
|  | Portfolio  decarbonisationiv | For assets managed by the Group's asset manager on behalf of PAC :  – 50% reduction in emissions intensity (tCO2e/$m invested) for in-scopei listed equity and corporate bonds by 2030 iii .  – 36% reduction in emissions intensity (kgCO2 /m2 ) for in-scope real estate assets by 2030iii. | |  |
|  |  |
|  |  |  |  |  |
|  |  |  |  |  |
|  | Operational  targets | – 46% reduction in Scope 1 and 2 (market-based) emissions from buildings by 2030iii.  – 46% reduction in business travel emissions by 2030iii.  – Engaging with suppliers to encourage them to set ambitious carbon reduction targets aligned with climate science, covering  at least 67% of our operational supply chain emissions by 2030 iii. | |  |
|  |  |  |  |  |
|  | i    Assets in scope at the end of 2024 covered £71bn. Investment control refers to where PAC is able to determine investment characteristics. In general,  PAC does not expect to have investment control over collective vehicles where its assets are invested alongside those of third parties.  ii    Includes direct climate-related engagements as well as engagements through collaborative initiatives where we are actively involved. For the asset  owner target, it includes engagement by external managers where this aligns with PAC's stewardship priorities.  iii  Target measured against 2019 baseline. The portfolio decarbonisation targets cover Scope 1 and 2 financed emissions.  iv  These targets relate to those set under the Net Zero Asset Managers initiative and Net Zero Asset Owner Alliance, respectively. PAC previously  disclosed an interim target on portfolio decarbonisation for defined sectors. Following the introduction of the new asset alignment target, PAC is  reviewing the appropriateness of its sectoral decarbonisation targets. | | |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Climate-related disclosures continued

F

## inancing the climate transition

## – Grow

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|  |  | Grow |  |
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|  | We are working to increase the proportion of assets we  manage that support the achievement of climate goals. By  increasing the share of funds and assets that are aligned to  a credible net zero pathway or providing climate solutions,  we can support companies and assets that are doing the  hard work of delivering decarbonisation in the real  economy. Over time, we will also aim to increase the scope  of our climate goals, for example, as data quality, technical  guidance and product variety improves, to include  investments managed in commingled funds, as well as  across more asset classes. | |  |
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|  | We're doing this by: | |  |

Developing our climate alignment toolbox

We are developing a range of metrics and methodologies to

assess the alignment of assets and companies with climate

goals. Our Transition Assessment Framework (TAF) is one of

these tools. The TAF is designed to assign portfolio companies

an ‘alignment level’ based on the robustness and ambition of

their GHG emissions targets and transition plans. The TAF can

be used to track the proportion of a fund’s assets that have a

transition plan consistent with climate goals.

In parallel, we have been developing our Climate Solutions

Investment Framework (CSIF), to strengthen our ability to

identify companies that are providing solutions to climate

change. We have also developed an emissions glide-path tool

to model different carbon pathway alignment methodologies.

These tools can be used in combination to design a range of

portfolio alignment strategies, to support the climate targets

we have set.

Strengthening data tools to support fund-level

assessment of climate alignment

We develop tools to enable investment teams and our asset

management clients to monitor and understand the climate

characteristics of their investments. A key example is our asset

manager's Portfolio Assessment Tool, which models the

historic and current climate characteristics of investment

portfolios and of issuers in different asset classes.

Working with our clients to increase the proportion

of assets managed in line with climate goals

As well as aligning our own investments, many of our asset

management clients are committed to aligning their portfolios

with net zero. We seek to engage with them to understand

their needs and provide options for how they can meet their

objectives using our climate alignment toolbox. Where our

institutional clients have opted to align investments with

climate goals, we can develop climate metrics and may work

with them to set an interim target, such as an asset alignment

target using our TAF tool or a decarbonisation goal.

Offering clients innovative strategies and products

with better climate outcomes

We also work with existing and prospective asset management

clients to develop new methodologies and investment

strategies that enable them to increase their allocation to

companies and assets that are profitably navigating the net

zero transition. We have developed a range of strategies that

support climate goals across asset classes (eg our ‘Sustain

Paris Aligned Funds’ and responsAbility’s ‘Transition to Net

Zero Fund’).

Many of our Life customers also want their investments to

address some of the world’s pressing environmental and social

issues, including climate change, while providing potential for

returns like any other investment product. We created the

PruFund Planet range of funds to help them do this. The

sustainability-focused goals of PruFund Planet mean that some

of the sub-funds invested in have an objective to support

climate mitigation and adaptation.

These strategies and products across the Asset Management

and Life business allow us to invest in opportunities that

support the climate transition, including private assets, where

there is greater scope for direct impact.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Climate-related disclosures continued

## Financing the climate transition – Align

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|  |  | Align |  |
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|  | Many issuers and assets need to improve their  preparedness for the transition and increasing physical  risks. We engage with high-emitting companies to  encourage them to set credible decarbonisation targets  and to adopt and implement robust transition plans. By  linking our transition assessments and engagement  programme, we can increase the alignment of the  investments we manage with climate goals and deliver on  our interim targets. We'll also work with stakeholders  across society to create the right enabling environment for  climate action. | |  |
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|  | We're doing this by: | |  |

Engaging with individual assets and companies

Across public markets, we have established an engagement

threshold target to ensure 70% of in-scope financed emissions

(see page 66 for more detail) are either the subject of direct or

collective engagement, or assessed to be ‘net zero’ or ‘aligned’

with a net zero pathway using our Transition Assessment

Framework. By engaging with companies that account for the

largest proportion of our financed carbon emissions – to set

science-based climate targets, develop robust transition plans

and reduce their emissions – we support delivery of our interim

asset alignment target.

Our engagement programme follows a six-stage process,

outlined in the diagram below. For our private assets business,

engagement is important too. Climate disclosures are generally

less mature among private companies. We are focused on

encouraging improved climate-related disclosures, to help us

track decarbonisation efforts and better understand risk

exposures. We are also exploring use of our public markets

assessment tools, like the Transition Assessment Framework,

to strengthen our approach.

Climate stewardship: Engagement and voting

To structure and support the development of our engagement

agendas with the most material portfolio companies and

assets, we leverage the Transition Assessment Framework. By

linking this framework, which we use to assess both issuer and

portfolio alignment, and our stewardship efforts we strengthen

the connection between engagement and the transition

alignment of the assets and companies we invest in.

Where companies fail to meet our expectations, or are slow to

show progress, we may seek to escalate engagement in line

with our Engagement Policy. Our Voting Policy sets out our

approach to using our vote when inadequate disclosures have

been made.

Investment manager engagement and monitoring

As an asset owner, we set clear expectations of investment

managers (both internal and external), communicating annual

priorities and meeting on a quarterly or bi-annual basis. We are

strengthening the link between Transition Assessment

Framework milestones set for companies with manager

engagement priorities and will more closely monitor voting and

shareholder resolution activities of our managers.

Our ESG scorecard informs our manager due diligence and

selection process. We review the scorecard as part of our

manager selection process to ensure it reflects updates to our

climate strategy as well as other ESG priorities. It aims to

capture the information needed to determine whether a

manager can contribute positively to meeting the asset owners’

climate goals and targets.

In addition to direct engagement with managers, we are active

participants in the asset manager engagement working group

of the NZAOA, recognising the value of a common set of

expectations for managers from their clients, and the power of

a unified and collective voice of asset owners that have shared

ambitions in relation to managing risks from the climate

transition.

Collaborative engagement

Collaboration is critical to accelerate the transition. M&G

Investments are active participants in the Climate Action 100+

(CA100+) initiative, which targets the world’s major corporate

GHG emitters, as well as the broader Net Zero Engagement

Initiative (NZEI) which includes companies that are heavy users

of fossil fuels.

We are co-leads on three CA100+ engagements, currently

covering investee companies in the mining, chemicals and

energy sectors. We also sit on the IIGCC Corporate Programme

Advisory Group, and are active members of a number of

additional company-specific working groups.

Engaging with policymakers

We recognise that individual companies cannot deliver net zero

alone. The right real-economy policy environment is needed to

create incentive structures to accelerate decarbonisation and

investment in climate solutions. Achieving this policy

environment will require collaboration between the public and

private sector, to remove barriers and develop shared solutions

as effectively as possible.

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| Engagement programme | | |  |  |  |  |  |  |  |  |
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| Research  and objective  setting |  | Initiation  of requests |  | Recognition  of requests |  | Commitment  to act |  | Interim  progress  review |  | Resolution  or escalation |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Climate-related disclosures continued

We therefore seek to engage with policymakers and regulators

across a number of jurisdictions, to provide our view on how to

do this effectively. We work with our peers through groups

such as the NZAOA and the IIGCC’s European Policy Working

Group to raise our views with policymakers.

Strengthening assessment methodologies

and influencing industry

We work with industry peers, data providers and industry

forums to address gaps in transition metrics and sector-

specific methodologies, particularly in carbon-intensive

industries where decarbonisation pathways are complex to

assess.

For example, through CA100+ we have been working with

companies and investors to develop a Net Zero Standard for

evaluating mining company transition plans, while our work

with NZAOA aims to help develop positions on portfolio

transition metrics and climate solutions investments.

Hot 100 engagement programme

Although our climate stewardship approach is evolving we

have continued our asset manager ‘Hot 100’ engagement

programme, which was established in 2020 and covers listed

equity and corporate bond issuers. This focus list of high-

emitting companies is updated annually to reflect changing

holdings, and last year assets managed by M&G Investments

Southern Africa were included for the first time. As part of the

2024 refresh, 48 new issuers were added, 10 of which are from

South Africa. By the end of the year, we had either assessed as

Paris aligned, or started the engagement process with, 58 of

the Hot 100, representing 73% of the financed carbon

emissions of this group of issuers.

To date, the Hot 100 list has been based on Scope 1 and 2

emissions, but we are planning to incorporate Scope 3 data

into our assessments. This more comprehensive approach will

enable us to more accurately measure and manage a broader

spectrum of emissions associated with our investments and

therefore improve alignment with climate goals.

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|  | Public policy advocacy  M&G continues to engage constructively and responsibly  with UK and international policymakers on a wide range of  public policy topics. Throughout 2024, our climate  advocacy involved contributing to the Transition Finance  Market Review Call for Evidence, which is an independent  market-led review commissioned by the HM Treasury in  the UK and the Department for Energy Security and Net  Zero and hosted by the City of London Corporation.  We continue to call on policymakers to create a  comprehensive policy framework that provides long term  clarity for investors and market participants. Such a  framework would contain, among other things:  – Ambitious, and mandatory, high quality disclosure  requirements for both public and private companies,  creating long-term clarity for investors’ decision-making  – Proper incentivisation of climate solutions (ensuring  critical technologies reach competitive  commercialisation quicker)  – Support for credible transition activities  – Meaningful prudential regulation reform and  – Broader policy action to capture nature and  biodiversity loss  We also recognise that closing the climate financing gap  requires direct deployment of capital towards solutions,  and we have worked with UK policymakers on ways to  increase institutional investors’ allocation to private assets.  M&G was a co-founding signatory of the Mansion House  Compact, which is a voluntary industry-led initiative aiming  to secure better financial outcomes for Defined  Contribution (DC) savers by increasing pension investment  into unlisted equities. |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Climate-related disclosures continued

## Financing the climate transition – Reallocate

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|  |  | Reallocate |  |
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|  | There are uncertainties in the transition to net zero that may  create risk to the investments we manage on behalf of  clients. While we seek to enhance the ways we monitor and  manage climate risks, we may consider using reallocation as  a measure of last resort. Where engagement fails to achieve  meaningful progress within a defined timeframe, we may  reallocate away from assets that present elevated climate  risks. By doing this we can manage our exposure to climate  risk and support delivery of our interim targets. We also  know that some investee products and services are  incompatible with the Paris Agreement goals. This is the  guiding principle behind our approach to thermal coal. | |  |
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|  | We’re doing this by: | |  |

Applying climate-sensitive sector screening and exclusions

We believe companies operating in, or dependent on, climate-

sensitive sectors such as coal, oil and natural gas should

develop transition plans that ensure they are resilient to

climate-related financial risks. We are seeking to enhance how

we monitor and assess the risk exposure of issuers in such

sectors. We believe some companies are inherently exposed to

elevated levels of climate risk. A notable example is thermal

coal, which the International Energy Agency (IEA) has stressed

must be phased out globally by 2040 at the latest to achieve

net zero by 2050. Accordingly, we have established a Group

position on thermal coal, including a time-bound approach to

phaseout as detailed in our asset manager Thermal Coal

Investment Policy (see more information on our website).

Given that our clients and customers’ expectations are varied

and dynamic, any decision to divest or allocate away from a

company or asset due to its climate risk profile will be informed

by and undertaken in the best interest of our customers, in line

with our fiduciary duties. For further information on how we

integrate ESG into our investment processes, relevant policies

for PAC and M&G Investments can be found in the responsible

investing sections on our website.

Planet+ fund range baseline exclusions

For certain fund ranges, including our Planet+ fund range, as

well as for some regulatory regimes, we apply additional sector

baseline exclusions that restrict investments in Arctic oil and oil

sands activities. Companies that derive business equal to or

more than 10% of total revenues from the unconventional

extraction of oil and gas (defined as oil sands and Arctic drilling)

are excluded.

Assessing physical and transition risks using scenario analysis

Scenario analysis is a forward-looking assessment tool we use

to evaluate the resilience of our equities, corporate and

sovereign debt, real estate, infrastructure, and private markets

portfolios under a range of climate scenarios. While subject to

assumptions and limitations – given the uncertainty and

complexity of transition and physical climate impacts – this

analysis helps us to assess portfolio and asset-level risks and

opportunities as well as the resilience of our balance sheet and

business planning.

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|  | For more information on our bottom-up climate  scenario analysis see page 81 |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Climate-related disclosures

#### continued

## Climate risk management

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|  | Find out more on our bottom-up scenario analysis on page 81 |

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| --- |
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| Climate-related risks can affect M&G through two key channels |

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| The investments we manage | | |  | Our own operations | | | |
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|  | Transition and physical risks can impact the assets we invest in on  behalf of our clients, as well as those on our balance sheet. We are  improving our management of these risks through new  frameworks and indicators, while recognising that no single  approach or metric captures the complexities and uncertainties  brought by climate change. | |  |  | We are exposed to transition and physical risks in our  operations and through our supply chain, both of which could  have an impact on our offices and business continuity. We  monitor and manage our operational emissions footprint,  including engagement with our suppliers. | |  |
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|  |  | More details can be found in Financing the climate transition  on pages 67-70 |  |  |  | More details can be found in Climate change and our  operations on pages 74-76 |  |
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| Identification and assessment | | |  | Monitoring and management | | |  | Reporting | | |
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|  | We combine a range of approaches to  help us identify climate-related risks,  informed by academic research, industry-  shared learning, and best practice guides.  Scenario analysis is one of the tools  employed to assess our forward-looking  exposure to climate-related risks across  our investments, solvency, business  planning and corporate estate.  Following a review of climate scenario  approaches across the Group, a working  group has been set up in 2024 to  support a more consistent approach  across functions, and to monitor  developments in the climate scenario  landscape.  Our investment desks have access to  quantitative data tools, such as our ESG  Scorecard, to enable measurement and  assessment of climate risk. |  |  |  | From an investment perspective, our  first-line risk management approach is  implemented by integrating ESG  considerations into our processes, for  example through our thermal coal  policies and Transition Assessment  Framework. Our frameworks and  quantitative tools provide the  investment teams with data to assess  climate risk factors.  We also manage risk through our  stewardship activities, engaging with  companies to push for progress on  transition plans. In cases where we do  not see sufficient progress, we may  consider divestment where necessary.  We also manage climate risk for our  operations, for example through active  engagement with our supply chain. |  |  |  | Internal reporting on risk exposure is  primarily coordinated via the Executive  Sustainability Committee, and the  Executive and Board Risk Committees,  with reporting and escalation to the  Group Executive Committee and Board  as required.  The Executive Sustainability Committee  receives regular updates on climate-  related work streams from each of the  business areas.  Updates on current ESG risk, including  climate considerations, and assessment  of key risks against appetite, are  periodically communicated to the  Executive and Board Risk Committees  by the business via Top Risks reports,  and by the Risk and Compliance  function via the Chief Risk and  Compliance Officer’s report. |  |
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| Climate resilience and our balance sheet | | | | | | |
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|  | Scenario analysis is an important tool when assessing the wide-ranging financial impacts that could emerge from the physical and  transition risks associated with climate change. We use our in-house climate modelling expertise in a number of forward-looking  processes, including our Own Risk and Solvency Assessment (ORSA), asset owner strategic asset allocation and in our business planning.  As part of our annual ORSA we have explored the potential financial impacts of physical and transition risks on our balance sheet  across a range of different climate scenarios. The scenarios use the most up to date Network for Greening the Financial System  (NGFS) scenarios as a basis (phase 4 at the time of our most recent analysis), with additional inputs taken from the 2015 Burke et al.  study on the effects of temperature on economic production, the Emergency Events Database, and the Notre Dame Global Adaptation  Index to support the modelling of physical risk.  Our latest ORSA explored the impact of three different transition pathways (based on the NGFS’s ‘Net Zero 2050’, ‘Fragmented  World’, ‘Sudden Wake-up Call’ pathways) and a ‘Current Policies’ pathway over both the short term, broadly consistent with our  business planning horizon, and longer term (30+ years). The newly-introduced ‘Sudden Wake-up Call’ scenario assumes a major  climate event triggers an abrupt policy change, and sets off shock waves through the economy and financial system. This scenario was  also added to the stress tests used for our business plan.  The results of our latest modelling indicate that a ‘Hot House’ (‘Current Policies’) scenario continues to have the most significant impact on our  balance sheet, while a disorderly transition is more adverse than an orderly scenario. With the likelihood of an orderly transition appearing to be  falling, due to the gap between global action and Paris-aligned pathways, we have continued to strengthen our focus on disorderly outcomes.  We recognise that the scenarios we have considered represent only four potential outcomes from an extremely wide and uncertain spectrum  and that actual impacts may be significantly different given the number of assumptions required. Overall, our business remains resilient under  the range of climate scenarios considered, particularly given the management actions available (such as those outlined on pages 67-70).  We also carry out bottom-up scenario analysis on public and private assets. This analysis is performed to help our investment teams  identify and manage specific transition and physical risk exposures. | | | | |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Climate-related disclosures continued

## Climate risk management

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| n | Long (10+ years) | | | | | | | | | |  |

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| n | Long (10+ years) | | | | | | | | | |  |

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| n | Long (10+ years) | | | | | | | | | |  |

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| n | Medium (3 to 10 years) | | | | | | | | | |  |
| n | Long (10+ years) | | | | | | | | | |  |

#### Transition and physical impacts

We take a holistic view of climate risks across a range of timeframes (short term: <3 years (consistent with our business planning

cycle); medium term: 3-10 years; long term: 10+ years).

Both transition and physical risks have the potential to impact the value of the assets we manage on our clients’ behalf (find out

more about our investment scenario analysis on page 81), which directly influences our revenue and the value of assets held on our

balance sheet. The main categories of these risks are illustrated in the table below and are applicable across our different legal

entities and business areas.

We understand that climate-related risks can overlap and interact, creating compound and cascading impacts, and that the precise

timing and sequence is hard to predict. Given this uncertainty, the transition and physical risks outlined below have potential to

arise over a range of timeframes. We believe that both transition and physical risks may start to materialise over the short term,

with the likelihood and potential impact of the risks rising, and continuing to increase over time.

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| Risk  name | Risk  description | Physical/  transitional | Time  horizon | Description  of impact |
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| Policy and legal | Carbon pricing, climate  regulation and restrictions on  carbon intensive activities.  Increased climate litigation (eg due  to greenwashing, or failure to meet  targets). | Transitional |  | Asset repricing impacting  profitability  Ability to attract and retain  customers, clients and colleagues  Costs associated with adapting to  policy change or legal action |
|  |  |  |  |  |
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| Technology | Renewable energy, cleaner  transport and other low-emission  products and services replacing  carbon-intensive technologies,  causing obsolescence and potential  stranding of assets. | Transitional |  | Asset repricing impacting  profitability  Ability to attract and retain  customers and clients |
|  |  |  |  |  |
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| Market | Changes in consumer and investor  preferences (eg avoidance of  carbon intensive products and  assets) and related pressure on  input/raw material prices. | Transitional |  | Asset repricing impacting  profitability  Demand for M&G’s products and  services  Ability to attract and retain  customers and clients |
|  |  |  |  |  |
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| Reputation | Damage to company’s standing  among customers, clients,  shareholders and other  stakeholders (eg from  greenwashing, or failure to meet  climate targets or regulatory  requirements). | Transitional |  | Financial impact of fines  Demand for M&G’s products and  services  Ability to attract and retain  customers, clients and colleagues |
|  |  |  |  |  |
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| Acute physical | Increased frequency and severity of  extreme weather (eg storms,  wildfires and heatwaves). | Physical |  | Asset repricing impacting  profitability  Operational and supply chain  disruption |
|  |  |  |  |  |
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| Chronic physical | Longer-term shifts in climate  patterns (eg sea level rise and  changes in precipitation patterns)  and associated impacts on food and  water security, human health,  damage to assets, increased  insurance premiums and  geopolitical risk. | Physical |  | Asset repricing impacting  profitability  Operational and supply chain  disruption |
|  |  |  |  |  |

The climate transition presents major long-term investment opportunities across countries and asset classes, including private

markets where we have strong capabilities. Our business model and balance sheet allow us to allocate long-term capital to climate

solutions. Investing in these solutions allows us to offer innovative strategies and products to our customers and clients (see page

67). We have not defined such opportunities with specific time horizons or impacts for inclusion in the table above. We will share

more details when we publish our updated Group Climate Transition Plan.

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|  | 73 |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Climate-related disclosures continued

## Climate g

## overnance

Governance of climate risks and opportunities follows our overall sustainability governance model. Further details of how the

Board and subcommittees discharge their responsibilities in relation to sustainability (including climate) are set out in the

sustainability governance section of the strategic report (pages 56-57).

A key part of effective governance is having clear and decision-useful reporting of climate information, to enable us to assess

climate-related risks and opportunities, meet regulatory requirements, as well as monitor progress against our targets and

commitments. The Executive Sustainability Committee (ESC) oversees implementation of the Group’s sustainability strategy,

including climate-related matters and delivery and progress against related targets. The ESC receives monthly updates from

business units on ongoing sustainability activity.

|  |  |  |
| --- | --- | --- |
|  |  |  |
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|  | Review of climate scenarios  We have seen increasing levels of attention being given to  the scenarios used by organisations to model climate risks.  In response, approaches to climate scenario modelling  were discussed by the ESC during the year, including:  – Analysis of the external environment on climate change,  covering themes such as the limitations of industry  climate change models and developing market trends.  This was aimed at informing our work on the climate  transition across the business.  – A deep dive assessment on climate scenario analysis  used by different parts of the business, focused on  evolving and harmonising our approach and  assumptions. The review led to the creation of a working  group with responsibility for further developing and  overseeing the Group’s climate change scenario  framework. |  |
|  |  |  |

The Board is responsible for approving the Business Plan

annually. Where we have a reasonable estimate of the income

or expenditure related to our climate actions, and these are

expected to materialise over the plan period (three years), we

capture it in our business planning process. For example,

change programme spend and anticipated growth in

sustainability-focused fund propositions are captured in the

plan.

In addition, the business plan is subject to stress and scenario

testing, evaluating the estimated impact of climate and

economic impacts. In 2024, we introduced a new ‘Sudden

Wake-up Call’ scenario, where a major climate event leads to

large economic disruption over a short-term horizon, followed

by a move to an accelerated transition path. The results of this

stress test indicated that, although solvency and liquidity would

be negatively impacted across the Group, the business remains

resilient under this scenario.

|  |  |  |
| --- | --- | --- |
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|  | Find out more on sustainability  governance on  pages 56-57 |  |

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| --- | --- | --- |
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|  | 74 |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Climate-related disclosures continued

Climate change and

## our operations

#### Operational targets

We continue to focus on reducing the carbon emissions related

to our own operations as a corporate and to improving our

energy efficiency. Our near-term operational carbon reduction

targets are:

– Reducing Scope 1 and 2 (market-based) carbon emissions

(tCO2e) from our buildings by 46% by 2030 from our

2019 baseline.

– Reduce business travel carbon emissions (tCO2e) by 46% by

2030 from our 2019 baseline.

– Engage with suppliers to encourage them to set carbon

reduction targets aligned with climate science, with an aim to

cover a minimum of 67% of our Scope 3 supply-chain

emissions by 2030 (excluding investments).

We have also committed to purchasing 100% renewable

electricity across our operational estate by the end of 2025.

#### Building environmental management

We continue to look for ways to improve the environmental

performance of our offices. Our newly formed Buildings

Decarbonisation Working Group is set up to look at

opportunities to improve office energy use and utilise tools

created to help us quantify the suitability of projects to take

forward.

Other actions taken in 2024 include:

– Undertaking operational environmental assessment for

selected offices internationally to assess opportunities for

improvement and knowledge sharing

– Switching to a fully electric kitchen in the restaurant of our

London office, by removing gas-fired cooking infrastructure

– Integrating environmental considerations into the office

acquisition and leasing process, including assessment of

physical climate scenario analysis findings for our corporate

estate

– Further rationalisation of our UK offices to reflect how our

colleagues are using the offices

We operate an environmental management system (EMS)

![]()

certified to the internationally recognised ISO 14001 standard

for five out of our nine UK offices, which covers 56% of our total

Group floor area at the end of 2024.

Our other international office locations – while not in the formal

scope of the certification – align with the principles of our EMS

through adherence to the requirements of our Environment

Policy.

#### Supply chain engagement

Our upstream supply chain carbon emissions form a large part

of the corporate operations footprint. Each year we engage

with suppliers in our value chain to share our sustainability

ambition and to better understand their carbon footprint, its

impact on our scope 3 emissions, and their ambition and

approach to managing carbon emissions. In 2024, we assessed

carbon emissions data and progress against carbon reduction

targets for more than 150 of our suppliers.

The gathering of this data allows us to segment suppliers

according to maturity in carbon management, so we can tailor

our engagement approach and gain a greater understanding of

our own risk. Approved and committed science based targets

cover 43% (2023: 58%) of our calculated supply chain

emissionsi. The reduction from 2023 relates to changes in

spend across our supply chain and changes in commitments

from some suppliers. We continue to review the supply chain

data and aim to provide more detail in future disclosures.

#### Renewable energy

As part of our ongoing global RE100 target to reduce Scope 2

emissions, we have purchased high-quality REGO-backed

(Renewable Energy Guarantees of Origin) renewable energy

across our UK estate, where we have ownership of utilities

contracts.

Across our remaining offices, we obtain energy from certified

renewable energy contracts and on-site renewables. Where

direct renewable energy is not available we purchase energy

attribute certificates (EACs). In 2024, 99% of our electricity use

was provided by renewable energy; 1% onsite generation, 88%

via procurement and 10% via EACs.

#### Enforcement actions

No fines or regulatory actions have occurred during the year for

environmental incidents.

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|  |  |  |  |  |
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|  | Electrifying our office restaurants  In our continued efforts to reduce the amount of fossil fuels  used across our corporate operations, we have now removed  gas from our UK office restaurants.  Our Kildean colleague restaurant was designed to be fully  electric when we moved in, and in 2024 we replaced our  London head office restaurant kitchen equipment with electric  only devices, potentially saving 60 tCO2e per annum (based on  2023 consumption). |  | img_78.jpg |  |
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i Our supply chain emissions are calculated on a cash paid basis and include our UK and Ireland operations.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Climate-related disclosures continued

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| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  |  |  |  |  |
| Progress against our interim targets | | | | |
| 87%  2030 Target: 46% |  | 21%  2030 Target: 46% |  | 43%  2030 Target: 67% |
| Buildings Scope 1 and 2  reduction from baseline |  | Scope 1, 2, and 3 reported  business travel reduction  from baseline |  | Supply chain emissions  from suppliers with validated  or committed SBTs |
|  |  |  |  |  |

#### Progress against targets

For our corporate operations carbon reduction targets we

measure progress against our Scope 1 and 2 building

emissions, and across our business travel emissions, using

2019 as the baseline year.

At the end of 2024:

– Scope 1 and 2 market-based emissions from our buildings of

428 tCO2e (2023: 446 tCO2e) have reduced by 87% from our

baseline.

– Scope 1, 2 and 3 emissions relating to business travel by air,

rail, car, transport fuels and other emissions of 8,503 tCO2e

represents a 21% reduction from our baseline as we have

continued to utilise virtual collaboration and encourage the

use of more sustainable modes of travel where possible.

However these emissions have increased by 15% from 2023

(7,397 tCO2e) primarily due to increased air travel to India as

we grow our operations in Mumbai. Consistent with our

ongoing business transformation activity and strategy to

grow our international presence, we will review our business

travel target during 2025.

– 43% of supply chain emissions are covered by suppliers with

either validated or committed science-based targets (SBTs).

This reduction from 2023 (58%) relates to changes in spend

across our supply chain and changes in commitments from

some suppliers.

#### Performance in the year

Our year-on-year performance compares 2024 with the 2023

results as detailed in our GHG Emissions Statement on page 76.

In 2024, our total Scope 1 and 2 market-based GHG emissions

were 622 tCO2eA, which is a 12% reduction from 2023

(703 tCO2e). In 2024, we reduced our total energy consumption

by 12% compared to 2023. Savings have been achieved

through the continued rationalisation of occupied space, as

well as actions such as the removal of gas in the restaurant

kitchen of our London office.

Waste emissions were 20 tCO2e (316 tonnesA of waste) in

2024. We have restated emissions from waste for 2023 from

53 tCO2e to 21 tCO2e due to the incorrect treatment in the

calculation of emissions associated with one of our waste

streams. Despite an increase in offices reporting waste from

16 to 19, covering 80% of our total floorspace (2023: 69%), our

emissions associated with waste have remained stable. In 2024

our UK operational recycling rate was 66% (2023: 67%).

Water emissions reduced in 2024 to 2 tCO2e (15,458m3)A from

7 tCO2e (37,592m3) in 2023. The reported reduction in water

consumption is attributed to improved maintenance at our

Reading office that reduced water wastage, and improvement

in water data quality for our UK head office. In 2024, 28 offices

(80% of our total floorspace) provided water data.

Land and air travel emissions have increased in 2024, to

8,310 tCO2e from 7,139 tCO2e in 2023 for Scope 3. The increase

is primarily driven by an increase in air travel emissions

following the growth of our operations in Mumbai.

Car travel emissions have decreased from 309 tCO2e in 2023 to

235 tCO2e in 2024, with 194 tCO2e relating to Scope 1 and 2

and 41 tCO2e associated with Scope 3. In 2024 the proportion

of electric vehicles in our business fleet has increased to 33%,

(2023: 19%) with efforts ongoing to increase this to 100%,

alongside continuation of colleague engagement to increase

adoption.

|  |  |  |
| --- | --- | --- |
|  |  |  |
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|  | img_79-1.jpg |  |
|  |  |  |
|  | Approach to carbon credits  We continue to focus our efforts on reducing the emissions  from our corporate operations, while recognising the  importance of the voluntary market to provide finance to  projects to avoid, reduce and store carbon from the  atmosphere.  In 2024, we took the opportunity to review and update our  Carbon Credit Principles for sourcing carbon credits.  Amendments to our internal guidance have focused on  strengthening the evidence requirements for assessing  additionality, permanence and leakage.  Over the year, we purchased Pending Issuance Units (PIUs)  supporting peatland (Scaliscro Peatland Restoration) and  woodland restoration (Trossachs Highland Afforestation)  projects in Scotland, which should sequester carbon for  years to come as new biomass grows. Additionally, we  purchased and retired credits from the Orb Solar project in  India. Our carbon credit purchases are not used to offset  emissions in our GHG calculations, and should be viewed  more as contributions to climate action. |  |

![]()

Metrics indicated by A have been subject to external independent

limited assurance by PricewaterhouseCoopers LLP (PwC).

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|  | 76 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Climate-related disclosures continued

## Climate metrics – operations

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|  | Greenhouse Gas Emissions Statement  We have compiled our global greenhouse gas (GHG) emissions statement in accordance with the Companies (Directors’  Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018.  GHG emissions are broken down into three scopes; we have included full reporting for Scope 1 & 2, and selected 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 (including use of  company electrical vehicles), 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 currently includes business  travel (category 6) booked through our travel providers, car travel in colleague-owned cars (category 6), water consumption  (category 1), waste generation (category 5) from occupied properties (where data is available) and emissions from sub-leased  property (category 13), where data is available. We do not currently report Investments (category 15) as part of this statement,  but have reported financed emissions separately on pages 77-79.  Please refer to our Environmental Metrics Basis of Reporting 2024 (Basis of Reporting) for further detail on our methodology.  Data is presented gross of any carbon credits. Selected metrics reported for 2024 (as indicated by A) have been subject to  external independent limited assurance by PricewaterhouseCoopers LLP (PwC). For the results of that limited assurance,  see PwC's independent limited assurance report and our Basis of Reporting available on our website. | | | | | | | | | |  |
|  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  | 2024 | |  | 2023 | |  | 2019 baseline | |  |
|  | UK | Total |  | UK | Total |  | UK | Total |  |
|  | Scope 1 (tCO2e) | Natural gas, oil (generators), vehicle fleet,  refrigerants | 307 | 543A |  | 446 | 595 |  | 1,936 | 2,187 |  |
|  | Scope 2 (tCO2e)  Location-based | Electricity, purchased heat and steam | 1,407 | 2,944A |  | 1,592 | 3,023 |  | 4,213 | 5,948 |  |
|  | Scope 2 (tCO2e)  Market-based | Electricity, purchased heat and steam | 15 | 79A |  | 25 | 108 |  | 105 | 1,976 |  |
|  | Scope 1&2 (tCO2e) | Total using market-based emissions | 322 | 622A |  | 471 | 703 |  | 2,041 | 4,163 |  |
|  | tCO2e per FTEi (Scope 1 & 2) |  | 0.09A |  |  | 0.10 |  |  | 0.74 |  |
|  | Energy | EAC volumes (MWh) | 44 | 1,084 |  | — | 1,073 |  | — | — |  |
|  | Energy use (MWh) | 8,460 | 11,515A |  | 9,850 | 13,017 |  | 25,745 | 29,490 |  |
|  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  | 2024 |  |  | 2023  (restated) |  |  | 2019 |  |
|  | Selected Scope 3  (tCO2e) | Air travel | | 8,191 |  |  | 7,018 |  |  | 9,764 |  |
|  | Land travel | | 119 |  |  | 121 |  |  | 128 |  |
|  | Water (global where available data) | | 2 |  |  | 7 |  |  | 11 |  |
|  | Waste (global where available data) | | 20 |  |  | 21 |  |  | 19 |  |
|  | Emissions from sub-leased property (market-based) | | 147 |  |  | 94 |  |  | — |  |
|  | Total selected Scope 3 | | 8,479A |  |  | 7,261 |  |  | 9,922 |  |
|  | Global Scope 1, 2 and selected Scope 3 (tCO2e) | | | 9,101A |  |  | 7,964 |  |  | 14,085 |  |
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|  | Reporting period: | 1 January 2024 to 31 December 2024 | | | | | | | | |  |
|  | Baseline year: | 2019 | | | | | | | | |  |
|  | Consolidation  boundary: | Operational control as defined by the Greenhouse Gas Protocol is where the Group has authority to  introduce and implement its operating policies at the operations. | | | | | | | | |  |
|  | Accounting  methodology: | Our GHG emissions and energy consumption are prepared in line with The Greenhouse Gas Protocol  Corporate Accounting and Reporting Standard. Further details on our calculation methodology, including  emission factors used can be found in our Basis of Reporting which is available on our website. | | | | | | | | |  |
|  | Data  restatements: | We have restated emissions from waste for 2023 from 53 tCO2e to 21 tCO2e due to the incorrect  treatment in the calculation of emissions associated with one of our waste streams. | | | | | | | | |  |
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iFTE refers to full-time equivalent colleagues.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Climate-related disclosures continued

## Climate metrics – investments

Across our investment portfolios we produce a range of metrics to identify and assess climate-related risks and opportunities. This

includes absolute emissions metrics as well as intensity-based indicators that enable comparison across different issuers and

portfolios. In addition to backward-looking data, which indicate the current emissions profile of an asset or portfolio, we also use

forward-looking metrics to assess transition alignment and potential impacts on asset values over time.

The metrics used across our internal and external reporting are financed carbon emissions (FCE), carbon footprint, and weighted

average carbon intensity (WACI). For example, we assess FCE change at portfolio level to monitor our overall portfolio emissions

exposure, while we monitor carbon footprint (a measure of emissions intensity based on the ratio of company emissions to their

enterprise value including cash (EVIC)) to assess progress against our asset manager and asset owner interim targets. WACI is

used to understand our portfolio exposure to carbon-intensive issuers. We monitor Scope 3 emissions as a proxy for risk exposure

to inform targeted actions, such as engaging companies on transition plans, however we acknowledge that disclosure of this

category remains poor, which makes it less reliable for decision-making.

In preparing our financed emissions metrics we consider the Partnership for Carbon Accounting Financials (PCAF) principles. We

report data quality scores for our FCE metrics – covering listed equity and corporate bonds with both a known and unknown use of

proceeds and sovereign debt emissions. The score is based on PCAF methodology and ranges from one to five, where one

represents the highest data quality and five is the lowest. Details on definitions of metrics reported and limitations of data used can

be found on page 358, with more information provided in our Environmental Metrics Basis of Reporting 2024 (Basis of Reporting)

available on our website.

In our analysis, ‘coverage’ refers to the proportion of in-scope AUMA for which we have sufficient environmental, financial, or other

data required in the calculation of a given metric. Externally managed mandates in which we invest are not included. Metrics

reported in this section are calculated for M&G plc, subject to asset classes included and coverage within these groups.

Our Basis of Reporting, available on our website, sets out our policy on restatements. Details on any restatements and the impact

on the previously presented metrics are set out in the relevant section below. All figures presented reflect the annual emissions

calculated with reference to in-scope AUMA of each asset class as at 31 December for each year.

Selected metrics reported for 2024 (as indicated by A) have been subject to external independent limited assurance by

PricewaterhouseCoopers LLP (PwC). PwC’s independent limited assurance report is available on our website.

#### Public assets (Listed equity and corporate bonds)

The table below presents emissions metrics relating to listed equity and corporate bonds managed by our asset management

business, including on behalf of our asset owner. Corporate bonds with a known use of proceeds are presented separately.

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| --- | --- | --- | --- | --- | --- | --- | --- | --- |
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|  | 2024 | 2024  Coverage |  | 2023  Restatedi | 2023  Restated  Coveragei |  | 2023  (previously  presented) | 2023  Coverage  (previously  presented) |
| AUMA in-scope for metrics presented (£bn) | 152.6A | N/A |  | 153.4 | N/A |  | 178.7 | N/A |
| FCE – Scope 1 & 2 (ktCO2e) | 11,899A | 96% |  | 14,765 | 95% |  | 15,758 | 87% |
| Data quality score – Scope 1 & 2 | 2.1A | N/A |  | 2.2 | N/A |  | 2.2 | N/A |
| FCE – Scope 3 (ktCO2e) | 82,179 | 96% |  | 78,628 | 91% |  | 83,490 | 84% |
| Data quality score – Scope 3 | 2.4 | N/A |  | 2.2 | N/A |  | 2.2 | N/A |
| Carbon footprint – Scope 1 & 2 (tCO2e/£m invested) | 81A | 96% |  | 101 | 95% |  | 101 | 87% |
| Carbon footprint – Scope 3 (tCO2e/£m invested) | 562 | 96% |  | 562 | 91% |  | 558 | 84% |
| WACI – Scope 1 & 2 (tCO2e/£m sales) | 160A | 92% |  | 188 | 93% |  | 187 | 83% |
| WACI – Scope 3 (tCO2e/£m sales) | 937 | 92% |  | 1,097 | 92% |  | 1,088 | 83% |

i A granular review of asset classification has resulted in a change of in-scope AUMA (see below for details).

Analysis of 2024 compared with restated 2023 metrics

For 2024, we have seen a reduction in Scope 1 & 2 emissions metrics in part due to the continued reduction of our holdings in a

high-emission intensity issuer in our M&G Investments Southern Africa (MGSA) portfolio. Other contributing factors to the

decrease include reductions in reported emissions for some high-emissions intensity issuers and improvements in underlying data.

The increase in Scope 3 FCE includes a combination of higher coverage and increased emissions for some large contributors to

this emissions category. We expect Scope 3 emissions to fluctuate in the near-term, reflecting volatility from evolving

methodologies and improvements in measurement data, as well as from companies reporting across more Scope 3 categories.

The portfolios managed by our MGSA business continue to make up a significant proportion of our FCE at 2,492 ktCO2e (2023:

3,073 ktCO2e ) for Scope 1 & 2 and 8,946 ktCO2e (2023: 10,310 ktCO2e) for Scope 3.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Climate-related disclosures continued

Restatement of 2023 metrics previously presented

We have undertaken a review of our approach to asset classification in order to more closely align to PCAF guidance. This review led to

the removal of some assets from what had previously been included in the scope of our reporting for listed equity and corporate bonds.

As a result of this change, we have restated the 2023 metrics previously presented. The change in asset classification has resulted in a

reduction in the value of assets in-scope (14%), however the impact on our reported emissions is smaller (6%) as the majority of assets

removed did not have emissions data coverage. Of the assets removed from scope, we have presented green, social and sustainability

bonds (where there is a known use of proceeds) as a separate asset class this year – the emissions relating to these can be found

below. Further details are set out in our Basis of Reporting, available on our website.

#### Green, social and sustainability bonds

The table below presents emissions metrics relating to our listed corporate bonds where there is a known use of proceeds,

covering green, social and sustainability bonds.

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| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  | 2024 | 2024  Coverage | 2023 | 2023  Coverage |
| AUMA in-scope for metrics presented (£bn) | 9.1 | N/A | 7.8 | N/A |
| FCE – Scope 1 & 2 (ktCO2 e) | 225 | 96% | 318 | 89% |
| Data quality score – Scope 1 & 2 | 2.2 | N/A | 2.4 | N/A |
| FCE – Scope 3 (ktCO2 e) | 1,792 | 95% | 2,129 | 82% |
| Data quality score – Scope 3 | 2.4 | N/A | 2.3 | N/A |
| Carbon footprint – Scope 1 & 2 (tCO2 e/£m invested) | 26 | 96% | 46 | 89% |
| Carbon footprint – Scope 3 (tCO2e/£m invested) | 207 | 95% | 333 | 82% |

Analysis of 2024 compared with 2023 metrics

This asset class has been separated from listed equity and corporate bonds and presented separately here for the first time as

explained above. For 2024, despite an increase in both AUMA and coverage, we have seen a reduction in Scope 1 & 2 and Scope 3

emissions driven by reduced exposures to some higher emitting holdings.

#### Sovereign debt

In the table below, we have included financed domestic production and consumption emissions, and their respective weighted

average intensities, showing both including and excluding Land Use, Land Use Change and Forestry (LULUCF).

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|  | | | |  | 2024i | | |  | 2023 | | |
|  | | | |  | incl.  LULUCF | excl.  LULUCF | Coverage |  | incl.  LULUCF | excl.  LULUCF | Coverage |
| AUMA in-scope for metrics presented (£bn) | | | |  | 41.3A | 41.3A | N/A |  | 40.1 | 40.1 | N/A |
| Financed sovereign production emissions - Scope 1 (ktCO2e) | | | |  | 11,379A | 11,064A | 99.5% |  | 11,123 | 10,705 | 99.6% |
| Data quality score – production emissions | | | |  | 1.9A | 1.9A | N/A |  | 1.9 | 1.9 | N/A |
| Financed sovereign consumption emissions - Scope 1,2,3 (ktCO2e) | | | |  | 11,939A | 11,629A | 99.5% |  | 10,601 | 10,390 | 95.2% |
| Data quality score – consumption emissions | | | |  | 4.0A | 4.0A | N/A |  | 4.0 | 4.0 | N/A |
| Weighted average sovereign production intensity - Scope 1 (tCO2e/  PPP-adj. GDP (USDm)) | | | |  | 0.2A | 0.2A | 99.5% |  | 0.2 | 0.2 | 99.6% |
| Weighted average sovereign consumption intensity - Scope 1,2,3  (tCO2e/ Capita) | | | |  | 10.4A | 10.6A | 99.5% |  | 9.8 | 10.1 | 95.2% |

Analysis of 2024 compared with 2023 metrics

We have updated our process for collecting sovereign debt emissions data this year, sourcing data from a third-party data vendor

in place of manual sourcing across publicly available data undertaken previously. The impact of this change on production

emissions is negligible, however where the new data source is applied to consumption emissions for 2023, the recalculated output

increases by 10% to 11,667 ktCO2e (including LULUCF) driven primarily by the increased coverage provided by the new data

source. Other smaller impacts come from more recent data being available, and different estimation methodologies being used by

the data vendor compared to those sourced for 2023 outputs.

In 2024, once the change in process is considered, sovereign emissions increased largely in line with the increase of in-scope

AUMA. The increase in in-scope AUMA is largely driven by increased exposure to US sovereign debt.

Similar to listed equity and corporate bonds, our MGSA portfolios make up a significant proportion of our sovereign FCE at 2,065

ktCO2e (2023: 2,199 ktCO2e) for production emissions and 1,719 ktCO2e (2023: 1,656 ktCO2e) for consumption emissions (both

including LULUCF).

iSelected metrics reported for 2024 (as indicated by A) have been subject to external independent limited assurance by PricewaterhouseCoopers LLP (PwC).

PwC’s independent limited assurance report is available on our website.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Climate-related disclosures continued

Private assets (M&G Real Estate and Infracapital)

For private assets, we currently present emissions metrics for our commercial real estate assets managed by M&G Real Estate, and

assets held within our private infrastructure investment business, Infracapital.

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| --- | --- | --- | --- | --- | --- | --- |
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|  | 2024 | 2024  Coverage | 2023  Restatedi | 2023  Restated  Coverage | 2023  (previously  presented) | 2023  Coverage  (previously  presented) |
| Real Estate – AUMA in-scope for metrics presented (£bn) | 32.5 | N/A | 31.7 | N/A | 31.7 | N/A |
| Real Estate – FCE Scope 1 & 2 (ktCO2e) | 106 | 80.4% | 112 | 84.7% | 93 | 84.7% |
| Real Estate – FCE Scope 3 (ktCO2e) | 484 | 80.4% | 487 | 84.7% | 584 | 84.7% |
| Real Estate – Carbon footprint Scope 1 & 2 (tCO2e/£m) | 4.1 | 80.4% | 4.2 | 84.7% | 3.5 | 84.7% |
| Real Estate – Carbon footprint Scope 3 (tCO2e/£m) | 18.5 | 80.4% | 18.2 | 84.7% | 21.8 | 84.7% |
| Infracapital – AUMA in-scope for metrics presented (£bn) | 4.4 | N/A |  |  | 4.4 | N/A |
| Infracapital – FCE Scope 1 & 2 (ktCO2e) | 466 | 99.9% |  |  | 652 | 91.7% |
| Infracapital – FCE Scope 3 (ktCO2e) | 71 | 79.7% |  |  | 14 | 72.2% |
| Infracapital – Carbon footprint Scope 1 & 2 (tCO2e/£m) | 105 | 99.9% |  |  | 162 | 91.7% |
| Infracapital – Carbon footprint Scope 3 (tCO2e/£m) | 20 | 79.7% |  |  | 4.4 | 72.2% |

Analysis of 2024 compared with 2023 metrics

Our real estate assets recorded a decrease in Scope 1 & 2 emissions of 5% compared to restated 2023 figures, primarily due to a

decrease in coverage, but supported by energy efficiencies implemented by M&G Real Estate’s property managers. Scope 3

emissions have remained stable compared to restated 2023 emissions.

Infracapital emissions data is based on numbers reported directly from the underlying investee companiesii. The decrease in Scope

1 & 2 FCE is mainly reflective of the sale of some high emitting assets. Scope 3 emissions have increased as investee company

reporting becomes more mature.

i We have restated 2023 outputs for real estate to reflect actual emissions data obtained after the reporting period where estimated data had been used in

the 2023 calculations.

ii This emissions data has not been externally audited.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Climate-related disclosures continued

## Portfolio alignment

#### Portfolio alignment

Backward-looking data is important to assess decarbonisation

progress and investment exposures, but analysis of portfolio

alignment and future scenarios is necessary to gauge the

credibility of transition plans and how companies and assets

are likely to fare in a world of growing climate-related risks and

opportunities. In this section we present the following metrics:

– Asset alignment: this metric is based on our Transition

Assessment Framework and captures several components

of a company’s transition plan, including whether they have

set science-based targets, actions to deliver their targets

and supporting investment.

– Implied temperature rise  (ITR): this metric is an attempt to

estimate the temperature trajectory an issuer or portfolio is

on, providing a simple measure of alignment with the Paris

Agreement goals.

Transition Assessment Framework (public assets)

This year, we have calculated a new ‘asset alignment’ metric,

which shows the percentage of public asset financed

emissions (all GHG scopes) that we have assessed to be ‘not

aligned’, ‘committed’, ‘aligning’ or ‘aligned’ with climate goals

based on our Transition Assessment Framework (TAF).

The proportion of financed emissions from issuers that are

‘aligning’, ‘aligned’ or ‘net zero’ under the TAF is a new interim

target for in-scope assets (see page 66 for further details). We

are targeting a range of 50-70% by 2030.

At the end of 2024, 39.8% of financed carbon emissions

associated with in-scope assets (£71 billion) were either aligning

or aligned. No issuer assessed has reached net zero emissions.

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| --- | --- | --- | --- |
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|  | | 2024 |  |
| Not aligned (%) | | 46.2 |  |
| Committed (%) | | 14.0 |  |
| Aligning and aligned (%) | | 39.8 |  |

Implied temperature rise (public assets)

As part of our forward-looking analysis, we also calculate the

implied temperature rise (ITR) for each public market issuer

where data is available (covering 95% of in-scope listed

equities and corporate debt as at 31 December 2024). ITR is an

intuitive way to assess transition alignment, within and

between investment portfolios, by translating each issuers

emissions trajectory into a temperature increase which can be

weighted and aggregated. In simple terms, it shows what the

global temperature rise could be if the whole economy

followed the same emissions pathway (carbon budget over or

undershoot) as the issuer or portfolio analysed.

ITRs are inherently limited and we recognise the following:

– There is no commonly accepted approach to temperature

alignment calculations, which makes comparisons across

different model outputs problematic.

– The methodology we have used allocates a carbon budget to

each company, and compares that company’s progress and

expected future emissions against that budget.

– The calculation is sensitive to sector emissions assumptions.

– It is based on carbon intensity (emissions per unit of revenue

for each investee), and on projections of future emissions

which are subject to significant uncertainties.

– The portfolio ITR is calculated as the weighted average of

individual company ITRs (based on market value).

– ITR by its nature is a point-in-time metric and therefore does

not account for likely changes to our portfolios.

We do not use ITR in isolation, due to the limitations mentioned,

but believe it provides a useful indication of alignment when

viewed in conjunction with other information.

The chart below shows the composition of our ITR exposure

(by market value), with issuers aligned to a broad range of

temperature outcomes. While the proportion aligned to below

1.5°C has increased to 43% (2023: 38%), 46% of modelled

assets still exceed 2°C based on the underlying issuers’

transition pathways. The weighted average warming potential

across modelled issuers (listed equities and corporate debt) is

2.6°C, which represents an increase from our average

temperature alignment in 2023 (2.5°C).

While the average across our modelled assets is higher than

the Paris Agreement goals, this is consistent with the broader

economy and therefore not surprising at this stage in the

climate transition.

![4315]()

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|  |  |  |  |  |  | Paris  Agreement | | |  |
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|  | \* The weighted average warming potential across  investees modelled is 2.6oC (2023: 2.5oC) | | | | | | | |  |

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|  |  |
| imgP86_arrow_right_coral.svg | 2.6°C  M&G  Average |

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|  | Implied temperature rise | | | | | | | |  |
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|  | Outside  Paris goals |  |  |  |  |  |  |  |  |
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|  | Inside  Paris goals |  |  |  |  |  |  |  |  |
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>4.0°C

3.0-4.0°C

2.5-3.0°C

2.0-2.5°C

1.5-2.0°C

=<1.5°C

Fossil fuel and EU Taxonomy-aligned assets

We monitor metrics that track fossil fuel and EU taxonomy-

aligned exposures to assess climate transition risks and

opportunities. The fossil fuel exposure data is relevant from an

engagement and voting perspective, as it captures many of the

target companies in our climate stewardship programme.

These metrics can be found in our Sustainability Annex

available on our website.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Climate-related disclosures continued

## Scenario analysis

Scenario analysis is a type of forward-looking assessment we

use to assess the resilience of our listed equity, listed

corporate debt (with known and unknown use of proceeds),

sovereign debt, real estate and infrastructure portfolios to

different future climate scenarios. We conduct the following

assessments, using models that have sufficient coverage

across key funds and our largest issuers:

– Climate-adjusted value (CaV): this metric is equivalent to

value at risk (VaR), but is calculated on a bottom-up basis, by

assessing the impact of different climate scenarios on a

company’s financial position and market valuation. The

adjusted value is calculated separately for physical and

transition risks as part of the scenario model we use across

our public portfolios (Aladdin Climate).

– Private asset climate hazard exposure: this data shows

potential physical climate risk impacts across private fixed

assets, covering real estate and infrastructure. Physical risk

exposures assessed include climate-related natural

disasters, such as storms, flooding and wildfires.

Methodology and

#### limitations

The scenario modelling outputs we produce are based on a

bottom-up approach, starting at the company and asset level,

but we also carry out top-down scenario analysis as part of our

balance sheet stress tests (see page 71).

Asset-level analysis can help our investment teams identify and

monitor specific transition and physical risk exposures, to

inform investment decisions and improve the quality of

engagement with issuers. In this analysis, the scope of assets

included for public and private asset portfolios are the same as

those in our backward-looking metrics unless otherwise stated.

We rely on data modelling partners to provide us with portfolio,

sector, and asset-level output data, including projected future

GHG emission, emissions intensity, physical climate damages,

energy demand and technological capabilities. The data points

are then aggregated to calculate the climate-adjusted

valuation.

As with any model, the results are heavily influenced by the

assumptions made, which significantly influence the outputs.

We recognise that the climate models are based on simplified

scenarios, and can’t capture the full complexity and dynamics of

natural and economic systems. The results are not predictive,

but rather help us explore a range of potential outcomes.

It should also be noted that the data underpinning climate-

scenario modelling is reported by companies at a lag relative to

financial data. We have used up-to-date information where

available. However, for a subset of our analysis, the GHG

emissions used in the scenario modelling represents data from

prior years.

Our scenario modelling outputs should be considered in the

context of the limitations described above, as well as additional

detail on limitations described on pages 357-358.

#### Public assets

As part of our forward-looking analysis we use Aladdin Climate

to model our public asset portfolios (equities, corporate debt

and sovereign debt) against the financial impact of climate

change based on three Network for Greening the Financial

System (NGFS) scenarios:

– An orderly scenario, predicting a temperature rise below 2°C

by 2100 as a result of immediate climate action.

– A disorderly scenario, in which climate action is delayed until

2030, and the temperature rise is kept below 2°C.

– A hot house scenario, which predicts an average

temperature change of over 3°C by 2100, assuming only

current policies are implemented.

![]()

|  |
| --- |
|  |
| Scenario global emission trajectories  Million tons of CO₂e/year |

![]()

![]()

![54425825575642]()

![]()

Source: Network for Greening the Financial System (NGFS) - Phase 3

This analysis provides estimates of the financial impact on all

issuers modelled, including on asset valuations. Our analysis

shows that our exposure to energy and materials sectors

where valuation impacts are higher is relatively small, but we

have more sizeable exposure to industrials. We continue to

focus our climate-related stewardship on high-emitting issuers,

notably through our asset manager Hot 100 engagement

programme. Further details on the outputs from this analysis,

which are considered as part of our risk management

processes (see pages 71-72), can be found on page 356.

#### Private assets

For the real estate and infrastructure asset modelling, we

continue to use the global insurance broker and risk adviser

Marsh to assess our real estate and infrastructure exposure to

physical climate risk. Our output is limited to Representative

Concentration Pathway (RCP) 2.6 and 8.5 only, as produced by

the IPCC. These conceptually align to the public asset orderly

and hot house scenarios.

The output of this model is limited to the identification of risk

level, with the results for assets that have been classified as at

high risk from climate-related hazards being presented on

page 357. The analysis shows that this still represents a

relatively small share of assets across the period covered for

the two business areas.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Responsible business practices

## Anti-bribery and anti-corruption

We aim to operate with the highest levels of integrity in the way

we conduct business and have a no tolerance approach to

bribery and corruption given its adverse impact on society and

undermining of economic development. Risk management

and control failures could lead to criminal prosecution, fines

or reprimands and/or cause significant damage to

M&G’s reputation.

Annual mandatory training and contractual clauses help to

make employees (and associated persons) aware of their

obligations under relevant anti-financial crime laws and

regulations, including the UK Bribery Act 2010.

#### Adherence to policies

Our approach to management of financial crime risk is

articulated in our Financial Crime Policy and related standards.

Together, the policy and standards are designed to manage

M&G’s obligations under applicable laws and regulations.

We require all our employees across the globe, including

persons that conduct activity on our behalf (associated

persons), to adhere to our Financial Crime Policy and

standards, which include anti-bribery and anti-corruption

controls, and to carry out their duties with openness and

transparency.

Any wrongdoing by M&G, its employees or its other associated

persons will be reported as necessary to law enforcement and

our regulators, in accordance with applicable law and under

policy. In addition, our Gifts and Hospitality Standard and

associated controls that we operate helps to ensure dealings

with external parties are managed effectively, limiting the risks

of improper conduct.

Our Financial Crime Policy and standards are underpinned by

legislative and regulatory obligations as well as industry

guidance issued by bodies such as the UK’s Joint Money

Laundering Steering Group. They require us to apply Enhanced

Due Diligence to relationships involving Politically Exposed

Persons (PEPs) and other high-risk clients and for such

relationships to be approved by senior management.

#### Investments

As an investor, we manage financial crime risks for the

investments that we make. For example, known corrupt

practices by governments, entities or people, may mean an

investment target is also subject to economic sanctions by

applicable regimes. Such target investments are excluded from

our investment universe through our sanctions compliance.

Our investment teams consider governance factors in their

investment analysis and decision-making, as far as we are able

and where it is financially material, including factors such as

issuer exposure to bribery and corruption risk. For funds and

mandates applying an exclusion based on global norms (e.g.

the UN Global Compact Principles, which include anti-

corruption and anti-bribery considerations), our Global Norms

Committee decides whether we consider companies to be

responsible for severe, repeated and/or systemic breaches of

norms (as identified through data providers and/or internal

research). The Global Norms Committee, which consists of

representatives from across our business, including our asset

manager and asset owner, discusses cases to determine if

exclusion, engagement or monitoring is the most suitable

course of action.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Responsible business practices

## Human

## rights

We are committed to supporting human rights and we strive to

uphold the UN Guiding Principles on Business and Human

Rights, the global standard of conduct that both governments

and companies are expected to meet. M&G is a signatory to the

UN Global Compact, and both our asset manager and owner

are signatories to the Principles for Responsible Investment.

Both these initiatives set standards and guidance to manage

human rights issues.

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|  | In 2024, M&G improved our ranking in the Churches,  Charities and Local Authorities (CCLA) Modern Slavery  benchmark, going from fourth to second tier (one being the  highest tier out of five in total). |  |
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#### Employees

Our values of care and integrity underpin our approach to

human rights in the workplace. We believe that everyone

should be treated with respect and we seek to empower our

employees to do the right thing. With over 6,000 employees in

six continents, our policies, including our Code of Conduct,

reiterate our commitment to respect, non-discrimination,

health and safety and freedom of association.

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|  | In the UK, we have a recognition agreement with the trade  union, UNITE. The trade union negotiates with  management on a number of areas including annual salary  pots, principles around its fair distribution and other terms  and conditions of employment. |  |
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Our Code of Conduct mandates employees to uphold our

core values and behaviours. The ‘Speak Out’ whistleblowing

programme allows confidential reporting of misconduct and

wrongdoing. M&G’s mandatory e-learning training on modern

slavery requires all staff to take the session annually, and, in

doing so, underscores the importance of risk awareness

among our employees.

#### Supply chain

Supply chains have inherent human rights risks. According to

the Global Slavery Index, G20 countries together import

US$468 billion worth of goods at risk of forced labour

per annum.

We assess suppliers with potential exposure to modern slavery

based on whether they fall into a high-risk procurement

category such as cleaning suppliers, goods not for resale, office

equipment and facilities management. For suppliers identified

as high-risk, we then endeavour to understand their approach

to managing modern slavery risks through a questionnaire. This

looks at whether suppliers have appropriate systems in place,

for example policies, training and other relevant controls. We

then make recommendations to these suppliers to help

strengthen their management practices. In 2024, we have been

progressively closing off actions arising from the questionnaire,

to confirm suppliers are responsibly addressing exposure to

risk. We always first seek to work with suppliers to address any

identified gaps, prioritising issues based on their severity,

rather than simply exiting from a relationship, as we recognise

this is a more responsible approach.

#### Investments

With £345.9 billion of assets under management and

administration, our influence extends far beyond our direct

operations or those of our supply chains. We seek to integrate

ESG across all investments where possible and financially

material.

Human rights (including modern slavery) is considered within

our sustainability research, particularly in sectors where risk of

involvement is material. To support this, we also endeavour to

screen holdings to identify high-risk companies in relation to

modern slavery, using internal and external expertise and data

such as the Corporate Human Rights Benchmark. In 2024, PAC

engaged with underlying managers who held names flagged

under this screening and M&G Investments conducted 23

engagements with 21 companies to address modern slavery

and human rights concerns. If material human rights issues are

identified, including modern slavery, this could also be

considered under the global norms exclusion process, as

outlined on the previous page.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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## Viability statement

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|  | In accordance with Section 31 of the UK Corporate Governance  Code, the Board has undertaken a comprehensive and robust  assessment of the prospects and viability of the Group.  Process for assessing long-term prospects  The Group’s long-term prospects are primarily assessed through  the strategic and financial planning process. Due to the long  dated nature of our products, the Board considers the  sustainability and resilience of the strategy and business model,  as detailed on pages 10-11 and pages 6-7, over a longer time  horizon. This includes the consideration of longer term themes  such as technology, digitalisation, growing need for savings  products and climate change which are pertinent to the Group.  The Board have also considered the output of the financial  planning process reflected in the Business Plan which covers the  period to December 2027. The Business Plan was approved by the  Board in March 2025, following a rigorous review and challenge  process.  The Business Plan contains detailed financial forecasts, including  the related risks and mitigating actions over the planning period.  The forecasts have been prepared based on the business model  that management is deploying to deliver against our key strategic  pillars, as explained on pages 10-11. The Business Plan covers all  the key measures that underpin our Financial Management  Framework, which includes metrics on capital, liquidity, debt  and earnings.  The Business Plan considers the implications of current and  emerging risks and the resulting uncertainties that these present  to the achievement of the Business Plan, including the principal  risks and uncertainties to which the Group is exposed, as  discussed on pages 46-53. We assess these risks and  uncertainties through stress and scenario testing as discussed  below.  Progress against the Business Plan will be monitored regularly by  the Board.  The Board also considered and reviewed the results of the annual  Own Risk and Solvency Assessment (ORSA), which is an integral  part of our risk management process. The process assists the  Board to assess the resilience of the Group’s solvency position to  various risk and stress scenarios. The Board confirms that it has  carried out a robust assessment of the Group’s emerging and  principal risks.  Period for assessing viability  The Board considers that the three-year period to December 2027  is appropriate for assessing viability. This aligns with the business  planning horizon and as such, reflects the period over which key  strategic initiatives will be delivered, principal risks will be  managed and results will be monitored.  Assessment of viability  The Board assessed the financial and operational impact of the  Group’s principal risks on the ability to deliver the Business Plan.  The Board reviews the principal risks to ensure that they reflect  current market conditions and any changes to the Group  risk profile.  As part of the strategic and financial planning process, we  considered the resilience of our financial position to various  combined risk scenarios.  The combined scenarios are developed by the Risk and Resilience  team, with input from the Investment Office and Finance. The  process is overseen by the Group Risk Committee. |  | The Business Plan was subjected to the following combined risk  scenarios based on plausible pathways for the global economy in  the context of technological developments and geopolitical  uncertainty, and the resultant impact on investment performance  and consumer behaviour:  – Optimistic (Productivity Boom) – AI developments help to spark  a productivity boom, raising potential growth of the economy  without raising inflationary pressure.  – Severe Pessimistic (Geo-Political Escalation) – Further  escalations in one of the main regions of conflict leads to direct  escalation between major economic blocs, disrupting trade and  leading to a spike in prices of key commodities and heightened  risk aversion in capital markets.  – Stagflation (Trade War) – Major economies escalate  protectionist policies, driving a further supply shock high  inflation, forcing central banks to remain restrictive in policy  setting. The elevated nature of inflation and tight credit  conditions leads to demand destruction in the real economy  and a recession.  The stated scenarios were translated into impacts on various  macroeconomic indicators to determine how delivery of the  Business Plan is affected.  In addition, as part of its ORSA, the Group undertook reverse  stress testing to determine scenarios that would result in the  shareholder solvency coverage ratio falling below 100%.  The derived scenarios indicated that the Group had the ability to  withstand severe events while still meeting its capital  requirements and maintaining sufficient headroom to maintain  viability over the projection period.  Climate risk is considered by the Board as part of its strategic  oversight. It features in the assumptions and modelling performed  for our Business Plan and is also assessed as part of our ORSA.  We continue to refine our climate-related scenario testing  approach and to assess appropriate management actions that  could mitigate the impacts of climate-related risks.  For the purpose of the ORSA, the following scenarios  were assessed:  – Net zero 2050 – Global warming limited to 1.5ºC by the end of  the century through stringent climate policies and innovation,  reaching global net zero CO2 emissions around 2050.  – Fragmented World – Assumes a delayed and divergent climate  policy response among countries globally, leading to high  physical and transition risks. Countries with net zero targets  achieve them only partially (80% of the target), while other  countries follow current policies.  – Current Policies - Only currently implemented policies are  preserved, leading to high physical risks. Warming exceeds  2.9ºC by 2100.  – Sudden Wake-Up Call - A major climate event leads to large  economic disruption over a short-term horizon followed by a  move to an accelerated transition path.  The results of the stress and scenario testing demonstrated that  due to the comprehensive risk management process in place and  the broad range of mitigating actions available, such as access to  immediate liquidity funding and the ability to reduce dividends,  the Group is able to withstand the impact in each case with  regards to meeting all liabilities as they fall due.  Statement of viability  Based on the results of the procedures outlined above, the Board  has a reasonable expectation that the Group will be able to  continue in operation and meet its liabilities as they fall due over  the three-year period ending 31 December 2027. |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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## Basis of preparation

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|  | The Strategic Report presented in our Annual Report and Accounts for the year ended 31 December 2024 has been prepared in  accordance with the Companies Act 2006 and the Disclosure and Transparency Rules (DTR) issued by the FCA. In accordance with  Section 414C of the Companies Act 2006, DTR 4.1.8 and DTR 4.1.9, the Group is required to provide a fair, balanced and understandable  review of the business, including key performance indicators to the extent necessary, and a description of the principal risks and  uncertainties facing the Group.  The risk management section of the Strategic Report describes the principal risks and uncertainties on pages 46-53.  In preparing this Strategic Report we have considered the Guidance on the Strategic Report as issued by the Financial Reporting Council  in June 2022.  In addition the Board has also considered the guidelines with respect to alternative performance measures (APMs) as issued by the  European Securities and Markets Authority (ESMA) in October 2015 and the guidance on APMs included in the thematic review published  by the Financial Reporting Council titled IFRS 17 ‘Insurance Contracts’ Disclosures in the First Year of Application in September 2024.  Our Board believes that the APMs identified within the Strategic Report are useful for management and investors in assessing the  performance of the business during the year, in conjunction with the relevant IFRS results included within the Group’s consolidated  financial statements.  Approved by the Board of Directors and signed on their behalf by  Andrea Rossi  Group Chief Executive Officer  18 March 2025 | | | | |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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# Governance

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| [87](#ib2c5152239ae413b9d3b5fe7e8934113_5673) [Chair’s introduction to governance](#ib2c5152239ae413b9d3b5fe7e8934113_5673) |
| [89](#ib2c5152239ae413b9d3b5fe7e8934113_5681) [Board of Directors](#ib2c5152239ae413b9d3b5fe7e8934113_5681) |
| [92](#ib2c5152239ae413b9d3b5fe7e8934113_5702) [Board leadership and company purpose](#ib2c5152239ae413b9d3b5fe7e8934113_5702) |
| [94](#ib2c5152239ae413b9d3b5fe7e8934113_5688) [Division of responsibilities](#ib2c5152239ae413b9d3b5fe7e8934113_5688) |
| [96](#ib2c5152239ae413b9d3b5fe7e8934113_5709) [Composition, succession and evaluation](#ib2c5152239ae413b9d3b5fe7e8934113_5709) |
| [101](#ib2c5152239ae413b9d3b5fe7e8934113_9581) [Audit, risk and internal controls](#ib2c5152239ae413b9d3b5fe7e8934113_9581) |
| [102](#ib2c5152239ae413b9d3b5fe7e8934113_5752) [Nomination and Governance Committee Report](#ib2c5152239ae413b9d3b5fe7e8934113_5752) |
| [104](#ib2c5152239ae413b9d3b5fe7e8934113_5759) [Audit Committee Report](#ib2c5152239ae413b9d3b5fe7e8934113_5759) |
| [110](#ib2c5152239ae413b9d3b5fe7e8934113_5766) [Risk Committee Report](#ib2c5152239ae413b9d3b5fe7e8934113_5766) |
| [112](#ib2c5152239ae413b9d3b5fe7e8934113_5773) [Directors’ Remuneration Report](#ib2c5152239ae413b9d3b5fe7e8934113_5773) |
| [120](#ib2c5152239ae413b9d3b5fe7e8934113_5780) [Directors’ Remuneration Policy](#ib2c5152239ae413b9d3b5fe7e8934113_5780) |
| [129](#ib2c5152239ae413b9d3b5fe7e8934113_5790) [Remuneration at a glance](#ib2c5152239ae413b9d3b5fe7e8934113_5790) |
| [138](#ib2c5152239ae413b9d3b5fe7e8934113_5797) [Annual Report on Remuneration](#ib2c5152239ae413b9d3b5fe7e8934113_5797) |
| [157](#ib2c5152239ae413b9d3b5fe7e8934113_5934) [Directors’ Report](#ib2c5152239ae413b9d3b5fe7e8934113_5934) |
| [160](#ib2c5152239ae413b9d3b5fe7e8934113_5942) [Statement of Directors’ responsibilities](#ib2c5152239ae413b9d3b5fe7e8934113_5942) |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Chair’s introduction to governance

## Governance that supports our business

#### The Board is responsible for our long-term sustainable success, generating

#### stakeholder value and achieving the Group’s objectives

As Chair of the Board I am pleased to present the key areas of

governance on which the Board has focused over 2024. We

have complied with the UK Corporate Governance Code

throughout the financial year. The table on the next page sets

out examples of how the Board has done this for each Principle

and signposts to where you can find more information.

#### Governance and strategy

The Board is responsible for M&G’s long-term sustainable

success, generating value for shareholders and contributing to

wider society.

During 2024 the Board oversaw a strategic review of the

Wealth segment and concluded that the competitive position in

the wealth market was not sufficiently strong enough to ensure

profitable growth without committing significant resources. As

a result, the Board resolved to refocus and rationalise our

Wealth strategy, combining the Life and Wealth operations to

continue to build on our financial strength while driving

simplification and efficiencies that benefit our clients, and

deliver growth. I believe that our revised approach will set M&G

up to achieve our strategic goals and deliver for our customers.

#### Culture

Having the right culture at M&G is fundamental to our strategy

and the Board is committed to ensuring that our colleagues are

engaged in creating the right work environment and a positive

culture. The Board continued to monitor and review the actions

taken to embed the new purpose approved in 2023, together

with the values and behaviours aligned to our strategy and

business plan.

The Board monitors culture in a number of ways and receives

regular updates on people and culture, as well as insights from

regular colleague surveys. We also draw on regular formal and

informal sessions with colleagues to gain deeper insights into

our culture. The purpose of the sessions is for Board members

to have the opportunity to directly engage with, and listen to,

colleagues from different cross sections of the business and to

ensure we are reflecting feedback into planning and decision-

making.

The Board and I strongly believe in the value of culture and

demonstrating the right tone from the top, and key to our

success is maintaining our positive culture.

#### Stakeholders

The Board takes active steps to understand the interests,

needs and concerns of other key stakeholders. Ongoing

engagement and active listening are vital to ensuring that

stakeholder views are properly understood and appropriately

represented. In particular, the Board regularly discusses and

advocates for a client-focused mindset and delivery of good

customer outcomes.

#### Board evaluation review

The Board reflects on its performance and effectiveness

annually. This year, our evaluation was internally facilitated by

the Senior Independent Director and the General Counsel and

Company Secretary. The review included a detailed

questionnaire and sought the views of Directors on a number of

topics including Board composition and dynamics,

stakeholders and culture, strategic and operational oversight,

Board support, management and focus of meetings, risk

management and internal controls, and the performance of the

Board and individual directors.

Key themes were used to develop an action plan, which was

reviewed and endorsed by the Board. The Board will continue

to track the actions through 2025 and progress will be

reviewed at Board meetings through the year.

More information about the Board evaluation and action plan is

on pages 99 and 100.

#### Board composition and succession planning

Board composition and succession planning was a key area of

focus for the Nomination and Governance Committee during

2024, helping us ensure we have the appropriate balance of the

desired skills, experience, independence and knowledge.

As Chair, I consider each Director’s individual contribution to

the Board, together with feedback and insights from the 2024

Board effectiveness review, to confirm that all Directors are

discharging their roles effectively. The Nomination and

Governance Committee keeps the skills required by the Board

under review as part of succession planning.

Appointments to the Board during the year included Elisabeth

Stheeman and Paul Evans as Non-Executive Directors. Clare

Thompson was formally appointed to the Senior Independent

Director (‘SID’) position having been acting SID since May 2023.

#### Sustainability

During the year the Board approved our refreshed Group

sustainability strategy, which seeks to support two themes -

Resilient planet and Resilient societies – as part of a new

sustainability framework. The refreshed strategy builds on our

current capabilities and progress made through existing

targets, business activities and partnerships. We believe that

the new framework is aligned to our purpose and will support

the businesses’ plans to drive growth while meeting evolving

sustainability regulations and client expectations.

Our climate targets have been described interchangeably as

‘commitments’, ‘targets’ and ‘aims’ in past reporting. To avoid

ambiguity in climate reporting from this year, we have adopted

a more consistent approach, labelling all targets in our climate

strategy as ‘targets’. This change in terminology does not

necessarily reflect a change in the underlying nature of the

target.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Chair's introduction to governance continued

#### Diversity

The Board is fully committed to

leveraging the benefits of diversity of

thought and life experience in our

discussions. We have committed to and

are currently achieving the gender and

ethnic diversity targets contained in FCA

Listing Rule 6.6.6 (9). I am pleased that

50% of the senior Board positions

(Chair, Group CEO, SID and CFO) are

held by a woman, the gender diversity on

the Board is 40%, an increase from the

prior year figure of 37.5% and, the Board

continues to meet the requirement of at

least one of its members to be from an

ethnic minority.

#### AGM

The Board would like to thank our

shareholders who participated in our

AGM in 2024. The Board continues to

view the AGM as a key point in our

governance calendar. It is an opportunity

to listen to views from our shareholders

and for shareholders to meet and ask

questions of our Board members,

including Committee Chairs. We look

forward to welcoming you again in 2025.

Finally, I would like to thank our

colleagues for all of their hard work

during 2024 and the commitment they

have shown to deliver for our

stakeholders.

Sir Edward Braham

Chair

![]()

#### UK Corporate Governance Code

The Company has complied with the principles of the UK Corporate Governance Code

(the Code) throughout the financial year ended 31 December 2024 and to the date of

this report, and complied with all provisions of the Code.

The table below sets out examples of how the Board has done this for each principle,

enabling our shareholders to evaluate our Code compliance. We have also signposted

to different parts of the Annual Report where you can find more information.

![]()

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| --- | --- |
|  |  |
| Code Principle | Read More |
| Board leadership and company purpose |  |
| Long-term value and sustainability | Page 92 |
| Culture | Page 92 |
| Shareholder engagement | Page 92 |
| Other stakeholder engagement | Pages 92-93 |
| Conflicts of interest | Page 103 |
| Role of the Chair | Page 94 |
| Division of responsibilities |  |
| Non-Executive Directors | Page 94 |
| Independence | Page 96 |
| Composition, succession and evaluation |  |
| Appointments and succession planning | Page 96 |
| Skills, experience and knowledge | Pages 89-91 |
| Length of service | Pages 89-91 |
| Evaluation | Pages 99-100 |
| Diversity | Page 96 |
| Audit, risk and internal control |  |
| Audit Committee | Pages 104-109 |
| Integrity of Financial Statements | Pages 104-109 |
| Fair, balanced and understandable | Page 105 |
| Internal controls and risk management | Page 106 |
| External auditor | Page 107 |
| Principal and emerging risks | Pages 46-53 |
| Remuneration |  |
| Policies and processes | Pages 120-128 |
| Alignment with purpose, values and long-term strategy | Pages 112-119 |
| Independent judgement and discretion | Pages 120-128 |

![]()

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|  | The UK Corporate Governance Code can be found on the [FRC website](https://www.frc.org.uk/library/standards-codes-policy/corporate-governance/uk-corporate-governance-code/) |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Board of Directors

## Experienced leadership

#### We have a diverse Board, with a balance of skills, experience and specific

#### strengths, providing different perspectives in Board decision making

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|  | Sir Edward Braham  Chair |  | Relevant skills and experience  Sir Edward Braham joined as Chair in March  2022. Edward was previously the Senior Partner  of Freshfields, the global law firm, and before  that, Global Head of its Corporate practice. While  the Senior Partner, he headed the firm’s  strategic growth in the US, including establishing  a new office in Silicon Valley. Edward also led on  culture, diversity and ESG. Edward was a leading  international lawyer in mergers and acquisitions,  with experience in many industries, including  financial services. |  | Other appointments  – TheCityUK (Chair of International Trade and  Investment Group)  – HM Treasury (Non-Executive member of  the Board)  – Lord Mayor’s Appeal Advisory Board (Chair)  – Modern Slavery and Human Trafficking  Commission (Commissioner)  – Charities Aid Foundation (Trustee and  Chair-elect) |  |
|  | N_chair.svg |  |  |  |
|  | Appointment: 14 March 2022 |  |  |  |
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|  | Clare Thompson  Senior Independent Director |  | Relevant skills and experience  Clare Thompson is an experienced Non-  Executive Director with a deep understanding of  the insurance sector and extensive financial  services and audit experience.  Clare spent 23 years as lead audit partner in  major financial services groups at PwC,  predominantly in the insurance and investment  sectors. Since stepping down from her executive  career, Clare has held several non-executive  directorships. Her previous non-executive  director roles include Direct Line Group and The  British United Provident Association Limited  (Bupa). |  | Clare is Chair of Investment Funds Direct  Limited. Also Clare is a Fellow of the Institute of  Chartered Accountants in England and Wales.  Other appointments  – Financial Reporting Council (Non-Executive  Director/Senior Independent Director) |  |
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|  | Appointment: 7 May 2019 |  |  |  |
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|  | Andrea Rossi  Group Chief Executive Officer |  | Relevant skills and experience  Andrea Rossi was appointed Group Chief  Executive Officer in October 2022. He has more  than 25 years of experience in financial services,  in particular in the global asset management and  insurance sectors. He was CEO of AXA  Investment Managers and a member of the AXA  Group Executive Committee for six years. Before  that Andrea spent five years as CEO of AXA's  Italian Insurance business. He also held a  number of senior roles across AXA’s insurance  businesses in France, the Mediterranean and  Middle East regions. |  | Before joining M&G, Andrea was a Senior  Adviser to the Boston Consulting Group on  Insurance and Asset Management within the  firm’s Financial Institutions practice.  Andrea graduated from INSEAD with an MBA in  1994, and holds an MsC in Economics and  Commerce from the University of Rome, 'La  Sapienza'.  Other appointments  – REsustain (Non-Executive Director)  – ARRM Capital Limited (Director) |  |
|  | Appointment: 10 October 2022 |  |  |  |
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|  | Kathryn McLeland  Chief Financial Officer |  | Relevant skills and experience  Kathryn McLeland was appointed as Chief  Financial Officer in May 2022. She is responsible  for managing the financial resources of the  Group, aligning Group-wide business and  transformation priorities, and ensuring robust  governance and compliance with regulatory  requirements. Kathryn joined M&G from Barclays  PLC, where she was Group Treasurer from 2018.  She held several senior roles at Barclays since  joining there in 2001, including Head of Equity  Investor Relations and Head of Investor  Relations. Previously, Kathryn held investment  banking roles at Merrill Lynch and Salomon  Brothers International. Kathryn served as a  member on the FCA Listing Authority  Advisory Panel. |  | Other appointments  – None |  |
|  | Appointment: 3 May 2022 |  |  |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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|  | Clive Adamson  Independent Non-Executive Director |  | Relevant skills and experience  Clive Adamson has considerable experience of  UK and global economic, banking and regulatory  matters gained from an extensive career in  banking and financial services regulation,  including senior executive and advisory positions  with the FCA and its predecessor, the Financial  Services Authority. As well as his Board role, he is  Chair at Ashmore Group PLC and holds a number  of Board positions within the J.P. Morgan Chase  Group. Until January 2025, Clive was a Non-  Executive Director and Chair of the PAC Risk  Committee. He was previously a Non-Executive  Director and Chair of the Risk Committee at Virgin  Money and a Senior Adviser at McKinsey & Co. |  | Other appointments  – Ashmore Group plc (Chair)  – J.P. Morgan Europe Limited (Chair & Audit  Chair)  – J.P. Morgan Securities Plc (Non- Executive  Director & Audit Chair)  – Nutmeg Savings and Investment Limited  (Chair) |  |
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|  | Appointment: 22 March 2019 |  |  |  |
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|  | Clare Chapman  Independent Non-Executive Director |  | Relevant skills and experience  Clare Chapman is Chair of ACAS, the Advisory,  Conciliation and Arbitration Service for Great  Britain, and co-Chair of The Purposeful  Company, which focuses on transforming UK  business with purposeful companies that create  long-term value by serving the needs of society.  Her executive career includes HR leadership  roles at BT Group, the UK Department of Health  and Social Care and Tesco, as well as  international roles at Pepsi-Cola International,  covering West and Central Europe, and Quaker  Oats in Chicago and London. She also has  experience in the Asian market. |  | Clare’s previous non-executive experience  includes chairing the remuneration committees  at Kingfisher, G4S and Heidrick & Struggles  International. She was also a Trustee at  Reconciliation Leaders Network.  Other appointments  – ACAS (Chair)  – The Purposeful Company (Co-Chair  and Steering Group Member) |  |
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|  | Appointment: 15 March 2021 |  |  |  |
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|  | Paul Evans  Independent Non-Executive Director |  | Relevant skills and experience  Paul is an experienced senior business leader in  financial services, with deep experience in life  insurance. He brings international experience of  regulated risk management and governance  frameworks. He is currently Chair of Allianz  Holdings plc and Non-Executive Director and  Chair of the Audit Committee of Bupa. He spent  17 years at AXA in a variety of senior roles in life  insurance, wealth management and asset  management, including as Group CEO of AXA's  Global Life, Savings and Health businesses with  responsibility for global asset management. Prior  to joining AXA, Paul spent 13 years with PwC as  a Chartered Accountant. |  | Other appointments  – Allianz Holdings plc (Chair)  – Bupa (Non-Executive Director and Chair of  Audit) |  |
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|  | Appointment: 1 October 2024 |  |  |  |
|  | 94-3.png |  |  |  |
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|  | Dev Sanyal  Independent Non-Executive Director |  | Relevant skills and experience  Dev Sanyal is the CEO of VARO Energy Group, a  Swiss-based diversified energy company. He  has been in this position since 1 January 2022.  Until 2021, Dev was a member of bp’s Group  Executive committee for over a decade. His 32-  year career at bp included heading the Gas and  Low Carbon Energy business globally; Chief  Executive, Alternative Energy; as well as being  responsible for bp’s Europe and Asia regions.  Prior to that, he was Group Treasurer and  Chairman, bp Investment Management; Chief  Executive Air bp International and Chief  Executive, bp Eastern Mediterranean. Dev was  also an independent Non-Executive Director of  Man Group between 2013 and 2022. |  | Other appointments  – VARO Energy Group (Chief Executive Officer)  – Centre for European Reform (Member of  Advisory Board)  – Tufts University, The Fletcher School of Law  and Diplomacy (Member of Advisory Board) |  |
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|  | Appointment: 16 May 2022 |  |  |  |
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|  | Elisabeth Stheeman  Independent Non-Executive Director |  | Relevant skills and experience  Elisabeth has over 30 years’ executive  experience in global blue chip organisations  across a range of different sectors, including  banking, real estate, private equity and  investment management. She served on the  Bank of England's Financial Policy Committee  until February 2024 and the Bank of England's  Financial Market Infrastructure Board until  December 2023. Prior to this, Elisabeth was the  Global Chief Operating Officer for LaSalle  Investment Management and prior to that  worked at Morgan Stanley for almost 25 years  across a variety of sectors including Real Estate  and the Financial Institutions Group. |  | Other appointments  – The Edinburgh Investment Trust plc (Chair)  – W. P. Carey Inc, (Non-Executive Director)  – Deloitte’s North & South Europe Board  (Member)  – Deloitte UK Oversight Board (Member)  – Deloitte’s Audit Governance Board  (Member)  – Asian Infrastructure Investment Bank  (External Member of the Audit and Risk  Committee) |  |
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|  | Appointment: 1 August 2024 |  |  |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Board of Directors continued

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|  | Massimo Tosato  Independent Non-Executive Director |  | Relevant skills and experience  Massimo Tosato has 40 years’ experience as an  investment banking and international asset  management entrepreneur and senior manager.  Massimo’s career has included 21 years at  Schroders, where he was Chief Executive of  Schroder Investment Management Limited and  Executive Vice Chairman of Schroders plc. He  has also held non-executive Board positions at  Pictet Asset Management Holding (Geneva) until  March 2020, Nutmeg, Banca Nazionale del  Lavoro, and served as Vice President of the  European Fund and Asset Management  Association. He was on the Board of Overseers  of Columbia Business School in New York until  June 2022. Massimo served as an Advisory  Board member of Trilantic Europe Capital  Partners LLP until January 2022. |  | Other appointments  – Banca Investis SpA (Non-Executive Chair)  – Axyon AI (Member of Advisory Committee)  – TheCityUK (Co-Chair of the Anglo Italian  Financial Services Dialogue)  – Trinity investments (Advisor)  – Delbycrest Limited (Non-Executive  Director)  – Montpelier Investimenti srl (Sole Director)  – Tenuta Villa Pinciana società agricola  simplice (Co-Managing Partner) |  |
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|  | Appointment: 1 April 2020 |  |  |  |
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|  | Charlotte Heiss  General Counsel and Company  Secretary |  | Relevant skills and experience  Charlotte Heiss has over 20 years' experience  advising a number of blue-chip companies  across a range of sectors on legal and  governance matters. She joined from The Very  Group, where she was Group General Counsel  and Company Secretary, responsible for the  oversight of corporate governance and ESG, as  well as legal, risk and compliance. Prior to that,  she spent 11 years at RSA Insurance Group,  including five years as Group General Counsel  and Company Secretary leading a global legal  and company secretarial team. She started her  career at Linklaters. |  | Other appointments  – Trustee, Family Action |  |
|  | Appointment: 5 June 2023 |  |  |  |
|  | 95-2.png |  |  |  |

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| Key | |  |  |  |  |  |  |
|  | Risk Committee |  | Audit Committee |  | Remuneration Committee |  | Nomination Committee |

#### Board diversity

The FCA Listing Rule 6.6.6 (9) sets out a number of requirements for Board diversity based on the following targets:

– At least 40% of M&G’s Board are women (including those self-identifying as a woman).

– At least one of the senior board positions (Chair, Chief Executive Officer (CEO), Senior Independent Director (SID) or Chief

Financial Officer (CFO)) is a woman (including those self-identifying as a woman).

– At least one member of the Board is from a non-white ethnic minority background (as referenced in categories recommended

by the Office for National Statistics (ONS)).

The Board continues to meet the requirement for at least one of its members to be from an ethnic minority. Currently, 50% of the

senior Board positions (Chair, CEO, SID and CFO) are held by a woman and gender diversity on the Board is 40%. M&G therefore

met the 40% target as at 31 December 2024. See page 103 for further details.

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| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
| Gender | Number of our  Board members | Percentage  of our Board | Number of senior  positions on  our Board i | Number in  executive  management | Percentage of  executive  management |
| Men | 6 | 60 | 2 | 6 | 60 |
| Women | 4 | 40 | 2 | 4 | 40 |
| Ethnic Group |  |  |  |  |  |
| White British | 6 | 60 | 2 | 6 | 60 |
| Other white (including minority-white groups) | 3 | 30 | 2 | 3 | 30 |
| Mixed/multiple ethnic groups | — | — | — | — | — |
| Asian - Asian British | 1 | 10 | — | — | — |
| Not specified/prefer not to say | — | — | — | 1 | 10 |

All data in graphs and tables are as at 31 December 2024. Data relating to the gender and ethnic diversity of the Board was collected by way of a

questionnaire. This questionnaire asked Board members individually to disclose their gender identity and ethnic background, on a voluntary self-

reporting basis, by selecting options aligned with those in the left-hand columns of the table above (and therefore included the option not to specify an

answer). M&G employees (including executive management) are encouraged to confirm their gender and ethnicity at the onboarding stage, on a

voluntary self-reporting basis, by selecting options (which include the option not to specify an answer). Data relating to the gender and ethnic diversity

of executive management was sourced from this existing data, which is held within M&G’s secure HR system.

i Chair, CEO, SID and CFO.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Corporate Governance Report

## Board leadership and company purpose

#### Board responsibilities

The M&G Board is collectively responsible for our long-term,

sustainable success, the delivery of sustainable value to our

stakeholders, and contributing to wider society.

The responsibilities of the Board include:

– providing leadership, setting the strategy and maintaining

high standards of governance

– leading the development of our culture, values and

behaviours

– providing oversight of the execution of our strategy and

holding management to account for financial and business

performance

– ensuring the necessary resources are in place for the Group

to be able to meet its objectives and measure performance

against these

– being responsible for ensuring there is a framework of

prudent and effective controls, which enable risk to be

assessed and managed

– ensuring that its responsibilities to shareholders and

stakeholders are met, including through effective

engagement and dialogue with key stakeholders, particularly

shareholders, customers, colleagues and the regulators.

#### Culture, values and behaviours

The Board understands the importance of culture and setting

the tone of the organisation from the top and embedding it

throughout M&G. During the year, the Board received updates

from management on the progress being made to embed the

new purpose statement and behaviours. Our purpose is aligned

with our culture and strategy, and positions us to achieve

against our strategic pillars: profitable growth, simplification,

and financial strength targets.

The Board has approved the approach to culture

measurement, which includes consideration of a culture

insights report at least twice a year, and a culture dashboard as

a primary method for monitoring culture.

Additionally, the Board assesses culture when reviewing and

discussing the outputs and themes from regular colleague

surveys. The culture dashboard includes colleague and culture

insights on a range of matters including: safe; respectful;

inclusive; client-centric, accountable; and one team.

In 2024, the Board considered and endorsed the actions

proposed by management to further improve culture, which

included:

– additional actions to embed the strategic drivers and

priorities across M&G

– continued work to address barriers to execution to ensure

the delivery of good customer outcomes

– ensuring that support and clear communication are provided

during any transformation projects.

#### Stakeholder engagement

The Board seeks to understand the interests, needs and

concerns of shareholders and other key stakeholders

(including customers, colleagues, and regulators) to enable

M&G to pursue long-term sustainable success.

For more information on how we engage with our stakeholders

as well as how the Board has discharged its duties under

Section 172 of the Companies Act, see pages 34-39 of the

Strategic Report.

Shareholder engagement

We believe that regular, ongoing engagement with key

stakeholders and, in particular, our shareholders is central to

good corporate governance. Our Investor Relations (IR) team,

reporting to our Chief Financial Officer, is responsible for

managing institutional shareholder engagement and ensuring it

is effective and comprehensive.

Throughout 2024, management regularly met and engaged

with shareholders as part of results roadshows, at investor

conferences and at sell-side analyst events.

We held a mix of in-person and virtual meetings to maximise

investor engagement, encourage the participation of overseas

investors and manage time efficiently. Across 2024, we held

over 164 engagements with institutional equity and debt

investors, primarily from the UK. We achieved broad coverage

of our existing register, meeting with over 43% of our active

shareholder base.

The Chair, Senior Independent Director and Chairs of each

Board Committee are always available to engage with major

investors, typically to discuss corporate governance matters.

In 2024, the Chair engaged with shareholders on matters

including sustainability, remuneration and Board composition,

as well as performance against the Group’s strategy. The Chair

of the Remuneration Committee consulted with major

shareholders and proxy voting agencies to understand their

views on the proposed approach for our Remuneration Policy

and key executive remuneration decisions.

Further details and the outcome of this engagement are

included within the Directors’ Remuneration Report from page

112.

The Board receives a report on investor relations matters at

least quarterly, including feedback from investors, market

expectations of financial performance and updates on share

register composition. Our Corporate Brokers also provide the

Board with advice on market sentiment, input on market

communications and share register analysis.

In addition to information on strategic, financial, and

operational performance, the Group engages with

shareholders and relevant shareholder advisory agencies on

sustainability matters. The Group produces regular

sustainability reporting detailing our approach. This can be

found on our website.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Board leadership and company purpose continued

Our AGM provides the opportunity for all shareholders to meet

and to put questions to the Board. We were delighted to host a

hybrid AGM in 2024. We encourage shareholders to use virtual

meeting technology to ask questions ‘live’ and to pre-register

questions in advance. The virtual meeting technology enables

shareholders to vote on AGM resolutions ‘live’ in the meeting.

Recognising that joining our full year and half year results

conference calls is not always possible, we ensure that

recordings of these presentations are accessible to all

shareholders via our website. We provide additional dedicated

services to our retail shareholders via the Group Secretariat

team and our registrar, Equiniti.

Workforce engagement

The Board believes that having a diverse team of colleagues

makes us more dynamic, fosters innovation and boosts

performance. The Board continues to support senior

leadership goals for ethnic and gender diversity. The Board

regularly tracks progress against these through diversity and

inclusion (D&I) reporting.

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| --- | --- | --- | --- |
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|  |  | Information on D&I can be found in Our Colleagues section  on pages 40-43 |  |

To comply with the provision of the Code relating to workforce

engagement, the Board has determined it would have

collective responsibility for employee engagement. The Board

believes that Non-Executive Directors’ regular meetings with

colleagues across different geographies and seniority,

supplemented by colleague surveys and culture insight

reporting, are effective.

These methods facilitate meaningful, two-way dialogue

between the Board and colleagues to gain insights into culture,

and to understand colleague views and interests. It also inputs

into the Board’s decision-making process by ensuring

meaningful engagement on how feedback is considered and

acted upon.

Engagement during 2024 included seven sessions between

Non-Executive Directors and colleagues, together with various

sessions with colleagues as part of the Board’s site visit to

Kildean, Stirling in September 2024 and a Town Hall in London

in June 2024. The engagement sessions in Kildean between

the Board and colleagues included: a community roadshow; a

people manager session; a talent session; and a customer call

centre session where the Non-Executive Directors were able to

listen in to live customer calls. The Board also held a Townhall

with colleagues hosted by the Group CEO and General Counsel

and Company Secretary.

Feedback on themes from direct engagement sessions

between the Board and colleagues are documented and

shared with the Non-Executive Directors and the Chief People

Officer, to ensure appropriate follow-up and action as

applicable. Management regularly reports to the Board on a

range of people matters, topics and themes, which the Board

takes into account when making decisions.

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|  |  | Further information on colleague engagement  is in the stakeholder engagement section on page 37. |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Corporate Governance Report

## Division of responsibilities

Our governance structure is designed to support delivery of

our strategy. The Board has responsibility for the oversight,

governance, direction, long-term sustainability and success of

the business and affairs of M&G, and is responsible to

shareholders for creating and delivering sustainable

shareholder value.

#### Board

The Board is specifically responsible for a range of matters,

which include:

– approving M&G’s strategic aims and objectives

– setting our purpose, standards, and culture

– approving the annual Group’s financial budgets and business

plan

– approval of effective risk management and internal control

processes

– taking strategic decisions

– the approval of specific matters.

The matters that require Board approval are contained in a

Schedule of Matters Reserved for the Board.

Chair, Group CEO and

#### Non-Executive Directors

In discharging its responsibilities, the Board is supported by

management and ensures a clear division of responsibilities

between the Chair, the Group Chief Executive Officer, the

Senior Independent Director and the Non-Executive Directors.

Day-to-day management of M&G is delegated to the Group

Chief Executive Officer. The division of responsibilities between

the roles of the Chair, Chief Executive Officer and Senior

Independent Director are documented in accordance with the

principles and provisions of the Code.

The role of the Non-Executive Directors includes providing

constructive challenge, strategic guidance, offering specialist

advice, and holding management to account.

During the year, the Chair of the Board engaged with Directors

between Board meetings to discuss business and strategic

issues. The Chair and the Non-Executive Directors met

regularly during the year without the Executive Directors being

present.

The Board spent significant time getting to know the new

members of the Board and executive management team.

Comprehensive papers, comprising an agenda and formal

reports and briefing papers are sent to Directors in advance of

each Board and Committee meeting.

#### Board Committees

The Board delegates specific responsibilities to Board

Committees, which operate within clearly defined terms of

reference approved by the Board. In compliance with the Code,

the Board has established an Audit Committee, a Nomination

and Governance Committee and a Remuneration Committee.

We have also established a separate Risk Committee.

The Terms of Reference for each Board Committee are

reviewed and approved annually by the Board and are available

to view on our website.

The Committee Chairs are responsible for reporting to the

Board on the Committees’ activities and do so following each

Committee meeting.

#### Chairs’ Forum

The Chairs’ Forum is composed of the Chairs of M&G Group

Limited (MGG), The Prudential Assurance Company Limited

(PAC) and the Group Chair, with the Group CEO being invited

to meetings as needed. This provides an opportunity to engage

on common themes, matters of escalation, and other topics of

interest. During the year, this included: strategic matters; Board

effectiveness and succession planning; customer outcomes;

people and culture; regulatory matters; sustainability; and

financial performance and business plan.

#### Subsidiaries

Independent Non-Executive Directors are appointed to the

Boards of MGG and PAC relating to the Asset Management

and Life businesses respectively.

MGG and PAC both have a Board of Directors led by an

independent Chair, and Audit and Risk Committees, composed

entirely of independent Non-Executive Directors. During the

year, the Board of the Company and the Boards of these

material subsidiaries had a full day meeting discussing

strategic topics and priorities.

The Life business also has a With-Profits Committee, which is

composed of independent non-executives, and an Independent

Governance Committee, which is composed of a majority of

independent non-executives.

The Nomination and Governance Committee provides

oversight of the governance arrangements for the material

subsidiaries.

#### Executive governance

There is an executive governance framework, which includes

details of how the members of the Group Executive Committee

discharge their duties and regulatory responsibilities, make

decisions in adherence with the Delegated Authority

framework, and how the management committees, in their

business or function, support their decision-making and

governance processes.

The members of the Group Executive Committee are:

– Group Chief Executive Officer

– Chief Financial Officer

– M&G Asset Management Chief Executive Officer

– M&G Life Chief Executive Officer

– Corporate Affairs Director

– Chief Risk and Compliance Officer

– Chief Strategy and Transformation Officer

– General Counsel and Company Secretary

– Chief People Officer

– Chief Information Technology Officer

The Chief Auditor is an invitee to all Group Executive

Committee meetings.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Division of responsibilities continued

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|  | M&G plc Board |  |
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|  | The Board sets the purpose, strategic direction, and risk appetite for the Group and is the ultimate decision-making body for  matters of Group-wide strategic, financial, regulatory or reputational significance. The matters that are reserved for the Board’s  decision include business strategy and culture, financial reporting and controls, Board and Committee appointments, capital  expenditure and any major acquisitions, mergers or disposals, communications with shareholders and other stakeholders, risk  management and internal control matters, and the appointment and removal of the Company Secretary. The Matters Reserved  for the Board can be found on our website.  The Board has established the following committees to assist in fulfilling its oversight responsibilities: |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | Audit  Committee |  |  |  | Risk  Committee |  |  |  | Remuneration  Committee |  |  |  | Nomination and  Governance Committee |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | – |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | – Financial reporting:  monitoring the integrity  of the consolidated  financial statements,  related announcements  and other financial  information provided to  shareholders and other  stakeholders.  – Reviewing the  framework of internal  control and risk  management systems.  – Reviewing and  approving the internal  and external audit  plans.  – Approving the  whistleblowing  procedures and policy.  – Sustainability reporting  oversight and the  development of  assurance approach in  relation to this  reporting. |  |  |  | – Advising the Board on  M&G’s overall risk  appetite, risk  tolerances and risk  strategy.  – Reviewing the Risk  Management  framework and  advising the Board on  its overall effectiveness.  – Providing input to the  Audit Committee’s  review of effectiveness  of the internal control  framework.  – Reviewing the Group  Own Risk and Solvency  Assessment (ORSA)  and overseeing the  Internal Capital  Adequacy and Risk  Assessment (ICARA)  and ORSA processes in  our subsidiaries.  – In conjunction with the  Audit Committee,  ensuring compliance  with regulatory  requirements and  advising the  Remuneration  Committee on risk and  control issues that may  impact remuneration. |  |  |  | – Deciding the  framework of the  remuneration policies:  establishing, approving,  and maintaining the  principles and  framework of the  remuneration policies  and arrangements for  the Group.  – Determining the  design,  implementation, and  operation of  remuneration  arrangements for the  Chair of the Board, the  Executive Directors,  Group Executive  Committee and  identified staff for all  remuneration  regulations that apply  to the Group and  overseeing  remuneration for  individuals whose total  remuneration exceeds  an amount determined  by the Committee from  time to time. |  |  |  | – Monitoring the balance  of skills, knowledge,  experience, and  diversity of the Board.  – Making  recommendations of  new appointments to  the Board.  – Overseeing Board and  Executive succession  planning.  – When considering  Board composition and  succession planning,  reviewing the gender  and ethnic diversity on  the Board.  – Reviewing the  governance framework  for the Group including  approving any policies  on internal governance. |  |
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|  | Delegated authorities |  |
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|  | The Board has delegated the day-to-day running of the Group to the Group Chief Executive Officer. The Executive Directors  make and implement operational decisions to run the business on a day-to-day basis. To support the Group Chief Executive  Officer in discharging his responsibilities, he is supported by the Group Executive Committee. |  |
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|  | Group Executive Committee | |  |
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|  | The Group Executive Committee leads on: the development and implementation of strategy; operational plans, policies,  procedures and budgets; prioritisation and allocation of resources; and promotion of our culture and values. | |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Corporate Governance Report

## Composition, succession and evaluation

#### We have a well-established corporate governance structure

#### to oversee how we run our business

#### Board composition and diversity

The Board has 10 Directors: a Non-Executive Chair, a Senior

Independent Non-Executive Director, six Non-Executive

Directors, and two Executive Directors (Group Chief Executive

Officer and Chief Financial Officer).

The Board considers all its Non-Executive Directors to be

independent and that it has complied with the requirements of

the Code in relation to the balance of Executive and

independent Non-Executive Directors on the Board, and the

composition of the Company’s Board Committees.

Four of the Directors are women, one of the Directors is from a

minority ethnic background; and two senior positions are held

by women (Senior Independent Director and Group Chief

Financial Officer).

The Nomination and Governance Committee regularly reviews

the Board’s composition to ensure there is a diverse mix of

skills, knowledge and experience. During the year, this

Committee also reviewed the Board composition, tenure, mix

of skills and diversity on a number of principal subsidiary

boards.

You can find further details on diversity and inclusion, including

statistical data on gender and ethnic diversity, in our

Colleagues section on pages 40-43.

#### Time commitment

The Nomination and Governance Committee at least annually

considers the time commitment required of the Non-Executive

Directors to ensure that they have sufficient time to meet their

board responsibilities, together with reviewing their external

appointments, potential or actual conflicts of interest, and

assessing their independence.

#### Board independence

The Board has evaluated the independence of all the Non-

Executive Directors.

In assessing each Director, the Board considers whether there

are relationships or circumstances which are likely to affect or

could appear to affect a Director’s judgement.

The Board has concluded that each of the Non-Executive

Directors are independent in character and judgement. The

Chair was independent on appointment. In line with the Code,

at least half the Board, excluding the Chair, are independent

Non-Executive Directors. All Directors are subject to annual re-

election at the Company’s AGM.

#### Succession planning

The Nomination and Governance Committee is responsible for

succession planning and for making recommendations to the

Board regarding Board composition. During the year, this

Committee reviewed and discussed Board composition and

succession planning, and executive succession planning. You

can find further details on succession planning in the

Nomination and Governance Committee report, which starts on

page 102.

Directors are appointed by the Board and then put forward for

election or re-election by shareholders at the AGM.

All Non-Executive Directors are appointed for initial terms of

three years and the appointment may be terminated by either

party upon six months’ written notice or by shareholder vote at

the AGM.

The Non-Executive Directors do not have any entitlement to

compensation if their office is terminated. Find out more about

the remuneration of the Non-Executive Directors on page 128.

Directors’ inductions, training,

#### and development

All new Board members have a structured induction

programme on appointment, which includes an overview of our

business areas and functions.

At each Board meeting, the Directors receive regular updates

on market and industry activities, and legal and regulatory

changes relevant to M&G. The Board holds an annual strategy

offsite.

During 2024, the Board received training and/or undertook

deep dives on the following areas: sustainability within asset

management; artificial intelligence; brand; crisis management;

talent and succession; and the client and adviser experience.

The Audit Committee undertook a deep dive on Solvency II, as

well as a joint deep-dive with the Risk Committee on

information technology risk and controls.

All Board members are invited to participate in all sessions,

regardless of Committee membership. Where appropriate, we

extend invitations to relevant training sessions to Non-

Executive Directors on our subsidiary boards.

#### Information to the Board

Board members receive formal papers in advance of each

Board or Committee meeting, which provides them with the

opportunity to review and challenge, and facilitates more

informed decisions on the issues under consideration. The

Chair and Company Secretary oversee an ongoing programme

to ensure Board and Committee papers are of high quality and

meet internal standards and requirements. In addition to formal

Board meetings, the Chair maintains regular contact

throughout the year with the Group Chief Executive Officer,

Chief Financial Officer, and members of the Group Executive

Committee to discuss specific issues. The Company Secretary

acts as an adviser to the Board on matters concerning

governance and ensures compliance with Board procedures.

All Directors had access to the Company Secretary’s advice

during the year. Directors may also take independent

professional advice at M&G’s expense, if required.

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  |  | Committee terms of reference www.mandgplc.com/  investors/shareholder-information/corporate-governance |  |

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| --- | --- | --- |
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|  | 97 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Composition, succession and evaluation continued

#### Board and Committee attendance

The table below shows the number of scheduled Board and Board Committee meetings attended by each individual Director

compared to the total number of meetings each Director was eligible to attend.

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
| Total scheduled meetings | Board  6 | Audit  Committee  7 | Risk  Committee  6 | Remuneration  Committee  6 | Nomination &  Governance  Committee  2 |
| Clive Adamson | 6/6 | 6/7 | 6/6 | — | 2/2 |
| Sir Edward Braham | 6/6 | — | — | — | 2/2 |
| Clare Chapman | 6/6 | — | — | 6/6 | 2/2 |
| Paul Evans | 2/2 | 1/2 | 2/2 | 1/1 | — |
| Kathryn McLeland | 6/6 | — | — | — | — |
| Andrea Rossi | 6/6 | — | — | — | — |
| Dev Sanyal | 6/6 | 7/7 | 6/6 | — | — |
| Elisabeth Stheeman | 3/3 | 2/2 | 2/2 | — | — |
| Clare Thompson | 6/6 | 7/7 | 6/6 | 6/6 | 2/2 |
| Massimo Tosato | 6/6 | — | — | 6/6 | — |

Board

There were six scheduled Board meetings held during the year, plus two joint meetings with the Audit Committee to consider our

full-year and half-year results, and four short ad hoc Board meetings.

Audit Committee

There were seven scheduled Audit Committee meetings held during the year. There were also two joint meetings with the Board,

and two joint meetings with the Risk Committee.

Risk Committee

There were six scheduled Risk Committee meetings held during the year. There were also two joint meetings held with the Audit

Committee.

Remuneration Committee

There were six scheduled Remuneration Committee meetings and three ad hoc meetings during the year.

Nomination and Governance Committee

There were two scheduled Nomination and Governance Committee meetings held during the year.

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|  | How the Board spends its time | | | | | | |  |
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|  | The Chair and Company Secretary ensure that the Board balances its agenda to cover all statutory and regulatory duties, as  well as dedicating sufficient time to consider matters relating to strategy, execution, financial performance and planning,  people and culture, key stakeholders, risk management and governance matters. In 2024, the agenda was weighted between  regular items and specific focus areas. Our typical Board agenda allows time for: | | | | | | |  |
|  |  |  |  |  |  |  |  |  |
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|  | Strategy and execution |  | Finance, investor  relations and capital |  | Business matters  and stakeholders |  | Risk, governance  and regulatory |  |
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|  | Approval of the strategy and  business plan, and oversight of  progress against targets,  strategic objectives,  investment projects and  transactions, as well as  approvals needed from the  Board under M&G’s delegated  authority framework. |  | Review and challenge of  financial performance and  forecasts, together with  capital and operational  expenditure, capital matters,  capital allocation and  investment, and investor  relations. |  | Discussion and debate on  reports from Group CEO and  business CEOs on strategy  and execution, and key  projects and programmes.  Oversight of matters relating  to people and culture,  customers, shareholders and  regulators. |  | Approval of Risk Appetite  Statements, consideration of  matters relating to risk  management and internal  and control. Approval of  Group Governance  Framework and Delegated  Authority and Approval  Limits. |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Composition, succession and evaluation continued

#### The Board's year

At each Board meeting, there is a wide-ranging report from the Group Chief Executive Officer and from the Chief Financial Officer

on the Group’s financial performance, together with reports and/or updates from the Chairs of the material subsidiary boards and

from the Committee Chairs.

During the year, the key matters considered by the Board included the following:

|  |  |
| --- | --- |
|  |  |
| Key Board activities and areas of focus throughout the year | |
| Area of focus | Key discussions, considerations and activities |
| Customers and  clients | – Customer matters, including deep dives on client and adviser experience and as part of the Board  strategy offsite in Kildean.  – Consideration of customer outcomes when discussing papers on strategy and business proposals.  – Regular updates on customer metrics, client servicing, and key customer initiatives.  – Approved the Consumer Duty Annual Report. |
| Strategy, execution  and sustainability | – Regular updates on progress against the strategic objectives, capital expenditure and investment  projects, and key projects and programmes.  – Reviewed progress against our purpose, together with the behaviours and strategic drivers aligned to  the Group strategy and Business Plan.  – Approved strategic direction for the Asset Management and Life businesses, including the  rationalisation of the Wealth business.  – Approved the Business Plan, and the half-year and full-year results.  – Regular updates in relation to achieving the stated targets, customer matters, people and culture, and  transformation.  – Annual Board strategy day at which the Group’s strategy was considered and debated.  – Approved the Group sustainability strategy.  – Reviewed and approved the Modern Slavery statement. |
| People and culture | – Received regular updates on employee culture and discussed culture dashboard and insights.  – Regular updates on diversity and inclusion and gender balance against targets.  – Discussed the direct engagement with colleagues across the Group including during the Board site visit  to Kildean, the conversations between Non-Executive Directors and colleagues as well as Town Hall  meetings.  – Received and discussed reports on executive talent and succession planning.  – Discussed the results of the employee opinion survey ‘OneVoice’. The Board endorsed the actions  proposed by management in response to the feedback from the workforce. |
| Finance, investor  relations and capital | – Reviewed and approved a detailed assessment of the Group’s financial performance for the year.  – Approved the annual budget and three-year strategic plan, with particular focus on capital allocation  and strategic priorities.  – Received updates from the Investor Relations team on views from shareholders on all aspects of the  business.  – Approved the Annual Report and Accounts. Approved the dividends paid to shareholders during the  year.  – Approved the deleveraging actions totalling £450m, including the redemption of £300m subordinated  notes. |
| Risk management  and internal controls | – Regular updates from the Chief Risk & Compliance Officer on key risk management and internal control  matters, and discussion of key risks and, where applicable, risk reduction activities.  – Reviewed and approved of the Group’s Risk Appetite Statements and the Policy Governance  Framework, which sets the requirements for all policies within the Group.  – Updates on technology and operational resilience.  – Updates at each Board meeting from the Chairs of the Risk and Audit Committees on matters  considered by these Committees. |
| Governance and  regulatory | – The Company Secretary and Chief Risk & Compliance Officer provide regular regulatory trends, policy  guidelines and governance updates.  – Undertook direct engagement with representatives from the FCA and PRA; both regulators attended a  Board meeting during the year to discuss regulatory priorities.  – Board changes during the year, including the appointments of Elisabeth Stheeman and Paul Evans to  the Board in August and October 2024, respectively. |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Composition, succession and evaluation continued

#### 2024 Board Performance

#### Review

Background

In line with the UK Corporate Governance Code, a Board Performance Review is undertaken annually. An externally facilitated

review is carried out at least every three years. The 2023 Performance Review was facilitated externally by Dr Tracy Long of

Boardroom Review, the resulting actions can be found on page 100.

In 2024, the Board carried out an internally facilitated Performance Review, facilitated by the Senior Independent Director and the

General Counsel and Company Secretary.

Process

The 2024 Performance Review was undertaken internally and included a review of the Board, its Committees, the Chair and

individual directors. The Review included a detailed questionnaire and sought the views of Directors on a number of topics,

including Board composition and dynamics, stakeholders and culture, strategic and operational oversight, Board support,

management and focus of meetings, risk management and internal controls, and the performance of the Board and individual

Directors. The Senior Independent Director also undertook a review of the performance of the Chair, meeting each Director to

obtain their feedback. Separately, the Chair met each Director individually to discuss their performance.

#### Summary of 2024 review findings

The key findings and proposed actions were presented to the Board in December 2024, which prompted an open and constructive

debate on the insights and findings, and actions were agreed.

The Board continued to make good progress since the previous performance review. Directors were positive about the

improvements made to the composition of the Board and improved meeting management and a stronger focus on the key issues

affecting the Company. There was better engagement observed between the Board and management on strategy and key

decisions.

Key themes emerging from the Board discussion were used to develop a number of agreed action points, which are summarised

below.

The review found that the Board and its Committees are performing effectively and that the Board has the appropriate skills,

experience and knowledge to ensure that the Board and its Committees are able to discharge their duties effectively.

|  |  |
| --- | --- |
|  |  |
| Themes | Overview of actions |
| 1. Board and Committee decisions  Ensure past decisions are reviewed. | – Continue to embed the process for reviewing the effectiveness of past decisions  and capturing the lessons learned within the Schedule of Business. |
| 2. Strategy and execution  Ensure that products and innovation are  being considered effectively and at the  appropriate organisational level. | – Continue to embed the division of responsibilities between key decision-making  boards and committees.  – Greater insights on competitors, products and innovation and improve the flow of  information from material subsidiaries. |
| 3. Board and Committee information  Further improve the metrics and information  relating to key topics. | – Continue to focus on improving management information relating to matters  including data and digital, sustainability and greater insight on customer, clients  and external perspectives. |

The Board is fully committed to making the improvements identified. The work will continue through 2025 and progress will be

updated in next year’s Annual Report.

|  |  |  |
| --- | --- | --- |
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|  | 100 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Composition, succession and evaluation continued

#### 2023 review progress

In our last Annual Report, we set out feedback from our 2023 Performance Review and the actions we planned to take over to 2024

to enhance performance. A summary of the 2023 action points and progress made in 2024 is set out in the table below.

|  |  |
| --- | --- |
|  |  |
| Themes and summary actions | Progress achieved in 2024 |
| 1. Board and Committee composition  and diversity  Ensure composition of the Boards and  Committees remain appropriate for the business. | – The Board has been strengthened in the year by the appointments of  Elisabeth Stheeman and Paul Evans. Key appointments have also been  made on subsidiary Boards. |
| 2. Board, Committee and Management  responsibilities  Validate division of responsibilities to ensure the  optimum fora for key topics and potential to  reduce unnecessary duplication.  Continue to focus on Board paper quality and  improved planning and phasing of meetings. | – A revised delegation of authority for the Group CEO, updated matters  reserved for the Board and division of responsibilities were approved by the  Board.  – During 2024, the Boards reviewed the division of responsibility between the  Company and the material subsidiary companies in the Group to ensure  that matters were being considered by the right Board or Committee.  – Implemented a consistent approach for categorising Board and Committee  papers. Progress has been made on further improving the timeliness,  quality and length of papers. |
| 3. People and culture  Further improve talent development and  performance management, which should  facilitate attracting a diverse range of people to  join M&G and improving internal succession. | – Winning Behaviours have been embedded throughout the year. Enhanced  Board reporting on people matters have been implemented, including deep  dives on talent and succession.  – People matters were considered as part of strategic topics, including the  rationalisation of our Wealth strategy, M&A activity, sustainability strategy,  and talent and succession planning held with business CEOs.  – Town Halls were held in London and Kildean during the year involving the  non-executive directors and colleagues.  – Chris Cochrane was appointed to the Group Executive Committee in  September 2024, having joined M&G in 2018. |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Corporate Governance Report

## Audit, risk and internal controls

The Board is responsible for ensuring the Group’s risk

management framework and internal control system is

maintained and remains effective.

Our internal control systems ensure the quality and integrity of

our internal and external financial and sustainability reporting,

as well as operational, legal and regulatory compliance. It

prescribes the extent of the principal risks we are willing to

take as part of our strategy.

The internal control systems are designed to facilitate

management of the Group and its businesses within the

Board’s risk appetite, rather than eliminate the risk of failure to

achieve our objectives, and can only provide reasonable, but

not absolute, assurance against material misstatements.

M&G currently operates the ‘three lines of defence’ model to

govern its approach to risk management. In the three lines of

defence model, the first line is responsible for the ownership

and day-to-day management of risks and is overseen by the

second line Risk and Compliance function. The second line is

independent of the first line, and provides oversight, advice and

challenge. The third line Internal Audit function is empowered

by the Audit Committee to audit the design and operating

effectiveness of our system of internal controls, including

governance, risk management and control processes.

The Board remains committed to instilling an appropriate risk

culture and operating within a strong internal control system,

with a view to continuously maturing, embedding, and

enhancing risk management throughout the Group. The Board

delegates some of its responsibilities to the Audit Committee

and Risk Committee. The Chairs of these committees each sit

on both committees to ensure that issues relevant to both

committees are appropriately managed.

The Board is responsible for setting the Group’s risk appetite

and tolerance, following recommendation from the Risk

Committee. Details on our Risk Management Framework, risk

appetite and limits, principal risks and uncertainties, and

emerging risks are in the Risk Management section on pages

44-53.

The Audit Committee regularly works alongside the Risk

Committee to monitor the adequacy and effectiveness of our

internal control systems and risk management systems. The

Audit Committee reports regularly to the Board on its activities.

Details on the Audit Committee’s activities in 2024 are on

pages 104-109.

The Risk Committee assists the Board in fulfilling its

responsibilities by advising on risk strategy and overseeing the

development, implementation, and maintenance of the Group’s

Risk Management Framework and the Group Risk Appetite

statements. The Risk Committee reports regularly to the Board

on its activities. Further details on the activities of the Risk

Committee can be found on pages 110-111.

The Remuneration Committee ensures that our compensation

structures place appropriate weighting on colleagues adopting

our behaviours and risk culture to deliver the Group’s strategy

and achieve the objectives to deliver long-term, sustainable

success for the Group. Further details on the activities of the

Remuneration Committee can be found on pages 112-119.

#### Remuneration

The Board has established a Remuneration Committee

composed of independent Non-Executive Directors. Details of

its responsibilities, activities, and areas of focus are set out in

the Committee report on pages 112-119.

The Remuneration Committee has determined that our

Remuneration Policies and practices are designed to support

M&G’s strategy and promote the Group’s long-term

sustainable success.

Remuneration for executives is aligned to M&G’s purpose and

values, and is clearly linked to the successful delivery of M&G’s

strategy.

Details regarding remuneration policies and practices, together

with the procedure for developing policy on executive, senior

management, and workforce remuneration is in the Directors’

Remuneration Report, which starts on page 112.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Nomination and Governance Committee Report

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|  | Nomination  and Governance  Committee  Report |  | Nomination and Governance Committee composition | |  |
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|  |  | Sir Edward Braham (Chair) | |  |
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|  |  | Clive Adamson | |  |
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|  |  | Clare Chapman | |  |
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|  |  | Clare Thompson | |  |
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|  |  |  | Priorities for 2025  – Continue to keep Executive Committee succession planning under review  – Ensure that the balance of skills, knowledge and experience on the Board is  appropriate to lead the Group  – Refresh Group Governance Framework and subsidiary governance policies |  |
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#### Dear

#### Shareholder

As Committee Chair, I am pleased to report on the key activities

undertaken by the Committee in 2024. Key matters we

discussed throughout the year included Board and Committee

composition, Executive Committee succession planning,

Diversity & Inclusion goals, and oversight of the Board

composition of material subsidiaries.

#### Committee purpose and responsibilities

The Nomination and Governance Committee is responsible for

monitoring the balance of skills, knowledge and experience, as

well as the diversity of the Board. It is also responsible for

making recommendations of new appointments to the Board

and overseeing Board and senior management succession

planning.

Further details can be found in the Committee’s terms of

reference, which are reviewed annually and available on our

website.

#### Board composition, succession planning

#### and performance

The Committee’s primary responsibilities are to ensure that

Board composition is appropriate and to keep succession

planning of both Board and Senior Management roles under

ongoing review. The Committee refreshed its Skills Map for the

Board during 2024 and to incorporate the skills and experience

added to the Board through its appointments of Elisabeth

Stheeman and Paul Evans. Our Skills Map enables us to

objectively identify and track the skills required on the Board,

and to plan for emergency and longer-term succession.

The 2024 Skills Map review demonstrated the Board has a

strong blend of skills overall. The highest aggregated scores

were Strategy, M&A, Regulatory, UK Listed Company, Change &

Transformation, Risk Management, People and Finance. Areas

identified for potential further strengthening were Technology,

Digitisation and Data. The appointments of Ms Stheeman and

Mr Evans during the year further enhanced the Life and Asset

Management experience on the Board.

#### Executive Directors – skills mapping

#### and succession

The Committee reviews the skills of the Executive Directors and

succession plans for these positions on an ongoing basis. This

process helps to ensure that there are potential internal

candidates for succession, who are suitably qualified and

experienced and there is a diverse talent pipeline.

Executive succession planning was a key focus of the

Committee during the year. The Board recognises the

importance of ensuring that the business has the appropriate

people in senior roles to build a strong and diverse senior

management pipeline for the longer term. The Committee

received updates on the succession planning for the wider

senior executive group twice during the year, with deep dives of

Life and Wealth businesses and the Finance function in

February 2024 and a deep dive of the Asset Management

business during February 2025. There will be a continued focus

during 2025 on the internal succession pipeline by enhancing

the current talent programme to develop future leaders ready

for advancement.

#### Appointment process

The Committee has a duty to consider, and recommend to the

Board the appointment of any new member of the M&G plc

Board.

The appointment of a new Director begins with the

identification of a vacancy or skills gap, together with

consideration of the current gender and ethnic diversity on the

Board as a whole. The Committee assesses any skills required,

including the evolving needs of the Board. The Committee then

works with HR to produce a clear role specification to focus

recruitment activities.

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|  | Areas of focus in 2024  – Executive Committee succession planning.  – Ensuring that the balance of skills, knowledge and  experience on the Board is appropriate to lead the Group.  – Providing oversight of work to meet our diversity and  inclusion goals and the targets that we have set to  measure progress. |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Nomination and Governance Committee Report continued

Using the role specification, HR arranges external searches for

Non-Executive roles and internal and external searches for

Executive roles. The next stage is interviews, at which

Committee members (among others) test the candidates’ skills,

including fit with culture. These are both essential criteria for the

selection of Board members, since the Board aim to set the right

tone from the top in how we go about our work and how our

Directors represent and promote M&G’s culture.

During 2024, MWM was engaged to undertake an external

search to identify an additional independent Non-Executive

Director (iNED) candidate for the Board. MWM has no

connection with M&G or our individual directors. A short list of

candidates were considered by the Committee and candidates

were put forward for interview, with the preferred candidate,

Elisabeth Stheeman identified and recommended to the Board

for appointment.

MWM actively continued their search for an iNED with deep UK

Life Insurance experience to be appointed to the Board. As with

Ms Stheeman, a shortlist of candidates were considered by the

Committee and candidates were put forward for interview, with

the preferred candidate, Paul Evans, identified and

recommended to the Board for appointment.

The Committee had previously confirmed that additional Life,

Asset Management and diversity considerations should be

factored in for future appointments. The skills and experience in

all of these areas has been enhanced by the appointments of Ms

Stheeman and Mr Evans.

In April 2024, the Board also formally appointed Clare

Thompson to the Senior Independent Director (SID) position.

Ms Thompson had been the acting SID since May 2023.

#### Induction process

Structured and tailored induction programmes are prepared

and, amongst other matters, cover: meeting key members of the

executive management team and the external and internal

auditors; an overview of the financial and business plan;

stakeholder engagement; organisation structure and all relevant

policies, procedures and other governance material. Both Ms

Stheeman and Mr Evans had tailored induction plans, which

were undertaken on announcement of their appointment.

#### Board independence and conflicts

The Committee takes into account the independence criteria

set out in the UK Corporate Governance Code as part of the

selection process for Non-Executive Directors.

The Committee, at least annually, assesses the independence of

each Non-Executive Director to ensure that they can continue to

fulfil their roles on the Board and provide independent challenge

to the Executive Directors. In February 2025, the Committee

reviewed each Non-Executive, taking into account tenure,

external roles and potential conflicts of interest. The Committee

determined that all Non-Executive Directors were free from any

relationship or circumstances that could affect, or appear to

affect, their independent judgement and therefore all Non-

Executives could properly be recommended for election and re-

election at our 2025 AGM as independent Board members.

In line with the Code, over half of our Board members, excluding

the Chair, are independent Non-Executive Directors.

The Committee reviews potential conflicts for Non-Executive

Directors on their appointment, at least annually, and in advance

of taking on any additional external appointment. The Committee

is supported in this by the Risk and Compliance team.

#### Time commitment

The Committee maintains oversight of Non-Executive Directors’

time commitments, to ensure that each has sufficient time to

dedicate to their role in order to discharge their responsibilities

effectively. The Committee at least annually considers the

number and nature of the Non-Executive Directors’ external

commitments and how this impacts the time required for their

Board and Committee responsibilities. The Committee is

satisfied that each of the Non-Executive Directors has sufficient

time to undertake their role at M&G plc.

#### Board

#### effectiveness

The process, results and agreed areas of focus of the 2024 Board

and Committee effectiveness review are described on page 99.

#### Diversity & inclusion and gender balance

When considering Board composition and succession the

Committee specifically reviewed the gender and ethnic diversity on

the Board. The Board has committed and is currently achieving all

gender and ethnic diversity targets contained in FCA Listing Rule

6.6.6 (9). At present, 50% of the senior Board positions (Chair,

Group CEO, SID and CFO) are held by a woman, the gender

diversity on the Board is 40%, an increase from the prior year figure

of 37.5% and the Board continues to meet the requirement of at

least one of its members to be from an ethnic minority. The Board

also considers gender diversity on the boards of its material

subsidiaries and reviewed the progress against the Group’s

diversity commitments for all colleagues at half year and full year.

#### Governance of material subsidiaries

The Committee provides oversight of the governance

arrangements of its material subsidiaries in the Asset

Management and Life businesses. During the year, the boards

of key subsidiaries took part in a skills assessment to identify

the current blend of skills, knowledge and experience and to

recognise potential areas where they might be enhanced. Both

material subsidiary boards appointed iNEDs throughout the

year and Committee members had input into the appointment

processes.

The Committee considers the current blend of skills, knowledge

and experience on the material subsidiary boards is appropriate in

relation to the current business priorities and prospective strategic

initiatives. The Committee will continue to evaluate the boards of

the key subsidiaries to ensure that the composition of the boards

and changes to them, continue to comply with regulatory

requirements and that appropriate succession plans are in place.

Sir Edward Braham

Committee Chair

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|  | Role and responsibilities of the Nomination  and Governance Committee  The Committee is responsible for the composition of the Board  and its Committees, together with succession planning.  This ensures that the right skills are in place to support our  strategic priorities, long-term success and future viability.  The Committee is also responsible for elements of diversity  and inclusion leadership. | |  |
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|  |  | The Nomination and Governance Committee’s terms  of reference www.mandg.com |  |
|  |  | Membership and meeting attendance  page 97 |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Audit Committee Report

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|  | Audit  Committee  Report |  | Audit Committee composition | |  |
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|  |  | Clare Thompson (Chair) | |  |
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|  |  | Clive Adamson | |  |
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|  |  | Paul Evans | |  |
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|  |  | Dev Sanyal | |  |
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|  | 108.jpg |  | Elisabeth Stheeman | |  |
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|  |  |  | Priorities for 2025  – With the Risk Committee, monitor and oversee planned enhancements to the  control environment  – Preparation for the implementation of changes to the UK Corporate  Governance Code  – Ongoing development of sustainability reporting including preparations for  new requirements expected to be announced |  |
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#### Dear Shareholder

I am pleased to present the Audit Committee Report, which

outlines the key themes we focused on during the year.

Our 2024 agenda focused on financial reporting, with an

increasing spotlight on sustainability reporting as the

regulatory landscape continues to develop in this area. We also

continued to focus on our finance transformation plan, which

we monitor alongside our business as usual activities.

The Committee has continued to focus on the overall control

environment and this also encompassed the oversight controls

over financial reporting processes performed by third parties.

The Committee engaged with management throughout the

year on changes to the Financial Reporting Council’s Corporate

Governance Code, particularly with regard to material controls.

We held a number of ‘deep-dive’ sessions during the year,

including on Information Technology key controls and Solvency

II assumptions and judgements. We also received updates on

changes related to the Finance function, including offshoring,

tax strategy and updates on the tax environment.

We continued to spend time with PwC during their third year of

audit, and we ensured that we met with PwC privately without

management present. We also held private sessions with the

Chief Auditor without management present.

Finally, I would like to welcome Elisabeth Stheeman and Paul

Evans who joined the Committee in August and October 2024,

respectively. I would also like to extend my thanks to the

Committee members for their support and dedication over the

year.

Clare Thompson

Committee Chair

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| --- | --- | --- |
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|  | Areas of focus in 2024  – IFRS 17: Reviewing and recommending to the Board the  full-year 2023 results, the first full-year results produced  under IFRS 17, and embedding the associated new  financial reporting processes.  – External financial reporting: Reviewing and  recommending to the Board other external financial  reporting, including half-year results, Solvency II Pillar III  reporting, and approving the associated methodology  and assumptions for each.  – Regulatory reporting: Reviewing and approving the  2023 Annual Report and Accounts, which included our  TCFD reporting.  – Internal controls: Oversight of the control environment,  particularly in relation to financial reporting. |  |
|  |  |  |

#### Composition and Schedule

The Board considers all Committee members are independent

and that the Chair has recent and relevant experience. The

Committee’s overall experience of financial reporting and

accounting matters has been further strengthened during the

year through updated membership. Details of Committee

members’ relevant skills and experience are on pages 89-91.

In 2024, there were seven scheduled Audit Committee

meetings held during the year. There were also two joint

meetings with the Risk Committee and two joint meetings with

the Board to consider our full-year and half-year results.

The Chief Auditor and PwC are standing attendees at all Audit

Committee meetings.

The Audit and Risk Committees continue to work closely

together, and the cross-membership principles that we follow

ensure that members of both committees receive information

in the most efficient way. We also receive regular updates from

The Prudential Assurance Company Limited (PAC) and M&G

Group Limited (M&GG) Audit Committees.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Audit Committee Report continued

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| --- | --- | --- | --- |
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|  | Role and responsibilities  of the Audit Committee  The Committee’s responsibilities include, but are not  limited to, reviewing and monitoring:  – The integrity of the Group’s financial statements,  climate‐related and non‐financial disclosures, and  related announcements and other financial information  provided to shareholders.  – The assurance processes to verify the financial and non‐  financial information included in the Group’s Annual  Report and Accounts (ARA) and half‐year report.  – The effectiveness of the Group’s internal controls and  risk management systems.  – The effectiveness and objectivity of the internal and  external audit processes and auditors.  – The effectiveness of the Group’s whistleblowing  procedures.  – The effectiveness of processes for compliance with laws,  regulations and ethical codes of practice. | |  |
|  |  | The Audit Committee’s terms of reference  www.mandg.com |  |
|  |  |  |  |
|  |  | Membership and meeting attendance  page 97 |  |
|  |  |  |  |

#### Annual evaluation of Audit Committee

#### performance

The process and results of the 2024 Board and Committee

effectiveness review are described on page 99 together with

this year’s results and agreed areas of focus. An update on

progress on the actions identified in last year’s review is

provided on page 100.

#### Financial Reporting 2024

The Audit Committee reviewed the full-year 2024 consolidated

and Company financial statements.

The review included:

Fair, balanced and understandable

In assessing whether the 2024 Annual Report and Accounts

are fair, balanced and understandable and provide the

information necessary for shareholders to assess M&G’s

position, we gave regard to whether:

– Information in the Strategic Report, in particular the Business

and Financial Review, represents a fair reflection of M&G’s

performance during the year.

– Significant issues identified in this report, including key areas

of judgement and estimation, as well as any other significant

issues disclosed within narrative reporting, are consistent

with the financial statements.

– Alternative Performance Measures (APMs) have been given

equal prominence to the statutory measures, there is a clear

description of their calculation and an explanation of their

use and relevance.

– The treatment and classification of items within the APMs,

particularly whether items are considered to be operating, is

in line with the defined methodology and is appropriately

disclosed. This includes the rationale for the classification of

insurance related balances following the implementation of

IFRS 17.

– The identified key performance measures reflect those used

by management to manage, monitor and assess the results

of the business, linking to the strategy.

– Key messages are clear, consistent and easily understood,

without the use of excessive jargon.

Going concern and viability statements

In early 2025, we reviewed the going concern assessment

undertaken by management for the purposes of the 2024

consolidated financial statements.

This included assessing M&G plc’s solvency, including its

sensitivity to various economic stresses across various

plausible scenarios including: a baseline scenario (current

market conditions), an optimistic scenario (productivity boom),

a severe pessimistic scenario (geo-political escalation), and a

stagflation scenario (economic stagnation combined with high

inflation resulting from a trade war). The liquidity projections

under these scenarios, including the impact of applying specific

liquidity stresses, and the ability to access funding sources was

assessed. Based on the review, we concluded that the going

concern assumption remains appropriate.

In addition, we considered the associated assessment of

longer-term viability to support the Viability Statement. This

involved consideration of the strategic and financial planning

process alongside an assessment of M&G plc’s key strategic

priorities, business model and forecasting undertaken as part

of the business planning process.

The Board challenged the assumptions underpinning the plan,

including the impact of various severe, but plausible stresses

and scenarios on the ability to deliver the business plan, and

concluded that the positions were both reasonable and

supportable. Based on this determination, the Committee

concluded that three years was the most appropriate period for

longer-term viability in line with the business plan.

#### Sustainability reporting

We have a responsibility to review, and challenge as

appropriate, any sustainability or climate-related reporting in

material public documents, including but not limited to, climate-

related financial disclosures required by the UK Listing Rules.

As in previous years we received regular updates during 2024

on our planned sustainability reporting, and have challenged,

reviewed and approved these accordingly, including the Task

Force on Climate-related Financial Disclosures (TCFD); within

the Annual Report and Accounts; and our Sustainability

Accounting Standards Board (SASB) disclosures.

We apply the same level of rigour to the review and challenge

of sustainability disclosures as we do to the review of external

financial reporting.

In relation to climate reporting in this Annual Report and

Accounts, the Committee also considered the

following matters and judgements in the year:

– The classification of assets, particularly in respect of Equities

and Corporate Debt, in the climate metrics disclosure tables

on pages 77-79 in line with Partnership for Carbon

Accounting Finance (PCAF) guidance and the subsequent

restatement of prior year metrics.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Audit Committee Report continued

– Scenario analysis disclosure – our scenario analysis for public

assets is based on Network for Greening the Financial

Systems scenarios, and for real estate and infrastructure

assets based on pathways produced by the

Intergovernmental Panel on Climate Change (IPCC). We

recognise the significant limitations of forward-looking

climate scenario analysis but judge them appropriate for

continued disclosure while thinking in this area develops

along with appropriate and transparent caveats. We have

moved the detailed output of this analysis to the

supplementary information section this year rather than

including in the Strategic Report.

In relation to the mandatory TCFD reporting included in this

Annual Report and Accounts, we have also reviewed and

approved the Environmental Metrics Basis of Reporting (Basis

of Reporting) published on our website, which has been

updated in the year for the methodology updates set out

above.

Our sustainability reporting continues to improve as our Group-

wide approach has developed and data becomes more

accurate and accessible. We recognise however that there is

work to do, and we continue to be reliant upon the accuracy

and availability of data received from third-party data providers.

We will continue to work with management as we look to

develop clear, transparent and accurate disclosures compliant

with International Sustainability Standards Board requirements

in the future.

#### Audit and Corporate Governance Reform

An updated version of the UK Corporate Governance Code (the

Code) was published in January 2024. Most of the changes

made to the Code apply to reporting for financial years starting

on or after 1 January 2025. However, the most significant

changes relate to internal controls and these will apply to

reporting years starting on or after 1 January 2026.

The Committee continues to engage with management on any

changes required to our processes and procedures in light of

the updates to the UK Corporate Governance Code and any

further reforms.

#### Internal controls

The Committee has a responsibility, in conjunction with the Risk

Committee, to review the adequacy and effectiveness of our

Risk Management Framework and internal control systems.

During the year the Committee carried out a ‘deep-dive’ on

information technology risk and controls and has continued to

support and provide oversight to management’s embedding of

the control environment.

We receive regular reports from Risk and Compliance, and

from Internal Audit, regarding the status of the control

environment, including reviews of the effectiveness of the Risk

Management Framework, the status and assessment of any

outstanding control deficiencies and results of Key Control

Assessments performed by the first Line of Defence and

independent second Line of Defence testing of Key Controls

including over Financial Close and Reporting Processes.

Read more about the annual assessment of risk management

and internal controls on page 45.

#### Whistleblowing policy and framework

We are committed to a safe workplace where all colleagues

can speak out and report concerns of wrongdoing in complete

confidence, without fear of retaliation.

The Whistleblowers’ Champion, who is also Chair of the

Committee, provides governance and oversight of our Speak

Out programme, which supports our Whistleblowing policy.

Reporting to the Committee on the effectiveness and

robustness of the Whistleblowing programme occurs twice a

year, with discussion on any programme enhancements

including planned communications and awareness. Individual

cases are not discussed with the Committee. Regular meetings

are also held between management, including the Group CEO,

and the Whistleblowers’ Champion.

We are satisfied that our whistleblowing policies and

procedures remain robust and adequate.

#### Internal

#### Audit

The Committee has responsibility for overseeing the work of

Internal Audit, including the independence and effectiveness of

the function.

We approved the Internal Audit Charter, setting a clear

purpose for Internal Audit of helping the Board and Executive

Management protect the assets, reputation, and sustainability

of M&G plc by providing independent and objective assurance

on the effectiveness of M&G’s systems of internal control.

The Committee approved the Internal Audit risk-based plan,

developed in the context of M&G plc strategy and the Group-

wide coordinated assurance plan. We received regular

progress updates relating to the outcome of plan delivery, key

control weaknesses, emerging themes, management’s

progress in resolving issues identified, and an annual evaluation

of the overall control environment and risk and control culture.

The plan was updated accordingly during the period to

respond to the Group’s evolving risk profile and assurance

requirements.

Key areas of Internal Audit’s work reported to the Committee

during the year included:

– third-party oversight including material outsourcing

– major change/improvement programme

– IT and operational resilience

– financial crime risk management

– FCA’s Consumer Duty regulation

– IT and data security

– data privacy risk management

– Solvency II compliance

– enterprise risk management framework

– sustainability reporting

– international entity regulatory compliance.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Audit Committee Report continued

We conducted an annual review of the Internal Audit function

to assess its effectiveness, based on regular internal audit

reporting, private sessions with the Chief Audit Officer and the

outcome of the Internal Audit Quality Assurance Improvement

Programme. The Committee is satisfied with the effectiveness

of the Internal Audit function, its independence, and the

appropriateness of its resources.

#### External Audit

Oversight and engagement of external auditor

PwC has been M&G’s external auditor since 1 January 2022,

following a competitive tender process in 2020. The audit is

being led for the third year by audit partner Mark Pugh.

We provide clear guidance to PwC on our expectations and

hold meetings with PwC, without the presence of

management, to allow the audit team to raise any concerns and

remain independent and objective. The external audit plan was

reviewed and approved by the Committee before the start of

the 2024 year-end process.

M&G has complied with the Statutory Audit Services for Large

Companies Market Investigation (Mandatory Use of

Competitive Tender Processes and Audit Committee

Responsibilities) Order 2014 for the year ended

31 December 2024.

The Committee has considered the Audit Committees and the

External Audit: Minimum Standard published by the FRC in

May 2023, and confirm compliance with this Standard.

External auditor effectiveness

Each year, together with senior management, we assess the

external auditor’s performance, monitor their independence,

objectivity, and the effectiveness of the audit process.

In line with the latest FRC guidance, this year’s review

comprised:

– a survey of key internal stakeholders who interacted with

PwC across the Group functions and material subsidiaries,

seeking feedback on the effectiveness and efficiency of the

external auditor

– feedback from key external stakeholders who interacted

with PwC as part of the audit process

– consideration of the challenge provided by the auditors and

the management response.

Our assessment was carried out in April 2024 and considered

feedback from key internal and external stakeholders on:

– quality of resource

– overall plan and approach

– execution of the audit

– quality of communications received

– appropriate level of challenge on management’s

methodology and assumptions, key accounting policy

judgements and exercised professional scepticism.

Based on the feedback received, it was concluded that PwC

provided an effective, quality audit for M&G plc and its

subsidiaries, with an appropriate level of challenge.

PwC also provided regular updates to the Committee

throughout the year on their Audit Quality Indicators:

– senior team involvement – Partner to Manager

– team continuity

– management deliverables

– audit progress milestones.

A shareholder resolution was recommended to reappoint PwC

as external auditors at the Annual General Meeting in May

2024. A further review of effectiveness will be carried out in

April 2025, and on an annual basis thereafter.

Auditor independence policy

Our Auditor Independence Policy is reviewed at least annually

and was last reviewed in December 2024.

The main purpose of this policy is to ensure that M&G and the

external auditor comply with regulations and ethical standards,

for example, that they are not engaged in any non-audit

services that are not permitted, comply with all other relevant

regulation and ethical guidance relating to relationships with

the external auditor and that we maintain a sufficient choice of

appropriately qualified audit firms.

Certain services need to be approved by the Committee before

any engagement.

Fees paid to the auditor

Total fees paid to PwC during the year ended 31 December

2024 amounted to £19.7 million, of which £3.4 million related to

non-audit services. This compares to £22.3 million paid in 2023,

of which £3.0 million related to non-audit services.

The main reason for the year-on-year reduction is that the fees

for the year ended 31 December 2023 included an amount of

£4.3 million in relation to additional audit work as a result of first

time adoption of IFRS 17. A breakdown of fees paid to PwC is in

Note 9 of the consolidated financial statements.

In line with the Auditor Independence Policy, all non-audit

services were approved by the Committee. We were satisfied

that, considering the fees paid and services provided under the

policy, the objectivity and independence of PwC was

safeguarded.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Audit Committee Report continued

#### Critical estimates and areas of judgement and how they were addressed

We have assessed whether suitable accounting policies have been adopted in the preparation of the consolidated financial

statements. We have also considered all critical estimates and key judgements that are material to the preparation of the

consolidated financial statements. In this regard, we receive regular updates from management and review and challenge

estimates and judgements accordingly.

This section outlines the critical estimates and key judgements that have been applied in the preparation of the consolidated

financial statements and how each of them have been considered and addressed by the Committee.

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| Critical estimate/  Key judgement | How the Committee addressed the issue |
| Valuation of  insurance  contracts and  defined benefit  pension liabilities | We reviewed the key assumptions and judgements presented by management in the estimation and  valuation of the Group’s insurance contracts and defined benefit pension liabilities. The key assumptions  reviewed were:  – Policyholder mortality, maintenance expenses and valuation rate of interest (including selection of  reference portfolio and allowance for credit risk) used in the estimation of insurance contract liabilities for  annuities.  – Allowance for maintenance expenses, persistency, assumed future investment returns on the backing  assets, policyholders’ share of historic and future surpluses, and the illiquidity premium in setting the  discount rate used in the estimation of insurance contract liabilities for with-profits policies.  – The risk adjustment included when measuring insurance contract liabilities. The assessment of the risk  adjustment requires assumptions about the compensation that the Group requires for bearing uncertainty  about the amount and timing of the cash flows that arise from non-financial risk, the most significant of  which is the assumed rates of the policyholder mortality for annuity contracts.  – Mortality, inflation rates and discount rates used in the estimation of the Group's defined benefit pension  liabilities.  We considered the rationale provided by management for the assumptions used and reviewed any  benchmarking provided. We also challenged the appropriateness of management’s credit assumptions  given current market conditions.  We were satisfied that the assumptions adopted by management were appropriate. Further information  on key assumptions can be found in Notes 24 and 32 of the consolidated financial statements in respect  of the insurance contract liabilities and in Note 17 of the consolidated financial statements in respect  of the defined benefit pension liabilities. |
| Valuation of  complex and  illiquid financial  assets | We received information on the carrying value of investments held on the consolidated statement of financial  position, and particularly focused on those investments where the determination of their fair value required  more subjective estimation (classified as Level 3 under the fair value hierarchy).  These assets include investment properties, equity release mortgages, private credit (which includes  securitised notes backed by residential ground rents) and investments in private equity vehicles. Specifically,  in relation to the notes backed by residential ground rents, we considered the impact on assumptions of the  UK Government Draft Leasehold and Commonhold Reform Bill, from which potential future legislation may  potentially restrict future income.  In addition, we considered the governance arrangements put in place by management to review the  valuation of these assets (including those held by the defined benefit pension schemes) to ensure that it  remains appropriate. While reviewing the valuation, we also considered the potential impact of the current  macroeconomic environment and climate-related risk on relevant asset classes.  Further information on key assumptions can be found in Note 31 of the consolidated financial statements. |
| Recoverable  amount of  goodwill | We reviewed the results of annual impairment testing carried out in respect of goodwill associated with the  Group’s cash-generating units. This involved reviewing the key inputs used in the assessment, including the  discount rate and future cash flow projections used to determine value in use. Appropriate challenge was  provided to management, particularly around growth rates, discount rates and terminal profit margins.  We considered the results of the work performed and agreed with management’s assessment that the  responsAbility Investments AG cash-generating unit was impaired by £30m, the M&G Wealth platform  business was impaired by £25m, and other Wealth businesses were impaired by £51m.  Further information on key assumptions can be found in Note 13 of the consolidated financial statements. |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Audit Committee Report continued

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| Critical estimate/  Key judgement | How the Committee addressed the issue |
| Valuation of  intangibles  acquired at  acquisition | We reviewed the value of the IFA relationship intangible recorded as a result of the acquisition of My Continuum  Financial Limited. We considered the key assumptions used to determine the value at initial recognition including  the discount rate and future attrition projection.  Based on the review, we were satisfied that the value of the intangible recorded at the acquisition date was  appropriate. Further information on intangible assets can be found in Note 13 of the consolidated financial  statements. |
| Specific  accounting  judgements  applied in  accounting for  insurance  contracts | Applying IFRS 17 requires the application of judgement in respect of the following areas:  – The judgement with respect to whether contracts issued by M&G plc contain significant insurance risk,  unless a specific exemption applies (eg equity release mortgages).  – Judgement in respect of certain investment contracts which provide an additional benefit in addition to  guaranteed benefits to determine whether they meet the criteria to be considered as discretionary  participation features.  – Judgement required at a contract level as to whether they meet the conditions for having direct  participation features and consequently require the use of the Variable Fee Approach to measure the  CSM.  – Judgement required to define underlying items for with-profits contracts that reflect the mutualisation  between contracts and how to split underlying items between current and future policyholders.  – Judgement required to determine the amount of surplus that should be divided between current and  future with-profits policyholders as well as with the Group and the amount of surplus attributable solely  to the Group.  – Judgement required in determining the relative weighting for the purposes of deriving coverage units where a  contract provides both insurance and investment services.  As part of the review of IFRS 17 methodology, we review and challenge the judgements made by management in  applying IFRS 17. Further information can be found on the accounting policies at Note 1.5.2 and on the  accounting treatment, at Note 24 of the consolidated financial statements. |
| Other  significant  judgements | We reviewed and considered the other significant judgements as disclosed within Note 1.3 of the consolidated  financial statements:  – Consideration over M&G plc’s interest in structured entities and whether control exists which would  require their consolidation.  – The judgement exercised to determine the extent to which future taxable profits are expected to emerge and  the corresponding period over which unused tax credits and unused tax losses will be utilised for recognition  of deferred tax asset.  Following review of the basis of the above judgements we were satisfied that these were appropriate. |

We also considered the following critical estimates and key judgements in respect of the Company financial statements.

|  |  |
| --- | --- |
|  |  |
| Critical estimate/  Key judgement | How the Committee addressed the issue |
| Recoverable  amount of M&G  Group Regulated  Entity Holding  Company  Limited (M&G  REH) and  Prudential  Financial  Services Limited  (PFSL) in the  financial  statements | Management performed an impairment assessment at the year end in relation to the Company’s investment in  M&G REH, which in turn is the holding company for M&G plc’s main regulated entities, including MGG and  PAC. As a result, the recoverable amount of M&G REH has been determined by reference to the recoverable  amount of these main operating subsidiaries.  We considered management’s assessment of the recoverable amounts based on a discounted cash flow  assessment, which was derived from management’s expectations of profits in respect of MGG and application  of a discounted dividend model in respect of PAC. Where possible, management also considered alternative  valuation techniques consistent with established valuation principles to determine the recoverable amount.  Based on the review, we concluded that no impairment should be recognised. Further information is disclosed  at Note A to the M&G plc Company financials.  Management performed an impairment assessment in relation to the Company's investment in Prudential  Financial Services Limited (PFSL), which in turn is the holding company for service and advice entities within  the Group. We considered the results of the work performed and agreed with management’s assessment that  an impairment of £115m be recognised in relation to the Company's investment in (PFSL) during the year  ended 31 December 2024 (2023: £nil). The impairment relates to a group restructuring transaction, with  related dividend income recognised in the Company’s income statement. |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Risk Committee Report

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|  | Risk  Committee  Report |  | Risk Committee composition | |  |
|  |  |  |  |  |
|  |  | Clive Adamson (Chair) | |  |
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|  |  | Paul Evans | |  |
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|  |  | Dev Sanyal | |  |
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|  |  | Elisabeth Stheeman | |  |
|  |  |  |  |  |
|  |  | Clare Thompson | |  |
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|  | 114.jpg |  |  | Priorities for 2025  – Continued oversight of the Financial Crime Programme to strengthen, mature  and optimise our framework, processes and controls  – With the Audit Committee monitor and oversee planned enhancements to the  control environment  – Monitoring of the embedding of the UK operational resilience regulation and  Digital Operational Resilience Act (DORA), including oversight of the risks  relating to our third party and outsource providers |  |
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#### Dear Shareholder

I am pleased to present the Risk Committee Report, which

outlines our activities and work during the year.

The economic and geopolitical uncertainty during the year

continued to require our close attention. As a result, we

increased our oversight of non-financial and financial risks,

through risk scenario assessments, deep dives and by

reviewing a range of stress and scenario testing results

through the Group ORSA. The output of these tests feed into

the Viability Statement on page 84.

Oversight of financial crime risks is a top priority for us, and we

received regular updates in respect of our Group-wide

programme to strengthen, mature and optimise our framework,

processes and controls as well as implement an enhanced

target operating model.

We received regular updates from our business units and

functions on the key risks that they face and emerging risks that

they are seeking to manage. We also received Group-wide risk

updates, including sessions on Consumer Duty compliance,

financial crime, concentration risk, and operational resilience.

We continue to monitor and oversee the M&G transformation

programme, including the execution and operating model

impact risks associated with this change. This continues to aid

our understanding of the impact on the overall risk profile, and

we have been closely monitoring how these are managed over

the remainder of the programme, with regular updates.

We continue to work closely with the Audit and Remuneration

Committees. Our cross-membership principles ensure we

manage conflicts and all Non-Executive Directors have the right

information provided in the most efficient way.

During 2024, I served as Chair of the Risk Committee of PAC

which allowed me a wider oversight of Group risk issues. I have

now stepped down from the PAC Board and welcome Alastair

Barbour as my successor as Chair of the PAC Risk Committee.

I would like to welcome Elisabeth Stheeman and Paul Evans

who joined the Committee in August and October 2024,

respectively. I would also like to welcome Shawn Gamble who

joins M&G as Group Chief Risk and Compliance Officer from

January 2025 and would like to thank Louise Gelling, who

served in this position on an interim basis over 2024.

Clive Adamson

Committee Chair

|  |  |  |
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|  | Areas of focus in 2024  – Oversight of risks related to the execution of M&G’s  business strategy  – Monitoring implementation of new UK operational  resilience regulation  – Oversight of the group-wide Financial Crime programme  to strengthen our processes and controls  – Monitoring our top risks, including third-party and  sustainability risks |  |
|  |  |  |

#### Composition and Schedule

Details of Committee members’ relevant skills and experience are

on pages 89-91.

In 2024, there were six scheduled Risk Committee meetings. In

addition, we held two joint meetings with the Audit Committee.

#### Chief Risk & Compliance Officer

The Chief Risk & Compliance Officer (CRCO) has responsibility

for the risk function and all compliance matters, and is a

standing attendee at all our meetings. Our CRCO provides

written reports to us covering key risk matters and compliance

reporting, and is available to the Committee for consultation

regarding any agenda item.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Risk Committee Report continued

#### Review of current and emerging risks

We are responsible for reviewing the Risk Management

Framework, detailed on page 44, together with a list of M&G’s

principal risks and how those risks are identified, managed and

mitigated. We’re satisfied that our review, and subsequent

reporting to the Board, enabled the Board to carry out a robust

assessment of M&G’s emerging and principal risks.

#### Risk appetite, tolerance, profile and strategy

We reviewed regular reports from the CRCO, including updates

on the risk profile, key risks and issues facing M&G, emerging

risks, our capital and liquidity position against appetite and our

control environment. We also received regular reports from our

subsidiary Board Risk Committees.

We regularly reviewed and provided advice to the Board on

how the assessment and analysis of the top financial and non-

financial risks facing M&G were being managed. We were also

provided with ‘deep-dive’ reviews and presentations from

executives on key risks under their management, including

third-party risk, impact of the transformation programme,

financial crime and conflicts of interest. We also received

regular updates on business change activities and key

programmes.

Sustainability risk remained a key area of focus. We reviewed

the required scenarios, including climate change scenarios, on

a full balance sheet basis as part of the ORSA and

recommended to the Board a range of economic scenarios for

business planning purposes.

#### Risk Management Framework

#### and internal controls

We approved changes to the Risk Management Framework

and the risk policies as part of our annual review. We also

recommended updates to M&G’s risk appetite and individual

risk limits to the Board for approval.

#### Risk models and measures

We approved the overall methodology and key assumptions for

the Solvency II valuation in conjunction with the Audit

Committee, and reviewed the overall effectiveness of M&G’s

Internal Model by reviewing the results of the annual

programme of Solvency II Internal Model validation. We also

approved the Internal Model validation plan for the

forthcoming year.

#### Regulatory matters

We reviewed M&G’s ORSA and recommended its approval to

the Board. In conjunction with the Audit Committee, we also

reviewed regulatory and public Solvency II disclosures and

recommended them to the Board for approval. In addition, we

received updates on emerging regulations, regulatory risks and

other regulatory matters arising during the year.

#### Compliance and fraud

We reviewed and approved updates to a number of policies

including those relating to regulatory compliance risk, privacy and

data protection, and market abuse.

#### Annual evaluation of Risk Committee

#### performance

The process and results of the 2024 Board and Committee

effectiveness review are described on page 99, along with this

year’s results and agreed areas of focus.

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|  | Role and responsibilities of the Risk  Committee  The Committee is responsible for assisting the Board in its  oversight of risk, including but not limited to:  – Advising the Board on the Group’s overall risk appetite,  risk tolerances and risk strategy.  – Reviewing the Group’s Risk Management Framework  (RMF) and advising the Board on its overall  effectiveness.  – Approving the Group’s risk and compliance policies and/  or recommending to the Board approval of these  policies.  – Reviewing current and potential future risks and the  mitigation strategies for these.  – In conjunction with the Audit Committee reviewing the  effectiveness of financial and non‐financial controls  across the Group’s internal control framework.  – Reviewing the effectiveness of internal models including  stress testing.  – Reviewing the ORSA and, in conjunction with the Audit  Committee as required, compliance with regulatory  requirements.  – Advising the Remuneration Committee on Risk and  control issues that may impact remuneration strategy in  any given year including adjustments to individual  incentives.  – Receiving information, via its regular risk, compliance,  regulatory and other reporting on entities that are  subsidiaries of the Company and form part of the Group.  The Committee is not the risk committee for those  entities but has responsibility for oversight of any issues  escalated to it by Group subsidiaries. | |  |
|  |  |  |  |
|  |  | The Risk Committee’s terms of reference  www.mandg.com |  |
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|  |  | Membership and meeting attendance  page 97 |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Directors’ Remuneration Report

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|  | In this section | Directors’ Remuneration Policy |  |
|  |  | Remuneration at a glance |  |
|  |  | Single figure remuneration |  |
|  |  | Directors’ share interests and other payments |  |
|  |  | Remuneration arrangements throughout the Company |  |
|  |  | Statement of implementation of the Remuneration Policy in 2025 |  |
|  |  | Other related disclosures |  |
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|  | Directors’  Remuneration  Report |  | Remuneration Committeei | |  |
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|  |  | Clare Chapman (Chair) | |  |
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|  |  | Paul Evans | |  |
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|  |  | Clare Thompson | |  |
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|  |  |  | Massimo Tosato | |  |
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|  | 116.jpg |  |  |  |  |
|  |  |  | Priorities for 2025  – Further incentive scorecard alignment to strategy for 2026 including  customer, risk and sustainability metrics  – Ensure incentives reinforce continuous improvement in the control  environment  – Design remuneration solutions to support strategic cost and simplification  initiatives  – Assess workforce engagement with reward schemes and the implications  of increasing transparency |  |
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|  | Areas of focus in 2024  – Review of the Directors’ Remuneration Policy in relation to  executive packages and shareholding requirements  – Incentive scorecard review for alignment to strategy,  growth and long-term value creation  – Remuneration aspects of transformation and change to  support the achievement of strategic objectives  – Assessment of scheme outcomes for alignment with  performance and stakeholders and to ensure fairness  across the wider workforce |  |
|  |  |  |

#### Dear

#### Shareholder

On behalf of the Board and its Remuneration Committee, I am

pleased to present the Directors’ Remuneration Report (DRR) for

the year ended 31 December 2024. Included are our decisions in

respect of remuneration outcomes for the 2024 financial year, a

review of the Directors’ Remuneration Policy (DRP) and our

proposed implementation of the new DRP in 2025.

I would firstly like to thank shareholders for their valuable

engagement during a consultation on our proposed changes to

the DRP. The Committee engaged with 30 of our largest

shareholders, representing c. 70% of share ownership, and

also with proxy advisory bodies and regulators. We received

valuable feedback from the majority of our top shareholders,

which was broadly supportive of the proposals as well as

suggestions for further refinement and improvement. I have

summarised the feedback we received and our final proposals

for the new DRP and 2025 implementation below.

#### Directors’ Remuneration Policy Review

In 2024, the Committee has continued its ongoing assessment

of the effectiveness of remuneration arrangements and their

overall alignment to our purpose and strategy. Our objectives in

this review have been to ensure that our remuneration

structure and performance measures are fully aligned to our

strategic priorities and the delivery of longer-term future

performance and value creation, and that the Executive

Directors are properly incentivised to lead our growth

ambitions in the coming years.

Following the successful completion of the first phase of our

new strategy announced in 2023, the business is transforming

at pace in challenging market conditions. Our 2024 results and

strategy update demonstrate the continued progress we are

making across all strategic pillars. This is a strategic pivot and

critical point in our transformation journey, therefore a key

priority of the Committee is to ensure that we incentivise and

retain our executive team for the next phase of growth. The

focus of the Committee’s review has therefore been to ensure

that remuneration packages and performance measures are

designed to achieve M&G’s ambitions and drive the continued

delivery of longer-term shareholder value, recognising that any

additional remuneration opportunity should be dependent on

that future performance. It is in this context that the Committee

has determined two primary updates:

– Executive Director package review - an increase in Long-

Term Incentive Plan (LTIP) opportunity and shareholding

requirement, which require amendments to the DRP and are

presented for a binding shareholder vote at the 2025 AGM; and

iLouise Fowler is a standing attendee as a representative of the Prudential Assurance Company (PAC) Board.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Directors’ Remuneration Report continued

– Incentive plan scorecard review - focus on the Short-Term

and Long-Term Incentive financial scorecard measures,

which are presented in Remuneration at a glance and the

statement of implementation of the remuneration policy in

2025, and are subject to an advisory shareholder vote at the

2025 AGM.

The proposed updates to the Executive Director packages for

2025 are as follows:

– an increase in LTIP opportunity from 250% to 375% of

salary for the Group CEO, and from 225% to 275% for the

CFO;

– an increase in shareholding requirement from 300% to

375% for the Group CEO and from 250% to 275% for the

CFO); and

– vesting of deferred awards changing from three-year cliff

vesting to three-year pro-rata vesting in 3 equal tranches

from 2025 Short Term Incentive awards granted in early

2026, to align with a policy change across our workforce

reflecting market practice across many of our peers.

Base salary and STI opportunity will remain unchanged.

The Committee was mindful that M&G operates within a

competitive sector and attracting and retaining executives with

the requisite knowledge and experience of asset management

and insurance is very challenging. Peer group market data has

been carefully considered to ensure that market positioning is

appropriate in light of the Executive Directors’ experience,

performance and strong contribution in role, and taking into

account M&G’s size, complexity and strategic ambition. The

Committee will be mindful of the impact on total remuneration

when considering future salary reviews as a result of the

package rebalancing and intended market positioning.

The proposals have been carefully structured to ensure that

any increase in overall remuneration will only be realised if

long-term performance objectives are delivered over time, with

higher shareholding requirements to further enhance long-

term shareholder alignment. Full details of our approach to

determining these proposals is provided from page 117.

#### 2025 Incentive Scorecard Review

The proposed incentive scorecard changes for 2025 have been

focused on further alignment with our purpose and strategy.

Increased alignment to our growth ambitions and external

strategic targets was the primary objective for the Committee

with two principal changes:

– a Net Client Flows measure will be introduced to the financial

section of the Short-Term Incentive (STI) scorecard; and

– an Adjusted Operating Profit Growth measure will be

introduced to the financial section of the LTIP scorecard

alongside the Operating Capital Generation measure.

These changes will provide an improved balance between

value and growth measures in the financial element of the

scorecards (with the non-financial elements continuing to focus

on customer, colleagues, risk and sustainability) and embed

alignment of the Executive Directors’ remuneration outcomes

to our longer-term strategic targets through the LTIP

scorecard:

–  3-year Operating Capital Generation target of £2.7bn aligned

to our strategic target with significant outperformance

stretch in the performance range; and

– average growth in adjusted operating profit of 4-8% per

annum over 3 years, with a midpoint/target outcome

positioned in excess of our strategic objective to grow by 5%

or more over the period with further stretch in the

performance range.

We have also continued to refine the non-financial measures in

the LTIP scorecard reducing the weighting for sustainability in

2025, as it will only incorporate diversity measures. Given the

significant progress made in respect of own emissions, with the

2024-26 LTIP scorecard already aligned to achieving the

external reduction target three years early, the Committee

considered it more appropriate to remove this metric for 2025

and focus the scorecard on other measures. Refinement of our

sustainability strategy is due to be completed during 2025 and

the Committee will therefore review sustainability measures

again for 2026 once the wider strategic review is complete.

Full details of the 2025 incentive scorecard changes and new

measures are provided in Remuneration at a glance and the

implementation report for 2025.

#### Engagement with stakeholders

We were very pleased to be able to engage with the majority of

our largest shareholders, proxy advisory bodies and regulators

during the consultation.

Shareholder questions and feedback primarily focused on the

strategic rationale, timing and benchmark methodology/

positioning for the package review proposals. The proposed

increase to shareholding requirements was welcomed, with

very clear feedback from some shareholders and proxy

advisers that a minimum shareholding requirement must be at

least as high as the annual LTIP opportunity.

Our proposal to introduce Adjusted Operating Profit growth as

an additional financial measure to the LTIP scorecard, aligned

with our strategic growth objectives, was well received by

shareholders. We subsequently proposed to introduce Net

Client Flows from open business as a new STI financial

measure after the initial consultation, as an additional

growth metric.

Our rationale to revise our use of sustainability measures

aligned with shareholder feedback on their expectations for the

structure of non-financial measures. Feedback generally

reinforced shareholder expectations that measures should

provide genuine strategic alignment, with meaningful

weighting to impact behaviours and have stretching targets.

We received some further observations on the overlap of

measures between the scorecards. The Committee reviewed

the STI and LTIP metrics against our Key Performance

Indicators over both the short and long term, seeking to reduce

overlap where appropriate. The Committee will keep this under

review.

Further details of the consultation process, feedback and how

we have reflected this in our final proposals is provided on

pages 119 and 134.

#### Performance delivered in 2024

In 2024, we have continued to deliver progress on our strategy,

focused on financial strength, simplification, and profitable

growth. There have been significant achievements, including

the upgrade and achievement of our 3-year operating capital

generation target, a reduction in debt and leverage ratio,

further upgrades to our cost saving target with improvements

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Directors’ Remuneration Report continued

in the Asset Management cost-income ratio and achievement

of 5% growth in Adjusted Operating Profit.

Our capital position remains strong with our shareholder

Solvency II ratio increasing 20 ppts to 223%, maintaining strong

momentum from the previous year to outperform our three-

year cumulative operating capital generation target for the

2022-24 LTIP award and our strategic external target to

achieve £2.7 billion by the end of 2024, which was upgraded

from the original target of £2.5 billion in September.

With the continuation of our dividend policy in 2024,

shareholders realised a total return of 33.5% for the 3-year

period from 1 January 2022, above the median of the 2022 LTIP

peer group of FTSE 100 financial services companies.

#### 2024 Short-term Incentive Plan

The performance measures driving the outcome of the 2024

Short-Term Incentive (STI) scorecard are summarised below.

Financial performance in 2024

Since 2023, when we moved to a new basis of accounting for

insurance contracts (IFRS 17), we have adopted an STI profit

measure taking account of operating change in contractual

service margin (CSM). Operating change in contractual service

margin gives a view of economic value generated by including

the impact of new business written and management actions

taken in the period. By adding the two metrics together,

executive remuneration is better linked to strategic actions in

the performance period in which they have been made. To align

with our strategic decision to re-enter the de-risking market,

our operating capital generation measure was refined to

exclude capital strain on writing new business, which aligns

with our 3-year strategic target.

AOP plus operating change in CSM of £1,131 million was above

target in 2024 due to a higher AOP plus operating change in

CSM from the shareholder annuities in the Life business and

higher than expected AOP from Other Life, following actions

taken to reduce costs.

Operating Capital Generation (excluding new business strain)

of £1,090 million was above the maximum. Performance in

2024 was driven by higher than planned operating capital

generation from both the Asset Management and Life

businesses.

Non-financial performance in 2024

Non-financial measures focus on our customers and

colleagues, and ensuring we operate within an effective risk

and controls environment. The non-financial elements of our

scorecards ensure there is an appropriate balance between

performance and how it is delivered, which is critical for M&G’s

long-term success, sustainable shareholder value creation and

aligning with our purpose and the principles of the Consumer

Duty. Progress was made towards a number of our stretching

measures and an outcome just above target was achieved for

the non-financial section overall. The Committee was pleased

to observe stable or improving year-on-year trends across the

non-financial measures.

Our customer metrics include:

– Our Life Net Promoter Score (NPS), which was +22 for 2024,

a +5 improvement on prior year and above the maximum of

the performance range (the 2023 measure included

additional customer groups so is not directly comparable to

the 2024 outcome);

– With-Profits Fund investment performance, which

outperformed the benchmark demonstrating the benefit to

policyholders of the strength and diversification of the Fund’s

investment approach; and

– Asset Management investment performance, which is

measured on a rolling quarterly average basis over one and

three years. 77.3% of institutional funds outperformed their

investment benchmark/objective to deliver a maximum

outcome. 48.3% of wholesale funds outperformed their

investment benchmark/objective, which was broadly

consistent with the previous two years, just below the

threshold of the performance range.

Employee engagement is the degree to which employees

invest themselves to drive positive organisational outcomes.

Colleague inclusion continues to be measured on a regular

basis. We measure this in our OneVoice survey, asking

colleagues how happy they are at work and if they would

recommend M&G as a great place to work. The scorecard

target and performance is based on an average of the three

surveys conducted in 2024. Taking into account the level of

change across the Group in 2024, the relatively stable average

outcome of 69.0 (2023: 70.7), which is at the threshold of the

performance range, was a pleasing outcome and demonstrates

the stretching nature of the target.

As part of our annual assessment of risk management and

internal control effectiveness, the positive trend of minimising

the number of overdue high and very high assurance issues

continued in 2024, with the outcome of 2.2% being above

target, albeit a slightly higher percentage outcome than 2023

performance. At 82.1%, the proportion of self-identified issues

was at target (this measure incorporated new methodology for

the 2024 performance period).

A downward risk adjustment of 2.5% has been applied to the

STI outcome to reflect that, while positive progress has been

made building on the risk and control framework foundations

previously put in place, additional implementation work

continues to be needed to further embed the framework.

As a result of this performance and independent risk

assessment, the 2024 STI delivered an outcome of 68.10% of

maximum opportunity for the Executive Directors (compared to

an outcome of 79.9% in 2023).

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Directors’ Remuneration Report continued

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Category | Measure | Performance | Vesting (Max) |
| Financial  Measures | – Adjusted operating profit plus operating change in CSM  – Operating Capital Generation excluding new business strain | £1,131m – above target  £1,090m – above maximum | 48.58% (60%) |
| Customer  Outcomes | – Life – Net Promoter Score  – With-Profits Fund (versus benchmark)  – Wholesale (% of funds above benchmark)  – Institutional (% of funds above benchmark) | 22 – above maximum  4.3% – above maximum  48.3% – below threshold  77.3% – above maximum | 15.00% (20%) |
| Colleague  Measures | – Sustainable engagement index score | 69.0 – at threshold | 0.00% (10%) |
| Risk &  Controls | – % high/very high assurance issues overdue  – Proportion self-identified high/very high issues of total | 2.2% – above target  82.1% – at target | 6.27% (10%) |
| Scorecard outcome | |  | 69.85% |
| Risk Adjustment (2.5% of the scorecard outcome) | |  | (1.75)% |
| Final Outcome | |  | 68.10% |

#### 2022 Long

#### -Term Incentive Plan

The 2022 LTIP award was granted in April 2022 with performance measures covering the period 2022 to 2024 and has an overall

outcome of 62% of maximum.

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Category | Measure | Performance | Vesting (Max) |
| Financial  Measures | – Cumulative operating capital generation including new business  strain | £2,749m – above target | 43.0% (50%) |
| – Relative total shareholder return ranking | 53rd percentile –  above threshold | 8.5% (25%) |
| Non-Financial  Measures | – Risk and Conduct | 30% – see below | 3.0% (10%) |
| – Diversity (Gender) | 36% – at threshold | 0.0% (7.5%) |
| – Climate – own emissions reduction | 35% – above maximum | 7.5% (7.5%) |
| Scorecard outcome | | | 62.0% |

The primary measure was cumulative operating capital generation including new business strain, which was above the target and

in excess of our upgraded 3-year strategic target of £2.7 billion by the end of 2024 primarily due to higher than expected yields at

the start of 2023 and higher contribution than planned from actions taken to manage capital.

25% of the scorecard was based on our total shareholder return relative to a peer group of FTSE 100 financial services companies

(excluding investment trusts), with threshold performance set at the median of the peer group and maximum performance at the

upper quartile. Performance was at the 53rd percentile of the peer group with a return of 33.5% for the three-year period compared

to the peer group median of 23.8%. Our share price was broadly flat over the period, with an above median total shareholder return

achieved, driven by our dividend policy which continued to be at the high end of FTSE 100 levels.

Performance against the non-financial measures in the scorecard was as follows:

– For Risk and Conduct, the Committee, taking input from the Risk Committee, considered a range of factors in determining the

outcome of the qualitative Risk and Conduct measure. They observed that over the three-year period the business had generally

operated within risk appetite and policy limits, and in particular, policy compliance was maintained at a high level. It was

observed that there had been incremental improvements in the control environment in each of the three years of the

performance period and that, while implementation work identified in prior years needs to continue into 2025, the positive

progress was acknowledged. Taking consideration of all of these factors the Committee concluded that an outcome of 30% was

appropriate.

– We currently have 36% women in senior leadership, which is a slight decrease on our year-end 2023 position of 37%, at the

threshold of the performance range with zero vesting. The number of women in the leadership category remained steady, with

performance driven by business realignment and changes in the Group Executive Committee. We remain committed to

achieving our target of 40% female representation in senior leadership by the end of 2025, which is reflected in the target for the

2023-25 LTIP scorecard.

– Own emissions reduced by 35% from the 2019 baseline. An upward trend in business travel continued in 2024. Scope 3 business

travel accounts for 91% of reported emissions, resulting in a 14% increase in total reported emissions versus 2023. The outcome

still exceeds the progress required (on a straight-line basis) to achieve our near-term target of a 46% reduction by 2030,

resulting in a maximum outcome for the 2022 LTIP measure. We remain committed to taking steps towards achieving the near-

term target with the objective reflected in the target for the 2024-26 LTIP scorecard, three years ahead of schedule. This

measure has been removed from the 2025 LTIP in light of the significant progress made and target set in the 2024 LTIP award.

Climate-related measures will be subject to review in 2025 following the update to our sustainability strategy.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Directors’ Remuneration Report continued

Consideration of pay and conditions across

the wider workforce

The Committee takes great care to consider the pay and

conditions of the wider workforce with a focus on fairness of

remuneration outcomes. From 2023 a remuneration-based

question has been included in the all-colleague OneVoice

survey to give the Committee additional insight. Workforce

remuneration is also a key input when determining salary

reviews and incentive outcomes for the Executive Directors.

The key indicators considered by the Committee as part of its

2024 year-end decision making included:

– 2025 salary increases: The actual salary spend increase

across the UK workforce in 2025 has been 3%, with higher

increases towards more junior roles and a more limited

budget available for senior management and executives for

whom increases applied by exception only;

– 2024 STI outcomes: The average STI outcome for wider

workforce colleagues, which was 2% lower than it had been

in 2023; and

– 2024 Total Remuneration outcome: The Chief Executive

Total Remuneration Ratio, which was 24:1 at median in 2024

(compared to 28:1 in 2023 and 77:1 in 2022).

The decrease in the ratio between 2023 and 2024 is primarily a

consequence of the decrease in the Group CEO STI outcome

relative to the average change across the wider workforce. The

Committee was satisfied that the decisions taken in respect of

remuneration outcomes were fair and reasonable when compared

to the wider workforce experience over the period.

The Committee noted that outputs such as the Group Chief

Executive Officer pay ratio would continue to be subject to

some volatility over a period where there have been changes to

the Executive Directors and transformation activity impacts the

demographics of our wider workforce.

Diversity and inclusion is a responsible business practice which

underpins our new Group Sustainability Framework. We are

proud to have been one of the first companies in our industry to

publish an ethnicity in leadership target and voluntarily publish

ethnicity pay gap data.

We believe that transparency is key to driving real change,

which is why we report our ethnicity pay gap in the same way

that we report our gender pay gap data. See our Gender and

Ethnicity Pay Gap Report on our website for more detail.

Both gender and ethnicity are again included in the 2025 LTIP

scorecard with stretching targets underpinning our

commitment to increase representation in leadership roles. For

more information on diversity and inclusion please refer to the

Colleagues section of this report from pages 40-43.

#### Other areas of focus in 2024

Other areas of focus for the Committee during 2024 included

items related to transformation and change to support our

strategic objectives, and consideration of performance

outcomes for the incentive schemes to ensure that these were

fair across different colleague populations and were

appropriate taking consideration of all relevant aspects of

performance across the group.

#### Implementation in 2025

The Committee approved no salary increase for the Group

Chief Executive Officer and Chief Financial Officer in 2025. This

was consistent with the approach taken for the senior

leadership team and was below the wider workforce salary

spend of 3% .

There is no change to STI opportunity in 2025. As explained

earlier, we are proposing to increase the LTIP opportunity and

shareholding requirements for the Executive Directors from 2025,

subject to approval of the new DRP at the AGM. Further details on

these proposed changes are provided from page 117. Changes to

the incentive plan metrics for 2025 are covered in Remuneration

at a glance and the implementation report for 2025.

#### Looking forward

During 2025 we will undertake a further review of the incentive

scorecards for 2026 considering strategic alignment and the

balance of value and growth measures across the scorecards. As

our updated sustainability strategy is embedded, we will assess

whether any changes are required to the incentive plans to retain

appropriate alignment. We will also consider if further refinement

of customer and risk measures is required to improve alignment of

incentives to our purpose, values and behaviours.

As we look forward to 2025, the Committee will be focused on:

– Further incentive scorecard alignment to strategy for 2026

including customer, risk and sustainability metrics.

– Ensure incentives reinforce continuous improvement in the

control environment.

– Design remuneration solutions to support strategic cost and

simplification initiatives.

– Assess workforce engagement with reward schemes and

the implications of increasing transparency.

I would again like to thank shareholders for their engagement

during the consultation and look forward to your support for

our revised Directors’ Remuneration Policy and 2024 Directors’

Remuneration Report.

Clare Chapman

Remuneration Committee Chair

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|  | Role and responsibilities  of the Remuneration Committee  Deciding the framework of the remuneration policies:  establishing, approving and maintaining the principles and  framework of the remuneration policies and arrangements  for the Group.  Determining the design, implementation and operation of  remuneration arrangements for the Chair of the Board, the  Executive Directors, Group Executive Committee and  identified staff for all remuneration regulations that apply  to the Group, and overseeing remuneration for individuals  whose total remuneration exceeds an amount determined  by the Committee from time to time. | |  |
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|  |  | The Remuneration Committee’s terms of reference  www.mandg.com |  |
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|  |  | Membership and meeting attendance  page 97 |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Directors’ Remuneration Report continued

### Our review of the Directors’ Remuneration Policy

Context for our Directors’ Remuneration Policy review

As outlined in the Chair’s opening statement, the Committee has undertaken a review of our remuneration structure and

performance measures to ensure they are fully aligned to our strategic priorities and the delivery of long-term future performance

and value creation. The proposed Policy changes are designed to ensure that the Executive Directors are properly incentivised to

lead our growth ambitions.

Following the successful completion of the first phase of our new strategy announced in 2023, the business is transforming at pace

in challenging market conditions with our insurance and asset management business segments both well positioned for

sustainable growth. This is a critical point in our transformation journey at which the Committee believes these off-cycle policy

changes are required to reinforce alignment to the delivery of growth in the next phase of the strategy.

The focus of the Committee’s review has therefore been to ensure that remuneration packages and performance measures are

designed to achieve M&G’s ambitions and drive the continued delivery of long-term shareholder value, recognising that any

additional remuneration opportunity should be dependent on that future performance over time. It is in this context that the

Committee has determined two primary proposals:

– Executive Director package review - an increase in LTIP opportunity and shareholding requirement, which require amendments

to the DRP and are presented for a binding shareholder vote at the 2025 AGM; and

– Incentive plan scorecard review - with focus on the STI and LTIP financial scorecard measures and further refinement of non-

financial measures. All changes are within the parameters defined in the DRP for incentive scorecard structures, so have not

required the Committee to propose any changes to the DRP. Full details are presented in Remuneration at a glance and the 2025

implementation sections of the DRR which is subject to an advisory shareholder vote at the 2025 AGM.

The Committee was mindful that M&G operates within a competitive sector and attracting and retaining executives with the

requisite knowledge and experience of asset management and insurance is very challenging. As part of the review, peer market

data has been carefully considered to ensure that market positioning is appropriate in light of the Executive Directors’ experience,

performance and strong contribution in role, taking into account M&G’s size, complexity, and strategic ambition. The proposals

have been carefully structured to ensure that any increase in overall remuneration will only be realised if long-term performance

objectives are delivered over time, with higher shareholding requirements to further enhance long-term shareholder alignment.

The focus on incentive opportunity rather than fixed pay also rebalances the package towards variable remuneration, which is more

commensurate with asset management peers and aligned to our long-term strategic objective to grow the proportion of Group profits

contributed by the Asset Management business. We would note that the proposed LTIP opportunity for the Group CEO remains below

the exceptional limit of 400% of salary that was removed from the DRP in 2023. No increase to base salary for 2025 is proposed.

The proposed package changes for the Executive Directors for 2025 are summarised in the following tables:

Directors’ Remuneration Policy – summary of changes for 2025

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Fixed Remuneration | Andrea Rossi, Group CEO | Kathryn McLeland, CFO |
| Salary - no change | £910,000 (0% increase) | £603,000 (0% increase) |
| Base salaries will next be subject to the standard annual review process in 2026 | |
| Pension - no change | Aligned with wider workforce – 13% of salary | |
| Benefits - no change | No change in provision | |
| Variable Remuneration |  |  |
| Short-Term Incentive (STI) –  no change | Maximum:  250% of salary  (2024: 250% of salary) | Maximum:  225% of salary  (2024: 225% of salary) |
| 50% of awards are deferred in shares over three yearsi | |
| Long-Term Incentive (LTIP) –  increased opportunity | Maximum:  375% of salary  (2024: 250% of salary) | Maximum:  275% of salary  (2024: 225% of salary) |
| LTIPs are awarded over M&G plc shares, subject to stretching performance targets over a  three-year performance period and additional two-year holding period | |
| Shareholding Requirement |  |  |
| Shareholding Requirement –  increased requirement | 375% of salary  (2024: 300% of salary) | 275% of salary  (2024: 250% of salary) |
| The requirement must be achieved within five years of appointment and maintained  for two years post-employment with M&G | |

i In line with a policy change for the wider workforce and in alignment with market practice across many of our peers, vesting of deferred awards is

changing from three-year cliff vesting to three-year pro-rata vesting in three equal tranches from the 2025 performance year (for deferred STI awards

granted in 2026).

The impact of these changes on the Executive Directors’ packages (excluding pension and benefits) is illustrated below at target

package level:

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Directors’ Remuneration Report continued

![4027]()

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| ¢ | Base salary | ¢ | Target STI | ¢ | Target LTI |

The overall impact on target and maximum package (excluding pension and benefits) and shareholding requirement on a %

change basis is further illustrated below:

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| UK £’000 | Names | Total target compensation | Total maximum compensation | Shareholding requirement |
| Group CEO (New) | Andrea Rossi | 3,860 | 6,598 | 375% |
| Group CEO (Current) |  | 3,256 | 5,460 | 300% |
| % Change |  | 18.6% | 20.8% | 25.0% |
| CFO (New) | Kathryn McLeland | 2,163 | 3,619 | 275% |
| CFO (Current) |  | 2,003 | 3,318 | 250% |
| % Change |  | 8.0% | 9.1% | 10.0% |

In considering the current packages and developing these proposals, the Committee has taken benchmarking data into account to

ensure the proposals are appropriate and proportionate from an external market perspective. We have updated our benchmarking

peer group to include the most aligned UK and European peer companies in terms of business scope, recruitment and retention

risk (e.g. excluding wealth managers and wider investment firms)\*. At this point in the strategy some refinement of the peer group

was considered appropriate in the context of our priority to grow our European business, with the Committee acknowledging that

a broader international peer group for benchmarking purposes may become more relevant over time.

Remuneration benchmarking peer group

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Asset Managers | | Life Insurers |
| – Aberdeen  – Amundi  – DWS  – Jupiter | – Man Group  – Ninety One  – Schroders | – Aviva  – Just Group  – Legal & General  – Phoenix |

\*Relevant wealth managers and wider investment firms are still represented in our TSR peer group for the purpose of the LTIP, for which a broader set of peers

is considered appropriate for performance measurement.

The quartile benchmark levels for the peer group are presented below with the market position of current and proposed total

target remuneration for the Executive Directors. On a market capitalisation basis, M&G is positioned around median within the peer

group. The proposed changes will position the total remuneration packages at or just above the median of the benchmark, below

the largest companies in the peer group, but generally above companies of commensurate or smaller market cap with simpler

asset management or life business structures. The Committee considered this market positioning to be appropriate given the size

and complexity of our business, particularly when coupled with the increased weighting and dependency on long-term future

performance and an increased shareholding requirement, which is above median compared to the market:

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Directors’ Remuneration Report continued

#### Total target compensation against our peer group

![126_Total target compensation_RVB.svg]()

Note: Peer group data is based on disclosure available as at the end of 2024, excluding pension and benefits..

In actual terms the proposals move the Group CEO from c. 40th percentile to c. 60th percentile and the CFO from c. 40th

percentile to c. 50th percentile, with similar ranking within the peer groups.

The shareholding requirement is proposed to increase for both Executive Directors by a higher percentage than their respective

package increases, ensuring that the requirement remains at least as high as the LTIP award opportunity and further embeds long-

term alignment to shareholder value creation and shareholders’ interests. The requirement continues to extend for two years post-

employment and is expected to be achieved within five years of their respective appointment dates.

The final proposed change is in respect of the vesting profile of deferred STI awards, which are currently subject to three-year cliff

vesting. A shift in STI deferral policy from three-year cliff to three-year pro-rata vesting (in 3 equal instalments on the 1st, 2nd and

3rd anniversaries of the grant) is being implemented across our workforce to better align our package structures with peers in our

sector. The Committee proposes to align the Executive Directors with this Policy change from 2025. Given the requirement for

Executive Directors to build up and maintain their shareholding requirement within five years of appointment, the Committee is

comfortable that this change is broadly neutral for the current and any future Executive Directors.

Consideration of shareholder views on the Policy

The Committee engaged with 30 of our largest shareholders, representing c. 70% of share ownership, proxy advisory bodies and

regulators. We received valuable feedback from the majority of our top shareholders and all advisory bodies. Shareholder

questions and feedback primarily focused on the strategic rationale, timing and benchmark methodology/positioning for the

package review proposals. Our rationale and supporting evidence was generally considered robust and there was a request for

transparent disclosure explaining the strategic rationale for the changes, our approach to benchmarking and the implications of

the proposals on our market position, and why the Committee considers this to be appropriate at this time.

The proposed increase to shareholding requirements was welcomed, however we received very clear feedback from some

shareholders and proxy advisers that a minimum shareholding requirement must be at least as high as the annual LTIP opportunity

which the Committee has fully implemented.

The rationale for the rebalancing of the package was acknowledged and, while base salary should remain competitive, certain

shareholders highlighted that we should be mindful of the overall increased opportunity of the total package in future salary review

processes.

The Committee carefully reflected on all feedback received in finalising our proposals. In our disclosures we have sought to be as

transparent as possible on our rationale for the proposals, benchmarking methodology and the market positioning of the revised

packages. We acknowledge the feedback on monitoring base salary prudently in light of the rebalancing of the packages. No

salary increases have been applied in 2025 and this will be carefully considered in future annual reviews.

Shareholder views were also sought on the incentive scorecard review. The feedback on this topic is summarised in Remuneration

at a glance with full details of the changes to the 2025 scorecards on page 134.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Directors’ Remuneration Policy

## Directors’ Remuneration Policy

#### Remuneration Policy for Executive Directors

Key principles of the Remuneration Policy for Executive Directors

The Remuneration Policy, which will take effect from the April 2025 AGM subject to shareholder approval, has been designed to

align with and support our purpose and strategic priorities of financial strength, simplification and growth, resulting in the creation

of shareholder value and positive customer outcomes within an inclusive and engaging culture for our colleagues. The proposed

changes are summarised below, followed by the full Policy with updates highlighted.

In determining this Policy, the Committee has followed a fully informed and independent decision-making process, receiving input

from shareholders, proxy advisers and the Company’s independent remuneration consultants, with conflicts of interest managed

by ensuring that no individuals participated in the consideration of decisions impacting their own remuneration. The Committee

comprises independent Non-Executive Directors who do not participate in the Company’s incentive plans.

The proposed changes to the Directors’ Remuneration Policy, which are explained in detail in the previous section of the report, are

as follows:

– An increase to the Long-Term Incentive Plan limit from 250% to 375% of base salary;

– An increase to the shareholding requirement from 300% to 375% for Andrea Rossi, Group Chief Executive Officer and from

250% to 275% for Kathryn McLeland, Chief Financial Officer; and

– Vesting of deferred awards under the Short-Term Incentive Plan changing from three-year cliff vesting to three-year pro-rata

vesting in 3 equal tranches, to align with a policy change across our workforce to reflect market practice across many of our

peers (noting that the previous policy wording gave sufficient flexibility to implement this change and has therefore only been

subject to a minor amendment).

In addition, a minor change has been made to the Policy wording to remove the requirement for our Executive Directors to disclose

external fees. All external appointments and fees remain subject to approval of the Board.

All changes to the Policy have been highlighted in bold italics for ease of reference.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Directors’ Remuneration Policy

#### continued

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Remuneration  element | Strategic alignment and operation | Maximum opportunity | Performance measures |
| Base salary | Base salaries are appropriately positioned to attract  and retain executives with the required skills and  experience to deliver our strategic objectives.  Base salaries are paid in monthly instalments and  are normally reviewed annually with increases  normally effective from 1 April each year.  In reviewing base salaries, the Remuneration  Committee takes into account a number of factors,  including but not limited to:  – Company and individual performance;  – the scope/size of the roles and the skills and  experience of the Executive Directors;  – increases among the general workforce and  affordability; and  – benchmarking information for other firms of a  similar size and scope to M&G plc. | There are no prescribed  maximum salary levels, but  any increase will normally be  below or in line with increases  for the general workforce in  an ordinary year.  The Remuneration Committee  will retain the discretion to  award increases at a level  greater than that applied to  the general workforce if the  Remuneration Committee  deems it appropriate to do so.  The Remuneration Committee  will consider the impact of  increasing base salary on  other elements of  remuneration to ensure total  remuneration remains  appropriate. | Both individual and Company  performance will be taken into  consideration when  determining base salary  increases. |
| Benefits | Benefits are provided to ensure our remuneration  packages are appropriate to attract and retain  executives with the required skills and experience  to deliver our strategic objectives.  Benefits are provided to Executive Directors at a  market competitive level, taking into account  benefits offered to other employees within M&G.  Benefits currently provided to Executive Directors  include but are not limited to:  – Life assurance;  – Disability insurance and critical illness  insurance;  – Private health insurance (including eligibility for  his or her spouse or civil partner and  dependent children); and  – Annual health screening.  The Executive Directors are able to participate in  self-funded voluntary benefits and discounted M&G  products in line with other employees.  Executive Directors are eligible to participate in UK  all-employee share plans, which currently  comprises HMRC-approved Sharesave and SIP  plans, on the same terms as other employees.  The Company may cover reasonable legal costs and  certain relocation expenses in accordance with the  Company’s relocation policy. | Cover levels are defined  within the terms of each  benefit with maximum  opportunity dependent on the  terms of the insurer and  individual circumstances. | There are no performance  measures for benefits. |
| Pension | Pension contributions as a percentage of salary are  aligned with the general workforce at a level  sufficient to ensure our remuneration packages are  appropriate to attract and retain executives with the  required skills and experience to deliver our  strategic objectives.  Executive Directors are eligible for employer  contributions in respect of the Company’s defined  contribution pension scheme which may be  received in part or in full in cash.  The approach to pension arrangements for the  Executive Directors is in line with the wider  workforce. | 13% of base salary  per annum. | There are no performance  measures for pension  contributions. |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Directors’ Remuneration Policy

#### continued

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Remuneration  element | Strategic alignment and operation | Maximum opportunity | Performance measures |
| Short-  Term  Incentives  (STI) | STI awards are designed to provide clear alignment  of objectives and performance with the delivery of  our financial and non-financial strategic objectives  annually. The deferred share component of STI  provides longer-term alignment with the interests of  the Company and shareholder value creation.  Executive Directors are eligible to participate in an  annual STI plan at the discretion of the Committee.  Performance measures, targets and weightings are  determined annually and may vary to ensure  alignment with the Business Plan and strategy.  A threshold, target and maximum performance level  is set for each measure, with an outcome of 0% for  threshold performance or below and 50% of  maximum for on-target performance.  Performance outcomes may be subject to a  discretionary downward risk adjustment taking  consideration of an annual report from the Risk  Committee, including factors such as an  assessment of risk and compliance events and the  effectiveness of risk management relative to M&G’s  risk appetite during the performance period. Any  adjustments applied will be explained in the relevant  annual remuneration report.  50% of any STI payable to an Executive Director  will normally be deferred over three years into an  award over M&G shares under the Deferred  Incentive Plan. The rate of deferral may be adjusted  upwards and a post-vesting holding period may be  applied to meet remuneration regulatory  requirements where required.  Dividend equivalents may accrue on deferred share  awards, based on dividends paid to shareholders  during the vesting period. In line with the plan rules,  dividend equivalents may also accrue during any  applicable post-vesting holding period. These may  accrue either in cash or shares on a reinvestment  basis and are subject to the same terms, including  vesting date, as the deferred share award.  Adjustments may be made to deferred share  awards in certain circumstances including rights  issues, corporate restructuring and special  dividends, if the Remuneration Committee deems it  appropriate to do so.  Malus and/or clawback provisions apply to both  cash and deferred STI awards - see ‘Malus and  clawback’ for further details. | STI awards are subject to an  annual limit of 250% of base  salary for the Executive  Directors. | The scorecard of performance  measures will comprise a  combination of financial and  non-financial measures, with  financial measures normally  comprising at least 50% of  the scorecard.  Performance measures and  weightings are determined  annually to ensure alignment  with the Business Plan and  strategy.  The Remuneration Committee  has discretion to adjust  formulaic outcomes if they are  not considered to be  representative of the overall  performance of the Company.  Any adjustments applied will  be explained in the relevant  annual remuneration report.  Performance targets and  ranges will be disclosed with  the performance outcomes of  STI awards in the annual  remuneration report  published at the end of the  performance period for the  STI awards. |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Directors’ Remuneration Policy

#### continued

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Remuneration  element | Strategic alignment and operation | Maximum opportunity | Performance measures |
| Long-Term  Incentive  Plan (LTIP) | LTIP awards are designed to provide long-term  alignment of executive remuneration to sustained  business performance relative to long-term  strategic objectives and shareholder value creation.  Executive Directors are eligible to participate in the  LTIP at the discretion of the Committee. Awards are  normally granted annually over M&G plc shares.  Awards are subject to performance conditions  which are measured over a three-year vesting  period from 1 January of the year of grant with  vesting occurring on the third anniversary of the  grant date. Vested awards are subject to an  additional holding period of two years.  A threshold and maximum performance level is set  for each measure, with straight-line interpolation for  performance between these levels. At threshold  performance, 0% will vest for all metrics with the  exception of TSR, for which 25% will vest. There is  zero vesting for performance below the threshold.  Maximum performance will result in 100% vesting.  Performance outcomes may be subject to a  discretionary downward risk adjustment taking  consideration of a report from the Risk Committee,  including factors such as an assessment of risk and  compliance events and the effectiveness of risk  management relative to M&G’s risk appetite during  the performance period. Any adjustments applied  will be explained in the relevant annual  remuneration report.  Dividend equivalents may accrue on LTIP awards,  based on dividends paid to shareholders during the  vesting period. In line with the plan rules, dividend  equivalents may also accrue during any applicable  post-vesting holding period. These may accrue  either in cash or shares on a reinvestment basis and  are subject to the same terms, including vesting  date, performance conditions and holding period, as  the LTIP share award.  Adjustments may be made to LTIP awards in certain  circumstances including rights issues, corporate  restructuring and special dividends, if the  Remuneration Committee deems it appropriate  to do so.  Malus and clawback provisions apply to LTIP  awards during the vesting and holding periods - see  'Malus and clawback' for further details. | LTIP awards are subject to a  limit of 375% of base salary in  respect of any financial year. | The performance conditions  may comprise a combination  of financial (including TSR)  and non-financial measures,  with financial measures  normally comprising at least  75% of the scorecard.  Performance measures and  weightings for the grant of  new awards are determined  annually to ensure alignment  with the Business Plan and  strategy.  The Remuneration Committee  has discretion to adjust  formulaic outcomes if they are  not considered to be  representative of the overall  performance of the Company.  Any adjustments applied will  be explained in the relevant  annual remuneration report.  The Remuneration Committee  has discretion to amend or  replace performance  measures and/or targets  where it reasonably considers  it appropriate to do so,  provided that the amended  conditions are not materially  less challenging.  Performance measures,  targets and ranges will be  disclosed in the  implementation section of the  annual remuneration report  for the year prior to the grant  of LTIP awards. |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Directors’ Remuneration Policy

#### continued

Malus and clawback

All STI and LTIP awards operated by M&G are subject to malus and clawback provisions in the following circumstances:

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Application to STI | – Cash STI  – Deferred STI (in shares) | – Clawback for 3 years from the payment date  – Malus for the 3-year vesting period |
| Application to LTIP | – 3-year vesting period  – 2-year holding period | – Malus for the 3-year vesting period  – Clawback for the 2-year holding period |

The circumstances in which the Remuneration Committee may consider the application of malus and/or clawback are defined in

the plan rules and can be summarised as follows:

– a material misstatement of published accounts;

– an error in the calculation of performance outcomes or such calculation being based on inaccurate information;

– material risk management failures;

– reasonable evidence of individual misconduct or material error;

– breach of an applicable law, regulation or code of practice and/or failure by the individual to meet standards of fitness and

propriety;

– actions or responsibility for conduct leading to significant loss(es) and/or reputational harm to the company or any Group

Member;

– material downturn in financial performance; or

– corporate failure.

Malus can be applied to an alternative unvested award to satisfy a clawback event on a vested/released award. The periods that

malus and clawback apply may be extended if required to meet regulatory requirements.

Legacy arrangements

The Committee reserves the right to make any remuneration payments and/or payments for loss of office, including the exercise of

any discretions available to it in connection with such payments (notwithstanding that they are not in line with this policy), where

the terms of payment:

– came into effect before this policy was approved and implemented (including where such payments are in line with a previously

approved policy); and

– were agreed at a time when the individual was not a Director of the Company and, in the opinion of the Committee, the payment

is not in consideration for the individual becoming a Director.

Details of any such payments will be set out in the applicable Annual Report on remuneration as they arise.

Remuneration Committee discretion

The Remuneration Committee retains discretion in the operation and administration of the Directors’ Remuneration Policy, noting

that no material changes will be made to the advantage of the Executive Directors without obtaining shareholder approval. Any use

of discretion and how it was exercised will be disclosed, where relevant, in the Annual report on remuneration. This includes (but is

not limited to) the following:

– the Executives’ participation in the Company’s incentive plans;

– the timing of awards including grant, vesting and release dates;

– the size of awards and vesting levels within the limits set out in this policy;

– the performance measures and weighting for STI and LTIP awards within the terms set out in this policy;

– the adjustment of formulaic outcomes of incentive awards for risk management issues or where the outcomes are not reflective

of overall Company performance or aligned with shareholder and/or wider stakeholder experience;

– the settlement of any share awards in cash in exceptional circumstances;

– the determination of good leaver status and treatment of unvested awards in line with this policy and incentive plan rules;

– the extent to which malus and clawback should apply to any award;

– the adjustment of awards in certain circumstances including rights issue, corporate restructuring, change of control and special

dividends;

– the amendment or replacement of performance measures and targets where it reasonably considers it appropriate to do so,

provided that the amended conditions are not materially less challenging; and

– to amend the policy to ensure continued compliance with any applicable remuneration regulations.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Directors’ Remuneration Policy

#### continued

Performance measures

Performance measures and targets for the STI and LTIP will include a balance of financial and non-financial measures aligned with

the Company’s key short-and long-term strategic priorities:

– stretching financial targets to deliver growth and create financial flexibility for investment opportunities to build capabilities in

high value-added areas and expand our proposition in the UK and internationally. Financial targets are approved by the Board

through a rigorous process taking consideration of market conditions, competitor practices and forecasts;

– balancing the interest of policyholders and shareholders;

– creating and maintaining positive experience and outcomes for our clients;

– ensuring alignment with the Company’s strategy, purpose and values;

– creating an inclusive and engaging culture that supports the Company’s diversity and inclusion objectives to provide equality of

opportunity for all who apply for and perform work for the Company;

– adhering to a robust risk management policy and risk appetite limits;

– aligning with the long-term sustainable success of the Company and value creation for shareholders; and

– ensuring alignment with our objectives relating to environmental, social and governance factors.

Shareholding requirement

|  |  |
| --- | --- |
|  |  |
| Executive Director | Shareholding requirement |
| Group Chief Executive Officer | 375% of base salary |
| Chief Financial Officer | 275% of base salary |

The purpose of the shareholding requirement is to align executives with the long-term interests of the Company, clients and

shareholders through a requirement to hold shares both during and post-employment.

Executive Directors must normally attain the shareholding requirement and maintain this level of holding within five years of

becoming an Executive Director.

In addition to personally owned shares, unvested shares not subject to performance conditions (deferred STI awards and LTIP

share awards subject to a holding period) will count towards the requirement on a net-of-tax value basis. Executive Directors must

hold vested shares until the requirement is met except in exceptional circumstances with the approval of the Chair.

Shareholding levels will be tested annually following completion of the annual grant and vesting of awards, which will be disclosed

in the annual Remuneration Report.

A post-employment shareholding requirement will be operated for the Executive Directors requiring them to maintain their

shareholding requirement or actual shareholding, if lower, at the point of departure in full for two years post-employment

(following the same methodology as set out above).

External appointments

The Executive Directors may take up external directorships and retain the fees for such appointments with the approval of the

Boardi.

Remuneration regulations

This policy has been designed to ensure compliance with all remuneration regulations applicable to the Company. The

Remuneration Committee reserves discretion to amend the policy if it is required to do so in order to maintain compliance with any

new or amended regulations.

Scenario charts

This policy is designed to ensure that executive remuneration is directly aligned with the delivery of key financial and non-financial

performance objectives and the creation of shareholder value, achieved in accordance with the Company’s policies and values for

risk management, conduct, customer and culture. The majority of the remuneration packages are in the form of incentive awards

with the maximum values only achievable with significant outperformance of business plans and objectives. The LTIP and 50% of

the STI award are delivered in shares to maintain close alignment with shareholders. The table to the right illustrates the potential

earnings of each Executive Director in four performance scenarios:

iPolicy wording requiring our Executive Directors to disclose external fees has been removed. All external appointments and fees remain subject to

approval of the Board.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Directors’ Remuneration Policy

#### continued

|  |
| --- |
|  |
| Group Chief Executive Officer - Andrea Rossi |

![99505802387347]()

![]()

|  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |
| 0 |  | £2,000,000 |  | £4,000,000 |  | £6,000,000 |  | £8,000,000 |

|  |
| --- |
|  |
| '000s |
| £1,047 |
|  |
| £3,997 |
|  |
| £6,735 |
|  |
| £8,441 |

![]()

100%

![]()

26%

![]()

15%

![]()

12%

![]()

29%

![]()

45%

![]()

34%

![]()

51%

![]()

27%

![]()

61%

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
| ¢ | Fixed | ¢ | STI | ¢ | LTIP |

|  |
| --- |
|  |
| Chief Financial Officer - Kathryn McLeland |

![99505802387444]()

|  |
| --- |
|  |
| 000s |
| £692 |
|  |
| £2,251 |
|  |
| £3,707 |
|  |
| £4,536 |

![]()

100%

![]()

31%

19%

15%

![]()

30%

![]()

39%

![]()

36%

![]()

45%

![]()

30%

![]()

55%

![]()

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
| 0 |  | £2,000,000 |  | £4,000,000 |  | £5,000,000 |

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
| ¢ | Fixed | ¢ | STI | ¢ | LTIP |

The performance scenarios incorporate the following assumptions:

|  |  |
| --- | --- |
|  |  |
| Fixed remuneration | Comprising the 2025 base salary, benefits (based on the annualised 2024 single figure for the  Group Chief Executive Officer and Chief Financial Officer) and a 13% pension contribution. |
| Target remuneration | Fixed remuneration plus the value that would arise from the incentives for achieving on-target  performance:  STI with a 50% outcome for on-target performance.  LTIP with a 53% outcome for on-target performance (financial/non-financial measures with a  50% outcome and TSR with a performance scale mid-point of 62.5%). |
| Maximum remuneration | Fixed remuneration plus the value that would arise from the incentives for achieving maximum  performance. |
| Maximum remuneration with  50% share price growth | Maximum remuneration increased for the assumption that the shares granted under the LTIP  increase in value by 50% from the share price at grant. |

Remuneration Policy for new appointments

Remuneration packages for new Executive Directors (including those promoted internally) will be in line with the requirements of

this policy, including maximum incentive levels, and will be determined on the principle of delivering remuneration that is

proportionate and not more than what is necessary to recruit and secure talented individuals with the requisite levels of skills and

experience, ensuring that the cost to secure the right candidate is appropriate. If required, awards may be granted to replace

awards or amounts forfeited by a previous employer (buyout awards). Any buyout awards would be limited to what is considered

to be a fair estimate of the value of remuneration forfeited and with equivalent terms (including vesting dates, performance

conditions and malus/clawback provisions) to ensure that the cost to secure the right candidate is appropriate. As buyout awards

may cover multiple years of awards from a previous employer, the grant value is not subject to the maximum limits described in this

policy.

The Company may cover reasonable legal costs and certain relocation expenses in accordance with the Company’s relocation

policy for new appointments.

The fees and benefits to be paid to a new Non-Executive Director will be determined in accordance with the terms described in the

Remuneration Policy for Non-Executive Directors.

Service agreements

All Executive Directors have service agreements of an indefinite duration that can be terminated by either party by serving 12

months’ notice. Under this policy this is the maximum notice period that may be applied to Executive Directors. The terms of the

service agreements are considered to be in line with current best practice for Executive Directors. The service contracts are

available for inspection on request from the Company’s offices.

|  |  |  |
| --- | --- | --- |
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|  | 127 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Directors’ Remuneration Policy

#### continued

Loss of Office

In the event of the termination of an Executive Director, the terms of the termination will be determined by reference to the service

agreement, this policy, the rules of the relevant incentive plans, relevant regulatory requirements and the signing of a settlement

agreement, as detailed in the table below:

|  |  |
| --- | --- |
|  |  |
| Element | Policy |
| Notice period | – 12 months from either party.  – The Company may require that all or an element of the notice period be taken as gardening leave.  – The Company may elect to pay in lieu of notice for all or a portion of the contractual notice period.  In this instance payment would be restricted to salary only and may be delivered monthly  to mitigate loss.  – Any holiday entitlement will be pro-rated to reflect the proportion of the year employed.  Any outstanding holiday entitlement must be used during the notice period.  – If an executive is dismissed for cause, there will be no notice period or payment made for loss  of office. |
| Termination payments | Consistent with other employees, Executive Directors may receive payments to compensate them for  the loss of employment rights on termination, subject to entering into a satisfactory settlement  agreement. Payments may include a nominal amount for agreeing to non-solicitation and  confidentiality clauses, insurance cover for a specified period following the termination date,  outplacement services, legal fees or repatriation assistance.  In the event of redundancy, a payment may be made in accordance with the Company redundancy  policy in effect at that time. |
| STI awards | A good leaveri will be entitled to a pro-rated STI award for the period worked (excluding garden leave)  during the year, determined and paid through the normal process and subject to normal terms,  including deferral.  There is no entitlement to an STI award in the year of termination for a bad leaver. |
| Treatment of incentive  awards | Unvested deferred STI awards for good leavers continue to their normal vesting date. Unvested  awards for bad leavers will lapse.  Unvested LTIP awards for good leavers will continue to their normal vesting date, pro-rated for the  time worked during the performance period. The Remuneration Committee has discretion to waive the  pro-ration of LTIP awards, should they deem this to be appropriate. Unvested awards for bad leavers  will lapse.  Vested LTIP awards subject to a holding period will remain subject to the holding period until the  original release date.  All awards continue to be subject to their original terms, including malus, clawback and holding  periods.  The Remuneration Committee has discretion to accelerate the vesting and release of awards for good  leavers in exceptional circumstances. |
| Change of control | In the event of a change of control of the Company, the Remuneration Committee may determine that:  – STI awards for the year during which the change of control occurred may either continue to be  determined on the basis of the whole year or may be pro-rated to the date of the change of control.  – Unvested deferred STI awards are exchanged or replaced with equivalent awards over shares in  another company, continuing to their normal vesting date, or that the vesting of the awards is  accelerated to the date of the change of control.  – Unvested LTIP awards are exchanged or replaced with equivalent awards in another company,  continuing to their normal vesting date and subject to the same or equivalent performance  conditions, or that the vesting of awards is accelerated to the date of the change of control. If the  awards are accelerated, they will be subject to pro-ration and an assessment of the extent to which  the performance conditions have been achieved. The Remuneration Committee has discretion to  waive the pro-ration of LTIP awards if this is deemed appropriate. |

i Good leaver applies in the event of death, disability, redundancy and sale of the company/business in which an individual works. Other leavers may be

granted good leaver status at the discretion of the Remuneration Committee (which may include retirement).

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 128 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Directors’ Remuneration Policy

#### continued

#### Remuneration Policy for Non-Executive Directors

|  |  |
| --- | --- |
|  |  |
| Element | Policy |
| Fees | Fees take account of the time commitment and responsibilities of the roles and market reference points  for comparable FTSE organisations.  The Chair receives a base fee which is reviewed annually by the Remuneration Committee.  Non-Executive Directors receive a base fee and additional fees for other Board roles such as Chairship  or membership of a Committee, acting as the Senior Independent Director or subsidiary Board roles.  Fees are reviewed annually by non-conflicted members of the Board. |
| Benefits | The Chair is eligible to receive private medical insurance.  – The Chair and Non-Executive Directors are not eligible to participate in the Company’s pension or  incentive arrangements.  – Benefits may be provided in specific circumstances to the Non-Executive Directors that are  immaterial in nature and value, up to a maximum value of £1,000.  – Reasonable expenses may be reimbursed by the Company. The Company may pay any tax due on  reimbursed expenses. |
| Recruitment | Fees for a new Non-Executive Director will normally be aligned with the fee structure applicable to  other Non-Executive Directors at the time of appointment. |
| Notice period | – Chair: six months by either party without liability for compensation.  – Non-Executive Director: six months by either party without liability for compensation. |
| Key terms of  appointment | The Chair and Non-Executive Directors are subject to annual re-election at the AGM. |

Remuneration arrangements throughout the Company

The Committee has taken careful consideration of remuneration arrangements for employees across the Company in determining

the Remuneration Policy and its implementation, and considers carefully the impact of Board or management decisions on pay on

the wider employee population. Formal consultation with employees has not taken place on the development of the Policy, but

insight into arrangements and conditions for the wider workforce is achieved through a combination of management and

employee feedback and an engagement plan of formal and informal activities.

A Remuneration Policy is in place for establishing standards for the design and operation of remuneration across the Company,

which has consistent principles to the Directors’ Remuneration Policy. Pension and benefit programmes are in place for all

employees. Pension entitlement is aligned with that for the Executive Directors. The majority of benefits are also aligned.

All employees are eligible for an STI award annually, determined through a combination of Company and personal performance

and subject to risk adjustment. LTI awards are used for senior management roles across the Company. Employees are eligible to

participate in all-employee share schemes and discounted products on the same terms as the Executive Directors. The

Remuneration Committee received information on remuneration across the Company, including average salary increases, the

design and outcomes of incentive plans and the Group Chief Executive Officer pay ratio, when determining the proposed changes

and implementation of the Remuneration Policy for Executive Directors.

Consideration of shareholder views on the Policy

The Committee engaged with 30 of our largest shareholders, representing c. 70% of share ownership, proxy advisory bodies and

regulators. We received valuable feedback from the majority of our top shareholders and all advisory bodies. The Committee

carefully reflected on all feedback received in finalising our proposals. Full details of the feedback received is provided on page 119.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 129 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Remuneration at a glance

## Remuneration at a

## glance

This section provides an overview of the Directors' Remuneration Policy, the remuneration outcomes for 2024 and implementation

decisions for 2025. Through our implementation and operation of the Policy we ensure alignment to the following principles:

|  |  |
| --- | --- |
|  |  |
| Key principles underpinning our Directors’ Remuneration Policy | |
|  |  |
| Sustainable, long term  success of the Group and  robust risk framework | – Clear alignment with the long-term interests of the Company through a significant proportion of  executive packages being delivered in shares for three to five years and through our shareholding  requirement policy, which includes a requirement to hold shares for two years post-employment.  – Remuneration appropriately balanced, recognising short and long-term performance.  – Financial and non-financial incentive measures that are focused on indicators of sustainable  performance that position the company strongly for continued success.  – A robust and rigorous risk review of remuneration outcomes to ensure that these properly reflect  overall Company performance from a financial, key stakeholder, conduct and reputational  perspective, and within an effective risk management framework and culture. |
|  |  |
|  |  |
| High performing talent | – Ensuring clarity of our remuneration packages which are appropriately positioned relative to the  scope and complexity of the roles and relevant market benchmarks, and designed to reflect and  recognise performance. |
|  |  |
|  |  |
| Positive, safe and  collaborative environment  aligned to our purpose,  values and culture | – Key focus on positive customer outcomes and quality of customer engagement.  – Strong alignment with our ambitious diversity targets and objectives to maintain a positive and  engaging culture that provides equality of opportunity for all current and prospective colleagues.  – Promoting a positive culture in which the ‘how’ as well as the ‘what’ is recognised and valued, with  a focus on colleagues and customers and demonstrable alignment between behaviours and  remuneration outcomes. |
|  |  |
|  |  |
| Predictability and  alignment with  stakeholders | – Strong alignment of our executives with the experience of shareholders through the delivery of a  significant proportion of remuneration in shares, with vesting and holding periods over five years  and a robust shareholding requirement policy.  – Incentive plan measures aligned to customer outcomes and long-term sustainability measures  that reflect and recognise the Company’s wider role and impact. |
|  |  |
|  |  |
| Simple and transparent | – Remuneration plans and programmes that are simple to understand and provide clear linkage to  performance set in line with business strategy. |
|  |  |
|  |  |
| Compliant and focused  on best practice | – Arrangements are fully compliant with all applicable regulatory and legal requirements and  reviewed on a continuous basis to align with best practice as this continues to evolve. |
|  |  |

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| --- | --- | --- |
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|  | 130 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Remuneration at a glance

#### continued

#### Overview of the Directors’ Remuneration Policy

The following chart shows the operation of the key elements of our Directors’ Remuneration Policy. Summary details of the Policy

are provided in the next section (total amounts in £’000). The charts detail the remuneration arrangements proposed for our Group

Chief Executive Officer, Andrea Rossi, and our Chief Financial Officer, Kathryn McLeland. The target and maximum LTIP

opportunities are subject to approval at the April 2025 AGM.

![remPol_RB_RVB.svg]()

![remPol_RB_RVB-2.svg]()

|  |  |  |
| --- | --- | --- |
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|  | 131 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Remuneration at a glance

#### continued

#### Summary

#### of the Directors’ Remuneration Policy and 2025 implementation

References  to the policy in this section and the detailed implementation section of the report align with the Remuneration Policy

being submitted for approval at the 2025 AGM.

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Remuneration element  and time horizon | Policy summary | 2025 Implementation |
| Base Pay | Operation  Normally reviewed annually with any increases  usually taking effect from 1 April each year.  Opportunity  There are no prescribed maximum salary levels.  The Committee considers a range of internal and  external factors to ensure that base salaries are  appropriate.  Performance  Individual and Company performance will be taken  into consideration. |  |
| Benefits | Operation  Reviewed periodically against market practice  taking consideration of benefits offered to  colleagues across the Company.  Opportunity  Cover levels are defined within the terms of each  benefit with maximum opportunity dependent on  the terms of the insurer and individual  circumstances.  Performance  There are no performance measures that apply to  the provision of benefits. | Benefits provision includes but is not limited to:  – Life, disability and critical illness insurance  – Private health insurance (including partner and  dependants) and annual health assessment  – Eligibility to participate in the Company  Sharesave and Share Incentive Plan (SIP) |
| Pension | Operation  Defined contribution pension participation or cash  in lieu.  Opportunity  13% of base salary per annum, aligned with the  wider workforce.  Performance  There are no performance measures that apply to  the provision of pension participation or cash in lieu. |  |

![]()

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  | Effective  1 April  2025  £ | Effective  1 April  2024  £ | %  increase |
| Andrea Rossi | 910,000 | 910,000 | 0% |
| Kathryn  McLeland | 603,000 | 603,000 | 0% |
| Wider workforce 2025  (UK annual review  spend) | | 3% | |

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
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| ‘25 | ‘26 | ‘27 | ‘28 | ‘29 |

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| --- | --- | --- | --- | --- |
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| ‘25 | ‘26 | ‘27 | ‘28 | ‘29 |

![]()

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  |  | Contribution  2025 | Contribution  2024 |
| Andrea Rossi | | 13% | 13% |
| Kathryn McLeland | | 13% | 13% |

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
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| ‘25 | ‘26 | ‘27 | ‘28 | ‘29 |

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| --- | --- | --- |
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|  | 132 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Remuneration at a glance

#### continued

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Remuneration element  and time horizon | Policy summary | 2025 Implementation |
| Short-term  incentives (STI) | Operation  An annual incentive award subject to performance  conditions assessed at the end of the calendar year.  Performance outcomes are subject to a  discretionary downward risk adjustment. 50%  of any STI payable will normally be deferred  into shares with equal pro-rata vesting over a three-  year period. Malus and/or clawback provisions  apply to cash and deferred STI.  Opportunity  Up to a maximum of 250% of base salary, subject to  performance. Threshold, target and maximum  performance levels are established for each award.  Performance  Performance scorecards comprise a combination of  financial and non-financial measures aligned to the  Company’s strategic objectives and financial goals.  Financial measures will normally comprise at least  50% of the scorecard. | Financial measures comprise 60% and non-  financial measures 40% of the 2025 STI scorecard,  which can be found on page 149. There are no  changes to target and maximum STI opportunity as  a percentage of base salary for 2025: |
| Long-term  incentives (LTIP) | Operation  LTIP awards over M&G plc shares are normally  granted annually subject to performance conditions  assessed at the end of a three-year performance  period. Vested shares are subject to an additional  holding period of two years. Performance outcomes  may be subject to a discretionary downward risk  adjustment. Malus and clawback provisions apply  to the award during the vesting and holding  periods.  Opportunity  Subject to approval at the 2025 AGM, up to a  maximum of 375% of base salary, subject to  performance. Threshold, target and maximum  performance levels are established for each award.  Performance  Performance scorecards may comprise a  combination of financial and non-financial  measures aligned to the Company’s strategic  objectives and financial goals. Financial measures  (including TSR) will normally comprise a minimum of  75% of the scorecard. | Financial measures (including TSR) for 2025 will  have an 85% financial weighting and 15% non-  financial weighting with sustainability measures  aligned to diversity. The scorecard can be found on  page 150.  The maximum LTIP awards for our Executive  Directors in 2025 are as set out in the table below,  subject to approval from shareholders at the 2025  AGM: |

![]()

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  |  | Target  STI %  2025 | Maximum  STI %  2025 |
| Andrea Rossi | | 125% | 250% |
| Kathryn McLeland | | 112.5% | 225% |

![]()

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|  | Deferral period | | |  |
| ‘25 | ‘26 | ‘27 | ‘28 | ‘29 |

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|  |  |  |  |  |
|  |  |  | Holding  period | |
| ‘25 | ‘26 | ‘27 | ‘28 | ‘29 |

![]()

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  |  | Maximum  LTIP %  2025 | Maximum  LTIP %  2024 |
| Andrea Rossi | | 375% | 250% |
| Kathryn McLeland | | 275% | 225% |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 133 |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Remuneration at a glance

#### continued

#### Shareholding requirements

The Group Chief Executive Officer and Chief Financial Officer must attain a shareholding requirement, currently set at 300% and

250% of base salary but due to increase subject to shareholder approval at the 2025 AGM to 375% and 275% respectively, within

five years of their appointment. Vested shares, after the sale of shares to fund tax liabilities, must be held until the requirement is

met (unless there are exceptional circumstances). Unvested shares not subject to performance conditions count towards the

requirement on a net-of-tax basis. In addition, shares subject to the shareholding requirement must be held in full for two years

post-employment.

The shareholdings for Andrea Rossi and Kathryn McLeland are shown in the table below as at 31 December 2024, set against the

current shareholding guideline. Having joined the Board in 2022, both are currently in compliance with the shareholding policy.

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Name | Guidelines | Shares as a % of salary |
| Andrea Rossi | 300% of base salary | 100% |
| Kathryn McLeland | 250% of base salary | 125% |

#### 2024 Performance outcomes

The performance scorecard outcome for the 2024 STI was the same for both Executive Directors at 69.85%. A downward risk

adjustment of 2.5% has been applied to the STI outcome to reflect that, while positive progress has been made building on the risk

and control framework foundations previously put in place, further implementation work continues to be needed to further embed

the framework. The impact of this leads to an effective outcome of 68.1% of maximum opportunity.

Kathryn McLeland has awards vesting under the 2022 LTIP. Performance against the scorecard measures is set out below with a

vesting outcome of 62%. Further detail is provided on page 140. Andrea Rossi does not have awards vesting under the 2022 LTIP,

as the first award under the M&G plc LTIP was granted to him in 2023 and is due to vest in 2026.

The component and total outcomes of the scorecards were as follows, including comparison to prior year, where applicable.

2024 STI – % of maximum opportunity

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  |  | Financial  Measures | Non-financial  Measures | STI scorecard  Outcome | Outcome post 2.5%  downward risk  adjustment |
| Andrea Rossi | 2024 | 81.0% | 53.2% | 69.85% | 68.10% |
| Andrea Rossi | 2023 | 98.6% | 51.9% | 79.9% | N/A |
| Kathryn McLeland | 2024 | 81.0% | 53.2% | 69.85% | 68.10% |
| Kathryn McLeland | 2023 | 98.6% | 51.9% | 79.9% | N/A |

2022 LTI – % of maximum opportunity

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
|  |  | Financial  Measure (excl. TSR) | TSR | Sustainability  (Diversity & Climate) | Risk & Conduct | Outcome |
| Kathryn McLeland | 2024 | 86.0% | 33.8% | 50.0% | 30.0% | 62.0% |

Neither Executive Director had LTIP awards vesting in 2024 and Andrea Rossi has no LTIP awards due to vest in 2025.

#### Remuneration outcomes

The Executive Directors’ 2024 single figure earnings are summarised below:

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  |  | Fixed Remuneration  £’000 | STI  £’000 | LTIP  £’000 | Total (incl. ‘Other’)  £’000 |
| Andrea Rossi | 2024 | 1,037 | 1,549 | — | 2,586 |
| Andrea Rossi | 2023 | 998 | 1,748 | — | 2,745 |
| Kathryn McLeland | 2024 | 685 | 924 | 999 | 2,608 |
| Kathryn McLeland | 2023 | 663 | 1,043 | — | 1,706 |

– Fixed remuneration includes salary, benefits and pension.

– The employer pension entitlement is delivered fully in the form of a cash in lieu allowance for both Executive Directors.

– STI includes both the cash and deferred elements of the STI awarded for the 2024 performance year.

– LTIP for Kathryn McLeland denotes the estimated vesting proceeds from the award granted in 2022 for the performance period

ending 31 December 2024.

– Additional details of the single figure methodology and incentive plan scorecards can be found in the Annual Report on

Remuneration section from page 138.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 134 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Remuneration at a glance

#### continued

#### Rationale

#### for measures and link to strategy

The Committee has continued its review of the alignment of incentives to purpose and strategy during 2024. In 2023 we completed

the first stage as part of the triennial policy review, which had a key focus on incentive scorecard simplification and commencing

alignment to our refreshed strategy. We also refined the financial measures later in the year to ensure they properly reflected

management delivery and shareholder value creation under IFRS 17 accounting standards and our strategic decision to re-enter

the defined benefit pension de-risking market.

In 2024 the Committee has undertaken a further review of the scorecards for alignment to strategy and performance outcomes

that will deliver long-term growth and shareholder value. We will continue to keep the alignment of incentives under review and

shareholders should therefore expect further refinements in the performance measures that the Committee may determine for

future performance periods.

A consultation with our largest shareholders has been conducted seeking feedback on our provisional proposals for the

scorecards. A summary of the feedback is provided below and was duly considered in helping us to finalise the proposals.

What is changing in the 2025 STI

The Committee is satisfied that the updates made to the STI scorecard in 2023 have been effective and remain appropriate.

However, following our consultation exercise, we will introduce a third financial measure – Net client flows from open business – to

the scorecard which is directly aligned with our strategic growth ambitions.

The weighting and mix of non-financial measures is unchanged, however we have refined the customer and risk measures to

ensure they continue to drive the intended outcomes and behaviours. The summary table below illustrates the changes with

further details of the measures provided in the next section:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 STI Scorecard | 2025 STI Scorecard |
| Financial | 30% - Operating capital generation excluding new  business strain (OCG excluding NBS)  30% - AOP and Operating change in CSM  (AOP + CSM) | 25% - OCG excluding NBS  25% - AOP + CSM  10% - Net client flows from open business |
| Non-financial | 40% - Customer, Colleagues and Risk | 40% - Customer, Colleagues and Risk |

What is changing in the 2025 LTIP

The primary change is an increase in the financial weighting in the scorecard to accommodate the addition of one further financial

measure aligned to growth – a three-year Group Adjusted Operating Profit growth measure. Combined with the existing capital

generation measure, the addition of an AOP growth measure embeds alignment to the targets underpinning the next phase of the

strategic objectives for financial strength, simplification and growth:

– Three-year operating capital generation (excluding new business strain) target of £2.7bn, aligned to our strategic target with

significant outperformance stretch in the performance range; and

– Average growth in adjusted operating profit of 4-8% per annum over three years with a midpoint/target in excess of our

strategic objective to grow by 5% or more on average over the period, with further stretch in the performance range.

An update to our sustainability strategy is ongoing and scheduled to be completed and communicated in 2025. Given the

significant progress already made towards our mid-term own emissions reduction target, we have removed this measure from the

scorecard in 2025. Sustainability will therefore comprise diversity measures only in 2025 and, in light of this, we are applying a

lower sustainability weighting of 15%. The Committee will review sustainability measures for 2026 as the updated sustainability

strategy is embedded.

Finally, we have made small amendments to the TSR peer group, removing the two least aligned companies from the current FTSE

peers, and replacing them with more aligned European peers. The inclusion of these new peers is considered appropriate on the

basis that they provide materially better alignment to M&G’s business scope and our strategic objective to grow our Asset

Management business in Europe. We have included further detail on the updated TSR peer group on page 136.

The summary table below illustrates the changes with further details of the measures provided in the next section:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 LTIP Scorecard | 2025 LTIP Scorecard |
| Financial | 50% - Cumulative OCG excluding NBS | 40% - Cumulative OCG excluding NBS  20% - Adjusted operating profit growth |
| TSR | 25% - Relative TSR against bespoke peer group (TSR) | 25% - Relative TSR against bespoke peer group (TSR) |
| Non-financial | 25% - Sustainability (Gender, Ethnicity and Own  Emissions) | 15% - Sustainability (Gender and Ethnicity) |

|  |  |  |
| --- | --- | --- |
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|  | 135 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Remuneration at a glance

#### continued

Our incentive scorecards continue to retain an appropriate balance between performance and how it is delivered, which is critical

for M&G’s long-term success and sustainable shareholder value creation. Key aspects of non-financial performance include risk

management effectiveness, customer experience and outcomes, conduct, culture and diversity, demonstrating alignment with our

stakeholders:

|  |  |
| --- | --- |
|  |  |
|  |  |
| Customers | Customer outcome measures embedded in the STI scorecard |
| Colleagues | Colleague engagement is an established measure in the STI scorecard and Diversity is in our LTIP scorecard |
| Communities | Diversity measures embedded in the LTIP scorecard |
| Shareholders | Alignment to the shareholder experience via:  – The relative TSR component within the LTIP scorecard  – Focus on capital generation which underpins our ability to pay a dividend  – Deferral into shares of a significant proportion of annual STI awards with vesting over three years  – Share ownership and post-vesting holding requirements for our senior executives |

Consideration of shareholder views

Our proposal to introduce an additional financial measure to the LTIP aligned with our strategic growth objectives was well

received by major shareholders. The proposal to down-weight sustainability in the scorecard for 2025, with a further review to be

undertaken during 2025 in light of the updated sustainability strategy, was also supported. We also received very clear feedback

that non-financial measures should only be included if relevant to strategy and the creation of shareholder value, with transparent

and stretching targets, which the Committee fully supports.

We also received additional feedback emphasising the importance of having measures that were dependent on delivering growth

across all segments of the Group and clearly lead to the creation of shareholder value; continued mixed views on the use of TSR;

requirement for all measures to have sufficient weighting to have a meaningful impact on behaviours and outcomes; the extent of

overlap in the financial measures across the STI and LTIP scorecards; the need for LTIP targets to be genuinely stretching; and

support for the Committee’s intention to incorporate a growth measure into the STI scorecard in 2026.

The feedback received has been taken into account in the final scorecards recommended for implementation in 2025. We have

adhered to the principles of ensuring that all measures are fully aligned to our strategy, growth ambitions and external targets with

stretching performance ranges.

The Committee acknowledges the feedback in respect of the overlap in certain financial measures across the scorecards. The

changes we are proposing will reduce the extent of this overlap, as the introduction of growth measures result in a lower weighting

for Operating capital generation in both scorecards. The new LTIP profit measure is also differentiated from the STI profit measure,

which includes operating change in contractual service margin. Operating capital generation remains a critical KPM for the

business and shareholders, for which it is important to set targets and measure performance both annually and over the longer

term. We believe that the scorecards retain an appropriate balance of value and growth measures. We are, however, committed to

reviewing this annually in order to ensure continued effectiveness.

#### Performance measures

The 2025 scorecards remain in accordance with the policy, which defines that the performance conditions may comprise a

combination of financial and non-financial measures, with financial measures comprising at least 50% for STI and at least 75%

(including TSR) for the LTIP. All measures have transparent, quantifiable targets and performance ranges.

The definitions of the financial measures are provided on page 152.

|  |  |  |
| --- | --- | --- |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Remuneration at a glance

#### continued

The performance conditions and weightings for 2025 are illustrated in the following tables:

|  |
| --- |
|  |
| STI |

![]()

![6694]()

|  |  |  |
| --- | --- | --- |
|  |  |  |
| ¢ | Financial | 60% |
|  | Operating capital generation excluding NBS | 25% |
|  | Adjusted operating profit before tax plus operating change in CSM | 25% |
|  | Net client flows from open business | 10% |
| ¢ | Non-financial | 40% |
|  | Customers | 20% |
|  | Colleagues | 10% |
|  | Risk and controls | 10% |

|  |
| --- |
|  |
| LTIP |

![]()

![6700]()

|  |  |  |
| --- | --- | --- |
|  |  |  |
| ¢ | Financial | 85% |
|  | Cumulative operating capital generation excluding NBS | 40% |
|  | Adjusted operating profit growth | 20% |
|  | Relative total shareholder return | 25% |
| ¢ | Non-financial | 15% |
|  | Diversity (Gender) | 7.5% |
|  | Diversity (Ethnicity) | 7.5% |

#### 2025 Financial measures

The financial measures in our incentive scorecards are based on the Group’s Alternative Performance Measures, which are aligned

with M&G’s long-term performance, external financial targets and shareholder experience.

Operating Capital Generation excluding new business strain (STI and LTIP)

Operating capital generation (defined on page 152) is an alternative performance measure which demonstrates the longer-term view of

the movements in our capital surplus. Operating capital generation is aligned to our external targets and is reflective of performance that is

within management’s control to deliver. The Committee decided to adopt an adjusted metric that excludes new business strain in order to

ensure the measurement of current management’s performance is not impacted by the regulatory requirement to hold additional capital

against new business written. New business strain is a component of underlying capital generation in the Life segment.

Adjusted operating profit before tax (STI and LTIP)

Adjusted operating profit before tax (defined on page 152) is the Group’s non-GAAP alternative performance measure used to

demonstrate the longer-term performance of the Group as it is less affected by short-term market volatility and non-recurring

items than profit before tax.

For the short-term incentive this is combined with operating change in contractual service margin (see below) to create a measure

aligned to growth and management actions.

For the long-term incentive the measure is defined as the average growth achieved over the three-year performance period.

Operating change in contractual service margin (CSM) (STI)

The Committee previously decided to add the operating change in contractual service margin, our IFRS 17 related alternative

performance measure for the Life segment (defined on page 152) to adjusted operating profit before tax, to ensure that the

incentive recognises growth and management actions in the period in which they were taken.

Net client flows from open business (STI)

Net flows from open business is a key performance measure, which consists of net client flows from Asset Management, PruFund,

Shareholder annuities, and the elements of Other Life which are open to new business. It excludes net flows from our Traditional

with-profits business, platform and certain elements of Other Life closed to new business. See page 152 for the full definition.

Relative total shareholder return (LTIP)

A long-term measure, which ensures direct alignment of remuneration outcomes to shareholder experience relative to a peer group. Our

peer group comprises selected FTSE 350 and European peers based on comparable size, business scope and geography. This approach

ensures close alignment to M&G’s core business activities of asset management and life and geographic coverage. The peer group has

been updated, replacing Hargreaves Lansdown and 3i Group with Amundi and DWS. The peer group therefore now comprises:

|  |
| --- |
|  |
| – Amundi – Aberdeen – Ashmore – Aviva – DWS – ICG – Jupiter – Just Group – Legal & General – Man Group |
| – Ninety One – Phoenix Group – Quilter – Rathbone – Schroders – St James’s Place |

|  |  |  |
| --- | --- | --- |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Remuneration at a glance

#### continued

#### 2025 Non-financial measures

Across our STI and LTIP we have non-financial measures aligned with our purpose, strategy and culture. These measures ensure

that there is an appropriate balance between our performance and how that performance has been delivered. The following

updates have been applied to non-financial measures in 2025:

– Life customer measures: an adviser satisfaction measure is being added alongside the customer Net Promoter Score (NPS)

measure to give broader coverage of customer outcomes. Adviser satisfaction is indicative of whether the business is providing

good service and outcomes for customers;

– Risk measures: the measure for self-identified issues is being replaced with a new measure monitoring the percentage of high/

very high issues reopened at high/very high by assurance providers. Self-identified issues will continue to be monitored as a

broader control environment indicator, but given sustained performance levels and strong management focus it was not

considered necessary to retain this measure within the STI scorecard. The new measure is another key indicator of the control

environment providing additional focus on the quality of closure of high/very high issues.

– Sustainability measures: given the significant progress already made towards our mid-term own emissions reduction target, we

have removed this measure from the scorecard in 2025. Sustainability will therefore comprise diversity measures only with a

lower weighting of 15%. The utilisation of climate measures for future awards will be reviewed during 2025 following the update

to the sustainability strategy.

Customer measures (STI)

Customer measures are key to the successful execution of our strategy, and to understanding and delivering good customer

outcomes. We include the following measures:

– Life customers: (a) two measures aligned to addressing and improving our customer net promoter and advisor satisfaction

scores; and (b) With-Profits Fund investment performance relative to benchmark.

– Investment management customers: (a) investment performance of wholesale funds; and (b) investment performance of

institutional funds, relative to benchmarks and objectives.

Colleague and risk measures (STI)

– Colleague measure: aligned to the sustainable engagement outcome from an average of the colleague OneVoice surveys,

aligned with embedding our culture and supporting a safe, respectful and inclusive environment for colleagues.

– Risk and control environment measures: aligned with our commitment to operate within an embedded risk culture and strong

risk governance framework.

Sustainability measures (LTIP)

Sustainability measures aligned to our strategy and external commitments for diversity.

– Diversity (gender) – aligned to our external commitment to achieve 40% gender representation from the end of 2025 onwards,

with additional stretch in the target; and

– Diversity (ethnicity) – target aligned to our external commitment to achieve and maintain 20% ethnicity representation from the

end of 2025 onwards.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  | Find out more about our scorecard measures on pages 149 and 150 |

#### Link to strategy and purpose

The financial measures used for remuneration are primary indicators of M&G’s long-term performance and how we are delivering

against our strategic pillars of financial strength, simplification and growth. Total shareholder return aligns with our performance in

delivering value to shareholders through improvements in our financial performance and outlook, driven by the execution across

our three strategic pillars and how we serve our customers. Non-financial measures ensure there is appropriate balance with how

we deliver performance and underpin our purpose to give everyone real confidence to put their money to work:

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  | Our strategic pillars | | |  |
| Metric | Maintain our  financial strength | Simplify  our business | Deliver  profitable growth | Purpose |
| Operating capital generation excluding NBS | û | û | û |  |
| Adjusted operating profit before tax | û | û | û |  |
| Operating change in CSM | û | û | û |  |
| Net client flows from open business | û | û | û |  |
| Relative total shareholder return | û | û | û | û |
| Customer measures |  |  | û | û |
| Colleague and risk measures | û |  |  | û |
| Sustainability measures |  |  |  | û |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  | Find out more about our strategy on pages 10-11 |

|  |  |  |
| --- | --- | --- |
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|  | 138 |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Annual Report on Remuneration

## Annual Report on Remuneration

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  | Single figure remuneration | |  |
|  |  |  |  |
|  |  |  |  |
|  | In this section | Single figure total remuneration table (Audited) |  |
|  | Single figure remuneration – Base salary |  |
|  | Single figure remuneration – Benefits (Audited) |  |
|  | Single figure remuneration – Pension (Audited) |  |
|  | Single figure remuneration – Short-Term Incentives (STI) (Audited) |  |
|  | Single figure remuneration – Long-Term Incentive Plan (LTIP) vesting in year (Audited) |  |
|  | Single figure remuneration – Other (Audited) |  |
|  | Total shareholder return performance graph and Group Chief Executive Officer pay |  |
|  | Non-Executive Director single figure total remuneration table (Audited) |  |
|  |  |  |  |

#### Single figure total remuneration table (Audited)

The following table provides the 2024 single figure remuneration for the Executive Directors, with prior year for comparison where

applicable.

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
| Year | Executive Director | Base Salary  £’000 | Benefits  £’000 | Pension  £’000 | Total fixed  remuneration  £’000 | STI £’000 | LTIP £’000 | Total variable  remuneration  £’000 | Total £’000 |
| 2024 | Andrea Rossi | 901 | 19 | 117 | 1,037 | 1,549 | — | 1,549 | 2,586 |
| 2023 | Andrea Rossi | 875 | 9 | 114 | 998 | 1,748 | — | 1,748 | 2,745 |
| 2024 | Kathryn McLeland | 597 | 10 | 78 | 685 | 924 | 999 | 1,923 | 2,608 |
| 2023 | Kathryn McLeland | 580 | 8 | 76 | 663 | 1,043 | — | 1,043 | 1,706 |

Notes to the single figure table

– Fixed remuneration includes salary, benefits and pension.

– The employer pension entitlement is delivered fully in the form of a cash in lieu allowance for both Executive Directors.

– STI includes both the cash and deferred elements of the STI awarded.

– The LTIP for Kathryn McLeland denotes the estimated vesting proceeds from an award granted in 2022 for the performance

period ending 31 December 2024. This is subject to an additional two-year holding period.

– Andrea Rossi does not have awards vesting under the 2022 LTIP, as the first award under the M&G plc LTIP was granted to him

in 2023 and is due to vest in 2026.

– The price used to calculate the value of the vesting M&G plc shares for the 2022 LTIP in respect to Kathryn McLeland is £1.9976

using an average of the closing price for the final three months of 2024. The actual share price and vesting value will be

determined upon vesting and disclosed in the 2025 Annual Report on Remuneration.

#### Single figure remuneration – Base salary

A 4% salary increase was awarded to both Andrea Rossi and Kathryn McLeland, taking effect in April 2024. This was the first

increase to apply since their respective appointments in 2022, and was below the wider workforce increase for 2024 of 4.6%.

#### Single figure remuneration – Benefits (Audited)

Benefits include the total value of all benefits provided in respect of the year ended 31 December 2024. For both Executive

Directors these comprise life, disability and critical illness insurance, private medical cover, eligibility for health assessments, and

the gross taxable value of expenses relating to travel.

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | Andrea Rossi | |  | Kathryn McLeland | |
|  | 2024  £’000 | 2023  £’000 |  | 2024  £’000 | 2023  £’000 |
| Healthcare and insurances | 12 | 9 |  | 9 | 8 |
| Travel | 7 | — |  | 1 | — |
| Total | 19 | 9 |  | 10 | 8 |

#### Single figure remuneration – Pension (Audited)

Executive Directors receive a 13% employer pension contribution which they may receive in part or in full in cash. The employer

pension entitlement is delivered fully in the form of a cash in lieu allowance for both Executive Directors. The contribution rate and

delivery options are in line with other colleagues who participate in the Company’s defined contribution pension plan. Executive

Directors do not accrue benefits under any legacy company defined benefit pension plans.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 139 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Annual Report on Remuneration

#### continued

#### Single figure remuneration – Short-Term Incentive (Audited)

For the purpose of determining the 2024 STI outcome, the Remuneration Committee assessed the performance of the Company

and the individuals by reference to the 2024 STI scorecard, which included a combination of financial and non-financial measures,

as follows:

2024 Executive Director STI scorecard outcome

|  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |
| 2024 STI Scorecard | | Weighting | Threshold  0% | Target  50% | Maximum  100% | Actual | Outcome  % of  maximum | Weighted  Outcome  % of  maximum |
|  |  |  |  |  |  |  |  |  |
| Financial | Adjusted operating profit before tax plus  operating change in contractual service margin  (CSM) | 30% | 928 | 1,092 | 1,256 | 1,131 | 61.9% | 18.58% |
| Operating capital generation, excluding new  business strain (£m) | 30% | 742 | 873 | 1,004 | 1,090 | 100% | 30.0% |
|  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |
| Non-financial | Customer: Life - Net Promoter Score | 5% | 17 | 18 | 21 | 22 | 100% | 5.0% |
| Customer: With-Profits Fund investment  performance over benchmark (three-year) | 5% | 0% | 1% | 3% | 4.3% | 100% | 5.0% |
| Customer: Investment performance of  Wholesale Funds relative to benchmark (one and  three-year) | 5% | 50% | 60% | 70% | 48.3% | 0% | 0% |
| Customer: Investment performance  of Institutional Funds relative to benchmark (one  and three-year) | 5% | 50% | 60% | 70% | 77.3% | 100% | 5.0% |
| Colleague: sustainable engagement index | 10% | 69 | 72 | 75 | 69.0 | 0% | 0% |
| Risk and Controls: % high/very high issues  overdue (average over the year) | 5% | 10% | 5% | 0% | 2.2% | 78.0% | 3.9% |
| Risk and Controls: % self-identified  of total issues raised | 5% | 75% | 82.5% | 90% | 82.1% | 47.3% | 2.37% |
|  |  |  |  |  |  |  |  |  |
|  | Scorecard outcome | 100% |  |  |  |  |  | 69.85% |
|  | Risk adjustment (2.5% of the scorecard  outcome) |  |  |  |  |  |  | (1.75%) |
|  | Final outcome |  |  |  |  |  |  | 68.10% |

Definitions

Definitions and further details of the above measures can be found on pages 152-153.

Consideration of risk

A downward risk adjustment of 2.5% has been applied to the STI outcome to reflect that, while positive progress has been made

building on the risk and control framework foundations previously put in place, further implementation work continues to be

needed to further embed the framework. The impact of this leads to an effective outcome of 68.1% of maximum opportunity.

Consideration of individual performance

The Committee considered individual performance of the Executive Directors and concluded that the formulaic outcome of the STI

scorecard, including the downward adjustment as described above, was appropriate in the context of their personal contribution

over the performance period.

Deferral policy

50% of any STI amount awarded is deferred for three years in M&G plc shares, subject to continued employment, good leaver and

malus provisions. Dividend equivalents accrue on a reinvestment basis during the vesting period.

STI opportunity and outcome

The maximum STI opportunity for the Group Chief Executive Officer and Chief Financial Officer roles remained unchanged at 250%

of base salary and 225% of base salary respectively. The STI amounts in the single figure table reflect awards to be delivered in

2025 in respect of 2024 performance, inclusive of both cash and deferred elements, as follows:

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| Executive Director | Maximum STI Opportunity  £’000 | Total STI Outcome  £’000 | Cash STI  £’000 | Deferred STI  £’000 |
| Andrea Rossi | 2,275 | 1,549 | 774.5 | 774.5 |
| Kathryn McLeland | 1,357 | 924 | 462 | 462 |

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| --- | --- | --- |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Annual Report on Remuneration

#### continued

#### Single figure remuneration – LTIP vesting in year (Audited)

The LTIP award granted to Kathryn McLeland in 2022 under the M&G Performance Share Plan will vest on the basis of performance

measured at the end of 2024. Andrea Rossi has no LTIP awards vesting in respect to the 2024 performance year.

2022 LTIP Scorecard

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | Weighting | Measure | Period | Threshold | Target | Maximum | Actual | Outcome  % of  maximum | Weighted  outcome  % of  maximum |
| Vesting |  |  |  | 0% | 50% | 100% |  |  |  |
| Capital | 50% | Cumulative operating capital  generation (£m) | 1/1/22–  31/12/24 | 2,108 | 2,480 | 2,852 | 2,749 | 86% | 43% |
| Diversity | 7.5% | Gender - % of women at the  senior leadership level | 36% | 38% | 40% | 36% | 0% | 0% |
| Climate | 7.5% | Own operations carbon  emissions reduction | 18.4% | 21% | 23.6% | 35% | 100% | 7.5% |
| Risk & Conduct | 10% | Qualitative assessment |  | | | 30% | 30% | 3% |
|  |  |  |  |  |  |  |  |  |  |
| Vesting |  |  |  | 25% |  | 100% |  |  |  |
| Relative TSR | 25% | Percentile ranking relative  to peer group | 1/1/22–  31/12/24 | 50th  p’cile |  | 75th  p’cile | 53rd | 33.8% | 8.5% |
| Performance outcome | | |  |  |  |  |  |  | 62% |

Notes to the 2022 LTIP scorecard

Cumulative operating capital generation

See the definitions table on page 152.

Sustainability measures of Diversity and Climate

Details of these measures are set out on page 153.

Risk and Conduct

The Committee considered a range of factors in determining the outcome of the qualitative Risk and Conduct measure. They

observed that over the three-year period the business had generally operated within risk appetite and policy limits, and in

particular, policy compliance was maintained at a high level. It was observed that there had been incremental improvements in the

control environment in each of the three years of the performance period and that, while implementation work identified in 2024

needs to continue into 2025, the positive progress was acknowledged. Taking consideration of all of these factors, the Committee

concluded that an outcome of 30% was appropriate.

Relative Total Shareholder Return (TSR) outcome

For the 2022 LTIP M&G plc TSR was measured against a peer group constituted of FTSE 100 Financial Services companies

excluding investment trusts. The starting point for TSR was based on a 30-calendar day average of M&G plc and peer group

companies preceding the performance period. The end point was based on an average of the last 30-calendar days of the

performance period.

Vesting of 2022 LTIP award

The table below shows the following information for the 2022 awards granted under the M&G Performance Share Plan that are due

to vest in 2025:

– the original grant value of the award and performance outcome;

– the number of shares under award at the vesting date including dividend equivalents that have accrued during the performance

period and the number of shares vesting based on the performance outcome;

– the estimated value of the vesting shares using the average closing price for the final three months of 2024, £1.9976; and

– the vesting value attributable to the accrual of share price growth and dividend equivalents over the performance period. This

has been calculated as the difference between the grant value, which was made at a share price of £2.027, adjusted for the

performance outcome and the estimated vesting value. As the grant price was higher than the estimated vesting price, the value

attributable to share price growth is negative.

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | Grant Value £ | Performance  outcome | Shares under  award at vesting | Shares vesting | Estimated value  of shares  vesting £ | Value attributable  to share price  movement £ | Value attributable  to dividend  equivalents £ |
| Kathryn McLeland | 1,305,000 | 62% | 806,549 | 500,060 | 998,921 | (11,736) | 201,557 |

Andrea Rossi has no LTIP awards due to vest in 2025.

|  |  |  |
| --- | --- | --- |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Annual Report on Remuneration

#### continued

#### Consideration of risk

The Committee received an independent review of the control environment and key risk and compliance matters from the Chief

Risk and Compliance Officer, as well as input from the Risk Committee and the subsidiary Risk Committees for PAC and MGG. The

Committee noted positive progress has been made across M&G plc during 2024 in building on the risk and control framework

foundations previously put in place. They acknowledged that implementation work identified in 2024 needs to continue into 2025,

including consistency of Group-wide Key Control Assessments across the business. The review framework considers the

management of individual risks (for example conflicts of interest risk) and risk outcomes, such as customer outcomes, with specific

output received in respect of notifiable event impacts; compliance with Group policy requirements; risk appetite assessment; and

regulatory feedback. Taking into consideration all information from the report, the Committee considered it appropriate to make a

downward risk adjustment of 2.5% to the formulaic outcome of the 2024 STI, and no risk-related adjustment to the vesting of the

2022 LTIP.

#### Total shareholder return performance graph and Group Chief Executive Officer pay

The performance graph shows the Total Shareholder Return of M&G plc compared to the index constituents of the FTSE 100,

FTSE 100 financial services companies (excluding investment trusts), and a peer group of FTSE 350 sectoral firms aligned to the

Group’s core business activities (asset management and life) for the period beginning October 2019 and ending in December 2024.

The comparator performance data selected reflects M&G plc’s membership of the FTSE 100 index. The FTSE 100 financial services

sector (excluding investment trusts) is used to measure relative TSR performance in the 2022 LTIP scorecard, and a bespoke FTSE

350 sectoral peer group is selected for LTIP awards granted in 2023 and 2024, being more closely aligned to M&G’s core business

activities and geographic coverage.

|  |
| --- |
|  |
| Total shareholder return performance graph |

![]()

![98406290835028]()

The following table sets out a breakdown of Chief Executive remuneration for the performance years 2019 to 2024 inclusive.

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
|  | 2019  John Foley | 2020  John Foley | 2021  John Foley | 2022  John Foley/  Andrea Rossi | 2023  Andrea Rossi | 2024  Andrea Rossi |
| Total remuneration (£’000) | 3,281 | 4,036 | 4,597 | 6,990 | 2,745 | 2,586 |
| STI as % of maximum | 64.3% | 59.4% | 70.15% | 50.6% | 79.9% | 68.1% |
| LTIP as % of maximum | 63.5% | 59.6% | 52.6% | 85.5% | N/A | N/A |

Andrea Rossi does not have an LTIP award vesting in respect to 2024 (the final vesting outcome of the 2022 LTIP is 62% of

maximum as set out on page 140 of this report).

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Annual Report on Remuneration

#### continued

#### Non-Executive Director single figure total remuneration table (Audited)

The total remuneration for the full year ended 31 December 2024 for the Chair and each Non-Executive Director is detailed below:

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
|  | Fees for 2024  £’000 | Benefits for 2024  £’000 | 2024 Total  £’000 | Fees for 2023  £’000 | Benefits for 2023  £’000 | 2023 Total  £’000 |
| Sir Edward Braham | 525.0 | 0.3 | 525.3 | 525.0 | — | 525.0 |
| Clive Adamson | 254.8 | 7.2 | 262.0 | 252.5 | 1.3 | 253.8 |
| Clare Chapman | 117.3 | 16.4 | 133.7 | 115.0 | 2.6 | 117.6 |
| Paul Evans | 32.4 | 3.3 | 35.7 | — | — | — |
| Dev Sanyal | 112.3 | 21.5 | 133.8 | 110.0 | 28.4 | 138.4 |
| Elisabeth Stheeman | 46.3 | 0.4 | 46.7 | — | — | — |
| Clare Thompson | 217.3 | 0.7 | 218.0 | 203.2 | — | 203.2 |
| Massimo Tosato | 344.8 | 26.3 | 371.1 | 342.5 | 26.6 | 369.1 |

Notes to the table:

– Benefit values comprise the gross taxable value of expenses relating to travel, including international travel to and from the UK,

accommodation and other expenses incurred while undertaking duties as Non-Executive Directors of the Company.

– Sir Edward Braham is eligible for private medical insurance but has not taken up this benefit during his tenure.

– Clive Adamson’s fees include £110,000 for his role on the PAC Board during 2024 and 2023.

– Paul Evans joined the Board on 1 October 2024 and Elisabeth Stheeman on 1 August 2024. Fees and benefits reflect values from

these dates.

– Fees for Clare Thompson include £35,000 in respect of her position as Chair of the IFDL Board.

– Massimo Tosato’s 2024 and 2023 fees include £250,000 for his role of Chair of the MGG, MAGIM and MAGAIM Boards.

|  |  |  |
| --- | --- | --- |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Annual Report on Remuneration

#### continued

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| --- | --- | --- | --- |
|  |  |  |  |
|  | Directors’ share interests and other payments (Audited) | |  |
|  |  |  |  |
|  |  |  |  |
|  | In this section | Awards granted in 2024 (Audited) |  |
|  |  | Directors’ share interests (Audited) |  |
|  |  | Payments to past Directors (Audited) |  |
|  |  | Payments for loss of office (Audited) |  |
|  |  |  |  |

#### Awards granted in 2024 (Audited)

The following table provides the details of scheme interests awarded to the Executive Directors during 2024:

|  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |
| Plan | Participant | Type of award | Basis of award | Grant date | End of  performance  period | Face value  at grant  £’000 | Number  of shares  awarded | % payable  for threshold  performance |
| Deferred Incentive  Plan (STI) | Andrea  Rossi | Conditional  award | Deferred STI:  50% | 28/03/24 | 31/12/26 | 873.9 | 369,986 | N/A |
| Performance  Share Plan (LTIP) | Andrea  Rossi | Nil-cost options | % of salary:  250% | 28/03/24 | 31/12/26 | 2,275.0 | 963,166 | 6.25% |
| Deferred Incentive  Plan (STI) | Kathryn  McLeland | Conditional  award | Deferred STI:  50% | 28/03/24 | 31/12/26 | 521.3 | 220,723 | N/A |
| Performance  Share Plan (LTIP) | Kathryn  McLeland | Nil-cost options | % of salary:  225% | 28/03/24 | 31/12/26 | 1,356.8 | 574,407 | 6.25% |

Notes on the scheme interests table:

Andrea Rossi and Kathryn McLeland were granted an LTIP award at 250% and 225% of salary respectively under the M&G

Performance Share Plan on 28 March 2024, subject to the performance conditions set out in the table below. The awards have a

vesting date of 28 March 2027 and are subject to a further two-year holding period.

Andrea Rossi and Kathryn McLeland also received deferred STI awards of M&G plc shares on 28 March 2024, representing the

50% deferred value of their 2023 STI.

The number of shares granted under deferred STI and LTIP awards was calculated using the average middle-market closing share

price for the three business days immediately preceding the award date of £2.362.

Performance conditions for LTIP awards granted in 2024

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  |  | Weighting | Threshold | Target | Maximum |
|  | Vesting |  | 0% | 50% | 100% |
| Cumulative operating capital generation excluding new business  strain (NBS) (£m) |  | 50% | 2,640 | 3,106 | 3,572 |
| Diversity - Gender |  | 8.33% | 38% | 40% | 42% |
| Diversity - Ethnicity |  | 8.33% | 10% | 20% | 22% |
| Climate – own emissions reduction (from 2019 baseline) |  | 8.33% | 43% | 46% | 49% |
|  | Vesting |  | 25% |  | 100% |
| Relative TSR |  | 25% | 50th p’cile |  | 75th p’cile |

Definitions

Definitions for the above measures are provided on pages 152 and 153.

Measurement and vesting

All performance conditions have straight-line vesting between points and are measured over the three-year period 1 January 2024

to 31 December 2026.

For all performance conditions other than TSR there is 0% vesting for performance at or below threshold, 50% at target and 100%

at maximum with straight-line interpolation between these points.

The starting point for TSR is based on a 30-calendar day average of M&G plc and peer group companies preceding the

performance period. The end point will be based on an average of the last 30-calendar days of the performance period. For this

metric there is 0% vesting for performance below threshold, 25% for achieving the median (threshold performance) and 100%

vesting for achieving upper quartile or above, with straight-line interpolation between these points. The peer group consists of a

selection of FTSE 350 sectoral peers selected on objective criteria in terms of comparable size, business scope and geography and

aligned to M&G’s core business activities (asset management, life and wealth management), and for 2024 comprises:

|  |
| --- |
|  |
| 3i Group – Aberdeen – Ashmore – Aviva – Hargreaves Lansdown – ICG – Jupiter – Just Group – Legal & General |
| – Man Group – Ninety One – Phoenix Group – Quilter – Rathbone – Schroders – St James’s Place |

|  |  |  |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Annual Report on Remuneration

#### continued

#### Directors’ share interests (Audited)

The following table shows the interests that each Director and where applicable their connected persons had in M&G plc shares as

at 31 December 2024. This comprises personally/legally owned shares, shares purchased and held within the Company’s Share

Incentive Plan (SIP) and unvested shares under deferred STI and LTIP awards.

Upon vesting, shares awarded under the LTIP are subject to a two-year holding period. Neither Executive Director currently has

vested shares subject to the holding period. Fully owned shares are included in the ‘Shares owned outright’ column in the table

below. The value of the shares has been calculated using the average closing M&G plc share price for the final three months of

2024, which was £1.9976.

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
| Name | Shares  owned  outright | Subject  to SIP | Deferred STI  shares  (Conditional  awards) | Unvested LTIP  awards subject  to performance  conditions  (Nil -cost  options) | Total | Value | Multiple  of salary  (all interests) |
| Andrea Rossi | 200,456 | — | 484,756 | 2,398,727 | 3,083,939 | £6,160,477 | 677% |
| Kathryn McLeland | 176,620 | — | 376,700 | 2,237,350 | 2,790,670 | £5,574,642 | 924% |
| Edward Braham | 250,050 | — | — | — | 250,050 | £499,500 | — |
| Clive Adamson | 9,100 | — | — | — | 9,100 | £18,178 | — |
| Clare Chapman | — | — | — | — | — | — | — |
| Paul Evans | — | — | — | — | — | — | — |
| Dev Sanyal | — | — | — | — | — | — | — |
| Elisabeth Stheeman | — | — | — | — | — | — | — |
| Clare Thompson | 22,100 | — | — | — | 22,100 | £44,147 | — |
| Massimo Tosato | 274,900 | — | — | — | 274,900 | £549,140 | — |

There were no changes to the Directors’ interests in ordinary shares between 31 December 2024 and 12 March 2025.

Shareholding guidelines

The Executive Directors are required to build up and maintain a shareholding in the Company under the Directors’ Remuneration

Policy. The holding requirement must be achieved within five years of the introduction of the policy in 2020 (or recruitment date for

new Executive Directors). Having joined the Board in 2022 both Andrea Rossi and Kathryn McLeland are currently in compliance

with the shareholding policy. The guideline in the table below is that which applied as at 31 December 2024, and does not take into

account the increased shareholding guidelines of 375% for the Group CEO and 275% for the CFO within the revised Directors

Remuneration Policy being proposed for approval at the April 2025 AGM.

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Name | Guidelines | Shares as a % of salary |
| Andrea Rossi | 300% of base salary | 100% |
| Kathryn McLeland | 250% of base salary | 125% |

Holdings as a percentage of salary are shown for Andrea Rossi and Kathryn McLeland as at 31 December 2024. Shares counting

towards the holding requirement are shares owned outright, vested conditional awards subject to a holding period and unvested

deferred STI awards that do not have performance conditions on a net-of-tax basis.

#### Payments to past directors and for loss of office (Audited)

No fees or payments were made to past directors and there are no payments for loss of office to report.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Annual Report on Remuneration

#### continued

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  | Remuneration arrangements throughout the Company | |  |
|  |  |  |  |
|  |  |  |  |
|  | In this section | Workforce remuneration |  |
|  |  | Group Chief Executive Officer pay ratio |  |
|  |  | Directors vs average employee pay |  |
|  |  | Relative importance of spend on pay |  |
|  |  |  |  |

#### Workforce remuneration

A Remuneration Policy is in place for establishing standards for the design and operation of remuneration across the Company,

and is based on principles consistent with the Directors’ Remuneration Policy. The core components of remuneration and how they

are operated for colleagues across the Company are explained in the table below.

The Board has an established approach to how it engages with colleagues, including both formal and informal meetings, and takes

careful consideration of conditions across the wider workforce in reaching its decisions. During 2024, there were a number of

formal sessions between Non-Executive Directors and colleagues from across the Group. The Non-Executive Directors attended

sessions during the year, with colleagues across different geographies and seniority. The purpose of these regular sessions is to

give our Board members the opportunity to engage directly with colleagues, gain insights into M&G’s culture and understand

colleague views and interests. The Board visited the Kildean, Stirling office in September 2024 and held a variety of colleague

events including a Town Hall and breakout groups with NEDs and colleagues. In addition other Town Halls with Q&A’s took place in

both London and Kildean during the year, which were attended by members of the Board.

Executive remuneration was not specifically discussed at these events but colleagues had the opportunity to raise questions and

issues of importance to them. In addition the Board held discussions on the all-colleague OneVoice survey that tracks engagement

and feedback and reviewed the key outputs and themes with management. A remuneration-based question is included in the

survey which provides the Committee with additional insight.

The Board and management have continued to pay careful attention to the external environment and to conditions across the

wider workforce, and have held regular discussions with UNITE union representatives and the Colleague Forum to obtain input on

matters relating to their members and the wider population. For 2024 the overall UK annual workforce salary review increase was

4.6%, with spend targeted towards junior and middle levels. The salary review budget increase for 2025 is 3.0% and this has been

focused towards the wider workforce with increases for senior management approved on an exceptional basis only.

|  |  |
| --- | --- |
|  |  |
| Remuneration element | Details |
| Base salary | Base salaries are set at a competitive level taking into account a range of factors including:  – The individual’s skills, performance and experience;  – Internal relativities and wider workforce salary levels;  – External benchmark data; and  – The size, responsibility and geographical scope of the role.  The Company is an accredited Living Wage Employer in the UK.  Salaries are reviewed annually. The annual salary review increase for the UK workforce in 2024 was 4.6%.  For 2025 the overall UK workforce annual salary increase was 3%, with pay rises for senior management  and executives managed on an exception basis only. Budgets across our international locations are  determined on the basis of local market conditions but aligned to global principles and guidelines. |
| Pension | Across the Company all colleagues are eligible to participate in a pension scheme, or equivalent according  to local market practice, which is designed to be competitive, but not excessive, in each of the markets in  which we operate. Our standard defined contribution scheme in the UK offers a core contribution of 8% of  salary with additional matching to a maximum company contribution of 13%, aligned with arrangements for  the Executive Directors. Certain UK colleagues have retained the right to accrue benefits under defined  benefit schemes, which are closed to new entrants (neither of the Executive Directors are accruing benefits  under a defined benefit scheme). |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Annual Report on Remuneration

#### continued

|  |  |
| --- | --- |
|  |  |
| Remuneration element | Details |
| Benefits | Benefit packages are designed to be competitive, but not excessive, aligning with local market practice for  businesses with which we compete for talent, and with the culture and values of the Group. Benefits are  benchmarked periodically to ensure they remain consistent with these principles. A consistent core and  flexible benefit offering operates across our UK businesses. Standard benefits include life, ill-health and  critical illness insurances and private medical cover. Colleagues may supplement core benefits with  additional cover for both themselves and family members on a self-funded basis and have access to a range  of other voluntary programmes including cycle-to-work, a colleague discounts platform and payroll giving.  Certain colleagues have entitlement to higher levels of core benefits retained from their employment prior to  2020. Our health and well-being support is also regularly reviewed; colleagues in all countries have access  to an employee assistance programme, supplemented by additional initiatives as appropriate to the local  market as well as to the nature and size of our operations. |
| Short-Term  Incentive  Plans (STI) | All colleagues are eligible to participate in an STI plan with outcomes closely aligned with business  performance, customer outcomes and individual objectives, including the effectiveness of risk management,  conduct, culture and behaviours. Bespoke schemes are operated for Investment Management and  Distribution colleagues consistent with these principles. Colleagues working within a control function  participate in a separate STI plan assessed predominantly on own function performance and overseen by  the Risk and Audit Committee Chairs to ensure independence.  The Company operates a Group-wide deferral policy under which a proportion of STI over a threshold is  deferred over three years, typically in M&G plc shares, unless regulation requires a higher level of deferral or  an alternative deferral mechanism. |
| Long-Term  Incentive  Plans (LTIP) | Participation in an LTIP is reserved for senior management colleagues with the highest influence over the  determination and execution of strategic goals, delivery of business performance and creation of  shareholder value.  The Group Executive Committee and certain other senior management roles, not including individuals in  control functions, participate in the performance-based share plan, aligned with that disclosed for the  Executive Directors. Other senior management and control function roles are eligible to receive time vesting  awards with no performance conditions. Eligibility to participate is assessed annually. |
| All-colleague share  plans | Colleagues are eligible to participate in one or more of our all-employee share plans to drive alignment and  give the opportunity to share in the overall long-term success of the Company.  In the UK all colleagues have the option to participate in the Company Sharesave (SAYE) and Share  Incentive Plan (SIP) on the same terms as those applicable to the Executive Directors. Both schemes are  HMRC tax-advantaged. In addition an International Sharesave is offered in other locations. |

#### Group Chief Executive Officer pay ratio

The table below sets out the M&G plc Group Chief Executive Officer pay ratio when compared to pay levels at the 25th, 50th and

75th percentile of M&G’s UK workforce for both base salary and total remuneration. We have used Option B as our method for

calculating the pay ratio for this report, as this is consistent with our approach and methodology for other publicly reported

information on the gender pay gap. Individuals are identified using the gender pay gap methodology, with 2024 full year

remuneration then calculated on a basis consistent with the single figure methodology.

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | Year | Method | 25th percentile | Median | 75th percentile |
| Single figure total remuneration | 2024 | B | 40:1 | 24:1 | 18:1 |
| Single figure total remuneration | 2023 | B | 44:1 | 28:1 | 20:1 |
| Single figure total remuneration | 2022 | B | 125:1 | 77:1 | 50:1 |
| Single figure total remuneration | 2021 | B | 80:1 | 52:1 | 36:1 |
| Single figure total remuneration | 2020 | B | 67:1 | 45:1 | 31:1 |
| Single figure total remuneration | 2019 | B | 80:1 | 58:1 | 35:1 |
| Salary | 2024 | B | 18:1 | 12:1 | 9:1 |
| Salary | 2023 | B | 19:1 | 12.1 | 9:1 |
| Salary | 2022 | B | 23:1 | 15:1 | 10:1 |
| Salary | 2021 | B | 23:1 | 16:1 | 11:1 |
| Salary | 2020 | B | 22:1 | 15:1 | 11:1 |
| Salary | 2019 | B | 23:1 | 16:1 | 12:1 |

The Company finalised the identification and calculations for the applicable colleagues at the 25th, 50th and 75th percentiles,

effective 31 December 2024, following the close of the annual compensation review recommendation period on 25 February 2025.

The Remuneration Committee is satisfied that using this population and methodology delivers a representative pay ratio relative to

the Group Chief Executive Officer and that the median ratio is reflective of our pay and progression policies and practices.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Annual Report on Remuneration

#### continued

The changes in ratio from 2023 are a result of the following factors:

– The salary ratio has remained flat at median and upper quartile, and shows a slight decrease at the lower quartile. In 2024

Andrea Rossi received an increase in base salary of 4%, slightly below the overall wider workforce outcome of 4.6%. The

decrease in the pay ratio at the lower quartile is indicative of the focus on supporting colleagues through the challenging cost of

living environment that prevailed at the time, and changes in the employee population profile resulting from on-going

organisational change.

– The total remuneration pay gap at median is showing a moderate decrease compared to 2023. This is reflective of the decrease

in the Chief Executive STI award on a year-on-year basis. It is also influenced by changes in workforce demographics and

variation in individual employee experience (noting that Option B is the selected methodology and therefore is based on selected

employees at each of the 25th, 50th and 75th percentiles).

– Once LTIP vesting commences for Andrea Rossi with effect from the 2025 performance year onwards the ratio will be likely to

show a marked corresponding increase.

For the purpose of comparing annual changes in pay levels and determining the pay ratio at each percentile, the single figure

methodology was used for total remuneration, as disclosed earlier in this report for the Executive Directors. The salary and total

remuneration of the representative individuals at each quartile were as follows in the table below. Salary and total remuneration

figures for the individuals concerned are based on actual remuneration with no estimates or assumptions made and the Company

is satisfied that the quartile positions below are representative of the overall workforce position.

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  | 25th percentile  £ | 50th percentile  £ | 75th percentile  £ |
| Total remuneration 2024 | 64,462 | 106,067 | 147,037 |
| Total remuneration 2023 | 62,550 | 99,317 | 137,804 |
| Total remuneration 2022 | 53,722 | 87,789 | 135,844 |
| Total remuneration 2021 | 55,716 | 86,789 | 124,704 |
| Total remuneration 2020 | 57,490 | 85,410 | 124,603 |
| Total remuneration 2019 | 46,854 | 64,707 | 105,542 |
| Salary 2024 | 49,440 | 72,622 | 104,194 |
| Salary 2023 | 46,797 | 71,016 | 101,500 |
| Salary 2022 | 42,500 | 66,818 | 97,580 |
| Salary 2021 | 42,314 | 63,047 | 92,000 |
| Salary 2020 | 44,187 | 64,500 | 90,245 |
| Salary 2019 | 39,484 | 55,750 | 77,750 |

#### Directors vs average employee pay

|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | |  | 2023 | | |  | 2022 | | |  | 2021 | | |  | 2020 | | |
| Change  to base  salary/  fee | Change  to  benefits | Change  to STI  outcome |  | Change  to base  salary/  fee | Change  to  benefits | Change  to STI  outcome |  | Change  to base  salary/  fee | Change  to  benefits | Change  to STI  outcome |  | Change  to base  salary/  fee | Change  to  benefits | Change  to STI  outcome |  | Change  to base  salary/  fee | Change  to  benefits | Change  to STI  outcome |
| Andrea Rossi | 3% | 114% | (11%) |  | 335% | 276% | 586% |  | — | — | — |  | — | — | — |  | — | — | — |
| Kathryn McLeland | 3% | 34% | (11%) |  | 51% | 92% | 138% |  | — | — | — |  | — | — | — |  | — | — | — |
| Edward Braham | — | — | — |  | 24% | — | — |  | — | — | — |  | — | — | — |  | — | — | — |
| Clive Adamson | 1% | 477% | — |  | 1% | (63%) | — |  | — | — | — |  | 2% | — | — |  | 39% | — | — |
| Clare Chapman | 2% | 529% | — |  | (5%) | (49%) | — |  | 16% | — | — |  | — | — | — |  | — | — | — |
| Paul Evans | — | — | — |  | — | — | — |  | — | — | — |  | — | — | — |  | — | — | — |
| Dev Sanyal | 2% | (24%) | — |  | 68% | 1630% | — |  | — | — | — |  | — | — | — |  | — | — | — |
| Elisabeth Stheeman | — | — | — |  | — | — | — |  | — | — | — |  | — | — | — |  | — | — | — |
| Clare Thompson | 7% | — | — |  | 9% | (100%) | — |  | (8%) | — | — |  | 32% | — | — |  | 13% | — | — |
| Massimo Tosato | 1% | (1%) | — |  | 18% | 139% | — |  | 7% | — | — |  | 37% | — | — |  | — | — | — |
| UK workforce | 6% | 10% | (2%) |  | 6% | 9% | 14% |  | 8% | 7% | 9% |  | 6% | 3% | 36% |  | 3% | 13% | 70% |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Annual Report on Remuneration

#### continued

Notes to the 2024 to 2023 figures

– The percentage changes for the Directors between 2024 and 2023 have been based on the single figure tables on page 138

and 142.

– The Board fee was increased by 3.3% with effect 1 January 2024 from £75,000 to £77,500.

– Benefits for the Non-Executive Directors comprise the gross taxable value of expenses relating to travel, including international

travel to and from the UK, accommodation and other expenses incurred while undertaking duties on behalf of the Company.

Year-on-year changes are a factor of the number and location of meetings attended.

– Paul Evans and Elisabeth Stheeman joined the Board over the course of 2024.

– Only the Executive Directors are employees of M&G plc. As remuneration is set by reference to the UK market and regulatory

practice the UK workforce is considered the most appropriate employee population for the basis of comparison, consistent with

that used for calculation of the Group Chief Executive Officer pay ratio.

– The 2024 salary review increase for the UK was 4.6% and was targeted primarily at lower levels of the organisation. The

increase in average salary of 6% across the UK workforce over the course of 2024 takes into account specific adjustments and

promotions managed outside the main pay review as well as the annual increases. Calculations have been run on a full time

equivalent salary basis over a consistent full year population to provide a like-for-like comparison.

– The increase in benefit costs reflects the impact of employee pay increases over the year, as well as increases in the premium

rates for critical illness and private medical insurance.

– The decrease in the average STI award of 2% is calculated on a consistent population basis and reflects the impact of 2024 STI

funding levels relative to 2023 offset by salary increases and promotions over the year.

#### Relative importance of spend on pay

The following table shows the relative importance of spend on pay in 2024 compared to shareholder dividends, adjusted operating

profit before tax and operating capital generation. These measures have been chosen as they are key performance measures

for the business, which are linked to the financial measures in the Executive Directors’ STI performance scorecard as defined

on page 152.

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| £m | 2024 | 2023 restatedi | 2023 reported | % change |
| Spend on payi | 1,026 | 962 | 1,003 | 6.6% |
| Shareholder dividends | 468 | 462 | 462 | 1.3% |
| Adjusted operating profit before tax | 837 | 797 | 797 | 5.0% |
| Operating capital generation | 933 | 996 | 996 | (6.3%) |

iSpend on pay is calculated as Staff and Employment costs excluding ‘other staff costs’ as presented in Note 8 to the consolidated financial statements on

page 229. The 2023 comparative has been restated following a change in presentation of these Staff and Employment costs.

|  |  |  |
| --- | --- | --- |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Annual Report on Remuneration

#### continued

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  | Statement of implementation of Remuneration Policy in 2025 | |  |
|  |  |  |  |
|  |  |  |  |
|  | In this section | 2025 Salary review |  |
|  |  | Incentive measure changes in 2025 |  |
|  |  | 2025 Short-term incentive |  |
|  |  | 2025 Long-term incentive |  |
|  |  | 2025 Non-Executive Director remuneration |  |
|  |  |  |  |

#### 2025 Salary review

The Committee approved no salary increase for the Group Chief Executive Officer and Chief Financial Officer in 2025. In

determining this outcome the Committee considered external market benchmark data and the experience of the wider workforce,

for whom an overall salary increase budget of 3% applied in the UK with no increases other than by exception for senior

management.

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Year | Salary £ | Salary Increase |
| Andrea Rossi | 910,000 | 0% |
| Kathryn McLeland | 603,000 | 0% |

#### 2025 Incentive measures

The 2025 scorecards remain in accordance with the policy requirements for the performance conditions to comprise a

combination of financial and non-financial measures, with financial measures comprising at least 50% for STI and at least 75%

(including TSR) for the LTIP. All measures have transparent, quantifiable targets and appropriate performance ranges.

The 2025 STI scorecard will have:

– 60% financial weighting with measures aligned to profit, capital generation and net client flows from open business; and

– 40% non-financial weighting with measures aligned to customer outcomes, colleagues and risk and controls.

The 2025 LTIP scorecard will have:

– 85% financial weighting comprising capital generation, profit growth and relative TSR measures; and

– 15% non-financial weighting with sustainability measures aligned to diversity.

#### 2025 Short-term incentive

The maximum STI opportunity for our Executive Directors in 2025 is unchanged:

– Group Chief Executive Officer – 250% of salary

– Chief Financial Officer – 225% of salary

Vesting of deferred awards is changing from 3-year cliff vesting to pro-rata vesting in 3 equal tranches.

The following table sets out the 2025 STI scorecard of performance measures and weightings that will apply to both Executive

Directors. As these measures and targets are reflective of the Company’s annual Business Plan for the year ahead, full details will

be disclosed retrospectively, along with the performance outcomes, in the 2025 Annual Report on Remuneration, reflecting the

associated commercial sensitivity.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | Metrics | Weighting |
| Financial metrics | Adjusted operating profit before tax plus operating change in contractual  service margin (CSM) | 25% |
| Operating capital generation excluding new business strain | 25% |
| Net client flows from open business | 10% |
| Non-financial metrics | Customer | 20% |
| Colleague | 10% |
| Risk and controls | 10% |

|  |  |  |
| --- | --- | --- |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Annual Report on Remuneration

#### continued

Definitions

|  |  |
| --- | --- |
|  |  |
| Measure | Additional information |
| Adjusted operating profit  before tax plus operating  change in CSM | CSM stands for Contractual Service Margin. See the definitions section on page 152 for more  information. |
| Operating capital generation,  excluding new business strain | See the definitions section on page 152. |
| Net client flows from open  business | See the definitions section on page 152. |
| Customers | Life customers (10%). Measures covering:  – Net Promoter and Advisor Satisfaction Scores; and  – With-Profits Fund investment performance relative to its benchmark.  Asset Management customers (10%). Two measures, equally weighted:  – Wholesale funds investment performance relative to benchmark/target; and  – Institutional funds investment performance relative to benchmark/target. |
| Colleagues | The sustainable engagement outcome from the average of the colleague opinion surveys  (OneVoice) run over the year, relative to a target and performance range. |
| Risk and Controls | Represents two measures, equally weighted, aligned to assessing the effectiveness of risk  management culture across the Company. Both measures have quantitative targets and  performance ranges. For 2025 these are:  – % of high/very high issues overdue; and  – % of high/very high issues reopened at high/very high by assurance providers. |

#### 2025 Long-term incentive

The maximum LTIP awards for our Executive Directors in 2025 will change subject to approval from shareholders at the 2025 AGM:

– Group Chief Executive Officer – 375% of salary (previously 250%)

– Chief Financial Officer – 275% of salary (previously 225%)

The table below shows the 2025 LTIP scorecard of performance measures, weightings, targets and performance ranges that will

apply to both Executive Directors.

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  |  | Weighting | Threshold | Target | Maximum |
|  | Vesting |  | 0% | 50% | 100% |
| Cumulative operating capital generation excluding new business  strain (£m) |  | 40% | 2,295 | 2,700 | 3,105 |
| Adjusted operating profit before tax growth |  | 20% | 4% |  | 8% |
| Diversity - Gender |  | 7.5% | 40% | 42% | 44% |
| Diversity - Ethnicity |  | 7.5% | 10% | 20% | 22% |
|  | Vesting |  | 25% |  | 100% |
| Relative TSR ranking |  | 25% | 50th p’cile |  | 75th p’cile |

Definitions for the above measures are provided on pages 152-153. Performance conditions have straight-line vesting between

points and are measured over the three-year period 1 January 2025 to 31 December 2027.

Relative TSR ranking

The peer group consists of a bespoke selection of FTSE 350 and European peers selected based on objective criteria in terms of

company size, business scope and geography. The full 2025 award peer group is set out below:

|  |
| --- |
|  |
| Amundi – Aberdeen – Ashmore – Aviva – DWS – ICG – Jupiter – Just Group – Legal & General – Man Group |
| – Ninety One – Phoenix Group – Quilter – Rathbone – Schroders – St James’s Place |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Annual Report on Remuneration

#### continued

#### Non-Executive Director remuneration

The fee structure applicable to the Non-Executive Directors in 2025 is detailed in the table below.

|  |  |  |
| --- | --- | --- |
|  |  |  |
| £’000 | 2025 fees | 2024 fees |
| Chair | 525 | 525 |
| Non-Executive Director basic annual fee | 77.25 | 77.25 |
| Senior Independent Director | 30 | 30 |
| Chair of the Risk Committee | 40 | 40 |
| Chairs of the Audit and Remuneration Committees | 30 | 30 |
| Members of the Audit, Remuneration and Risk Committees | 17.5 | 17.5 |
| Members of the Nomination and Governance Committee | 10 | 10 |

No increases have been applied to Director fees for 2025.

#### Directors’ service contracts and letters of appointment

As detailed in the Directors’ Remuneration Policy all Executive Directors have service agreements of an indefinite duration that can

be terminated by either party by serving 12 months’ notice and each of the Non-Executive Directors has a letter of appointment

with a mutual notice period of six months.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Annual Report on Remuneration

#### continued

#### Definitions

#### table

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Category | Measure | Definition |
| Financial | | |
| Profit | Adjusted operating profit  before tax | Adjusted operating profit before tax (defined on page 341) is the Group’s non-  GAAP alternative performance measure used to demonstrate the longer-term  performance of the Group as it is less affected by short-term market volatility  and non-recurring items than profit before tax.  For the short-term incentive this is combined with operating change in  contractual service margin (see below) to create a measure aligned to growth  and management actions.  For the long-term incentive the measure is defined as the average growth  achieved over the 3-year performance period. |
| Adjusted operating profit  before tax, plus operating  change in contractual  service margin (CSM) | Adjusted operating profit before tax (defined on page 341) plus operating  change in contractual service margin (CSM). CSM is a IFRS 17 related alternative  performance measure for the Life business to ensure recognition of growth and  management actions in the period. |
| Capital  Generation | Operating capital  generation | Operating capital generation is the total capital generation adjusted to exclude  tax and market movements relative to those expected under long-term  assumptions, and to remove other non-operating items, including shareholder,  restructuring and other costs. |
| Operating capital  generation excluding new  business strain | In order to ensure the measurement of current management’s performance is  not impacted by the regulatory requirement to hold additional capital against  new business written, this is an adapted operating capital generation metric that  excludes new business strain. New business strain is a component of underlying  capital generation in the Life segment. |
| Net Client Flows | Net Client Flows from  open business | Net client flows represent gross inflows less gross outflows and provides useful  insight into the growth of the business. Gross inflows are new funds from clients.  Gross outflows are money withdrawn by clients during the period.  Net flows from open business consists of net client flows from Asset  Management, PruFund, Shareholder annuities and the elements of Other Life  which are open to new business. It excludes net flows from our Traditional with-  profits business, platform and certain elements of Other Life closed to new  business.  Net client flows includes flows on assets held on the Group’s consolidated  statement of financial position for our clients, and external client flows on assets  belonging to wholesale and institutional clients outside of the Group which are  not included in the Group’s consolidated statement of financial position and as a  result, this measure is not directly reconcilable to the financial statements. |
| Shareholder  Return | Relative 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. Relative TSR compares the performance of the Company with  the relevant peer group. |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Annual Report on Remuneration

#### continued

#### Definitions table (continued)

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Category | Measure | Definition |
| Non-financial | | |
| Customer | With-Profits Fund  investment performance | Performance of the With-Profits Fund, relative to its benchmark, the ABI Mixed  Investment 20-60% Shares fund. |
| Investment performance  of Wholesale and  Institutional Funds | The investment performance of wholesale and institutional funds on an asset  weighted basis over one and three years, measured against relevant  benchmarks/targets, as appropriate. |
| Adviser Satisfaction score | The percentage of advisors satisfied with the service they receive in respect of  illustrations and valuations for new business and service once new business has  been written. |
| Net Promoter Score | Applies to the Life business: six-month rolling average relative to a target and  performance range. |
| Colleague | Engagement | The sustainable engagement score outcome from colleague opinion surveys  (OneVoice) relative to a target and performance range. |
| Diversity | Gender and Ethnicity | Percentage of the senior leadership team, defined as the Executive Committee  and their direct reports, that is female/Black, Asian, or minority ethnic at the end  of the defined performance period compared to progress against publicly  disclosed targets. |
| Climate | Own emissions reduction | The percentage reduction in the Company’s Scope 1, 2 and 3 emissions from the  disclosed restated baseline position for 31 December 2019 in the 2019 Annual  Report. Targets are aligned to our objective to achieve a near-term carbon  emissions reduction of 46% by 2030, and are assessed against the 2019 base  year. |
| Risk, Controls and  Conduct | STI: Measures aligned to assessing the effectiveness of risk management culture across the Company.  All measures have quantitative targets and performance ranges.  2022 LTIP scorecard: Determined on a qualitative basis by reference to an independent report from the Chief  Risk and Compliance Officer, approved by the Risk Committee, taking consideration of adherence to risk  appetite policy and limits, and to conduct/culture/governance policies and standards. | |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Annual Report on Remuneration

#### continued

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  | Other related disclosures | |  |
|  |  |  |  |
|  |  |  |  |
|  | In this section | Remuneration Committee |  |
|  |  | External advisers to the Committee |  |
|  |  | Consideration of risk |  |
|  |  | Operation of the policy |  |
|  |  | Consideration of shareholder views |  |
|  |  | Voting outcomes, share dilution and statement on external directorships |  |
|  |  |  |  |

#### Remuneration Committee

The Remuneration Committee’s terms of reference can be found on the Company’s website.

The Committee’s principal areas of focus are:

– Framework of the remuneration policies: establishing, approving and maintaining the principles and framework of the

remuneration policies of the Group.

– Remuneration: determining the design, implementation and operation of remuneration arrangements for the Chair of the Board,

Chairs and Non-Executive Directors of subsidiary boards, the Executive Directors, members of Senior Management, ‘identified

staff’ for all remuneration regulations that apply to the Group and overseeing remuneration for individuals whose total

remuneration exceeds an amount determined by the Committee from time to time.

The Remuneration Committee comprises Clare Chapman (Chair), Paul Evans, Clare Thompson and Massimo Tosato. The

Committee met 9 times during 2024 and full details of Committee member attendance can be found on page 97 of the Governance

Report. Other attendees during 2024 comprised: Sir Edward Braham - Chair, Clive Adamson - Board member, Louise Fowler -

Non-Executive Board member of PAC, Dev Sanyal - Board member and Elisabeth Stheeman - Board member. Where appropriate

the Group Chief Executive Officer, Chief Financial Officer, Chief People Officer, General Counsel, Chief Risk and Compliance

Officer, Reward Director and Deputy Reward Director and from time to time other members of senior management also attended

meetings. No individual was in attendance for decisions in respect of their own remuneration.

A summary of the activities undertaken by the Committee is presented below:

|  |  |
| --- | --- |
|  |  |
| Q1 2024 | Q2 2024 |
| – Salary review and incentive outcomes for the executives and  broader workforce.  – Annual share grants for STI deferrals and LTIP awards.  – Performance outcomes of 2023 STI and 2021 LTIP awards.  – Performance measures and targets for 2024 incentive plans.  – Completion and disclosure of the 2023 Annual Remuneration  Report.  – 2024 individual performance objectives for the executives. | – AGM  – Review and approval of remuneration arrangements and  appointment and leaver terms for roles falling under the remit  of the Committee. |

|  |  |
| --- | --- |
|  |  |
| Q3 2024 | Q4 2024 |
| – Review of the Directors Remuneration Policy and incentive  plan design.  – Approval of remuneration arrangements and appointment  and leaver terms for roles falling under the remit of the  Committee. | – Review of the Directors Remuneration Policy and incentive  plan design.  – Engagement with shareholders and regulatory authorities on  changes under consideration to the Directors Remuneration  Policy and incentive design.  – Incentive plan forecasts and performance measures and  targets for 2025 incentive plans.  – Annual review of remuneration governance, including  regulatory compliance.  – Board Chair and Material Subsidiary Board fees. |

|  |  |  |
| --- | --- | --- |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Annual Report on Remuneration

#### continued

#### External advisers to the Committee

Deloitte were appointed as advisers to the Remuneration Committee in December 2020 following a formal tender process to

provide guidance and advice to the Committee. Deloitte are founding members of the Remuneration Consultants Group and

provide advice in line with its Code of Conduct. The Committee is satisfied that the advice received from Deloitte is objective and

independent. The Committee is comfortable that Deloitte do not have any current connections with any individual M&G plc

Directors that may impair their independence and objectivity. In addition to advice regarding remuneration, separate teams from

Deloitte also provided other unrelated professional services to the Group during the year including technology consulting, tax

advisory, finance and accounting and also cyber strategy services.

Key areas of advice provided to the Committee by Deloitte related to the 2024 Directors’ Remuneration Policy review, the 2023

Directors’ Remuneration Report, 2025 incentive structures and measures, remuneration arrangements for Executive Directors and

the Executive Committee and regulatory advice.

The total fees for 2024 charged by Deloitte on a time and expenses basis were £148,450.

#### Consideration of risk

The design and operation of all remuneration policies and incentive schemes must be aligned with the Company’s risk

management principles and policies through the appropriate use of performance measures and targets and the discretion to

adjust outcomes to reflect risk, compliance and conduct events.

The Risk Committee provides independent input to the Remuneration Committee to help with the assessment of scheme design

and outcomes to ensure that they are consistent with these principles and policies. A formal risk and compliance report, compiled

by the Chief Risk and Compliance Officer (CRCO) and approved by the Risk Committee, is submitted to the Committee annually to

provide an assessment of:

– The effectiveness of the risk and control environment, material events and specific conduct and compliance issues over the one

and three-year performance periods of awards to enable the Remuneration Committee to determine if the outcome of schemes

are appropriate or if any adjustments should be applied at scheme or individual level, and the appropriateness of scheme design

for the coming year.

Input from the report is also used to assess whether there have been any events that warrant the consideration of malus and/or

clawback on previously determined awards. Any adjustments applied to scheme outcomes for the Executive Directors will be

explained in the relevant Remuneration Report.

Sustainability risk

As a responsible investor we consider the sustainability risks of all our investments and advice by taking into consideration

sustainability factors that have the potential to have a material financial impact and seek to incorporate them into our general risk

management framework. The effectiveness of sustainability risk management in investment decisions and advice is a

consideration in the CRCO Risk and Compliance report and adherence to relevant principles and policies is monitored and

reported to the Remuneration Committee as part of this report. In accordance with the M&G Remuneration Policy, any failings to

meet the required standards of these principles and policies will be transparently reflected in the determination of remuneration

outcomes.

#### Operation of the policy

The Committee is satisfied that the policy has operated as intended in respect to alignment of remuneration outcomes and

quantum with company performance and key principles.

#### Consideration of shareholder views

As further detailed earlier in the report, the Committee engaged with 30 of our largest shareholders, representing c. 70% of share

ownership, proxy advisory bodies and regulators on the proposed changes to the Directors’ Remuneration Policy and incentive

scorecard review, receiving valuable feedback from the majority of our top shareholders and all advisory bodies. The Committee

carefully reflected on all feedback received in finalising proposals.

The Committee will continue to monitor trends and changes in best practice guidelines issued by institutional shareholder bodies,

shareholder governance teams and corporate governance requirements to ensure remuneration at M&G plc remains appropriate.

The Committee will also continue to engage with shareholders on the effectiveness of the Remuneration Policy, its implementation

and on matters of importance as and when they arise.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Annual Report on Remuneration

#### continued

#### Voting outcomes at the Annual General Meeting (AGM) 2024

The following table provides the voting outcomes for the Directors’ Remuneration Policy approved at the May 2023 AGM and for

the 2023 Annual Remuneration Report approved at the May 2024 AGM.

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Voting Item | For | Against | Abstain |
| Remuneration Policy | 96.5% | 3.5% |  |
|  | 1,368,489,460 | 50,232,635 | 223,066,558 |
| 2023 Remuneration Report | 96.8% | 3.2% |  |
|  | 1,535,355,539 | 50,946,080 | 325,010 |

i Votes withheld are not votes in law and therefore have not been counted in the calculation of the proportion of the votes for and against a resolution.

#### Share dilution

All share plans operated by M&G plc which permit awards to be satisfied by issuing new shares contain dilution limits that comply

with the guidelines produced by the Investment Association on 31 December 2018. As at 31 December 2024 M&G plc’s standing

against these dilution limits was:

– 4.95% (2023: 3.10%) where the guideline is no more than 5% in any 10 years under all discretionary share plans.

– 6.57% (2023: 4.22%) where the guideline is no more than 10% in any 10 years under all share plans.

#### Statement on external directorships

Details of external directorships held by the Executive Directors can be found on pages 89-91 of the Annual Report.

The Directors’ Remuneration report was approved by the Board on 18 March 2025.

Clare Chapman

Remuneration Committee Chair

18 March 2025

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Directors’ Report

## Directors’ Report

The Directors present their Report for the financial year ended 31 December 2024. The information that fulfils the requirements of

the Corporate Governance Statement for the purposes of the FCA’s DTRs can be found in the governance section of the Annual

Report on pages 87-160 (all of which forms part of this Directors’ Report) and in this Directors’ Report.

#### Directors

The names and details of the current Directors, along with their

biographical details as at the date of this Report, are set out on

pages 89-91.

Details of the Directors’ and executives’ beneficial interests in

the share capital of the Company can be found in the Directors’

Remuneration Report on page 144.

#### 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 which

can be found on our website) and to give a guarantee, security

or indemnity in respect of a debt or other obligation of the

Company. The Articles of Association also govern the

appointment and replacement of Directors (so long as the

number of Directors does not exceed the limit prescribed in the

Articles). The Board has the power to appoint additional

Directors or to fill a casual vacancy amongst Directors. Any

such Director only holds office until the next AGM and may

offer themselves for election.

#### Information included in the Strategic Report

The Company’s Strategic Report on pages 1-85 includes the

following information that would be otherwise be required to

be disclosed in this Directors’ Report:

|  |  |
| --- | --- |
|  |  |
| Subject matter | Page  reference |
| Corporate responsibility governance | 60 |
| Employment practices and engagement | 37 |
| Greenhouse gas emissions | 76 |
| Charitable donations | 63 |
| Assessing and monitoring culture | 92 |
| Internal control and risk management objectives  and policies | 44-45 |
| Business review and future developments of the  business | 10-29 |
| Stakeholder engagement with suppliers,  customers and others | 37-39 |
| Events since the end of the financial year | 322 |

In addition, the principal risks set out on pages 46-53, the

financial instruments set out on pages 250-251, the changes in

borrowings set out on pages 279-281 and the Shareholder

Information on page 360 are incorporated by reference into the

Directors’ Report.

Requirements of

#### FCA Listing Rule 6.6.1R

Information to be included in the Annual Report and Accounts

under FCA Listing Rule 6.6.1R, where applicable, can be found

as follows:

|  |  |
| --- | --- |
|  |  |
| Subject matter | Page  reference |
| Details of long-term incentive schemes | 115 |
| Shareholder waivers of dividends | 158 |
| Shareholder waivers of future dividends | 158 |
| Publication of unaudited financial information | 341 |

#### Share capital

Issued share capital

The issued share capital as at 31 December 2024 consisted of

2,407,168,284 ordinary shares of 5 pence each, all fully paid up

and listed on the London Stock Exchange. At 31 December

2024, the Company held 3,414,030 ordinary shares in Treasury.

Accordingly, at 31 December 2024, the total number of voting

rights in the Company was 2,403,754,254.

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 Apex Group Fiduciary Services Limited and

Equiniti Share Plan Trustees Limited (The Trustees) 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 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 12 March 2025,

Trustees held 1.48% 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.

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

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Directors’ Report continued

of both the Financial Conduct Authority as well as under the

rules of some of the Group’s employee share plans. All

Executive Directors are required to hold a minimum number of

shares under guidelines approved by the Board, described on

page 125 of 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. M&G plc will seek 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.

Dis-application of statutory pre-emption procedures is also

sought for rights issues. Relevant resolutions to authorise share

capital issuances will be put to shareholders at the 2025 AGM.

Authority to purchase own shares

The authority for the Company to purchase in the market for up

to 238,338,500 of its ordinary shares (representing 10% of the

issued share capital of the Company as at the latest practicable

date before publication of the Notice of the Company’s last

AGM) granted at the Company’s last AGM, expires on the date

of the forthcoming AGM.

The Company has not utilised the authority obtained at the

2024 AGM. Shareholders will be asked to give a similar

authority to purchase shares at the forthcoming 2025 AGM.

Major shareholders

Information provided to the Company by substantial

shareholders pursuant to the Disclosure Guidance and

Transparency Rules (DTRs) are published via a Regulatory

Information Service and is available on the Company’s website.

As at 31 December 2024, the Company had been notified under

Rule 5 of the DTRs of the following holdings of voting rights in

its shares. Between 31 December 2024 and 12 March 2025 (the

latest practicable date for inclusion in this report), the Company

has not received any additional notification pursuant to Rule 5

of the DTRs.

The Company is not aware of any agreements between holders

of securities which may result in restrictions on the transfer of

securities or on voting rights.

|  |  |
| --- | --- |
|  |  |
| Shareholder | % of total  voting rights |
| BlackRock, Inc. | 6.79% |
| Kingdom Holding Company | 6.37% |
| Norges Bank | 5.05% |
| Schroders plc | 4.98% |
| Silchester International Investors LLP | 5.05% |

Between 31 December 2024 and 12 March 2025 (the latest

practicable date for inclusion in this report) there have been no

changes to the table of major shareholders.

#### Dividend information

The Directors have declared a second interim dividend for the

financial year ended 31 December 2024 of 13.5 pence per

Ordinary Share which will be paid out of distributable reserves.

Below is a table of the key dates and further information

regarding the dividend can be found on our website.

|  |  |
| --- | --- |
|  |  |
| 2024 dividend | Shareholders registered on the  UK register |
| Ex-dividend date | 27 March 2025 |
| Record date | 28 March 2025 |
| Payment date | 9 May 2025 |

A number of dividend waivers are in place and these relate to

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. As at 12 March 2025 (the latest

practicable date for inclusion in this report), the Company held

3,414,030 shares in Treasury. Treasury shares are not taken

into consideration in relation to the payment of dividends.

Cash dividend alternative

The Company operates a Dividend Reinvestment 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 can be

found on our website. The ability to receive dividend payments

by cheque was withdrawn during 2021.

Dividends will be paid directly via bank mandate or

shareholders can join the DRIP to use their dividend to

purchase further M&G plc shares. Receiving dividends in this

way, rather than by cheque, means shareholders can receive

funds more quickly, more securely and in a more

environmentally friendly way.

#### Political donations

The Group does not make political donations or incur political

expenditure within the ordinary meaning of those words and

nor did it in 2024. However, the definitions of political

donations, political parties, political organisations, and political

expenditure used in the UK Companies Act 2006 are broad. As

a result, they may cover routine activities that form part of the

normal business activities of the Group and are an accepted

part of engaging with stakeholders, such as sponsoring events

or supporting policy reviews where M&G has a legitimate

business interest in policy development. While the Group

prohibits political donations, the Group believes it appropriate

to seek authority from shareholders in making political

donations at the AGM in order to avoid inadvertent breaches.

#### Change of control

There are a number of agreements that take effect, alter or

terminate upon a change of control of the Company, such as

commercial contracts, bank loan agreements, property lease

arrangements and employee share plans. In the context of the

Group as a whole, none of these are deemed to be significant in

terms of their potential impact except for those listed below.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Directors’ Report continued

Credit facilities

Under a £1,286 million multi-currency revolving credit facility

between the Company and the banks and financial institutions

named therein as lenders (Lenders) dated 27 March 2019 (the

Facility), in the event that any person or group of persons acting

in concert directly or indirectly gains control of the Company and

its subsidiaries, then any Lender may elect within a prescribed

time frame to be replaced by a new lender, or to cancel its

commitment, under the Facility whereupon the Company shall

be required to repay each loan made to it on the last day of the

interest period for that loan, and any loan repaid may be re-

borrowed from a new lender, subject to the terms of the Facility.

Under a £107 million and two £53.6 million revolving loan

facilities between the Company and the bank named therein as

lender (Lender) dated 27 March 2019 (the Facility), in the event

that any person or group of persons acting in concert directly

or indirectly gains control of the Company and its subsidiaries,

then the Lender may elect within a prescribed time frame to be

replaced by a new lender, or to cancel its commitment, under

the Facility whereupon the Company shall be required to repay

each loan made to it, together with accrued interest and all

other amounts accrued under the Facility, which shall in each

case be immediately due and payable, on the last day of the

interest period for that loan.

#### Risk management objectives and policies

Details of the framework which allows M&G to manage risk

within agreed appetite levels are set out on page 44. In this

section is information on risk culture and governance, systems

of internal control, how risks are categorised and how risk

appetites and levels are set. Specific information around risk

management objectives, policies (eg hedging) and exposure

(eg price, credit, liquidity, cash flow risk) is contained in the

financial statements on pages 294-314.

#### Environmental, employee and social policies

Policies relating to environmental matters, the Company’s

employees and social, community and human rights issues can

be found on page 55 of this Report.

#### Equal opportunities and employment

#### of disabled persons

M&G plc’s Global Diversity and Inclusion Policy ensures that equal

opportunities are afforded to all colleagues, candidates and

suppliers in an environment in which each is treated with dignity

and respect. Defined processes are in place to ensure diversity

and inclusion is embedded in the culture of the workplace and

that we comply with statutory and regulatory requirements in the

local labour marker; provide equal opportunity for all who apply

for and perform work for M&G plc irrespective of sex, race, age,

ethnic origin, educational, social and cultural background, marital

or civil partnership status, religion or belief, sexual orientation or

disability; and allow for reasonable adjustments to support those

with special requirements. We also encourage the same

standards of our recruitment and consultant suppliers.

The Company’s targets around women in senior executive

positions can be found on page 41 and the proportion of women

on the Board and in senior executive positions can be found on

page 91. The Company’s ethnicity targets can be found on page

41. We make reasonable adjustments for colleagues with a

temporary or permanent disability to ensure that both their

individual role and M&G more broadly as a workplace remains

accessible to them. Where reasonable adjustments alone do not

enable a colleague to continue in their role we aim to provide

support to colleagues in identifying alternative roles.

#### Research and Development

In the ordinary course of business, the Group develops new

products and services in each of its businesses.

#### Conflicts of interest

The Company’s Articles of Association allow the Board to

authorise conflicts of interest that may arise and to impose

such limits or conditions as it thinks fit. The Group has

established procedures whereby actual and potential conflicts

of interest are regularly reviewed, appropriate authorisation is

sought prior to the appointment of any new Director, and new

conflicts are addressed appropriately. The decision to

authorise a conflict of interest can only be made by non-

conflicted Directors and, in making such decisions, the

Directors must act in a way they consider, in good faith, would

be most likely to promote the Company’s success.

#### Directors’ indemnities and insurance

The Company maintains Directors and Officers Liability

insurance cover in respect of legal actions brought against its

Directors and Officers. Pension Trustee Liability insurance is

also in place to cover legal actions brought against pension

trustees of the Group’s pension schemes managed for staff

pensions. The policies include coverage for M&G plc and its

subsidiaries. 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

the other companies within the Group. Qualifying pension

scheme indemnity provisions are also in place for the benefit of

certain pension trustee Directors within the Group.

#### Branch registrations

The Group has registered branches in Belgium, France,

Germany, Italy, The Netherlands, Poland, South Korea, Spain,

Sweden and the UK.

#### Independent Auditors

The Directors are recommending the reappointment of

PricewaterhouseCoopers LLP as the Group’s statutory auditor at

the 2025 AGM.

#### Statement of disclosure of information

to the auditor

Each Director of the Company confirms that, as far as each is

aware, there is no relevant audit information of which the

Company’s auditor is unaware and that each of the Directors

has taken all reasonable steps to ascertain any relevant audit

information and to ensure the Company’s auditor is aware of

that information.

Signed on behalf of the Board of Directors

Charlotte Heiss

General Counsel and Company Secretary

18 March 2025

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Statement of Directors' responsibilities

The Directors are responsible for preparing the Annual Report

and Accounts and the financial statements in accordance with

applicable law and regulations.

The Board requested that the Audit Committee review the

Annual Report and provide its opinion on whether the report is

fair, balanced and understandable. The Audit Committee’s

opinion is on page 105.

Company law requires the Directors to prepare financial

statements for each financial year. Under that law the Directors

have prepared the Group financial statements in accordance

with UK-adopted international accounting standards and the

Company financial statements in accordance with United

Kingdom Generally Accepted Accounting Practice (United

Kingdom Accounting Standards, comprising FRS 101 ‘Reduced

Disclosure Framework’, and applicable law).

Under company law, Directors must not approve the financial

statements unless they are satisfied that they give a true and

fair view of the state of affairs of the Group and Company and

of the profit or loss of the Group for that period. In preparing

the financial statements, the Directors are required to:

– select suitable accounting policies and then apply them

consistently;

– state whether applicable UK-adopted international

accounting standards have been followed for the Group

financial statements and United Kingdom Accounting

Standards, comprising FRS 101 have been followed for the

Company financial statements, subject to any material

departures disclosed and explained in the financial

statements;

– make judgements and accounting estimates that are

reasonable and prudent; and

– prepare the financial statements on the going concern basis

unless it is inappropriate to presume that the Group and

Company will continue in business.

The Directors are responsible for safeguarding the assets of

the Group and Company and hence for taking reasonable steps

for the prevention and detection of fraud and other

irregularities.

The Directors are also responsible for keeping adequate

accounting records that are sufficient to show and explain the

Group’s and Company’s transactions and disclose with

reasonable accuracy at any time the financial position of the

Group and Company and enable them to ensure that the

financial statements and the Directors’ Remuneration Report

comply with the Companies Act 2006.

The Directors are responsible for the maintenance and integrity

of the Company’s website. Legislation in the United Kingdom

governing the preparation and dissemination of financial

statements may differ from legislation in other jurisdictions.

#### Directors’ confirmations

The Directors consider that the Annual Report and Accounts,

taken as a whole, is fair, balanced and understandable and

provides the information necessary for shareholders to assess

the Group’s and Company’s position and performance,

business model and strategy.

Each of the Directors, whose names and functions are listed in

Directors’ Report confirm that, to the best of their knowledge:

– the Group financial statements, which have been prepared in

accordance with UK-adopted international accounting

standards, give a true and fair view of the assets, liabilities,

financial position and profit of the Group;

– the Company financial statements, which have been

prepared in accordance with United Kingdom Accounting

Standards, comprising FRS 101, give a true and fair view of

the assets, liabilities and financial position of the Company;

and

– the Strategic Report includes a fair review of the

development and performance of the business and the

position of the Group and Company, together with a

description of the principal risks and uncertainties

that it faces.

For further information on the comprehensive process followed

by the Board in order to reach these conclusions please refer to

the Audit Committee Report on pages 104-109.

Signed on behalf of the Board of Directors

Andrea Rossi

Group Chief Executive Officer

18 March 2025

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

# Financial

# information

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  | [162](#ib2c5152239ae413b9d3b5fe7e8934113_6016) [Independent auditors’ report](#ib2c5152239ae413b9d3b5fe7e8934113_6016) | | |  |
|  |  |  |  |  |
|  | [179](#ib2c5152239ae413b9d3b5fe7e8934113_151) [Consolidated financial statements](#ib2c5152239ae413b9d3b5fe7e8934113_151) | | |  |
|  | [179](#ib2c5152239ae413b9d3b5fe7e8934113_151) [Consolidated income statement](#ib2c5152239ae413b9d3b5fe7e8934113_151) |  | [181](#ib2c5152239ae413b9d3b5fe7e8934113_157) [Consolidated statement of financial position](#ib2c5152239ae413b9d3b5fe7e8934113_157) |  |
|  | [180](#ib2c5152239ae413b9d3b5fe7e8934113_154) [Consolidated statement of comprehensive income](#ib2c5152239ae413b9d3b5fe7e8934113_154) |  | [182](#ib2c5152239ae413b9d3b5fe7e8934113_160) [Consolidated statement of changes in equity](#ib2c5152239ae413b9d3b5fe7e8934113_160) |  |
|  |  |  | [184](#ib2c5152239ae413b9d3b5fe7e8934113_163) [Consolidated statement of cash flows](#ib2c5152239ae413b9d3b5fe7e8934113_163) |  |
|  |  |  |  |  |
|  | [331](#ib2c5152239ae413b9d3b5fe7e8934113_481) [Company financial statements](#ib2c5152239ae413b9d3b5fe7e8934113_481) | | |  |
|  | [341](#ib2c5152239ae413b9d3b5fe7e8934113_4565) [Supplementary information](#ib2c5152239ae413b9d3b5fe7e8934113_4565) | | |  |
|  |  |  |  |  |
|  | [185](#ib2c5152239ae413b9d3b5fe7e8934113_181) [Notes to the consolidated financial statements](#ib2c5152239ae413b9d3b5fe7e8934113_181) | | |  |

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  | [185](#ib2c5152239ae413b9d3b5fe7e8934113_166) | [Note 1: Basis of preparation and material](#ib2c5152239ae413b9d3b5fe7e8934113_166)  [accounting policies](#ib2c5152239ae413b9d3b5fe7e8934113_166) |  |
|  | [215](#ib2c5152239ae413b9d3b5fe7e8934113_184) | [Note 2: Group structure and products](#ib2c5152239ae413b9d3b5fe7e8934113_184) |  |
|  | [219](#ib2c5152239ae413b9d3b5fe7e8934113_196) | [Note 3: Segmental analysis](#ib2c5152239ae413b9d3b5fe7e8934113_196) |  |
|  | [224](#ib2c5152239ae413b9d3b5fe7e8934113_3780) | [Note 4: Insurance Revenue](#ib2c5152239ae413b9d3b5fe7e8934113_3780) |  |
|  | [225](#ib2c5152239ae413b9d3b5fe7e8934113_3797) | [Note 5: Investment income and insurance](#ib2c5152239ae413b9d3b5fe7e8934113_3797)  [finance expenses](#ib2c5152239ae413b9d3b5fe7e8934113_3797) |  |
|  | [228](#ib2c5152239ae413b9d3b5fe7e8934113_214) | [Note 6: Fee income](#ib2c5152239ae413b9d3b5fe7e8934113_214) |  |
|  | [228](#ib2c5152239ae413b9d3b5fe7e8934113_217) | [Note 7: Administrative and other expenses](#ib2c5152239ae413b9d3b5fe7e8934113_217) |  |
|  | [229](#ib2c5152239ae413b9d3b5fe7e8934113_220) | [Note 8: Staff and employment costs](#ib2c5152239ae413b9d3b5fe7e8934113_220) |  |
|  | [229](#ib2c5152239ae413b9d3b5fe7e8934113_223) | [Note 9: Fees payable to the auditor](#ib2c5152239ae413b9d3b5fe7e8934113_223) |  |
|  | [230](#ib2c5152239ae413b9d3b5fe7e8934113_226) | [Note 10: Tax](#ib2c5152239ae413b9d3b5fe7e8934113_226) |  |
|  | [235](#ib2c5152239ae413b9d3b5fe7e8934113_238) | [Note 11: Earnings per share](#ib2c5152239ae413b9d3b5fe7e8934113_238) |  |
|  | [236](#ib2c5152239ae413b9d3b5fe7e8934113_241) | [Note 12: Dividends](#ib2c5152239ae413b9d3b5fe7e8934113_241) |  |
|  | [236](#ib2c5152239ae413b9d3b5fe7e8934113_244) | [Note 13: Goodwill and intangible assets](#ib2c5152239ae413b9d3b5fe7e8934113_244) |  |
|  | [239](#ib2c5152239ae413b9d3b5fe7e8934113_250) | [Note 14: Investments in joint ventures and associates](#ib2c5152239ae413b9d3b5fe7e8934113_250) |  |
|  | [240](#ib2c5152239ae413b9d3b5fe7e8934113_253) | [Note 15: Property, plant and equipment](#ib2c5152239ae413b9d3b5fe7e8934113_253) |  |
|  | [241](#ib2c5152239ae413b9d3b5fe7e8934113_256) | [Note 16: Investment property](#ib2c5152239ae413b9d3b5fe7e8934113_256) |  |
|  | [242](#ib2c5152239ae413b9d3b5fe7e8934113_259) | [Note 17: Defined benefit pension schemes](#ib2c5152239ae413b9d3b5fe7e8934113_259) |  |
|  | [250](#ib2c5152239ae413b9d3b5fe7e8934113_283) | [Note 18: Classification of financial instruments](#ib2c5152239ae413b9d3b5fe7e8934113_283) |  |
|  | [252](#ib2c5152239ae413b9d3b5fe7e8934113_292) | [Note 19: Accrued investment income and other debtors](#ib2c5152239ae413b9d3b5fe7e8934113_292) |  |

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  | [252](#ib2c5152239ae413b9d3b5fe7e8934113_295) | [Note 20: Cash and cash equivalents](#ib2c5152239ae413b9d3b5fe7e8934113_295) |  |
|  | [253](#ib2c5152239ae413b9d3b5fe7e8934113_298) | [Note 21: Issued share capital and share premium](#ib2c5152239ae413b9d3b5fe7e8934113_298) |  |
|  | [253](#ib2c5152239ae413b9d3b5fe7e8934113_301) | [Note 22: Shares held by employee benefit trusts](#ib2c5152239ae413b9d3b5fe7e8934113_301)  [and other treasury shares](#ib2c5152239ae413b9d3b5fe7e8934113_301) |  |
|  | [254](#ib2c5152239ae413b9d3b5fe7e8934113_307) | [Note 23: Other reserves](#ib2c5152239ae413b9d3b5fe7e8934113_307) |  |
|  | [255](#ib2c5152239ae413b9d3b5fe7e8934113_310) | [Note 24: Insurance liabilities](#ib2c5152239ae413b9d3b5fe7e8934113_310) |  |
|  | [279](#ib2c5152239ae413b9d3b5fe7e8934113_4534) | [Note 25: Investment contract liabilities without](#ib2c5152239ae413b9d3b5fe7e8934113_4534)  [discretionary participation features (DPF)](#ib2c5152239ae413b9d3b5fe7e8934113_4534) |  |
|  | [279](#ib2c5152239ae413b9d3b5fe7e8934113_322) | [Note 26: Subordinated liabilities and other borrowings](#ib2c5152239ae413b9d3b5fe7e8934113_322) |  |
|  | [281](#ib2c5152239ae413b9d3b5fe7e8934113_334) | [Note 27: Leases](#ib2c5152239ae413b9d3b5fe7e8934113_334) |  |
|  | [282](#ib2c5152239ae413b9d3b5fe7e8934113_337) | [Note 28: Provisions](#ib2c5152239ae413b9d3b5fe7e8934113_337) |  |
|  | [282](#ib2c5152239ae413b9d3b5fe7e8934113_340) | [Note 29: Accruals, deferred income and other liabilities](#ib2c5152239ae413b9d3b5fe7e8934113_340) |  |
|  | [283](#ib2c5152239ae413b9d3b5fe7e8934113_343) | [Note 30: Structured entities](#ib2c5152239ae413b9d3b5fe7e8934113_343) |  |
|  | [283](#ib2c5152239ae413b9d3b5fe7e8934113_349) | [Note 31: Fair value methodology](#ib2c5152239ae413b9d3b5fe7e8934113_349) |  |
|  | [294](#ib2c5152239ae413b9d3b5fe7e8934113_382) | [Note 32: Risk management and sensitivity analysis](#ib2c5152239ae413b9d3b5fe7e8934113_382) |  |
|  | [315](#ib2c5152239ae413b9d3b5fe7e8934113_436) | [Note 33: Contingencies and related obligations](#ib2c5152239ae413b9d3b5fe7e8934113_436) |  |
|  | [317](#ib2c5152239ae413b9d3b5fe7e8934113_439) | [Note 34: Commitments](#ib2c5152239ae413b9d3b5fe7e8934113_439) |  |
|  | [317](#ib2c5152239ae413b9d3b5fe7e8934113_442) | [Note 35: Related party transactions](#ib2c5152239ae413b9d3b5fe7e8934113_442) |  |
|  | [317](#ib2c5152239ae413b9d3b5fe7e8934113_454) | [Note 36: Capital management](#ib2c5152239ae413b9d3b5fe7e8934113_454) |  |
|  | [320](#ib2c5152239ae413b9d3b5fe7e8934113_472) | [Note 37: Share-based payments](#ib2c5152239ae413b9d3b5fe7e8934113_472) |  |
|  | [322](#ib2c5152239ae413b9d3b5fe7e8934113_475) | [Note 38: Post balance sheet events](#ib2c5152239ae413b9d3b5fe7e8934113_475) |  |
|  | [322](#ib2c5152239ae413b9d3b5fe7e8934113_478) | [Note 39: Related undertakings](#ib2c5152239ae413b9d3b5fe7e8934113_478) |  |

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| --- | --- | --- |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Independent auditors’ report

## to the members of M&G plc

#### Report on the audit of the financial statements

#### Opinion

In our opinion:

– M&G plc’s Group financial statements and Parent Company financial statements (the “financial statements”) give a true and fair

view of the state of the Group’s and of the Parent Company’s affairs as at 31 December 2024 and of the Group’s loss and the

Group’s cash flows for the year then ended;

– the Group financial statements have been properly prepared in accordance with UK-adopted international accounting standards

as applied in accordance with the provisions of the Companies Act 2006;

– the Parent Company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted

Accounting Practice (United Kingdom Accounting Standards, including FRS 101 “Reduced Disclosure Framework”, and

applicable law); and

– the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.

We have audited the financial statements, included within the Annual Report, which comprise: the Consolidated and Company

statements of financial position as at 31 December 2024; the Consolidated income statement, Consolidated statement of

comprehensive income, the Consolidated and Parent Company statements of changes in equity and the Consolidated statement of

cash flows for the year then ended; and the notes to the financial statements, comprising material accounting policy information

and other explanatory information.

Our opinion is consistent with our reporting to the Audit Committee.

#### Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. Our

responsibilities under ISAs (UK) are further described in the Auditors’ responsibilities for the audit of the financial statements

section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our

opinion.

#### Independence

During the period, a PwC network firm was engaged by a controlled undertaking of the Group to design and build reports to

support financial reporting. This is a prohibited non-audit service under paragraph 5.40 of the FRC Revised Ethical Standard 2019.

As soon as the service was identified, it was immediately stopped and no fees were charged.

The entity that the non-audit service was provided to is an immaterial subsidiary and is not a component for the purposes of our

audit of the Group’s consolidated financial statements. We confirm that, based on our assessment of this breach, the nature and

scope of the services and the subsequent actions taken, the provision of the services has not affected our professional judgement

in connection with our audit of the year ended 31 December 2024. Other than the matter referred to above, and to the best of our

knowledge and belief, we declare that no non-audit services prohibited by the FRC’s Ethical Standard, were provided to the Group.

Other than those disclosed in Note 9, we have provided no non-audit services to the Parent Company or its controlled

undertakings in the period under audit.

#### Context

The group is an international asset manager and insurer. Its operations primarily consist of the legal entity operations in the United

Kingdom, Europe and Asia. Given the activities of the Group, we have established teams with the relevant industry experience in all

significant locations in which the Group operates. In addition to forming this opinion, in this report we have also provided

information on key audit matters we discussed with the Audit Committee, setting out a description of the matter, how we

approached the audit in these areas, and our conclusion. In designing our audit approach, we have considered the impact that

climate change could have on the Group, including physical or transitional risks which could arise. In particular, we have assessed

the impacts on the financial statements of the commitments related to climate change which the Group has made.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Independent auditors' report continued

#### Overview

Audit scope

– Our audit scope has been determined to provide coverage of all material financial statement line items, and as part of designing

our audit, we determined materiality and assessed the risks of material misstatement in the financial statements.

– The Group has three operating segments, Asset Management, Life and Corporate Centre. Each operating segment includes a

number of reporting components across different locations and legal entities.

– We tailored our in-scope components based on our assessment of inherent risk and their financial significance to the

consolidated financial results. In particular, we considered where management made subjective judgements; for example, in

respect of significant accounting estimates that involved making assumptions and considering future events that are inherently

uncertain. As in all of our audits, we also addressed the risk of management override of internal controls, including consideration

of whether there was evidence of bias that represented a risk of material misstatement due to fraud.

– Three components were subject to an audit of their complete financial information. Eighteen other components were subject to

an audit on certain balances and transactions.

– Our audit scope provided coverage over 83% of IFRS Profit before tax, 72% of Total assets, and 94% of Total liabilities.

Key audit matters

– Valuation of hard to value financial investments (level 3) (Group)

– Valuation of hard to value plan assets (level 3) and Valuation of defined benefit pension obligations (Group)

– Valuation of insurance contract liabilities: Annuitant mortality (Longevity) (Group)

– Valuation of insurance contract liabilities: Credit default allowance for annuity contracts (Group)

– Valuation of insurance contract liabilities: Expenses (Group)

– Valuation of insurance contract liabilities: Persistency for with-profit contracts (Group)

– Valuation of insurance contract liabilities: Division of with-profit assets between policyholders and shareholders (Group)

– Recoverability of the carrying value of investment in subsidiaries (Parent Company)

Materiality

– Overall Group materiality: £60 million (2023: £60 million) equivalent to 7.17% of Adjusted operating profit before tax.

– Overall Parent Company materiality: £104 million (2023: £105 million) based on 1% of Total assets.

– Performance materiality: £39 million (2023: £39 million) (Group) and £67 million (2023: £68 million) (Parent Company).

#### The scope of our audit

As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial

statements.

#### Key audit matters

Key audit matters are those matters that, in the auditors’ professional judgement, were of most significance in the audit of the

financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not

due to fraud) identified by the auditors, including those which had the greatest effect on: the overall audit strategy; the allocation of

resources in the audit; and directing the efforts of the engagement team. These matters, and any comments we make on the

results of our procedures thereon, were addressed in the context of our audit of the financial statements as a whole, and in forming

our opinion thereon, and we do not provide a separate opinion on these matters.

This is not a complete list of all risks identified by our audit.

Valuation of insurance contract liabilities – division of with-profit assets between policyholders and shareholders is a new key audit

matter this year. Under IFRS 17, a portion of the with-profit assets are allocated to current and future policyholders and reflected in

the insurance contracts liabilities with the remainder allocated to shareholders (and reflected in equity). This division of assets

reflects a significant judgement due to the size of the surplus with-profit assets, and the complexity and subjectivity involved in the

assessment. In the prior year this was included within the key audit matter - Implementation of IFRS 17: Judgements on transition

and restatement of comparative information.

Valuation of insurance contract liabilities: Implementation of IFRS 17 - Judgements on transition and restatement of comparative

information, and Valuation of insurance contract liabilities: Implementation of IFRS 17 - New models and data flows, which were key

audit matters last year, are no longer included because this is the second year after the adoption of IFRS 17. The illiquidity premium

for with-profit contracts, which was also a key audit matter last year, is no longer included because the level of judgement in

setting the assumption is reduced following the implementation of IFRS 17.

Otherwise, the key audit matters below are consistent with last year.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Independent auditors' report continued

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| Key audit matter | How our audit addressed the key audit matter |
| Valuation of hard to value financial investments (Level 3) (Group)  Refer to notes 1.5.5, 31.3.1 & 31.4 to the consolidated financial statements for disclosures of related accounting policies, valuation  methodologies and balances. | |
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| The Group’s financial investments are held to back the Group  insurance contract liabilities and investment contracts within its  Life business, and to meet regulatory capital requirements, as  well as providing returns on shareholder assets.  Most of the Group’s financial investments are valued by  reference to prices on active markets. However, some are  priced by reference to market data and/or valuation models.  Investments that require the use of significant judgement and  inputs that are not market observable have a higher level of  inherent estimation uncertainty. These investments are  classified as Level 3 under the fair value hierarchy and include:  – Equity release mortgages;  – Unlisted equity investments;  – Private credit and other illiquid debt securities; and  – Investment property.  The valuation of hard to value financial investments was a key  area of focus given the magnitude and the inherent uncertainty  involved in the estimation. Changes in estimates could result in  material changes in the valuation.  Equity release mortgages (ERMs)  The valuation of the Group’s ERM portfolio is inherently  subjective. There are significant unobservable inputs relating to  the No Negative Equity Guarantee. The valuation uses an  internal discounted cash flow model with assumptions based  on the current property value, net property growth rate and the  discount rate (including spread assumptions to estimate an  illiquidity premium above the risk free discount rate).  Unlisted equity investments  Unlisted equity investments are held through funds managed  by internal and external fund managers. The investments are  valued in line with the requirements of The International Private  Equity and Venture Capital Valuation (IPEV) Guidelines. Given  their magnitude, the external valuations are an area of focus.  Valuations are performed periodically by the fund managers.  The investments are included at the most recent Net Asset  Value (NAV) provided by the fund manager adjusted for cash  movements, where applicable. | We performed the following audit procedures to test the  valuation of the investments classified as Level 3:  – Understood and evaluated the design effectiveness of key  controls related to the valuation of investments; and  – Assessed both the methodology and assumptions used in  the calculation of the year end valuation, including  understanding the governance controls that are in place to  monitor these processes.  For Equity release mortgages, we:  – Applied our industry knowledge and experience (using our  actuarial specialists) to assess the appropriateness of the  methodology, models and assumptions used against  recognised actuarial practices;  – Tested data inputs used in the valuation models to underlying  documentation on a sample basis;  – Evaluated the appropriateness of significant economic  assumptions (including the spread applied above the risk free  rate) that are used within the valuation process, with  reference to market data and industry benchmarks where  available;  – Evaluated the appropriateness of the mortality and morbidity  assumptions used in the valuation, based on available  experience data and industry expectations of future mortality  improvements; and  – Performed testing over the model calculations relating to the  No Negative Equity Guarantee and future cash flows included  within the ERMs fair value calculation, and tested the analysis  of change in modelled results, to assess whether the model  continues to operate as expected.  For Unlisted equity investments, we:  – Assessed the methodology used for the valuation of these  investments and whether this is consistent with the  International Private Equity and Venture Capital Valuation  (‘IPEV’) guidelines;  – Where possible, independently obtained the most recent  NAV statements from fund managers and agreed the  valuation to underlying books and records;  – For a sample of positions, where the most recent NAV  statements are not conterminous with the balance sheet,  verified any adjustments made to the valuation for  subsequent capital movements;  – For sample positions, performed look back testing on the  NAV statements provided by fund managers against their  equivalent audited financial statements; and  – Where applicable, for sample positions, reviewed the fund  manager’s service organisation controls report to assess the  effectiveness of relevant controls. |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Independent auditors' report continued

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| Key audit matter | How our audit addressed the key audit matter |
| Private credit and other illiquid debt securities  Private credit and other illiquid debt are predominantly valued  using discounted cash flow models. A key assumption applied  in determining the discount rate used to calculate the fair value  of these securities is the credit rating and the associated credit  spread. The credit rating is determined by assessing the credit  quality of the counterparty and security structure and assigning  an internal credit rating, which is unobservable. The credit  spread is then determined by reference to a comparable  security or basket of securities. Determining the internal credit  rating and the associated comparables requires expert  judgement.  For assets backed by residential ground rents, the Leasehold  and Freehold Reform Act was passed in 2024. There remains  legislative risk and valuation uncertainty with the inclusion of  the ‘Draft Leasehold and Commonhold Reform Bill’ in the King’s  Speech in July 2024, noting there have been no explicit  proposals to date.  Investment property  The Group holds investment property (directly and indirectly)  within the UK, Europe and Asia. The valuation of the Group’s  portfolio is inherently subjective due to, among other factors,  the individual nature of each property, its location and the  expected future rentals for that particular property.  There  continues to be uncertainty facing the real estate sector as a  result of the current economic environment and the impact of  climate change. Valuations of investment properties are carried  out by third party valuers engaged by the Group, who perform  their work in accordance with the Royal Institution of Chartered  Surveyors (‘RICS’) Valuation – Professional Standards or  equivalent local standards. The valuations take into account the  property-specific information including the current tenancy  agreements and rental income, condition and location of the  property, and future rental prospects, as well as prevailing  market yields and market transactions. | For Private credit and other illiquid debt securities, we:  – Tested inputs into the valuation model to external sources,  where possible, and contractual data;  – Engaged our valuation experts to assess the appropriateness  of the methodology used to determine internal credit ratings;  – For example positions, assessed the application of the  internal credit rating methodology, including challenging the  assumptions used in setting the internal credit rating;  – For example positions, reperformed the valuation using our  independently selected internal credit ratings and  comparable securities; and  – Where a management expert has been used to corroborate  management’s Level 3 valuations, we have assessed their  competence, capabilities and objectivity by discussing the  scope of their work and reviewing the terms of their  engagement for unusual terms or fee arrangements.  In response to the continued uncertainty associated with assets  backed by residential ground rents, and in conjunction with our  valuation experts, we have:  – Assessed the appropriateness of the judgements made in  determining the impact on the valuation of the assets backed  by residential ground rent assets;  – Assessed the consideration given to a range of likely  outcomes;  – Assessed and challenged management on the changes in  credit ratings and associated credit spread applied; and  – Assessed and challenged the associated disclosure given the  continued inherent uncertainty.  For Investment property, we:  – Engaged our own valuation experts (who are qualified  chartered surveyors with relevant market knowledge) to  support us in our audit of the property valuations;  – Assessed the competence, capabilities and objectivity of the  third party valuers and verified their qualifications. We  discussed the scope of their work and reviewed the terms of  their engagement for unusual terms or fee arrangements;  – Obtained and read the external valuation reports and held  separate meetings with the third party valuers to discuss the  key assumptions; and  – To verify that the valuation approach was suitable for use in  determining the carrying value for investment properties in  the financial statements, we:  – Confirmed that the valuation approach was in accordance  with RICS standards or equivalent local standards;  – Performed sample testing on the standing data in the  Group’s information systems used in the valuation process  to verify the accuracy of the property information supplied  to the third party valuers;  – Obtained valuation details of properties held by the Group  and set an expected range for yield and capital value  movement, determined by reference to published  benchmarks and using our experience and knowledge of  the market; |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Independent auditors' report continued

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|  | – Compared the investment yields used by the third party  valuers with our expected range of yields and the year on  year capital movement to our expected range. Where key  assumptions were outside the expected range or otherwise  appeared unusual, and/or valuations showed unexpected  movements, we undertook further investigations;  – Challenged the third party valuers on the extent to which the  valuations have taken into account the impact of climate  change and related ESG considerations; and  – For properties under development valued using the residual  valuation method, obtained the development appraisal and  assessed the reasonableness of the third party valuers’ key  assumptions. This included comparing the yield to  comparable market benchmarks, comparing the estimated  costs to complete, to development plans and contracts, and  considering the reasonableness of other assumptions that  are not so readily comparable with published benchmarks,  such as estimated rental value and developers’ profit.  For all asset classes we assessed the adequacy of the  disclosures in the financial statements.  Based on the work performed and the evidence obtained, we  consider the valuations for hard to value financial investments  to be appropriate. |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Independent auditors' report continued

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| Key audit matter | How our audit addressed the key audit matter |
| Valuation of defined benefit pension obligations and Valuation of hard to value plan assets (Level 3) (Group)  Refer to notes 1.5.13 and 17 to the consolidated financial statements for disclosures of related accounting policies and balances. | |
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| The Group has three key defined benefit schemes which are all  closed to new entrants. The schemes are run by Trustees on  behalf of the beneficiaries. The defined benefit surplus or deficit  presented is the net of the defined benefit obligation and the  scheme plan assets, and a restriction on the surplus to the  Prudential Staff Pension Scheme (“PSPS”) scheme. The key  areas of focus are the valuation of the defined benefit  obligations and the valuation of the level 3 plan assets which  are complex and judgemental.  The valuation of the defined benefit obligations (“DBO”) for the  Group is performed by third party actuaries with key  assumptions initially set through the triennial valuation process  and reassessed annually by the Group.  The estimate of the DBO is dependent on a number of  assumptions, including the discount rate, inflation rate and  mortality rates. Small changes in these assumptions can have a  material impact on the valuation due to the size and the  duration of the pension obligations. Management performs a  review of the DBO valuation methodology and assumptions  each year with the assistance of external experts. Since last  year, new mortality studies were carried out as part of the  funding valuation process for two of the three schemes, and the  base tables have been updated accordingly. The longevity  improvements for all three schemes have been updated based  on annuity book data.  The valuation of complex plan assets includes a longevity swap  and illiquid private credit assets.  The valuation of the longevity swap has been performed by an  external expert. The swap has been valued under the  requirements of Fair Value, IFRS 13, which is consistent with  assuming the swap had nil value at outset. This effectively  means that there is an implicit loading for expenses within the  floating leg of the swap.  The underlying model used to value the longevity swap has  been updated from a collateral-based approach to a  replacement cost approach this year.  The financial assumptions, including discount rate and inflation  rate, are updated in line with market conditions at the reporting  date. Other assumptions, such as mortality and the fee  collateral have been set in line with the assumptions set out in  the longevity swap contract.  The surplus recognised in the Prudential Staff Pension Scheme  is limited to the amount which is recoverable through reduced  future contributions. | For the pension schemes, we have:  – Understood and, evaluated the design effectiveness of key  controls in place in respect of the DBO;  – Reviewed management expert’s IAS 19 report and  challenged the methods adopted to determine the valuation  of the obligations;  – Engaged our actuarial specialists to evaluate the judgements  made by management in determining the key financial and  mortality assumptions used in the calculation of the liability;  – Assessed the reasonableness of the methodologies and  assumptions adopted using our knowledge of market  practice and industry developments, including use of  benchmarks and external market data. We also used  sensitivity analysis to determine the impact of alternative  assumptions;  – Assessed the competence, capabilities and objectivity of  management’s actuarial experts by their qualifications and by  discussing the scope of their work; and  – Reperformed calculations of pension liabilities and compared  these with the expert’s calculations.  For the valuation of the level 3 plan assets, our work focused on:  – For the illiquid private credit assets, we assessed the  methods and assumptions used to value the assets (as set  out above), and  – For the longevity swap, we reviewed the assumptions used  to calculate the value of the longevity swap, assessed the  appropriateness of the change in valuation methodology in  the year and assessed the magnitude of the change in value  of the longevity swap since the previous year end.  For the surplus recognised in the schemes, we assessed the  availability of the pension surplus to the Group and recalculated  the available surplus in the PSPS scheme.  We read and assessed the disclosures made in the financial  statements, including disclosure of the assumptions.  Based on the evidence obtained, we found the valuation of the  Scheme’s defined benefit obligations and hard to value plan  assets to be appropriate. |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Independent auditors' report continued

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| Key audit matter | How our audit addressed the key audit matter |
| Valuation of insurance contract liabilities: Annuitant mortality (Longevity) (Group)  Refer to note 1.4, 1.5.2, 24 and 32.7 to the consolidated financial statements for disclosures of related accounting policies  and balances. | |
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| Annuitant mortality (longevity) assumptions are an area of  significant management judgement, due to the inherent  uncertainty involved. We consider these assumptions  underpinning the insurance contract liabilities to be a key audit  matter given the Group’s exposure to a large volume of annuity  business. The annuitant mortality assumption has two main  components as set out below.  Base mortality assumptions  This component of the assumption is mainly driven by internal  experience analyses. It requires expert judgement that includes  determining the most appropriate level at which to carry out the  analysis; the period used for historic experience (considering  COVID-19 in recent periods); the choice of base table / rates;  and adjustments made within the process of fitting rates to past  experience using management’s Prudential Retirement  Mortality (PRM) model.  Rate of future mortality improvements  This component of the assumption is more subjective given the  lack of data and the uncertainty over how life expectancy will  change in the future. The allowance for future mortality  improvements is inherently subjective, as improvements  develop over long timescales and cannot be captured by  analysis of internal experience data, with additional uncertainty  around the longer term impact of COVID-19 and other trends in  the UK on future mortality rates. The areas of judgement also  include the selection of the mortality projection model, its  calibration as well as re-expressing this in terms of the  Continuous Mortality Investigation (CMI) Bureau industry  standard model.  In addition, an allowance for risk in excess of the best estimate  is held and represents the view of compensation for non-  financial risk that management requires (known as the risk  adjustment). The primary component of the risk adjustment is  longevity risk and the selection of the distribution and  associated stresses is a matter of judgement. | We have performed the following procedures:  – Understood and evaluated the design effectiveness of key  controls over the determination of the longevity assumptions,  including the longevity stresses used for the risk adjustment  component of the insurance contract liabilities;  – Assessed the appropriateness of the methodology for  analysing experience and setting assumptions for longevity  with reference to relevant requirements, actuarial guidance  and by applying our industry knowledge and experience;  – Tested the design and operation of the controls in place to  validate the assumptions and data used in the experience  analysis and model calibration, including controls over the  accuracy of the PRM model used to calculate actual and  expected deaths;  – Examined the results of management’s experience analysis  and the resulting base mortality rates;  – Assessed the appropriateness of areas of expert judgement  used in the future mortality improvement rates and the  consistency of these with observed experience from the  Group’s own annuity portfolio and market data;  – Tested and challenged significant judgements made in the  determination of longevity assumptions, including assessing  the implications of COVID-19 and other mortality trends  in the UK;  – Tested the re-expression of the projection basis in terms of  CMI models and their parameterisation;  – Compared the longevity assumptions selected by  management against those adopted by peers using our  annual benchmarking survey of the market;  – Tested the appropriateness of the results of the longevity  contribution to the risk adjustment by comparing to Solvency  II stresses and using our expert knowledge;  – Examined management’s calculation of the financial impact  of changes to the longevity assumptions, to ensure that these  are in line with our expectations; and  – Assessed the disclosure of the longevity assumptions and  the commentary to support the profit (or CSM deferral)  arising from any changes for 2024 reporting in the financial  statements.  Based on the work performed and the evidence obtained,  we consider the assumptions used for annuitant mortality to  be appropriate. |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Independent auditors' report continued

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| Key audit matter | How our audit addressed the key audit matter |
| Valuation of insurance contract liabilities: Credit default allowance for annuity contracts (Group)  Refer to note 1.4, 1.5.2, 24, 32.7 to the consolidated financial statements for disclosures of related accounting policies  and balances. | |
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| The discount rate for calculating the annuity in payment and  deferment liabilities (future cash flows and risk adjustment) is  determined in IFRS using a ‘top-down’ approach. In this  approach the discount rate is set using the yield on a reference  portfolio of assets (based on the actual assets held) with explicit  deductions for both expected and unexpected credit  default risk.  The credit default assumptions are also used to determine the  locked-in discount rate based on the target asset mix for new  business written in the period (to calculate the contractual  service margin).  The allowance for expected and unexpected credit default risk  is based on the credit rating of the reference portfolio of assets  and consists of various components. The components include:  – A mechanical long-term allowance for expected defaults and  downgrades (based on historical data);  – A credit risk premium; and  – A short-term overlay reflecting a prospective outlook on  future potential experience.  Significant management judgement is required to set the  internal credit ratings, particularly for illiquid level 3 assets (such  as private credit assets and equity release mortgages). Once  the credit rating has been established there is further  judgement in selecting the short-term overlay to allow for risks  not captured in the long-term credit default allowance.  Changes to the valuation and internal credit rating of residential  ground rent assets (see ‘Valuation of hard to value assets’  above) that back annuity liabilities will impact the credit default  allowances.  The allowance for credit risk can have a significant impact on  the annuity liabilities, with small changes having a large financial  impact. | We have performed the following procedures:  – Understood and evaluated the design effectiveness of key  controls in place in respect of the credit default assumptions  used to value the insurance contract liabilities;  – Assessed the methodology used to derive the credit default  assumptions with reference to relevant requirements of IFRS,  actuarial guidance and by applying our industry knowledge  and experience;  – Obtained an understanding and challenged management  over the analysis performed to assess internal credit ratings  for illiquid assets such as equity release mortgages;  – Tested the approach, the ratings ascribed and the resulting  default allowances;  – Tested the internal credit ratings were based on the correct  inputs and that the calculations were in line with intended  methodology and are appropriate;  – Tested and challenged key management judgements  including the short-term overlay, referencing industry data,  market benchmarking where available and our industry  knowledge. In particular, consideration has been given to the  appropriateness of management’s proposals in the context of  the current economic climate;  – Assessed the legislative risk and valuation uncertainty  relating to residential ground rents and ensured this was  reflected in credit default risk assumptions;  – Examined management’s calculation of the financial impact  of changes to the credit default assumptions on the liability,  to ensure that these are in line with our expectations; and  – Assessed the disclosure of the credit default risk  assumptions and the commentary to support the impact of  any changes for 2024 reporting in the financial statements.  Based on the work performed and the evidence obtained,  we consider the assumptions used for credit default risk  to be appropriate. |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Independent auditors' report continued

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| Key audit matter | How our audit addressed the key audit matter |
| Valuation of insurance contract liabilities: Expenses assumptions (Group)  Refer to note 1.4, 1.5.2, 24 and 32.7 to the consolidated financial statements for disclosures of related accounting policies  and balances. | |
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| Future maintenance expenses, investment expenses and  expense inflation assumptions (or collectively the expenses  assumptions) are used in the measurement of the insurance  contract liabilities. The assumptions reflect the expected future  expenses that will be required to maintain the in-force policies  at the balance sheet date, including an allowance for  unavoidable project costs and investment costs.  For IFRS, only those expenses which are directly attributable to  each group of contracts are included in the valuation of  insurance contract liabilities.  Significant management judgement is required to determine  the expense assumptions, including the allocation of costs  between acquisition, maintenance, investment management  and other expenses; the treatment of project costs, the  allocation between with-profits and other policyholders and  down to individual products; and any short term allowances.  Judgement is also required over the long-term costs and  policies in-force to spread fixed costs over.  In addition, when calculating the liabilities, an assumption is also  needed to reflect how these costs will change in future as a  result of inflation rates or renewal of administration contracts.  This assumption is set with reference to industry and market  data; and management’s view of how their cost base will inflate  in future.  The projection of these costs forward over the duration of the  policies means that small changes in the expense assumptions  can lead to significant changes in the liabilities. | We have performed the following procedures:  – Understood and evaluated the design effectiveness of key  controls over the expense assumptions used in the valuation  of insurance contract liabilities;  – Examined and assessed the methodology applied in the cost  model, choice of approach and cost drivers to confirm that  these are reasonable and supportable;  – Tested the input data used in the cost allocation model,  including the completeness and accuracy of the total cost  base and allocation of expenses to the appropriate cost  centres;  – Compared the allocations in the cost allocation model to prior  year and understood the rationale for changes;  – Tested the allocation of investment-related expenses to  validate the completeness and accuracy of those included in  the insurance contract liabilities are appropriate;  – Assessed the methodology used by management to derive  the assumptions with reference to relevant requirements,  actuarial guidance and by applying our industry knowledge  and experience;  – Assessed and challenged the appropriateness of significant  judgements in the application of the methodology, including  excluded costs, allocations between acquisition,  maintenance, investment, and other costs and the treatment  on consolidation of look-through costs;  – Tested the calculation of any components of the expense  assumptions that are not based on the cost allocation model  (for example, short-term expense allowances), by performing  a combination of controls and substantive testing;  – Tested the assumption derived for expense inflation by  assessing the use of industry data, current economic  conditions and challenging the judgements used within the  calculations to ensure that they are reasonable;  – Examined management’s calculation of the financial impact  of changes to the expense assumptions, to ensure that these  are in line with our expectations; and  – Assessed the disclosure of the expense assumptions and  commentary to support the profit (or CSM deferral) arising  from any changes for 2024 reporting in the financial  statements.  Based on the work performed and the evidence obtained, we  consider the assumptions used for expenses, both renewal and  investment, to be appropriate. |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Independent auditors' report continued

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| Key audit matter | How our audit addressed the key audit matter |
| Valuation of insurance contract liabilities: Persistency for with-profit contracts (Group)  Refer to note 1.4, 1.5.2, 24 and 32.7 to the consolidated financial statements for disclosures of related accounting policies  and balances. | |
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| Persistency risk can cover a wide range of policyholder actions  including lapse, retirement (normal, early, late), rate of ceasing  regular contributions (paying up), level of premium increments,  and option take-up rates. However the main persistency risk  relates to lapse and retirement assumptions.  For these assumptions:  – Significant judgement is required to set the persistency  assumptions including: the choice of predictive parameters,  applicability of historic experience to the future, the impact of  one-off or short-term events on the data (for example COVID  19) and potential changes in the economic and regulatory  environment going forward;  – In some areas, there is limited historic experience on which to  base the assumptions, for example, retirement assumptions  for certain products beyond the initial selected retirement  age; and  – The current economic conditions, trends and volatility which  may increase the levels of uncertainty about future  persistency. | We have performed the following procedures:  – Understood and evaluated the design effectiveness of key  controls over the persistency assumptions used to value the  with-profit contract liabilities;  – Examined the methodology for analysing the historic  experience and then setting the assumptions for persistency  and assessed whether these are reasonable and in line with  our expectations and market practice;  – Tested the operation of controls to validate the assumptions  and the data used in the experience analysis calculations;  – Examined the results of management's experience analysis  and the resulting persistency assumption;  – Assessed the appropriateness and justification for significant  judgements applied, including:  – Whether the data used is an appropriate representation of  likely future experience or whether changes are needed;  – The potential impact on persistency of changes in  regulation and the current economic environment which  may change the perceived value of products, ability to  invest or retirement habits;  – Examined the judgments applied where there is a lack of  credible historical data to set the assumptions;  – Where available and applicable, compared the persistency  assumptions selected by management against those  adopted by peers using our annual benchmarking survey of  the market;  – Examined management’s calculation of the financial impact  of changes to the persistency assumptions, to ensure that  these are in line with our expectations; and  – Assessed the disclosure of the persistency assumptions and  the commentary to support the profit (or CSM deferral)  arising from any changes for 2024 reporting in the financial  statements.  Based on the work performed and the evidence obtained, we  consider the persistency assumptions used to be appropriate. |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Independent auditors' report continued

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| Key audit matter | How our audit addressed the key audit matter |
| Valuation of insurance contract liabilities: Division of with-profit assets between policyholders and shareholders (Group)  Refer to note 1.3, 1.4 1.5.2, 24 and 32.7.3 to the consolidated financial statements for disclosures of related accounting policies  and balances. | |
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| In order to prepare IFRS results a portion of the with-profits  assets are allocated between current and future policyholders  (reflected in the with-profit insurance contract liabilities) and  shareholders (reflected in equity). This division of assets  represents a significant judgement due to the size of the  surplus assets in the with-profit fund, and the complexity and  subjectivity involved in the assessment. Management assesses  the policyholders’ share of these assets on a prospective basis  and since the effective date of IFRS 17 (1 January 2022) this has  been assumed to be 90%.  The proportion of with-profit assets allocated to with-profits  policyholders is defined by the Articles of Association of the  with-profit fund as being at least 90%.  There are a number of  considerations in assessing the appropriate allocation including  how the sharing relationship has changed in the past or is  expected to change in future, expectations for future estate  distribution and contribution to the tax payable on the future  shareholder transfers. | We have performed the following procedures:  – Obtained an understanding of, and challenged the  methodologies and judgements used, in determining the  division of assets relative to the requirements of IFRS and our  understanding of the operations of the with-profits fund as  determined by the Articles of Association, Principles and its  Practices of Financial Management and other past  precedents;  – Assessed the factors that will impact the division of assets,  including, the expected sharing relationship for recent and  future new with-profit contracts, shareholder tax on future  distributions, the expectations for estate distributions, and  looking-through internal service arrangements to underlying  cost within the Group;  – Examined and assessed any simplifications applied in  determining the division of assets between policyholders and  shareholders; and  – Assessed the disclosure of the division of assets and the  commentary to support the profit or loss (or CSM deferral)  arising from any changes for 2024 reporting in the financial  statements.  Based on the work performed and the evidence obtained, we  consider the division of the with-profits assets between  policyholders and shareholders to be appropriate. |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Independent auditors' report continued

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| Key audit matter | How our audit addressed the key audit matter |
| Recoverability/carrying value of investment in subsidiaries (Parent Company)  Refer to note A to the Parent Company financial statements for disclosures of related accounting policies and balances. | |
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| In the Parent Company’s financial statements, investments in  subsidiaries are reported at cost less impairment.  This balance is material to the Parent Company being the  largest asset on the Parent Company’s statement of financial  position.  During the year impairment indicators have been noted, due to  higher discount rates and the current economic environment,  for the investments in subsidiaries and a full impairment  assessment has been undertaken.  Management has compared the carrying value of investments  in subsidiaries to their recoverable value which is assessed as  the higher of value in use and fair value less costs of disposal.  This includes, but is not limited to, judgement regarding  discount rates, forecasted cash flows, comparable peer  companies and long-term growth rates. | Our procedures in relation to management’s assessment  of the carrying value of investments in subsidiaries as at  31 December 2024 included the following:  – Obtained and assessed the completeness of impairment  indicators noted by management;  – Assessed investment in subsidiaries for any indication of  impairment based on our understanding of the business and  current market environment; and  – Where an impairment assessment was necessary, we:  – engaged our valuation experts to assist us in the audit;  – obtained the value in use and fair value less costs of  disposal assessments completed by management;  – challenged the methodology and assumptions used,  including the discount rate, the cash flows, the long-term  growth rate, and selection of appropriate peer companies;  – tested the inputs back to source documents;  – recalculated the mathematical accuracy of the value in use  and fair value less cost of disposal calculations; and  – Assessed the disclosures in the financial statements.  Based on the work performed and evidence obtained, we  consider the carrying value of investments in subsidiaries to be  appropriate. |

#### How we tailored the audit scope

We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the financial

statements as a whole, taking into account the structure of the Group and the Parent Company, the accounting processes and

controls, and the industry in which they operate.

The Group is a global asset manager and insurer, and its operations primarily consist of the legal entity operations in the United

Kingdom, Europe and Asia. We performed a full scope audit over the following three components:

i) the Parent Company, M&G plc; ii) Prudential Assurance Company (the key contributor to the Life operating segment); and iii)

M&G Group (the key contributor to the Asset Management operating segment).

For eighteen other components, we identified account balances which were considered to be significant in size or audit risk at the

financial statement line item level in relation to the consolidated financial statements, and performed financial statement line item

audit procedures over these specified balances. Analytical procedures over the remaining components that were not

inconsequential were performed by the Group engagement team. We also performed audit procedures over the consolidation

process.

As the Group audit team, we determined the level of involvement required at those components to be able to conclude whether

sufficient and appropriate audit evidence had been obtained as a basis for our opinion on the consolidated financial statements as

a whole. In our role as Group auditors, we exercised oversight of the work performed by auditors of the components including

performing the following procedures:

– Issued Group instructions outlining areas requiring additional audit focus, including the key audit matters included above;

– Evaluated the competence and capabilities of component auditors;

– Maintained an active dialogue with reporting component audit teams throughout the year;

– Attended meetings with local management in person or via video conference;

– Attended Audit Committee meetings for certain in-scope components;

– Reviewed reporting requested from component teams, including those areas determined to be of heightened audit risk; and

– Reviewed selected working papers on component audit files, where considered relevant.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Independent auditors' report continued

#### The impact of climate risk on our audit

As part of our audit we have made enquiries of management (both within and outside of the Group’s finance functions) to

understand the governance and process adopted to assess the extent of the potential impact of climate risk on the Group’s

financial statements and support for the disclosures made within the Annual Report and Accounts.

In addition to enquiries with management, we also read the Group’s climate risk assessment documentation, reviewed Board

minutes and considered disclosures in the Annual Report and Accounts in relation to climate change (including those

recommended by the Task Force on Climate-related Financial Disclosures “TCFD”) in order to assess the completeness of

management’s climate risk assessment.

We have also made enquiries to understand the commitments made by the Group and how these may affect the financial

statements and the audit procedures that we perform.

Our procedures did not identify any material impact in the context of our audit of the financial statements as a whole, or our key

audit matters for the year ended 31 December 2024.

#### Materiality

The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for materiality.

These, together with qualitative considerations, helped us to determine the scope of our audit and the nature, timing and extent of

our audit procedures on the individual financial statement line items and disclosures and in evaluating the effect of misstatements,

both individually and in aggregate on the financial statements as a whole.

Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:

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| Overall materiality | £60 million (2023: £60 million). | £104 million (2023: £105 million). |
| Materiality benchmark | The materiality amount was selected judgementally and is  equivalent to 7.17% (2023: 8% of 3-year average) of the  Adjusted operating profit before tax. | 1% (2023: 1%) of Total assets. |
| How we determined it | In determining our materiality we have considered financial  metrics and benchmarks which we believe to be relevant to  the primary users of the consolidated financial statements.  Due to the disparate size of the Income Statement and  Statement of Financial Position, the materiality amount was  selected judgmentally by the Group audit team having  considered a range of relevant benchmarks including  Adjusted Operating Profit before tax, Profit before tax,  Operational Capital Generation before tax, Total assets,  Shareholder Solvency II coverage ratio, Net Assets plus  CSM and Total Assets. | Total assets has been used as the  benchmark given the Parent  Company's primary purpose is to act as  a holding company and not to generate  operating profits. Accordingly, a profit  based measure is not relevant. |

For each component in the scope of our Group audit, we allocated a materiality that is less than our overall Group materiality. The

range of materiality allocated across components was between £10 million and £55 million. Certain components were audited to a

local statutory audit materiality that was also less than our overall Group materiality.

We use performance materiality to reduce to an appropriately low level the probability that the aggregate of uncorrected and

undetected misstatements exceeds overall materiality. Specifically, we use performance materiality in determining the scope of

our audit and the nature and extent of our testing of account balances, classes of transactions and disclosures, for example in

determining sample sizes. Our performance materiality was 65% (2023: 65%) of overall materiality, amounting to £39 million (2023:

£39 million) for the Group financial statements and £67 million (2023: £68 million) for the Parent Company financial statements.

In determining the performance materiality, we considered a number of factors - the history of misstatements, risk assessment and

aggregation risk and the effectiveness of controls - and concluded that an amount in the middle of our normal range was

appropriate.

We agreed with the Audit Committee that we would report to them misstatements identified during our audit above £3 million

(Group audit) (2023: £3 million) and £5.20 million (Parent Company audit) (2023: £5.25 million) as well as misstatements below

those amounts that, in our view, warranted reporting for qualitative reasons.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Independent auditors' report continued

#### Conclusions relating to going concern

Our evaluation of the directors’ assessment of the Group’s and the Parent Company’s ability to continue to adopt the going

concern basis of accounting included:

– Obtained the Directors’ going concern assessment and challenged the rationale for the downside scenarios adopted and

material assumptions made using our knowledge of the Group’s business performance, review of regulatory correspondence

and obtaining further corroborating evidence;

– Considered management’s assessment of the regulatory solvency coverage and liquidity position in the forward looking

scenarios which have been driven from the Group’s Own Risk and Solvency Assessment (ORSA);

– Agreed the Group Solvency II information to the draft unaudited Group Solvency II schedules prepared by management;

– Considered information obtained during the course of the audit and publicly available market information to identify any

evidence that would contradict management’s assessment of going concern; and

– Reviewed the disclosures included in the financial statements in relation to going concern, including the Basis of Preparation.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that,

individually or collectively, may cast significant doubt on the Group’s and the Parent Company’s ability to continue as a going

concern for a period of at least twelve months from when the financial statements are authorised for issue.

In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting in the

preparation of the financial statements is appropriate.

However, because not all future events or conditions can be predicted, this conclusion is not a guarantee as to the Group’s and the

Parent Company’s ability to continue as a going concern.

In relation to the directors’ reporting on how they have applied the UK Corporate Governance Code, we have nothing material to

add or draw attention to in relation to the directors’ statement in the financial statements about whether the directors considered it

appropriate to adopt the going concern basis of accounting.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of

this report.

#### Reporting on other information

The other information comprises all of the information in the Annual Report other than the financial statements and our auditors’

report thereon. The directors are responsible for the other information. Our opinion on the financial statements does not cover the

other information and, accordingly, we do not express an audit opinion or, except to the extent otherwise explicitly stated in this

report, any form of assurance thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider

whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or

otherwise appears to be materially misstated. If we identify an apparent material inconsistency or material misstatement, we are

required to perform procedures to conclude whether there is a material misstatement of the financial statements or a material

misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement

of this other information, we are required to report that fact. We have nothing to report based on these responsibilities.

With respect to the Strategic Report and Directors’ Report, we also considered whether the disclosures required by the UK

Companies Act 2006 have been included.

Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain opinions and

matters as described below.

#### Strategic Report and Directors’ Report

In our opinion, based on the work undertaken in the course of the audit, the information given in the Strategic Report and Directors’

Report for the year ended 31 December 2024 is consistent with the financial statements and has been prepared in accordance with

applicable legal requirements.

In light of the knowledge and understanding of the Group and Parent Company and their environment obtained in the course of the

audit, we did not identify any material misstatements in the Strategic Report and Directors’ Report.

#### Directors’ Remuneration

In our opinion, the part of the Directors’ Remuneration Report to be audited has been properly prepared in accordance with the

Companies Act 2006.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Independent auditors' report continued

#### Corporate governance statement

The Listing Rules require us to review the directors’ statements in relation to going concern, longer-term viability and that part of

the corporate governance statement relating to the Parent Company’s compliance with the provisions of the UK Corporate

Governance Code specified for our review. Our additional responsibilities with respect to the corporate governance statement as

other information are described in the Reporting on other information section of this report.

Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the corporate

governance statement, included within the Directors’ Report is materially consistent with the financial statements and our

knowledge obtained during the audit, and we have nothing material to add or draw attention to in relation to:

– The directors’ confirmation that they have carried out a robust assessment of the emerging and principal risks;

– The disclosures in the Annual Report that describe those principal risks, what procedures are in place to identify emerging risks

and an explanation of how these are being managed or mitigated;

– The directors’ statement in the financial statements about whether they considered it appropriate to adopt the going concern

basis of accounting in preparing them, and their identification of any material uncertainties to the Group’s and Parent company’s

ability to continue to do so over a period of at least twelve months from the date of approval of the financial statements;

– The directors’ explanation as to their assessment of the Group’s and Parent Company’s prospects, the period this assessment

covers and why the period is appropriate; and

– The directors’ statement as to whether they have a reasonable expectation that the Parent Company will be able to continue in

operation and meet its liabilities as they fall due over the period of its assessment, including any related disclosures drawing

attention to any necessary qualifications or assumptions.

Our review of the directors’ statement regarding the longer-term viability of the Group and Parent Company was substantially less

in scope than an audit and only consisted of making inquiries and considering the directors’ process supporting their statement;

checking that the statement is in alignment with the relevant provisions of the UK Corporate Governance Code; and considering

whether the statement is consistent with the financial statements and our knowledge and understanding of the Group and Parent

Company and their environment obtained in the course of the audit.

In addition, based on the work undertaken as part of our audit, we have concluded that each of the following elements of the

corporate governance statement is materially consistent with the financial statements and our knowledge obtained during

the audit:

– The directors’ statement that they consider the Annual Report, taken as a whole, is fair, balanced and understandable, and

provides the information necessary for the members to assess the Group’s and Parent Company’s position, performance,

business model and strategy;

– The section of the Annual Report that describes the review of effectiveness of risk management and internal control systems;

and

– The section of the Annual Report describing the work of the Audit Committee.

We have nothing to report in respect of our responsibility to report when the directors’ statement relating to the Parent Company’s

compliance with the Code does not properly disclose a departure from a relevant provision of the Code specified under the Listing

Rules for review by the auditors.

#### Responsibilities for the financial statements and the audit

#### Responsibilities of the directors for the financial statements

As explained more fully in the Statement of Directors’ Responsibilities, the directors are responsible for the preparation of the

financial statements in accordance with the applicable framework and for being satisfied that they give a true and fair view. The

directors are also responsible for such internal control as they determine is necessary to enable the preparation of financial

statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the Group’s and the Parent Company’s ability to

continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of

accounting unless the directors either intend to liquidate the Group or the Parent Company or to cease operations, or have no

realistic alternative but to do so.

#### Auditors’ responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material

misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a

high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material

misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the

aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial

statements.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Independent auditors' report continued

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our

responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which

our procedures are capable of detecting irregularities, including fraud, is detailed below.

Based on our understanding of the Group and industry, we identified that the principal risks of non-compliance with laws and

regulations related to UK and European regulatory principles, such as those governed by the Prudential Regulation Authority (PRA)

and the Financial Conduct Authority (FCA), and we considered the extent to which non-compliance might have a material effect on

the financial statements. We also considered those laws and regulations that have a direct impact on the financial statements such

as Companies Act 2006. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial

statements (including the risk of override of controls), and determined that the principal risks were related to management bias in

accounting estimates and judgmental areas of the financial statements as shown in our ‘Key audit matters’. The Group

engagement team shared this risk assessment with the component auditors so that they could include appropriate audit

procedures in response to such risks in their work. Audit procedures performed by the Group engagement team and/or

component auditors included:

– Attendance at Audit Committee and Joint Audit and Risk Committee meetings;

– Discussions with the Board, management, Internal Audit, management involved in the Risk and Compliance functions and Group

and Parent Company’s legal function, including consideration of known or suspected instances of non-compliance with laws and

regulation and fraud;

– Reviewing relevant meeting minutes including those of the Board of Directors, Audit, Risk, Remuneration and Disclosure

Committees;

– Meeting with the PRA periodically and reading key correspondence with the PRA and the FCA, including those in relation to

compliance with laws and regulations;

– Reviewing the Group’s register of litigation and claims, Internal Audit reports, and compliance reports in so far as they related to

non-compliance with laws and regulations and fraud;

– Assessment of matters reported on the Group and Parent Company’s whistleblowing helpline and fraud register and the results

of management’s investigation of such matters;

– Evaluation and testing of the operating effectiveness of management’s key controls designed to prevent and detect

irregularities;

– Identifying and testing journal entries based on risk criteria;

– Testing of judgements and assumptions in subjective areas as set out in the key audit matters; and

– Designing audit procedures to incorporate unpredictability around the nature, timing or extent of our testing.

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-

compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements.

Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error,

as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

Our audit testing might include testing complete populations of certain transactions and balances, possibly using data auditing

techniques. However, it typically involves selecting a limited number of items for testing, rather than testing complete populations.

We will often seek to target particular items for testing based on their size or risk characteristics. In other cases, we will use audit

sampling to enable us to draw a conclusion about the population from which the sample is selected.

A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at:

www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors’ report.

#### Use of this report

This report, including the opinions, has been prepared for and only for the Parent Company’s members as a body in accordance

with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or

assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come

save where expressly agreed by our prior consent in writing.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Independent auditors' report continued

#### Other required reporting

#### Companies Act 2006 exception reporting

Under the Companies Act 2006 we are required to report to you if, in our opinion:

– we have not obtained all the information and explanations we require for our audit; or

– adequate accounting records have not been kept by the Parent Company, or returns adequate for our audit have not been

received from branches not visited by us; or

– certain disclosures of directors’ remuneration specified by law are not made; or

– the Parent Company financial statements and the part of the Directors’ Remuneration Report to be audited are not in agreement

with the accounting records and returns.

We have no exceptions to report arising from this responsibility.

#### Appointment

Following the recommendation of the Audit Committee, we were appointed by the members on 25 May 2022 to audit the financial

statements for the year ended 31 December 2022 and subsequent financial periods. The period of total uninterrupted engagement

is three years, covering the years ended 31 December 2022 to 31 December 2024.

#### Other matter

The company is required by the Financial Conduct Authority Disclosure Guidance and Transparency Rules to include these

financial statements in an annual financial report prepared under the structured digital format required by DTR 4.1.15R - 4.1.18R

and filed on the National Storage Mechanism of the Financial Conduct Authority. This auditors’ report provides no assurance over

whether the structured digital format annual financial report has been prepared in accordance with those requirements.

Mark Pugh (Senior Statutory Auditor)

for and on behalf of PricewaterhouseCoopers LLP

Chartered Accountants and Statutory Auditors

London

18 March 2025

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Consolidated financial statements

#### Consolidated

#### income statement

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  |  | 2024 | 2023 |
| For the year ended 31 December | Note | £m | £m |
| Insurance revenue | 4 | 4,095 | 3,887 |
| Insurance service expenses | 24.3.1 | (2,971) | (2,834) |
| Net expenses from reinsurance contracts held | 24.3.1 | (28) | (95) |
| Insurance service result |  | 1,096 | 958 |
| Interest revenue from financial assets not measured at fair value through profit or loss (FVTPL) | 5 | 683 | 672 |
| Interest revenue from financial assets measured at FVTPL | 5 | 2,666 | 2,446 |
| Net change in investment contract liabilities without discretionary participation features | 5 | (461) | (700) |
| Net credit impairment (losses)/reversal | 5 | (15) | 2 |
| Other investment return | 5 | 5,813 | 6,214 |
| Investment return |  | 8,686 | 8,634 |
| Finance expenses from insurance contracts issued | 5 | (8,426) | (7,318) |
| Finance (expenses)/income from reinsurance contracts held | 5 | (10) | 39 |
| Net insurance finance expenses |  | (8,436) | (7,279) |
| Net insurance and investment result |  | 1,346 | 2,313 |
| Fee income | 6 | 1,029 | 1,003 |
| Other income |  | 70 | 37 |
| Administrative and other expenses | 7 | (2,566) | (2,241) |
| Finance costs | 7 | (121) | (160) |
| Movements in third party interest in consolidated funds |  | 363 | (226) |
| Share of profit from joint ventures and associates | 14 | 24 | 23 |
| Profit before taxi |  | 145 | 749 |
| Tax charge attributable to policyholders’ returns | 10 | (477) | (328) |
| (Loss)/profit before tax attributable to equity holders |  | (332) | 421 |
| Total tax charge |  | (492) | (440) |
| Less tax charge attributable to policyholders’ returns | 10 | 477 | 328 |
| Tax charge attributable to equity holders | 10 | (15) | (112) |
| (Loss)/profit for the year |  | (347) | 309 |
|  |  |  |  |
| (Loss)/profit for the year: |  |  |  |
| Attributable to equity holders of M&G plc |  | (360) | 297 |
| Attributable to non-controlling interests |  | 13 | 12 |
| Total (loss)/profit for the year |  | (347) | 309 |
|  |  |  |  |
| Earnings per share: |  |  |  |
| Basic (pence per share) | 11 | (15.1) | 12.7 |
| Diluted (pence per share) | 11 | (15.1) | 12.4 |

i The profit before tax comprises the pre-tax result attributable to equity holders and an amount equal and opposite to the tax charge attributable to

policyholders’ returns. This is the formal measure of profit or loss before tax under IFRS, but it is not the result attributable to equity holders. This is

principally because the corporate taxes of the Group include taxes borne by policyholders. These amounts are required to be included in the tax charge of

the Company under IFRS. The tax charge attributable to policyholders’ returns is removed from the Group’s total profit before tax in arriving at the Group’s

(loss)/profit before tax attributable to equity holders. As the net of tax profits attributable to policyholders is zero, the Group’s pre-tax profit attributable to

policyholders is an amount equal and opposite to the tax charge attributable to policyholders included in the total tax charge.

The Notes on pages [185](#ib2c5152239ae413b9d3b5fe7e8934113_181) to [330](#i67ae3cb383534067abb29b4c91d6864c_14275) are an integral part of these consolidated financial statements.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Consolidated financial statements continued

#### Consolidated statement of comprehensive income

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  |  | 2024 | 2023 |
| For the year ended 31 December | Note | £m | £m |
| (Loss)/profit for the year |  | (347) | 309 |
|  |  |  |  |
| Items that may be reclassified subsequently to profit or loss: |  |  |  |
| Exchange movements arising on foreign operationsi |  | (16) | (12) |
| Other comprehensive loss on items that may be reclassified subsequently to profit or loss |  | (16) | (12) |
|  |  |  |  |
| Items that will not be reclassified to profit or loss: |  |  |  |
| Gain/(loss) on remeasurement of defined benefit pension scheme | 17 | 52 | (124) |
| Tax on remeasurement of defined benefit pension scheme | 10 | (13) | 28 |
| Other comprehensive income/(loss) on items that will not be reclassified to profit or loss |  | 39 | (96) |
|  |  |  |  |
| Other comprehensive income/(loss) for the year, net of related tax |  | 23 | (108) |
|  |  |  |  |
| Total comprehensive (loss)/income for the year |  | (324) | 201 |
|  |  |  |  |
| Attributable to equity holders of M&G plc |  | (336) | 193 |
| Attributable to non-controlling interests |  | 12 | 8 |
| Total comprehensive (loss)/income for the year |  | (324) | 201 |

i Of the exchange movements arising on foreign operations, £15m loss is attributable to equity holders of M&G plc (2023: £8m loss) and £1m loss is

attributable to non-controlling interests (2023: £4m loss).

The Notes on pages [185](#ib2c5152239ae413b9d3b5fe7e8934113_181) to [330](#i67ae3cb383534067abb29b4c91d6864c_14275) are an integral part of these consolidated financial statements.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Consolidated financial statements continued

#### Consolidated statement of financial position

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| --- | --- | --- | --- |
|  |  |  |  |
|  |  |  | Restated i |
|  |  | 31 December  2024 | 31 December  2023 |
|  | Note | £m | £m |
| Assets |  |  |  |
| Goodwill and intangible assets | 13 | 1,714 | 1,815 |
| Deferred acquisition costs |  | 19 | 23 |
| Defined benefit pension asset | 17 | 45 | 19 |
| Investment in joint ventures and associates accounted for using the equity method | 14 | 284 | 287 |
| Property, plant and equipment | 15 | 1,654 | 2,065 |
| Investment property | 16 | 14,385 | 15,422 |
| Deferred tax assets | 10 | 487 | 443 |
| Insurance contract assets | 24 | 39 | 44 |
| Reinsurance contract assets | 24 | 1,043 | 1,099 |
| Equity securities and pooled investment funds | 18 | 64,890 | 66,248 |
| Loans | 18 | 4,135 | 3,908 |
| Debt securities | 18 | 69,775 | 70,683 |
| Derivative assets | 18 | 1,085 | 1,693 |
| Deposits | 18 | 15,794 | 16,324 |
| Current tax assets | 10 | 65 | 67 |
| Accrued investment income and other debtors | 19 | 2,506 | 2,536 |
| Assets held for saleii |  | 1,466 | 1,356 |
| Cash and cash equivalents | 20 | 4,838 | 5,148 |
| Total assets |  | 184,224 | 189,180 |
| Equity |  |  |  |
| Share capital | 21 | 120 | 119 |
| Share premium reserve | 21 | 383 | 379 |
| Shares held by employee benefit trust | 22 | (9) | (26) |
| Treasury shares | 22 | (6) | (21) |
| Retained earnings |  | 14,435 | 15,223 |
| Other reserves | 23 | (11,642) | (11,633) |
| Equity attributable to equity holders of M&G plc |  | 3,281 | 4,041 |
| Non-controlling interests |  | 42 | 43 |
| Total equity |  | 3,323 | 4,084 |
| Liabilities |  |  |  |
| Insurance contract liabilities | 24 | 141,264 | 142,135 |
| Reinsurance contract liabilities | 24 | 280 | 357 |
| Investment contract liabilities without discretionary participation features | 25 | 12,144 | 12,535 |
| Third party interest in consolidated funds |  | 9,484 | 9,893 |
| Subordinated liabilities and other borrowings | 26 | 6,486 | 7,647 |
| Defined benefit pension liability | 17 | 258 | 294 |
| Deferred tax liabilities | 10 | 705 | 682 |
| Lease liabilities | 27 | 425 | 387 |
| Current tax liabilities | 10 | 81 | 97 |
| Derivative liabilities | 18 | 3,202 | 2,910 |
| Other financial liabilities | 18 | 1,018 | 1,186 |
| Provisions | 28 | 114 | 82 |
| Accruals, deferred income and other liabilities | 29 | 4,367 | 6,226 |
| Liabilities held for saleii |  | 1,073 | 665 |
| Total liabilities |  | 180,901 | 185,096 |
| Total equity and liabilities |  | 184,224 | 189,180 |

i Following a review of the Group’s presentation of cash and borrowings in certain consolidated investment funds, comparative amounts have been restated from

those previously reported. The restatement has had no impact on the consolidated income statement or net assets. See Note 1.1 for further information.

ii Assets held for sale as at 31 December 2024 includes £ 92m ( 31 December 2023: £ 138m) of seed capital classified as held for sale as it is expected to be divested

within 12 months and £ 468m of investment property (31 December 2023: £211m). Additionally £906m (31 December 2023: £1,007m) of assets held for sale and

£1,073m (31 December 2023: £665m) of liabilities held for sale are in relation to the Group’s consolidated infrastructure capital private equity vehicles.

The Notes on pages [185](#ib2c5152239ae413b9d3b5fe7e8934113_181) to [330](#i67ae3cb383534067abb29b4c91d6864c_14275) are an integral part of these consolidated financial statements.

The consolidated financial statements on pages [179](#ib2c5152239ae413b9d3b5fe7e8934113_151) to [330](#i67ae3cb383534067abb29b4c91d6864c_14275) were approved by the Board and signed on its behalf by the following Directors

on 18 March 2025:

Andrea Rossi Kathryn McLeland

Group Chief Executive OfficerChief Financial Officer

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Consolidated financial statements continued

#### Consolidated statement of changes in equity

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|  |  | Share  capital | Share  premium | Shares  held by  employee  benefit  trust | Treasury  shares | Retained  earnings | Other  reserves | Total equity  attributable  to equity  holders of  M&G plc | Non-  controlling  interests | Total  equity |
|  | Note | £m | £m | £m | £m | £m | £m | £m | £m | £m |
| As at 1 January 2024 |  | 119 | 379 | (26) | (21) | 15,223 | (11,633) | 4,041 | 43 | 4,084 |
| Loss for the year |  | — | — | — | — | (360) | — | (360) | 13 | (347) |
| Other comprehensive income  for the year | 23 | — | — | — | — | 39 | (15) | 24 | (1) | 23 |
| Total comprehensive loss  for the year |  | — | — | — | — | (321) | (15) | (336) | 12 | (324) |
| Dividends paid to equity holders  of M&G plc | 12 | — | — | — | — | (468) | — | (468) | — | (468) |
| Dividends paid to non-controlling  interests |  | — | — | — | — | — | — | — | (13) | (13) |
| Proceeds from shares issued to  settle employee share option  schemes | 21 | — | 4 | — | — | — | — | 4 | — | 4 |
| Shares distributed by employee  trusts or from treasury shares | 22 | — | — | 37 | — | (37) | — | — | — | — |
| Vested employee share-based  payments | 23 | — | — | — | — | 33 | (33) | — | — | — |
| Expense recognised in respect of  share-based payments | 23 | — | — | — | — | — | 40 | 40 | — | 40 |
| Shares issued to, acquired by or  transferred to employee trusts | 22 | 1 | — | (20) | 15 | — | — | (4) | — | (4) |
| Tax effect of items recognised  directly in equity | 23 | — | — | — | — | 5 | (1) | 4 | — | 4 |
| Net increase/(decrease) in equity |  | 1 | 4 | 17 | 15 | (788) | (9) | (760) | (1) | (761) |
| As at 31 December 2024 |  | 120 | 383 | (9) | (6) | 14,435 | (11,642) | 3,281 | 42 | 3,323 |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Consolidated financial statements continued

#### Consolidated statement of changes in equity

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#### continued

)

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|  |  | Share  capital | Share  premium | Shares  held by  employee  benefit  trust | Treasury  shares | Retained  earnings | Other  reserves | Total equity  attributable  to equity  holders of  M&G plc | Non-  controlling  interests | Total  equity |
|  | Note | £m | £m | £m | £m | £m | £m | £m | £m | £m |
| As at 1 January 2023 |  | 119 | 370 | (70) | (47) | 15,504 | (11,613) | 4,263 | 48 | 4,311 |
| Profit for the year |  | — | — | — | — | 297 | — | 297 | 12 | 309 |
| Other comprehensive loss for the  year | 23 | — | — | — | — | (96) | (8) | (104) | (4) | (108) |
| Total comprehensive income  for the year |  | — | — | — | — | 201 | (8) | 193 | 8 | 201 |
| Dividends paid to equity holders  of M&G plc | 12 | — | — | — | — | (462) | — | (462) | — | (462) |
| Dividends paid to non-controlling  interests |  | — | — | — | — | — | — | — | (13) | (13) |
| Proceeds from shares issued to  settle employee share option  schemes | 21 | — | 9 | — | — | — | — | 9 | — | 9 |
| Shares distributed by employee  trusts or from treasury shares | 22 | — | — | 71 | 4 | (71) | — | 4 | — | 4 |
| Vested employee share-based  payments | 23 | — | — | — | — | 42 | (42) | — | — | — |
| Expense recognised in respect  of share-based payments | 23 | — | — | — | — | — | 32 | 32 | — | 32 |
| Shares acquired by and  transferred to employee trusts | 22 | — | — | (27) | 22 | — | — | (5) | — | (5) |
| Tax effect of items recognised  directly in equity | 23 | — | — | — | — | 9 | (2) | 7 | — | 7 |
| Net increase/(decrease)  in equity |  | — | 9 | 44 | 26 | (281) | (20) | (222) | (5) | (227) |
| As at 31 December 2023 |  | 119 | 379 | (26) | (21) | 15,223 | (11,633) | 4,041 | 43 | 4,084 |

The Notes on pages [185](#ib2c5152239ae413b9d3b5fe7e8934113_181) to [330](#i67ae3cb383534067abb29b4c91d6864c_14275) are an integral part of these consolidated financial statements.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Consolidated financial statements continued

#### Consolidated statement of cash flows

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|  |  |  | Restated i |
|  |  | 2024 | 2023 |
| For the year ended 31 December | Note | £m | £m |
| Cash flows from operating activities: |  |  |  |
| Profit before tax |  | 145 | 749 |
| Non-cash and other movements in operating assets and liabilities included in profit before tax: |  |  |  |
| Investments |  | 4,167 | 852 |
| Other non-investment and non-cash assets |  | 837 | 509 |
| Insurance and reinsurance contract liabilities |  | (930) | 167 |
| Investment contract liabilities |  | (370) | 671 |
| Other liabilities (including operational borrowings) |  | (3,041) | (976) |
| Interest income and expense and dividend income included in profit before tax |  | (4,773) | (5,149) |
| Other non-cash items |  | 286 | (100) |
| Operating cash items: |  |  |  |
| Interest receipts |  | 3,312 | 3,086 |
| Interest payments |  | (359) | (204) |
| Dividend receipts |  | 1,917 | 2,364 |
| Tax paidii |  | (514) | (250) |
| Net cash flows from operating activitiesiii |  | 677 | 1,719 |
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| Cash flows from investing activities: |  |  |  |
| Purchases of property, plant and equipment |  | (289) | (496) |
| Proceeds from disposal of property, plant and equipment |  | 21 | 1 |
| Net cash paid on acquisition of subsidiaries, joint ventures and associatesiv |  | (31) | (103) |
| Divestment of subsidiaries by consolidated private equity vehiclesv |  | 451 | 105 |
| Investment in subsidiaries by consolidated private equity vehiclesv |  | — | (110) |
| Net cash flows from investing activities |  | 152 | (603) |
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| Cash flows from financing activities: |  |  |  |
| Interest paid |  | (188) | (189) |
| Lease capital repayments |  | (28) | (25) |
| Repurchase of subordinated debt |  | (450) | — |
| Proceeds from shares issued | 21 | 5 | 9 |
| Dividends paid to equity holders of M&G plc | 12 | (468) | (462) |
| Dividends paid to non-controlling interests |  | (13) | (13) |
| Net cash flows from financing activities |  | (1,142) | (680) |
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| Net (decrease)/increase in cash and cash equivalents |  | (313) | 436 |
| Cash and cash equivalents at 1 January |  | 5,148 | 4,739 |
| Effect of exchange rate changes on cash and cash equivalents |  | 3 | (27) |
| Cash and cash equivalents at end of period | 20 | 4,838 | 5,148 |

i Following a review of the Group’s presentation of cash and borrowings in certain consolidated investment funds, comparative amounts have been

restated from those previously reported. The restatement has had no impact on the consolidated income statement or profit for the year ended 31

December 2023 or total equity attributable to shareholders as at 31 December 2023. See Note 1.1 for further information.

ii Tax paid for the year ended 31 December 2024 includes £299m ( 2023: £99m) paid on profits taxable at policyholder rather than equity holder rates.

iii Cash flows in respect of other borrowings of the With-Profits Fund, which principally relate to consolidated investment funds, are included within cash

flows from operating activities.

iv Net cash paid on acquisition of subsidiaries, joint ventures and associates consists of £25m (2023: £22m) of cash paid, net of £4m (2023: £nil) cash

acquired. Refer to Note 2.2 for further information on shareholder acquisitions made in the period. An additional £14m (2023: £81m) of cash paid, net of

£4m (2023: £nil) relates to the acquisition of subsidiaries, joint ventures and associates held by the With-Profits Fund.

v Divestment/(investment) in subsidiaries by consolidated private equity vehicles represents the amount paid or received in relation to the purchase or sale

of underlying investee companies held by the Group’s consolidated private equity vehicles. As at 31 December 2024, £nil (2023: £110m) relates to

investments in these vehicles and £451m (2023: £105m) relates to divestment in these vehicles.

The Notes on pages [185](#ib2c5152239ae413b9d3b5fe7e8934113_181) to [330](#i67ae3cb383534067abb29b4c91d6864c_14275) are an integral part of these consolidated financial statements.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements

#### 1 Basis of preparation and material accounting policies

1.1 Basis of preparation

The consolidated financial statements for the year ended 31 December 2024 comprise the financial statements of M&G plc (‘the

Company’) and its subsidiaries (together referred to as ‘the Group’). The consolidated financial statements have been prepared in

accordance with UK-adopted international accounting standards (IAS) and the legal requirements of the Companies Act 2006. The

consolidated financial statements have been prepared under the historical cost basis except for investment property measured at

fair value, certain financial assets and financial liabilities (including derivative instruments) that are measured at fair value through

profit and loss (FVTPL), insurance contract liabilities that are measured in accordance with the requirements of IFRS 17: Insurance

contracts, and defined benefit assets and liabilities, measured at the fair value of plan assets less the present value of the defined

benefit obligations. Assets and disposal groups held for sale are stated at the lower of the previous carrying amount and fair value

less costs to sell.

The consolidated financial statements are stated in million pounds sterling, the Group’s presentation currency.

Restatement of prior period information

The comparative consolidated statement of financial position as at 31 December 2023 has been restated following a presentational

change in cash and borrowings in certain consolidated investment funds which were disclosed incorrectly in the prior period.

Negative cash balances in these funds were disclosed as overdraft positions, however it has been determined that this was

notional in nature and should have been offset with positive cash balances in the same funds.

The restatement has had no impact on the consolidated income statement or profit for the year ended 31 December 2023 or total

equity attributable to shareholders as at 31 December 2023.

The impact of the restatement on the consolidated statement of financial position is set out in the table below:

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|  |  | As at 31  December  2023 as  previously  reported | Adjustments | As at 31  December  2023  restated | 1 January  2023 as  previously  reported | Adjustments | 1 January  2023  restated |
|  | Note | £m | £m | £m | £m | £m | £m |
| Consolidated statement of financial position: |  |  |  |  |  |  |  |
| Assets: |  |  |  |  |  |  |  |
| Cash and cash equivalents | 20 | 5,590 | (442) | 5,148 | 4,884 | (145) | 4,739 |
| Other |  | 184,032 | — | 184,032 | 186,274 | — | 186,274 |
| Total assets |  | 189,622 | (442) | 189,180 | 191,158 | (145) | 191,013 |
| Liabilities: |  |  |  |  |  |  |  |
| Subordinated liabilities and other borrowings | 26 | 8,089 | (442) | 7,647 | 7,537 | (145) | 7,392 |
| Other |  | 177,449 | — | 177,449 | 179,310 | — | 179,310 |
| Total liabilities |  | 185,538 | (442) | 185,096 | 186,847 | (145) | 186,702 |

In the consolidated statement of cash flows, Cash and cash equivalents at 1 January 2023 has been reduced by £145m and at 31

December 2023 by £442m. The movement in other liabilities, net cash flows from operating activities and net (decrease)/increase

in cash and cash equivalents have been adjusted by £297m.

Comparatives in the impacted notes to the consolidated financial statements have also been restated.

Going concern

The Directors have a reasonable expectation that the Group as a whole has adequate resources to continue in operational

existence for the foreseeable future and for a period of at least 12 months from the date of approval of the consolidated financial

statements.

To satisfy themselves of the appropriateness of the use of the going concern assumption in relation to the consolidated financial

statements, the Directors have considered the liquidity projections of the Group, including the impact of applying specific liquidity

stresses. The Directors also considered the ability of the Group to access external funding sources and the management actions

that could be used to manage liquidity.

In addition, the Directors also gave particular attention to the solvency projections of the Group under a base scenario and its

sensitivity to various individual economic stresses and tested the resilience of the balance sheet to adverse scenarios using

reverse stress testing.

The impact of the following individual stresses on solvency were considered as part of the assessment:

– 20% fall in equity prices;

– 20% fall in property prices;

– (50bps) parallel shift in nominal yields;

– 20% of the credit portfolio downgrading by one full letter; and

– +100bps spread widening (A-rated assets).

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.1 Basis of preparation (continued)

The scenarios considered as part of the assessment included a range of different scenarios (base, optimistic and severe

pessimistic) taking into account the plausible pathways that the global economy would take, its impact on consumer demand and

actions that central banks could take. We have also assessed the resilience of our financial position and the economic implications

resulting from a high inflationary and low growth environment (stagflation scenario) and the aftermath of a major climate event

(climate scenario).

The results of the assessment demonstrated the ability of the Group to meet all obligations, including payments to shareholders

and debt holders, and future business requirements for the foreseeable future. In addition, the assessment demonstrated that the

Group was able to remain above its regulatory solvency requirements in a stressed scenario.

For this reason, the Directors continue to adopt the going concern basis in preparing the consolidated financial statements.

Presentation of risk and capital management disclosures

We have provided additional disclosures relating to the nature and extent of certain financial risks and capital management in the

Supplementary Information section of this report.

1.2 New accounting pronouncements

1.2.1 New accounting pronouncements adopted by the Group

The Group has adopted the following amendments to standards which became effective from 1 January 2024:

– Classification of Liabilities as Current or Non-current (Amendments to IAS 1), issued in January 2020;

– Lease Liability in a Sale and Leaseback (Amendments to IFRS 16), issued in September 2022;

– Non-current Liabilities with Covenants (Amendments to IAS 1), issued in October 2022; and

– Supplier Finance Arrangements (Amendments to IAS 7 and IFRS 7), issued in May 2023.

The above amendments to standards do not have a material effect on these consolidated financial statements.

1.2.2 New accounting pronouncements not yet effective

The following new accounting pronouncements have also been issued but are not yet effective or have not yet been adopted for

use in the UK:

IFRS 18 Presentation and Disclosure in Financial Statements (IFRS 18) – Issued in April 2024 and effective from 1 January 2027

IFRS 18 will replace IAS 1 Presentation of Financial Statements and introduces new requirements around:

– categories and subtotals to be used in the statement of profit or loss;

– specific disclosures for management-defined performance measures (MPMs); and

– location, aggregation and disaggregation of financial information.

IFRS 18 will require an entity to classify all income and expenses within its statement of profit or loss into one of five categories:

operating; investing; financing; income taxes; and discontinued operations. Entities will also be required to present subtotals and

totals for ‘operating profit or loss’, ‘profit or loss before financing and income taxes’ and ‘profit or loss’.

IFRS 18 introduces the concept of MPMs which are metrics defined from the statement of profit or loss and are used to

communicate management’s views on financial performance externally. In the context of the Group, this would apply to our

adjusted operating profit metric. IFRS 18 requires disclosure of information about all of an entity’s MPMs within a single note to the

financial statements and requires further disclosures on how the measure is calculated and a reconciliation to the most

comparable subtotal specified by IFRS 18.

IFRS 18 also provides guidance on the location of information in the primary financial statements and the notes. It also requires

aggregation and disaggregation of information to be performed with reference to similar and dissimilar characteristics.

The adoption of IFRS 18 will have a significant impact on how the Group’s income statement is presented and may potentially

impact disclosures on our alternative performance measures. The Group is currently assessing the impact of adopting this

standard.

IFRS 19 Subsidiaries without Public Accountability: Disclosures (IFRS 19) – Issued in May 2024 and effective from 1 January 2027

IFRS 19 allows eligible entities to elect to apply reduced disclosure requirements while still applying the recognition, measurement

and presentation requirements in other IFRS accounting standards. This standard does not have any impact on the Group's

consolidated financial statements.

Other amendments

Furthermore, the following amendments have been issued and are not yet effective:

– Amendments to the classification and measurement of financial instruments (Amendments to IFRS 9 and IFRS 7), issued in May

2024 and effective from 1 January 2026; and

– Lack of exchangeability (Amendments to IAS 21), issued in August 2023 and effective from 1 January 2025.

These amendments are not expected to have a material impact on the Group.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.3 Judgements in applying accounting policies and sources of estimation uncertainty

A full list of the Group’s material accounting policies is provided in Note 1.5. The accounting policies adopted by the Group have not

changed materially from those applied in the Group’s Annual Report and Accounts for the year ended 31 December 2023. In

applying these accounting policies, the Group has made a number of key judgements which have a significant effect on the

amounts recognised in the consolidated financial statements. The impact of climate change has been considered when preparing

these consolidated financial statements, particularly in the context of our climate-related disclosures included on pages [64](#ib2c5152239ae413b9d3b5fe7e8934113_5359) to [81](#ib2c5152239ae413b9d3b5fe7e8934113_5638).

While climate change is a source of uncertainty, management has considered the potential impacts on these financial statements,

concluding that there is no significant risk of material adjustment to the carrying amounts of assets and liabilities within the next

financial year.

The following table sets out the basis of the accounting policy judgements, and references the associated accounting policy and

related note which both give further detail on the specific application.

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Financial statement area | Key judgement | Accounting  policy | Note |
| Consolidation of  structured entities | IFRS 10 requires entities that the Group controls to be consolidated in the  consolidated financial statements. Structured entities are entities that have been  designed so that voting or similar rights are not the dominant factor in deciding  who controls the entity. Due to the nature of structured entities, judgement is  required to determine whether the Group controls and therefore consolidates  structured entities. Judgement is also required where certain seed capital  investments in structured entities are classified as held for sale investments, and  therefore not consolidated on a line-by-line basis. | 1.5.1 | 30 |
| Classification of  insurance and  investment contracts | IFRS 17 requires that contracts that transfer significant insurance risk are  accounted for as insurance contracts. Judgement is required to determine  whether contracts written by the Group transfer significant insurance risk, unless a  specific scope exception applies (eg equity release mortgages).  Judgement is also required in the case of certain investment contracts which  provide an additional benefit in addition to guaranteed benefits to determine  whether they meet the criteria to be considered as discretionary participation  features, and therefore accounted for under IFRS 17. | 1.5.2 | 24 |
| Contractual Service  Margin (CSM)  measurement model | IFRS 17 requires an assessment of whether contracts meet the conditions for  having direct participation features and when this is the case such contracts must  use the Variable Fee Approach to measure the CSM. For with-profit and unit-linked  contracts, judgement is required to assess whether the Group expects to pay to  the policyholder an amount equal to a substantial share of the fair value returns on  the underlying items; and whether the entity expects a substantial proportion of  any change in the amounts to be paid to the policyholder to vary with the change in  fair value of the underlying items. The assessment is carried out at the contract  level and judgement is also applied to determine the extent to which mutualisation  between contracts is allowed for. | 1.5.2 | 24 |
| Underlying items | Underlying items are items that determine some of the amounts payable to a  policyholder as part of their with-profit or unit-linked contract and therefore are a  component of the insurance contract or investment contracts with discretionary  participation features (DPF) liabilities. Judgement is required to define underlying  items for with-profits contracts that reflect the mutualisation between contracts  and how to split underlying items between current and future policyholders. | 1.5.2 | 24 |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.3 Judgements in applying accounting policies and sources of estimation uncertainty (continued)

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| --- | --- | --- | --- |
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| Financial statement area | Key judgement | Accounting  policy | Note |
| Division of surplus  relating to the  With-Profits Fund | Judgement is required to determine the amount of surplus that should be divided  between current and future with-profits policyholders as well as with the Group  and the amount of surplus attributable solely to the Group. | 1.5.2 | 24 |
| Provision of insurance  contract services | The amount of CSM recognised in profit or loss in each reporting period is  determined by reference to coverage units, which represent the insurance  contract services provided in that period. Judgement is required to define the  services provided, and the relative weighting if these include both insurance and  investment services. | 1.5.2 | 24 |

1.4 Sources of estimation uncertainty

The  preparation  of these consolidated financial statements requires the Group to make estimates and assumptions that affect the

reported amounts of assets, liabilities, revenues and expenses, and the related disclosure of contingent assets and liabilities.

The following table sets out the estimates and assumptions  which have a significant risk of resulting in a material adjustment to

carrying value within the next financial year. Details of the nature of the estimate is provided in the related accounting policy and

details of the assumptions applied at the statement of financial position date are provided in the related note.

|  |  |  |  |
| --- | --- | --- | --- |
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| Financial statement asset  or liability | Key estimate and assumptions | Accounting  policy | Note |
| Insurance contract  liabilities | When measuring the insurance contract liabilities, a number of assumptions are  applied to estimate future amounts due to the policyholder. The areas where the  assumptions could have a material impact are:  – for with-profits contracts, the assumed future investment returns on the  backing assets, the assumptions used in determining the allowance for  persistency and maintenance expenses, the policyholders’ share of historic  and future surpluses, and the illiquidity premium in setting the discount rate;  and  – for annuity contracts, the assumed rates of policyholder mortality,  maintenance expenses, and the selection of the reference portfolio and  allowance for credit risk in setting the discount rate.  In addition, when measuring the insurance contract liabilities, a risk adjustment is  included. The assessment of the risk adjustment requires assumptions about the  compensation that the Group requires for bearing uncertainty about the amount  and timing of the cash flows that arises from non-financial risk, the most significant  of which is the assumed rates of the policyholder mortality for annuity contracts. | 1.5.2 | 24, 32 |
| Assets classified as  level 3 under the fair  value hierarchy | Determination of the fair value of financial assets classified as level 3 in the fair  value hierarchy involves the use of inputs which are not observable in the market  and hence require a high degree of estimation which could result in a significant  change in the valuation. This includes the determination of the internal credit rating  and the spread above risk free rate applied to value residential ground rent notes  that are impacted by the ongoing legislative uncertainty which may potentially  restricts future income on these assets. | 1.5.5, 1.5.12 | 18, 31 |
| Determination of  recoverable amount of  goodwill | Goodwill is assessed for impairment at least on an annual basis by comparing the  recoverable amount of each cash-generating unit or group of cash-generating  units to which goodwill has been allocated with its carrying value. Recoverable  amount is defined as the higher of fair value less costs to sell and the value in use  where the value in use is based on the present value of future cash flows. The  determination of the value in use requires the use of various assumptions around  future cash flows, future growth rates and appropriate discount rates based on the  risks associated with the cash-generating-unit or group of cash-generating units  which can have a material impact on the calculation. | 1.5.15 | 13 |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.4 Sources of estimation uncertainty (continued)

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Financial statement asset  or liability | Key estimate and assumptions | Accounting  policy | Note |
| Defined benefit  pension liability | The defined benefit pension scheme liability is calculated using actuarial valuations  which incorporate a number of assumptions including discount rates, inflation  rates, and expected future mortality. Due to the long-term nature of the schemes,  the value of the pension scheme obligation is sensitive to these assumptions. | 1.5.13 | 17 |
| Valuation of intangibles  acquired at acquisition | Valuation of intangibles acquired as part of a business combination are based on  various assumptions around acquired business value and appropriate discount  rates which can have a material impact on the valuation. | 1.5.16 | 13 |
| Recognition of deferred  tax asset | IAS 12 requires deferred tax assets to be recognised to the extent that it is  probable that sufficient taxable profit will be available against which the deductible  temporary differences, and the carry-forward of unused tax credits and unused tax  losses can be utilised. Judgement is required to determine the extent to which  future taxable profits emerge and the corresponding period over which unused tax  credits and unused tax losses will be utilised. | 1.5.14 | 10.2 |

1.5 Accounting policies

1.5.1 Basis of consolidation

The Group has control over an investee if all three of the following conditions are met:

– it has power over an investee;

– it is exposed to, or has rights to, variable returns from its involvement with the investee; and

– it has the ability to use its power over the investee to affect its own returns.

(i) Subsidiaries

Subsidiaries are those investees that the Group controls. Where the Group is deemed to control an entity, the entity is treated as a

subsidiary and its results, assets and liabilities are consolidated. Where the Group holds a minority share in an entity but does not

have control, joint control or significant influence over the entity, the investments are carried at FVTPL within financial investments

on  the consolidated statement of financial position.

The Group performs a reassessment of consolidation whenever there is a change in the substance of the relationship between the

Group and an investee.

(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 these arrangements, the Group’s share of the underlying net assets may be lower

or higher than 50% but the terms of the relevant agreement make it clear that control is jointly exercised between the Group and

the third party, for example, where significant decisions required unanimous approval of all parties, or where all parties have equal

voting rights.

Associates are entities over which the Group has significant influence, but which it does not control. Generally, it is presumed that

the Group has significant influence if it holds between 20% and 50% of the voting rights of the entity.

Investments in associates and joint ventures held by the With-Profits Fund through investments, including venture capital

business, mutual funds and unit trusts, and certain directly held investments are accounted for at FVTPL. All other investments in

joint ventures and associates are accounted for using the equity method of accounting. Under the equity method, 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.

(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 vehicles including Open-Ended Investment Companies (OEICs), Authorised Contractual Schemes (ACSs),

Luxembourg-domiciled Sociétés d’Investissement à Capital Variable (SICAVs) and unit trusts;

– Limited partnerships;

– Collateralised debt obligations;

– Mortgage-backed securities; and

– Similar asset-backed securities.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.1 Basis of consolidation (continued)

Collective investment vehicles

The Group invests in OEICs, ACSs, SICAVs and unit trusts, which invest mainly in equities, bonds, cash and cash equivalents, and

properties.

The assessment of control over OEICs, ACSs, SICAVs and unit trusts requires judgement. In assessing control, the Group

determines whether it is acting as principal or agent. This includes an assessment of the scope of its decision-making authority,

including rights held by third parties, which may provide these parties substantive removal rights that may affect the Group’s ability

to direct the relevant activities and indicate that the Group does not have power.

In addition, the assessment considers the aggregate economic interest of the Group, which includes both direct holding and

expected management fees if the fund manager is a Group company, however, management fees in most cases forms an

immaterial part of the aggregate economic interest of the Group.

Holdings in such investments can fluctuate on a daily basis according to the participation of the Group and other investors in them.

As a result, in determining control, the Group looks at the trend of ownership over a longer period (rather than at a point in time) to

mitigate the impact of daily fluctuations which do not reflect the wider facts and circumstances of the Group’s involvement.

Consolidation assessment is performed in line with the following principles having taken into account substantial removal rights:

– where the Group manages the assets of the entity, and the aggregate of the Group’s ownership holding in the entity exceeds

50%, the Group is judged to have control over the entity;

– where the Group manages the assets of the entity, and the aggregate of the Group’s ownership holding in the entity is between

20% and 50%, 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 Group manages the assets of the entity, and the aggregate of the Group’s ownership holding in the entity is less than

20%, the Group is judged to not have control over the entity; or

– where the assets of the entity are managed externally, an assessment is made of whether the Group has existing rights that give

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 investments in externally

managed OEICs and unit trusts where it considers it has such ability.

Where the Group is deemed to control these entities, they are treated as subsidiaries and are consolidated, with the interests of

investors other than entities within the Group being classified as liabilities, presented as third party interest in consolidated 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 FVTPL within equity securities and pooled investment funds on the consolidated statement of

financial position.

Where the Group initially sets up OEICs, ACSs, SICAVs and unit trusts as part of its operations through its investment management

business, and invests the initial seed capital which results in a significant holding resulting in control of the fund, the Group

assesses whether there is a formal plan in place to divest its holding to below the threshold triggering control within 12 months.

In this situation, the vehicle is not consolidated, but classified as held for sale and carried at FVTPL.

Limited partnerships

The Group invests 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 interests in general partners and limited partnerships provide the Group with voting and similar rights to participate in the

governance framework of the relevant activities which the limited partnerships are engaged in. Accounting for the limited

partnerships (including underlying investees) as subsidiaries, joint ventures, associates or other financial investments depends on

the terms of each partnership agreement and the level of 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 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, taking into account aggregate economic interest where relevant.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.1 Basis of consolidation (continued)

(iv) Qualifying partnerships

Entities consolidated by the Group include Qualifying Partnerships as defined under the UK Partnerships (Accounts) Regulations

2008 (the ‘Partnership Act’). Some of these limited partnerships have taken advantage of the exemption under regulation 7 of the

Partnerships Act from the financial statements requirements. This is under regulations 4 to 6, on the basis that these limited

partnerships are dealt with on a consolidated basis in these financial statements.

(v) Third party interests

Interests of parties other than the Group in entities which the Group controls are assessed to determine whether they should be

classified as financial liabilities or as non-controlling interests in equity on the consolidated statement of financial position. Puttable

third party interests such as units held by external investors in unit trusts are classified as financial liabilities. Third party interests in

private equity vehicles set up with finite lives are also classified as financial liabilities.

1.5.2 Insurance contracts

(i) Contracts within the scope of IFRS 17

An entity must apply IFRS 17 to determine the requirements for recognition, measurement, presentation and disclosure of:

– Insurance contracts (including reinsurance contracts issued);

– Reinsurance contracts held; and

– Investment contracts with discretionary participation features (DPF) issued, provided the entity also issues insurance contracts.

IFRS 17 defines insurance contracts as contracts under which one party (the issuer) accepts significant insurance risk from another

party (the policyholder) by agreeing to compensate the policyholder if a specified uncertain future event (the insured event)

adversely affects the policyholder.

Reinsurance contracts are insurance contracts issued by one entity (the reinsurer) to compensate another entity for claims arising

from one or more insurance contracts issued by that other entity (underlying contracts).

The Group judges that a contract transfers significant insurance risk if there is at least one scenario where the amounts that could

be payable under the contract represent 10% or more than the amounts payable if the insured event does not occur.

In addition to accepting insurance risk from the insurance contracts issued, the Group is exposed to financial risk from the

insurance and investment contracts it issues and reinsurance contracts it holds.

The Group’s reinsurance contracts are predominantly contracts held under which risks are transferred to an external third party.

The Group has one reinsurance contract under which it accepts risks from with-profits contracts issued by another insurer.

Insurance contracts can be issued and reinsurance contracts can be initiated by the Group, or they can be acquired in a business

combination or in a transfer of contracts that do not form a business. All references in these accounting policies to ‘insurance

contracts’ and ‘reinsurance contracts’ include contracts issued, initiated or acquired by the Group, unless otherwise stated.

Investment contracts with DPF have the legal form of insurance contracts, but do not transfer significant insurance risk and so are

classified as financial instruments. Nevertheless such contracts fall within the scope of IFRS 17.

An investment contract with DPF is a financial instrument that provides a particular investor with the contractual right to receive, as

a supplement to an amount not subject to the discretion of the issuer, additional amounts:

– that are expected to be a significant portion of the total contractual benefits;

– the timing or amount of which are contractually at the discretion of the issuer; and

– that are contractually based on:

– the returns on a specified pool of contracts or a specified type of contract;

– realised and/or unrealised investment returns on a specified pool of assets held by the issuer; or

– the profit or loss of the entity or fund that issues the contract.

The Group judges that the additional discretionary benefits are significant when they are expected to be at least 5% of the total

contractual benefits.

The Group’s investment contracts with DPF comprise the with-profits business that do not transfer significant insurance risk. This

includes investments in the PruFund range of funds available to individual investors.

Investment contracts without DPF are not accounted for under IFRS 17 but instead fall within the scope of IFRS 9. For the Group

these primarily comprise unit-linked contracts that do not transfer significant insurance risk. Also within the scope of IFRS 9 are

contracts issued to corporate bodies to facilitate investment in PruFund, which as a result of cancellation rights included in those

contracts, are judged by the Group to not provide significant discretionary benefits.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.2 Insurance contracts (continued)

(i) Contracts within the scope of IFRS 17 (continued)

If several insurance contracts are transacted with the same or a related counterparty and the Group assesses that the contracts

are designed to achieve an overall commercial effect, the contracts are combined in order to report the substance of the

transactions. This includes instances where certain non-standard benefits covered by a bulk purchase annuity may be executed

through a separate legal contract for regulatory purposes but are accounted for as a single contract under IFRS 17.

Some investment contracts issued by the Group provide policyholders with the option to invest their premiums in both unit-linked

funds and with-profits funds (including access to PruFund). The Group accounts for such contracts as two separate in substance

contracts enabling the investment in with-profits and PruFund to be accounted for under IFRS 17 and the investment in unit-linked

funds to be accounted for under IFRS 9.

The Group has previously issued and still holds a book of equity release mortgages. These contracts contain a no negative equity

guarantee which ensures that, should the policyholder pass away or move into residential care during the term of the instrument

and the accrued loan value is in excess of the sale proceeds of the mortgaged property, then the policyholder’s beneficiaries would

not have to repay any excess. This feature has been assessed to consider whether it gives rise to insurance risk. The Group judges

that the equity release mortgages meet the definition of an insurance contract, but the compensation for insured events is limited

to the amount otherwise required to settle the policyholder’s obligation created by the contract. In this circumstance IFRS 17

permits the issuer of contracts to choose whether to account for these contracts under IFRS 17 or IFRS 9. The Group has opted to

account for these contracts under IFRS 9.

(ii) Separating components

At inception, the Group must identify and separate the following components from contracts within the scope of IFRS 17 and

account for the components as if they were stand-alone financial instruments:

– derivatives embedded in the contract whose economic characteristics and risks are not closely related to those of the host

contract, and where the component issued as a standalone contract is not itself a contract that falls within the scope of IFRS 17;

and

– distinct investment components other than investment components with DPF: ie investment components that are not highly

inter-related with the insurance components and for which contracts with equivalent terms are sold, or could be sold, separately

in the same market or the same jurisdiction.

After separating any financial instrument components, the Group must separate any promises to transfer to policyholders distinct

goods or services other than insurance coverage and investment services and account for them as separate contracts with

customers (ie these are accounted for under IFRS 15). A good or service is distinct if the policyholder can benefit from it either on

its own or with other resources that are readily available to the policyholder. A good or service is not distinct and is accounted for

together with the insurance component if the cash flows and risks associated with the good or service are highly inter-related with

the cash flows and risks associated with the insurance component, and the Group provides a significant level of service by

integrating the good or service with the insurance component.

The Group has assessed the contracts it has issued and no contracts were identified as containing embedded derivatives, distinct

investment components or distinct goods and non-insurance services that must be separated and accounted for under other IFRS

standards.

Certain contracts have been determined to contain non-distinct investment components, rights to a refund of premiums, and other

non-insurance components (ie amounts payable to a policyholder that are not contingent on the occurrence of an insured event)

which are not required to be separated from the host insurance contract but do require specific treatment under IFRS 17. These

payments are excluded from the value of insurance revenue and insurance service expenses presented in profit and loss.

Non-distinct investment components, rights to a refund of premiums, and other non-insurance components typically arise in

contracts where there is some form of surrender benefit payable at any time of the policyholder’s choosing. The Group has opted

as an accounting policy choice to consistently define the surrender value to be net of surrender charges or penalties when

determining the amounts to exclude from insurance revenue and insurance service expenses.

(iii) Level of aggregation

Insurance contracts

Insurance contracts issued are aggregated into groups for measurement purposes. Groups of insurance contracts are first

determined by identifying portfolios of insurance contracts, each comprising contracts subject to similar risks and managed

together.

The Group interprets that, when aggregating contracts by similar risk, all risks must be considered but ‘similar risks’ is not

interpreted to mean ‘identical risks’. The Group judges that an appropriate method is to aggregate contracts according to which of

the three risk categories of protection, longevity and investment is the dominant risk which the Group is exposed to from writing

the contract. These three categories have been chosen as they best represent the risks that the Group is exposed to without

unnecessary granularity and subdivision.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.2 Insurance contracts (continued)

(iii) Level of aggregation (continued)

Insurance contracts (continued)

In aggregating contracts that are managed together, the Group considers the following factors:

– the existence of a common pool of assets backing the contracts;

– the approach to risk management, for example hedging strategies or the existence of reinsurance arrangements;

– for business in a with-profits fund, the approach to risk-bearing, profit-sharing and the application of discretion;

– the source of the business, eg UK or overseas; and

– the categorisation of contracts for the segmental reporting reported in the accounts or for internal management information.

Each portfolio is divided into a minimum of:

– a group of contracts that are onerous on initial recognition, if any;

– a group of contracts that at initial recognition have no significant possibility of becoming onerous subsequently, if any; and

– a group of the remaining contracts in the portfolio, if any.

The Group does not currently have any groups of contracts that fall into the category that on initial recognition have no significant

possibility of becoming onerous subsequently.

Each of these groups must then be further subdivided, if necessary to ensure that each group does not contain contracts that have

been issued more than one year apart.

For annuities, unisex pricing may be required under gender neutral pricing regulations, and may, for example, result in policies sold

to females being onerous and policies sold to males being non-onerous. As the other elements of the pricing basis are identical, the

difference in onerousness is solely due to the legal constraint. IFRS 17 permits such contracts to be included in the same group.

Reinsurance contracts held

Reinsurance contracts held are similarly aggregated into groups for measurement purposes by first identifying portfolios.

However, rather than dividing the portfolios into three groups based on profitability, the contracts are grouped according to

whether or not there is a net gain at initial recognition for a group, that is into a minimum of:

– a group of contracts for which there is a net gain on initial recognition, if any;

– a group of contracts for which, on initial recognition, there is no significant possibility of there being a net gain subsequently, if

any; and

– a group of the remaining contracts in the portfolio, if any.

As for groups of contracts issued, no group may contain contracts that have been issued more than one year apart and so the

groups must be further subdivided to meet this requirement as necessary.

The Group does not currently have any groups of contracts that fall into the category of, on initial recognition, having no significant

possibility of there being a net gain subsequently.

Some reinsurance contracts provide cover for underlying contracts that are included in different groups. However, the Group

concludes that the reinsurance contract’s legal form of a single contract reflects the substance of the Group’s contractual rights

and obligations, considering that the different covers lapse together and are not sold separately. As a result, the reinsurance

contract is not separated into multiple insurance components that relate to different underlying groups.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.2 Insurance contracts (continued)

(iv) Recognition

A group of contracts issued by the Group is recognised from the earliest of:

– the beginning of the coverage period of the group (ie the period during which the Group provides services in respect of any

premiums within the boundaries of the contracts);

– when the first payment from a policyholder in the group becomes due or, if there is no contractual due date, when it is received

from a policyholder; and

– for a group of onerous contracts, when the group becomes onerous.

The Group is required to determine whether any contracts form a group of onerous contracts before the earlier of the first two

dates above if facts and circumstances indicate there is such a group.

An insurance contract acquired in a transfer of contracts or a business combination is recognised on the date of acquisition.

When the contract is recognised, it is added to an existing group of contracts or, if the contract does not qualify for inclusion in an

existing group, it forms a new group to which future contracts are added. Groups of contracts are established on initial recognition

and their composition is not revised once all contracts have been added to the group.

The recognition date of an investment contract with DPF is the date that the entity becomes party to the contract.

A group of reinsurance contracts held is recognised from the earlier of the following:

– the beginning of the coverage period of the group of reinsurance contracts held; and

– the date the Group recognises an onerous group of underlying insurance contracts, if the Group entered into the related

reinsurance contract held in the group of reinsurance contracts held at or before that date.

For groups of reinsurance contracts held that provide proportionate coverage, which for the Group consists of quota share

reinsurance contracts, recognition is delayed until the date that any underlying insurance contract is initially recognised, if that date

is later than the beginning of the coverage period of the group of reinsurance contracts held.

Reinsurance contracts that are acquired are recognised from the date of acquisition.

(v) Onerous groups of contracts

The Group considers the following factors to identify if a group of contracts is onerous:

– the Group’s pricing frameworks;

– profit testing results; and

– calculations for individual contracts.

(vi) Contract boundary

The measurement of a group of contracts includes all of the future cash flows within the boundary of each contract in the group,

determined as follows:

Insurance contracts

Cash flows are within the contract boundary if they arise from substantive rights and obligations that exist during the reporting

period in which the Group can compel the policyholder to pay premiums or has a substantive obligation to provide services

(including insurance coverage and any investment services).

A substantive obligation to provide services ends when:

– the Group has the practical ability to reassess the risks of the particular policyholder and can set a price or level of benefits that

fully reflects those reassessed risks; or

– the Group has the practical ability to reassess the risks of the portfolio that contains the contract and can set a price or level of

benefits that fully reflects the risks of that portfolio, and the pricing of the premiums up to the reassessment date does not take

into account risks that relate to periods after the reassessment date.

The reassessment of risks considers only risks transferred from policyholders to the Group, which may include both insurance and

financial risks, but exclude lapse and expense risks.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.2 Insurance contracts (continued)

(vi) Contract boundary (continued)

Investment contracts with DPF

Cash flows are within the contract boundary of an investment contract with DPF if they result from a substantive obligation of the

entity to deliver cash at a present or future date. The entity has no substantive obligation to deliver cash if it has the practical ability

to reassess the risk and, as a result, can set a price for the promise to deliver the cash that fully reflects the related risks.

Reinsurance contracts

Cash flows are within the contract boundary of a reinsurance contract if they arise from substantive rights and obligations that

exist during the reporting period in which the Group is compelled to pay amounts to the reinsurer or has a substantive right to

receive services from the reinsurer. A substantive right to receive services from the reinsurer ends when the reinsurer:

– has the practical ability to reassess the risks transferred to it and can set a price or level of benefits that fully reflects those

reassessed risks; or

– has a substantive right to terminate the coverage.

In assessing contract boundaries for insurance, investment with DPF and reinsurance contracts the Group makes the following

judgements:

Granularity of contract boundary assessment

The contract boundary is assessed at an individual contract level.

Practical ability to set a price or level of benefits that fully reflect the risks

Only policyholder risks (the insurance and financial risks that the insurance contract transfers from the policyholder to the Group)

are considered when assessing the Group’s ability to set a price or level of benefits that fully reflects the risks. Individual

components of a single insurance contract are assessed separately, and the full insurance contract is subject to the same single

boundary which is the longest of the individual components.

The Group considers the practical ability to set a price or level of benefits that fully reflects the risks only exists where the Group is

not prevented from setting the same price it would for a new contract with the same characteristics. In addition to the constraints

that apply in relation to new business, constraints on the Group’s ability to set a price or level of benefits that fully reflects the risks

also include wider market competitiveness and commercial considerations and contractual, legal or regulatory restrictions.

The constraints must have commercial substance to bind the Group, where commercial substance is defined as having a

‘discernible effect on the economics of the transaction’.

Right to terminate the contract

Policyholder behaviour is not relevant in assessing whether a contract binds the Group. The Group includes, within the fulfilment

cash flows, the probability-weighted expectation of contract terminations, including allowance for policyholder behaviour.

Adding insurance coverage

Where there is an option to add insurance coverage to the same contract at a future date, then the cash flows arising from the

option will only fall outside the contract boundary if the Group has the practical ability to fully reassess the risks for the entire

contract (including the option) at the point the option is exercised.

Frequency of assessment

The assessment of the contract boundary is performed and reassessed to include the effect of changes in circumstances on the

entity’s substantive rights and obligations.

Treatment of non-contractual premium top-ups for accumulating with-profits and PruFund range of funds

The Group judges that, on initial recognition of an accumulating with-profits contract or PruFund range of funds contract, it has no

substantive right to any profits associated with future non-contractual premiums and no substantive obligations. Therefore future

non-contractual premiums are considered to be outside the contract boundary of the original contract. Non-contractual top-up

premiums for these contracts are recognised from the date of payment and are reported as new business in the year of payment.

(vii) Measurement - insurance contracts (initial measurement)

On initial recognition, the Group measures a group of insurance contracts as the total of:

– the fulfilment cash flows, which comprise estimates of future cash flows, adjusted to reflect the time value of money and the

associated financial risks, and a risk adjustment for non-financial risk; and

– the Contractual Service Margin (CSM).

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.2 Insurance contracts (continued)

(vii) Measurement - insurance contracts (initial measurement) (continued)

Estimates of future cash flows

The estimated future cash flows are an explicit, unbiased and probability-weighted estimate (ie expected value) of the present

value of the future cash outflows minus the present value of the future cash inflows that will arise as the entity fulfils insurance

contracts. For most contracts the cash inflows and outflows primarily consist of premiums, claims and costs relating to the

fulfilment of the contracts.

The With-Profits Fund contains surplus assets that have accumulated from a number of sources over a long period. Surpluses may

continue to arise, for example if the amounts charged to policies exceed the costs they are intended to cover. These surpluses

accrue to the With-Profits Fund and can be utilised to meet deficits arising on other with-profits contracts or to enhance the

benefits payable to current or future policyholders. The expression ‘mutualisation’ is used to refer to the feature whereby the cash

flows of some contracts may affect or be affected by the cash flows of other contracts.

This feature of the With-Profits Fund is recognised under IFRS 17 through:

– Adjustments to the estimated future cash flows of each with-profits group of insurance contracts to reflect the policyholders’

share of the future surpluses/deficits that are expected to emerge from that group of insurance contracts.

– A liability that is separate to the liabilities for the groups of insurance contracts that reflects the additional amounts expected to

be paid to current or future policyholders (in accordance with paragraph B71 of IFRS 17).

Estimating the policyholders’ share of the surplus assets is an area requiring significant judgement.

IFRS 17 requires that only costs that are directly attributable to fulfilling the insurance contracts are included in the cash flows.

Management considers that the majority of the expenses incurred in relation to contracts within the scope of IFRS 17 meet this

requirement. Examples of costs that would typically be excluded are those relating to corporate restructuring, brand marketing,

and regulatory failings.

IFRS 17 requires that cash flows within the contract boundary include costs that the entity will incur in providing an investment

activity to enhance benefits for the policyholder. The Group’s interpretation is that the Investment Management Expenses (IMEs)

incurred on assets backing the fulfilment cash flows are included in the fulfilment cash flows for the majority of business, with the

exception of non-profit protection contracts. This is on the basis of the effect of the Group’s investment activities and expected

investment returns on the benefits payable, even if the benefits are contractually fixed at inception (as for annuity contracts). If the

Group were to invest the premiums received for annuity contracts in less risky asset classes, a lower level of benefits would then

be offered for the same premiums. Therefore, the benefits to the policyholder if an insured event occurs are enhanced by the

investment activities performed, and so the associated expenses are included within the fulfilment cash flows.

Where there are cash flows between different components of the reporting entity (such as policyholder funds and shareholder

funds) IFRS 17 requires that these are not included when estimating the cash flows that will arise as the entity fulfils an existing

insurance contract, provided these cash flows do not change the amount that will be paid to the policyholders.

The Group’s interpretation is that expenses will reflect the costs incurred by the Group, which may differ from the internal charges

to companies within the Group.

The cash flows of a group of insurance contracts do not reflect the Group’s non-performance risk.

Discount rates

Cash flows are discounted using risk-free yield curves adjusted to reflect the liquidity characteristics of the contracts.

The Group determines the adjustment for illiquidity using either a top-down or a bottom-up approach.

Under the top-down approach a yield curve that reflects the current market rates of return implicit in a fair value measurement of a

reference portfolio of assets is adjusted to eliminate any factors that are not relevant to the insurance contracts, such as cash flow

mismatching and credit risk. There is no requirement to adjust the yield curve for differences in the liquidity characteristics of the

insurance contracts and the reference portfolio. Judgement is required to choose an appropriate reference portfolio and to

determine the element of the yield on the portfolio that is attributable to factors not relevant to the insurance contracts.

Under the bottom-up approach a liquid risk-free yield curve is increased to reflect the differences between the liquidity

characteristics of the financial instruments that underlie the risk-free rates observed in the market and the liquidity characteristics

of the insurance contracts. Judgement is required to determine the illiquidity premium.

The Group applies the top-down approach for non-profit annuity contracts and the bottom-up approach for all other contracts,

including with-profits.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.2 Insurance contracts (continued)

(vii) Measurement - insurance contracts (initial measurement) (continued)

Discount rates (continued)

The reference portfolios chosen for non-profit annuities are the Assigned Portfolios used for the Solvency II Matching Adjustment.

These are considered to be suitable as reference portfolios for IFRS 17 reporting because their objective is to closely match the

liability cash flows and there is strong governance around their management.

The largest adjustment made to reference portfolio yield is in relation to credit risk. IFRS 17 is not prescriptive as to how the

adjustment for credit risk is determined other than that it should reflect market risk premiums for credit risk. The Group continues

to calculate the credit risk adjustment using the same approach previously used for IFRS 4 reporting. This methodology is

considered appropriate for IFRS 17 reporting as it incorporates allowances for expected and unexpected credit events, including

internal and external views on the outlook for credit risk, and considers the relationship between credit risk and yield spreads.

For with-profits contracts the illiquidity premium is derived from a portfolio of fixed interest assets, comprising highly liquid

government bonds and less liquid corporate bonds, that have similar characteristics and duration to the liabilities. The illiquidity

premium for this portfolio is determined as the spread over risk-free rates less an allowance for credit risk. A weighting is then

applied to this premium to reflect the relative liquidity characteristics of the with-profits contracts.

Risk adjustment for non-financial risk

The risk adjustment for non-financial risk for a group of insurance contracts, determined separately from the other estimates, is the

compensation that the Group requires for bearing uncertainty about the amount and timing of the cash flows that arises from non-

financial risk, such as insurance risk, expense risk and lapse risk.

For all lines of business, the Group uses a confidence level technique under which the target confidence level is determined by

consideration of the Group’s pricing framework for insurance contracts issued and the prices at which the Group has previously

transacted reinsurance contracts held. The target confidence level is translated into product-specific non-financial assumptions by

reference to the Group’s view of the likely risk distributions of non-financial risk events, which have a time horizon of one year. The

risk adjustment for non-financial risk is determined as the increase in the discounted value of the future cash flows from using

these assumptions instead of unbiased non-financial assumptions.

There is significant overlap in the risks considered between IFRS 17 and Solvency II reporting. The IFRS 17 risk adjustment does not

include financial risks or non-financial risks that do not arise from insurance contracts. The majority of the risk adjustment relates to

the assumed rates of policyholder mortality for annuity contracts. Lapse risk is also a significant risk factor.

The risk adjustment reflects the impact of diversification of non-financial risks within each entity in the Group but not diversification

of risks between entities. The risk adjustment is calculated separately gross of reinsurance and for reinsurance contracts held.

For reinsurance contracts held, the risk adjustment represents the amount of risk being transferred by the Group to the reinsurer.

The same approach is used to determine the risk adjustment, ie as the difference in the discounted value of future cash flows

between using best estimate assumptions and assumptions calibrated to the required confidence level.

CSM

The CSM of a group of insurance contracts represents the unearned profit that the Group will recognise as it provides services

under those contracts. On initial recognition of a group of insurance contracts, if the total of (a) the fulfilment cash flows, (b) any

cash flows arising at that date and (c) any amount arising from the derecognition of any assets or liabilities previously recognised

for cash flows related to the group is a net inflow, then the group is not onerous. In this case, the CSM is measured as the value of

the net inflow, which results in no income or expenses arising on initial recognition.

For groups of contracts acquired in a transfer of contracts or a business combination, the consideration received for the contracts

is included in the fulfilment cash flows as a proxy for the premiums received at the date of acquisition. In a business combination,

the consideration received is the fair value of the contracts at that date.

If the total is a net outflow, then the group is onerous. In this case, the net outflow is recognised as a loss in profit or loss, or as an

adjustment to goodwill or a gain on a bargain purchase if the contracts are acquired in a business combination. A loss component

is created to depict the amount of the net outflow, which determines the amounts that are subsequently presented in profit or loss

as reversals of losses on onerous contracts and are excluded from insurance revenue.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.2 Insurance contracts (continued)

(vii) Measurement - insurance contracts (subsequent measurement)

The carrying amount of a group of insurance contracts at each reporting date is the sum of the liability for remaining coverage and

the liability for incurred claims. The liability for remaining coverage comprises (a) the fulfilment cash flows that relate to services

that will be provided under the contracts in future periods and (b) any remaining CSM at that date. The liability for incurred claims

includes the fulfilment cash flows for incurred claims and expenses that have not yet been paid, including claims that have been

incurred but not yet reported.

The fulfilment cash flows of groups of insurance contracts are measured at the reporting date using current estimates of future

cash flows, current discount rates and current estimates of the risk adjustment for non-financial risk.

The method for calculating the CSM for a group of contracts subsequent to initial recognition of the group depends on whether the

group consists of contracts that are with or without direct participation features.

A contract within the scope of IFRS 17 is considered to have direct participation features if at inception:

a. the contractual terms specify that the policyholder participates in a share of a clearly identified pool of underlying items;

b. the entity expects to pay to the policyholder an amount equal to a substantial share of the fair value returns on the underlying

items; and

c. the entity expects a substantial proportion of any change in the amounts to be paid to the policyholder to vary with the change in

fair value of the underlying items.

Conversely all contracts that do not meet the definition of being with direct participation features at inception are contracts

without direct participation features.

Contracts must be individually assessed to determine whether they are with direct participation features and once classified they

are not reassessed unless the contract is modified.

Where contracts are subject to mutualisation, criteria (b) and (c) are assessed allowing for the impact of mutualisation.

The Group’s contracts with direct participation features comprise all of the with-profits business and unit-linked contracts

accounted for under IFRS 17.

All of the Group’s other business that is within the scope of IFRS 17 are contracts without direct participation features. In particular

IFRS 17 prescribes that reinsurance contracts, held or issued, can only be contracts without direct participation features.

Underlying items

The underlying items are items that determine some of the amounts payable to a policyholder. Underlying items can comprise any

items, for example, a reference portfolio of assets, the net assets of the entity, or a specified subset of the net assets of the entity.

For in-force with-profits contracts the Group defines the underlying items to be the assets backing asset shares (which are the

accumulated value of all items of income and charges for various costs) and, where applicable, the assets backing the amounts

expected to be added to asset shares in the future, for example to reflect miscellaneous surplus that has arisen (such as from some

non-profit business written in the With-Profits Fund).

A liability, that is separate to the liabilities for the in-force with-profits contracts (in accordance with paragraph B71 of IFRS 17), is

held in the With-Profits Fund that reflects the additional amounts expected to be paid to current or future policyholders. The Group

defines the underlying items for these benefits to be:

– the entirety of the assets in the With-Profits Fund;

– less: the underlying items of the in-force with-profits contracts;

– less: the assets held to meet other liabilities of the With-Profits Fund, for example for non-profit contracts.

For unit-linked contracts the Group defines the underlying items to be the assets backing the units allocated to all contracts in the

unit of account (the ‘unit fund’). For contracts where actuarial funding is used the underlying items are defined as the funded value

of units, that is the face value of units multiplied by the actuarial funding factor.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.2 Insurance contracts (continued)

(vii) Measurement - insurance contracts (subsequent measurement) (continued)

Insurance contracts without direct participation features

For insurance contracts without direct participation features, the carrying amount of the CSM subsequent to initial recognition is

calculated using the General Measurement Model (GMM). Applying GMM, the carrying amount of the CSM at each reporting date

is the carrying amount at the start of the reporting period, adjusted for:

– the effect of any new contracts that are added to the group in the reporting period;

– interest accreted on the carrying amount of the CSM during the reporting period, measured at the discount rates determined on

initial recognition;

– changes in fulfilment cash flows that relate to future service, except to the extent that:

– any increases in the fulfilment cash flows exceed the carrying amount of the CSM, in which case the excess is recognised as a

loss in profit or loss and creates a loss component; or

– any decreases in the fulfilment cash flows are allocated to the loss component;

– the effect of any currency exchange differences on the CSM; and

– the amount recognised as insurance revenue because of the services provided in the reporting period.

Changes in fulfilment cash flows that relate to future service comprise:

– experience adjustments arising from premiums received in the reporting period that relate to future services and related cash

flows, measured at the discount rates determined on initial recognition;

– changes in estimates of the present value of future cash flows in the liability for remaining coverage, measured at the discount

rates determined on initial recognition, except for changes that arise from the effects of the time value of money, financial risk

and changes therein;

– differences between (a) any investment component expected to become payable in the reporting period, determined as the

payment expected at the start of the reporting period plus any insurance finance income or expenses related to that expected

payment before it becomes payable; and (b) the actual amount that becomes payable in the reporting period; and

– changes in the risk adjustment for non-financial risk that relate to future services.

A key aspect of GMM is that adjustments to the CSM resulting from changes to the present value of future cash flows must be

measured using the discount rate that applied at inception of the group of contracts. However, the standard does not explicitly

state whether this is intended to extend to all financial assumptions. The Group’s interpretation is that all financial assumptions

must be set at inception but are only ‘locked-in’ for future years, therefore the estimates of cash flows up to the measurement date

reflect the effect of actual historical financial risk experience. For example, for index-linked annuities the estimated future cash

flows reflect the actual inflationary increases that have been added to benefits since inception rather than the locked-in assumed

inflationary increases.

After recognising a loss on an onerous group of insurance contracts, specified fulfilment cash flows must be allocated on a

systematic basis between the loss component of the liability for remaining coverage and the liability for remaining coverage

excluding the loss component. For this purpose, the proportion allocated to the loss component is determined as the ratio of the

amount of the loss component to the discounted value of the future cash outflows plus the risk adjustment for non-financial risk.

Insurance contracts with direct participation features

Direct participating contracts are contracts under which the Group’s obligation to the policyholder is the net of:

– the obligation to pay the policyholder an amount equal to the fair value of the underlying items; and

– a variable fee in exchange for future services provided by the contracts, being the amount of the Group’s share of the fair value of

the underlying items less fulfilment cash flows that do not vary based on the returns on underlying items. The Group provides

investment services under these contracts by promising an investment return based on underlying items, in addition to

insurance coverage.

In respect of the variable fee for the Group’s in-force with-profits contracts, the Group’s share of the fair value of the underlying

items consists of:

– shareholder transfers, gross of tax; and

– the Group’s share of the excess of charges and deductions taken from the asset share (such as annual management charges or

surrender penalties) over shareholder transfers, gross of tax, and costs that vary directly with the underlying items.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.2 Insurance contracts (continued)

(vii) Measurement - insurance contracts (subsequent measurement) (continued)

Insurance contracts with direct participation features (continued)

The fulfilment cash flows that do not vary based on the returns of the underlying items are:

– the Group’s share of amounts that are expressed as a monetary amount, such as administration expenses, policy fees and the

risk adjustment for non-financial risk. For certain types of cost, such as investment management expenses and additional death

benefits in excess of the asset share, some costs vary directly with the underlying items and others do not. Despite this

difference, the whole amount of these types of cost is included in the fulfilment cash flows that do not vary based on the returns

of the underlying items.

– less the fee margin charged by the Group’s asset managers for managing the investments backing the with-profits contracts.

There is no variable fee or CSM in relation to the additional amounts expected to be paid to current or future policyholders (that are

recognised in accordance with paragraph B71 of IFRS 17).

In respect of the variable fee for the Group’s unit-linked contracts, the Group’s share of the fair value of the underlying items

consists of charges and deductions taken from the unit fund (such as annual management charges or surrender penalties), less

costs that vary directly with the underlying items. The fulfilment cash flows that do not vary based on the returns of the underlying

items are amounts that are expressed as a monetary amount, such as administration expenses, policy fees and the risk adjustment

for non-financial risk. For certain types of cost, such as investment management expenses and additional death benefits in excess

of the unit fund, some costs vary directly with the underlying items and others do not. The whole amount of these types of cost is

included in the fulfilment cash flows that do not vary based on the returns of the underlying items.

For insurance contracts with direct participation features, the carrying amount of the CSM subsequent to initial recognition is

calculated using the Variable Fee Approach (VFA). When measuring a group of direct participating contracts, the Group adjusts

the fulfilment cash flows by the whole of the change in the obligation to pay policyholders an amount equal to the fair value of the

underlying items. These changes do not relate to future services and are recognised in profit or loss. The Group then adjusts any

CSM for changes in the amount of the Group’s share of the fair value of the underlying items, which relate to future services, as

explained below.

The carrying amount of the CSM at each reporting date is the carrying amount at the start of the reporting period, adjusted for:

– the CSM of any new contracts that are added to the group in the reporting period;

– the change in the amount of the Group’s share of the fair value of the underlying items and changes in fulfilment cash flows that

relate to future services, except to the extent that:

– a decrease in the amount of the Group's share of the fair value of the underlying items, or an increase in the fulfilment cash

flows that relate to future services, exceeds the carrying amount of the CSM, giving rise to a loss in profit or loss (included in

insurance service expenses) and creating a loss component; or

– an increase in the amount of the Group’s share of the fair value of the underlying items, or a decrease in the fulfilment cash

flows that relate to future services, is allocated to the loss component;

– the effect of any currency exchange differences on the CSM; and

– the amount recognised as insurance revenue because of the services provided in the reporting period.

Changes in fulfilment cash flows that relate to future services include the changes relating to future services specified above for

contracts without direct participation features (measured at current discount rates) and changes in the effect of the time value of

money and financial risks that do not arise from underlying items eg the effect of financial guarantees.

In determining the change in CSM attributable to the effect of the time value of money and financial risk on the Group’s share of the

fair value of the underlying items and the fulfilment cash flows, the Group has chosen not to use the risk mitigation option whereby

the changes would be adjusted to reflect the use of derivatives, non-derivative financial instruments or reinsurance contracts held

to mitigate the effect of financial risk.

After recognising a loss on an onerous group of insurance contracts, specified fulfilment cash flows must be allocated on a

systematic basis between the loss component of the liability for remaining coverage and the liability for remaining coverage

excluding the loss component. For this purpose, the proportion allocated to the loss component is determined as the ratio of the

amount of the loss component to the discounted value of the future cash outflows plus the risk adjustment for non-financial risk.

(vii) Measurement - reinsurance contracts

To measure a group of reinsurance contracts, the Group applies the same accounting policies as are applied to insurance contracts

without direct participation features, with the following modifications.

The carrying amount of a group of reinsurance contracts at each reporting date is the sum of the asset or liability for remaining

coverage and the asset or liability for incurred claims. The asset or liability for remaining coverage comprises: (a) the fulfilment cash

flows that relate to services that will be received under the contracts in future periods; and (b) any remaining CSM at that date.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.2 Insurance contracts (continued)

(vii) Measurement - reinsurance contracts (continued)

The Group measures the estimates of the present value of future cash flows using assumptions that are consistent with those used

to measure the estimates of the present value of future cash flows for the underlying insurance contracts. The present value of the

future cash flows for reinsurance contracts held is also adjusted for any risk of non-performance by the reinsurer. The effect of the

non-performance risk of the reinsurer is assessed at each reporting date and the effect of changes in the non-performance risk is

recognised in profit or loss.

The risk adjustment for non-financial risk is the amount of risk being transferred by the Group to the reinsurer.

On initial recognition, the CSM of a group of reinsurance contracts represents a net cost or net gain on purchasing reinsurance. It is

measured as the amount of the total of: (a) the fulfilment cash flows; (b) any amount arising from the derecognition of any assets or

liabilities previously recognised for cash flows related to the group; (c) any cash flows arising at that date; and (d) any income

recognised in profit or loss because of onerous underlying contracts recognised at that date.

However, if any net cost on purchasing reinsurance coverage relates to insured events that occurred before the purchase of the

reinsurance, then the Group recognises the cost immediately in profit or loss as an expense.

The carrying amount of the CSM at each reporting date is the carrying amount at the start of the reporting period, adjusted for:

– the effect of any new contracts that are added to the group in the reporting period;

– interest accreted on the carrying amount of the CSM during the reporting period, measured at the discount rates determined on

initial recognition;

– income recognised in profit or loss in the reporting period on initial recognition of an onerous group of underlying contracts;

– reversals of a loss-recovery component to the extent that they are not changes in the fulfilment cash flows of the group of

reinsurance contracts;

– changes in fulfilment cash flows that relate to future services, measured at the discount rates determined on initial recognition,

unless they result from changes in fulfilment cash flows allocated to a group of underlying contracts that do not adjust the CSM

for the group of underlying insurance contracts;

– the effect of any currency exchange differences on the CSM; and

– the amount recognised in profit or loss because of the services received in the reporting period.

Reinsurance of onerous underlying insurance contracts

The Group adjusts the CSM of the group to which a reinsurance contract belongs and as a result recognises income when it

recognises a loss on initial recognition of an onerous group of underlying contracts, if the reinsurance contract is entered into

before or at the same time as the onerous underlying contracts are recognised. The adjustment to the CSM is determined by

multiplying:

– the amount of the loss that relates to the underlying contracts; and

– the percentage of claims on the underlying contracts that the Group expects to recover from the reinsurance contracts.

If the reinsurance contract covers only some of the insurance contracts included in an onerous group of contracts, then the Group

determines the portion of losses recognised on the onerous group of contracts that relates to underlying contracts covered by the

reinsurance contract.

A loss-recovery component is created or adjusted for the group of reinsurance contracts to depict the adjustment to the CSM,

which determines the amounts that are subsequently presented in profit or loss as reversals of recoveries of losses from the

reinsurance contracts and are excluded from the allocation of reinsurance premiums paid.

(viii) Derecognition and contract modification

The Group derecognises a contract when it is extinguished – ie when the specified obligations in the contract expire or are

discharged or cancelled.

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| --- | --- | --- |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.2 Insurance contracts (continued)

(viii) Derecognition and contract modification (continued)

The Group also derecognises a contract if its terms are modified in a way that would have significantly changed the accounting for

the contract had the new terms always existed, in which case a new contract based on the modified terms is recognised. If a

contract modification does not result in derecognition, then the Group treats the changes in cash flows caused by the modification

as changes in estimates of fulfilment cash flows.

On derecognition of a contract from within a group of contracts:

– the fulfilment cash flows allocated to the group are adjusted to eliminate those that relate to the rights and obligations

derecognised;

– the CSM of the group is adjusted for the change in the fulfilment cash flows, except where such changes are allocated to a loss

component; and

– the number of coverage units for the expected remaining services is adjusted to reflect the coverage units derecognised from

the group (see ‘Release of the CSM’ below).

If a contract is derecognised because it is transferred to a third party, then the CSM is also adjusted for the premium charged by

the third party, unless the group is onerous.

If a contract is derecognised because its terms are modified, then the CSM is also adjusted for the premium that would have been

charged had the Group entered into a contract with the new contract’s terms at the date of modification, less any additional

premium charged for the modification. The new contract recognised is measured assuming that, at the date of modification, the

Group received the premium that it would have charged less any additional premium charged for the modification.

(ix) Value Share

During 2024, the Group completed its first Value Share transaction which comprises a traditional bulk purchase annuity (BPA) buy-

in arrangement and a separate reinsurance contract with a captive reinsurer that transfers some of the insurance and investment

risk back to the sponsor of the originating pension scheme. The reinsurance arrangement is collateralised to reduce the risk of

default. The Value Share arrangement is described further in Note 2.3.3.

The accounting policies for the BPA arrangement are the same as for other BPAs transacted by the Group and are set out in the

earlier sections in Note 1.5.2.

Application of the Group’s accounting policies to the reinsurance arrangement results in the following outcomes:

– the reinsurance contract contains significant insurance risk and so is classified as an insurance contract within the scope of IFRS

17. An insured event occurs when the value of the liabilities determined in accordance with a specified basis exceeds the value of

the assets backing the BPA liabilities. Such an event would trigger a claim payment from the reinsurer to the Group;

– the reinsurance contract is measured separately from the BPA contract; and

– the reinsurance contract is subject to different risks and is managed separately from other insurance and reinsurance contracts

and so is in a different portfolio of insurance contracts.

(x) Presentation

Portfolios of insurance contracts that are assets and those that are liabilities, and portfolios of reinsurance contracts that are assets

and those that are liabilities, are presented separately in the consolidated statement of financial position. Any assets or liabilities

recognised for cash flows arising before the recognition of the related group of contracts are included in the carrying amount of the

related portfolios of contracts.

The Group disaggregates amounts recognised in the statement of profit or loss into: (a) an insurance service result, comprising

insurance revenue and insurance service expenses; and (b) insurance finance income or expenses. The Group has elected to

disaggregate the change in the risk adjustment for non-financial risk between the insurance service result and insurance finance

income or expenses.

Income and expenses from reinsurance contracts are presented separately from income and expenses from insurance contracts.

Income and expenses from reinsurance contracts, other than insurance finance income or expenses, are presented on a net basis

as ‘net expenses from reinsurance contracts’ in the insurance service result.

The Group excludes from both insurance revenue and insurance service expenses any non-distinct investment components,

refunds of premiums and other non-insurance components. The Group has made the accounting policy choice that accounting

estimates made in interim financial statements are changed when applying IFRS 17 in the subsequent annual reporting period.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.2 Insurance contracts (continued)

(x) Presentation (continued)

Insurance revenue

The Group recognises insurance revenue as it satisfies its performance obligations (ie as it provides services to groups of

insurance contracts). The insurance revenue relating to the services provided for each reporting period represents the total of the

changes in the liability for remaining coverage that relate to services for which the Group expects to receive consideration, and

comprises the following items:

– A release of the CSM, measured based on coverage units provided (see ‘Release of the CSM’ below);

– Changes in the risk adjustment for non-financial risk relating to current services;

– Policyholder tax; and

– Claims and other insurance service expenses incurred in the reporting period, measured as the amounts expected at the

beginning of the reporting period.

In addition, the Group allocates a portion of premiums that relate to recovering any insurance acquisition cash flows to each period

in a systematic way based on the passage of time. The Group recognises the allocated amount, adjusted for interest accretion at

the discount rates determined on initial recognition in relation to GMM business and current discount rate in relation to VFA

business, as insurance revenue and an equal amount as insurance service expenses.

Release of the CSM

The amount of the CSM of a group of insurance contracts that is recognised as insurance revenue in the reporting period is

determined by identifying the coverage units in the group, allocating the CSM remaining at the end of the reporting period (before

any allocation) equally to each coverage unit provided in the current reporting period and expected to be provided in future

reporting periods, and recognising in profit or loss the amount of the CSM allocated to coverage units provided in the current

reporting period. The number of coverage units is the quantity of services provided by the contracts in the group, determined by

considering for each contract the quantity of benefits provided and its expected coverage period. The coverage units are reviewed

and updated at each reporting date.

Services provided to insurance contracts include insurance coverage and, for all direct participating contracts, investment services

for managing underlying items on behalf of policyholders (investment-related services). In addition, insurance contracts without

direct participation features may also provide investment services for generating an investment return for the policyholder

(investment-return service), but only if:

– an investment component exists or the policyholder has a right to withdraw an amount (eg the policyholder’s right to receive a

surrender value on cancellation of a contract);

– the investment component or withdrawal amount is expected to include an investment return; and

– the Group expects to perform investment activities to generate that investment return.

The Group defines the coverage units for its contracts as follows:

– Insurance coverage (where the benefit is a single lump sum payment, eg term assurances): the sum assured.

– Insurance coverage (where the benefit is a regular income, eg annuities and income protection): the annualised amount of

income, as confirmed by the IFRS Interpretation Committee (IFRIC) in 2022.

– Investment-related service (with-profits and unit-linked): the asset share or unit fund value.

– Investment-return service (eg annuities): the transfer amount (for deferred annuities in the accumulation phase) or the payment

of annuity benefits within a guaranteed payment period.

The expected coverage period reflects expectations of lapses and cancellations of contracts, as well as the likelihood of insured

events occurring to the extent that they would affect the expected coverage period. The period of investment services ends no

later than the date on which all amounts due to current policyholders relating to those services have been paid.

Where a contract provides both insurance coverage and investment services, the Group must apply judgement to determine

appropriate weightings to assign to the two types of service in order to calculate the coverage units for each reporting period. The

weights are not locked-in at inception of the group of contracts and instead are reviewed and updated at each reporting date,

consistent with the treatment of the coverage units.

With-profits and unit-linked contracts are predominantly investment contracts but may additionally provide insurance coverage if

the contract provides a death benefit in excess of the underlying items. For these contracts weighted coverage units are

determined as the maximum of the asset share or unit fund and the amount payable on death.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.2 Insurance contracts (continued)

(x) Presentation (continued)

Release of the CSM (continued)

IFRS 17 does not provide explicit guidance as to whether the assumptions used to project the expected coverage units for future

reporting periods should be current or locked-in (ie those that applied at inception of the group of contracts). In addition, the

standard does not provide guidance as to whether the future coverage units should be discounted when determining the amount

of CSM to be released in the current reporting period.

The Group judges that in regards to the assumptions used for both GMM and VFA CSM it is appropriate to use current

assumptions to calculate the coverage units expected to be provided in the future. This is on the basis that it results in the most

accurate estimate of the service that will be provided in future.

In respect of discounting, the Group judges that it is appropriate to discount the future coverage units as that is consistent with the

CSM calculation allowing for the time value of money. The discounting approach follows the method applied in the CSM

calculation, namely coverage units for GMM CSM are discounted using the rates that applied at inception and coverage units for

VFA CSM are discounted using current rates.

Insurance service expenses

Insurance service expenses arising from insurance contracts are recognised in profit or loss as they are incurred. They exclude

repayments of non-distinct investment components, rights to a refund of premiums, and other non-insurance components, and

comprise the following items:

– Incurred claims and other insurance service expenses;

– Amortisation of insurance acquisition cash flows: This is equal to the amount of insurance revenue recognised in the reporting

period that relates to recovering insurance acquisition cash flows;

– Losses on onerous contracts and reversals of such losses;

– Adjustments to the liabilities for incurred claims that do not arise from the effects of the time value of money, financial risk and

changes therein; and

– Impairment losses on assets for insurance acquisition cash flows and reversals of such impairment losses.

Net expenses from reinsurance contracts

Net expenses from reinsurance contracts comprise an allocation of reinsurance premiums paid less amounts recovered from reinsurers.

The Group recognises an allocation of reinsurance premiums paid in profit or loss as it receives services under groups of

reinsurance contracts. The allocation of reinsurance premiums paid relating to services received for each period represents the

total of the changes in the asset for remaining coverage.

Coverage units for reinsurance contracts held are typically consistent with the underlying insurance contracts, adjusted for

differences in the services received from the reinsurer. For reinsurance contracts held that provide reinsurance of mortality or

morbidity risk, the coverage units are typically defined as the sum at risk reinsured. For longevity swap reinsurance arrangements

in relation to non-profit annuity business, the coverage units are based on the proportion of the actual annuity payments made on

the underlying contracts that the Group recovers from the reinsurer.

For a group of reinsurance contracts covering onerous underlying contracts, the Group establishes a loss-recovery component of

the asset for remaining coverage to depict the recovery of losses recognised:

– on recognition of onerous underlying contracts, if the reinsurance contract covering those contracts is entered into before or at

the same time as those contracts are recognised; and

– for changes in fulfilment cash flows of the group of reinsurance contracts relating to future services that result from changes in

fulfilment cash flows of the onerous underlying contracts.

The loss-recovery component determines the amounts that are subsequently presented in profit or loss as reversals of recoveries

of losses from the reinsurance contracts and are excluded from the allocation of reinsurance premiums paid. It is adjusted to reflect

changes in the loss component of the onerous group of underlying contracts, but it cannot exceed the portion of the loss

component of the onerous group of underlying contracts that the Group expects to recover from the reinsurance contracts.

Insurance finance income and expenses

Insurance finance income and expenses comprise changes in the carrying amounts of groups of insurance and reinsurance

contracts arising from the effects of the time value of money, financial risk and changes therein, unless any such changes for

groups of direct participating contracts are allocated to a loss component and included in insurance service expenses. They

include changes in the measurement of groups of contracts caused by changes in the value of underlying items (excluding

additions and withdrawals).

The Group has opted as an accounting policy choice to recognise all insurance finance income or expenses for the reporting period

in profit or loss and to not recognise any part of that income or expenses in other comprehensive income (OCI).

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.3 Investment contracts without discretionary participation features (DPF)

(i) Investment contracts without DPF

Investment contracts without DPF, such as unit-linked savings and similar contracts, are accounted for as financial instruments.

This treatment reflects the deposit nature of the arrangement, with premiums and claims reflected as deposits and withdrawals

and recognised directly on the consolidated statement of financial position as movements in the financial liability. These investment

contracts are classified as financial instruments and designated as FVTPL because the resulting liabilities are managed, and their

performance is evaluated on a fair value basis. For unit-linked contracts, the fair value of the liability is equal to the unit value

obligation.

(ii) Reinsurance

The Group enters into various reinsurance arrangements in relation to unit-linked savings contracts where there is no transfer of

significant insurance risk to the reinsurer (fund reinsurance). Such contracts are classified as a financial instruments and measured

at FVTPL and included with Equity securities and pooled investment funds in the consolidated statement of financial position.

(iii) Deferred acquisition costs

The Group incurs various costs in acquiring new investment contracts without DPF. The incremental, directly attributable

acquisition costs relating to these contracts are capitalised and amortised in line with the related revenue. If the contracts involve

upfront charges, this income is also deferred and amortised through the consolidated income statement, as the service is provided

in accordance with IFRS 15.

The recoverability of any deferred acquisition costs is reviewed at each reporting date, and to the extent that these are no longer

deemed recoverable from future revenue, the carrying value is written down to the recoverable amount and the related impairment

charge recorded in the consolidated income statement.

1.5.4 Business acquisitions

Business acquisitions are accounted for by applying the acquisition method of accounting, where the identifiable assets and

liabilities of the acquired business are recorded at fair value on the date of acquisition. The excess of the fair value of acquisition

consideration over the recorded value of the assets and liabilities of the acquired entity is recorded on the consolidated statement

of financial position as goodwill. Expenses related to acquiring new business are charged to the consolidated income statement in

the year in which they are incurred. Income and expenses of acquired entities are included in the consolidated income statement

from the date of acquisition.

Acquisitions of entities under common control are accounted for under merger accounting principles. Under merger accounting,

the results and statement of financial position for entities acquired are presented as if they had always been combined. Assets and

liabilities of the entities acquired are recorded at their carrying values and a fair value measurement is not undertaken. No new

goodwill is recognised and the differences between the cost of investment, which is its fair value, and the carrying value of assets

and liabilities acquired is recorded within equity.

1.5.5 Financial instruments

(i) Initial recognition

The classification of financial instruments at initial recognition depends on their contractual terms and the business model for

managing the instruments. Financial instruments are initially recognised on the trade date measured at their fair value.

(ii) Measurement categories

The Group classifies all of its financial assets based on the business model for managing the assets and the asset’s contractual

terms. The categories include the following:

– Amortised cost

– FVTPL

(iii) Financial instruments measured at amortised cost

Financial instruments are held at amortised cost if both of the following conditions are met:

– The instruments are held within a business model with the objective of holding the instrument to collect the contractual cash

flows; and

– The contractual terms of the debt instrument give rise on specified dates to cash flows that are Solely Payments of Principal and

Interest (SPPI) on the principal amount outstanding.

The details of these conditions are outlined below.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.5 Financial instruments (continued)

(iv) Business model assessment

The Group determines its business model at the level that best reflects how it manages groups of financial assets to achieve its

business objective.

The Group holds financial assets to generate returns and provide a capital base to provide for settlement of claims as they arise.

The Group considers the timing, amount and volatility of cash flow requirements to support insurance liability portfolios in

determining the business model for the assets as well as the potential to maximise return for shareholders and future business

development.

The Group’s business model is not assessed on an instrument-by-instrument basis, but at a higher level of aggregated portfolios

that is based on observable factors such as:

– How the performance of the business model and the financial assets held within that business model are evaluated and reported

to the Group’s key management personnel;

– The risks that affect the performance of the business model (and the financial assets held within that business model) and, in

particular, the way those risks are managed; and

– How managers of the business are compensated (for example, whether the compensation is based on the fair value of the assets

managed or on the contractual cash flows collected).

The expected frequency, value and timing of asset sales are also important aspects of the Group’s assessment.

The business model assessment is based on reasonably expected scenarios without taking ‘worst case’ or ‘stress case’ scenarios

into account. If cash flows after initial recognition are realised in a way that is different from the Group’s original expectations, the

Group does not change the classification of the remaining financial assets held in that business.

(v) The SPPI test

As a second step of its classification process the Group assesses the contractual terms to identify whether they meet the SPPI test.

‘Principal’ for the purpose of this test is defined as the fair value of the financial asset at initial recognition and may change over the

life of the financial asset (for example, if there are repayments of principal or amortisation of the premium/discount).

The most significant elements of interest within a debt arrangement are typically the consideration for the time value of money and

credit risk. To make the SPPI assessment, the Group applies judgement and considers relevant factors such as the currency in

which the financial asset is denominated, and the period for which the interest rate is set.

(vi) Financial assets measured at FVTPL

Financial assets in this category are those that are managed in a fair value business model, or that have been designated by

management upon initial recognition, or are mandatorily required to be measured at fair value under IFRS 9. This category includes

debt instruments whose cash flow characteristics fail the SPPI criterion or are not held within a business model whose objective is

to collect contractual cash flows.

(vii) Subsequent measurement

After initial measurement, deposits, cash and accrued investment income and other debtors are measured at amortised cost, using

the Effective Interest Rate (EIR) method, less allowance for impairment. Amortised cost is calculated by taking into account any

discount or premium on acquisition and fees or costs that are an integral part of the EIR. An allowance for Expected Credit Loss

(ECL) is recognised in investment return in the consolidated income statement when the investments are impaired.

Financial assets at FVTPL are recorded in the consolidated statement of financial position at fair value. Changes in fair value are

recorded in investment return in the consolidated income statement. Interest earned on assets mandatorily required to be

measured at FVTPL is recorded using contractual interest rates. Dividend income from equity instruments measured at FVTPL is

recorded in investment return in the consolidated income statement when the right to receive the payment has been established.

(viii) Reclassification of financial assets and liabilities

The Group does not reclassify its financial assets subsequent to their initial recognition, apart from the exceptional circumstances

in which there has been a change in business model.

(ix) Derecognition other than for substantial modification

A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is derecognised when:

– The rights to receive cash flows from the asset have expired; or

– The Group has transferred its right to receive cash flows from the asset or has assumed an obligation to pay the received cash

flows in full without material delay to a third party under a ‘pass-through’ arrangement; and either: (a) the Group has transferred

substantially all the risks and rewards of the asset; or (b) the Group has neither transferred nor retained substantially all the risks

and rewards of the asset, but has transferred control of the asset.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.5 Financial instruments (continued)

(ix) Derecognition other than for substantial modification (continued)

The Group considers control to be transferred if, and only if, the transferee has the practical ability to sell the asset in its entirety to

an unrelated third party and is able to exercise that ability unilaterally and without imposing additional restrictions on the transfer.

When the Group has neither transferred nor retained substantially all the risks and rewards and has retained control of the asset,

the asset continues to be recognised only to the extent of the Group’s continuing involvement, in which case, the Group also

recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights

and obligations that the Group has retained.

Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original

carrying amount of the asset and the maximum amount of consideration the Group could be required to pay.

(x) Derecognition due to substantial modification of terms and conditions

The Group derecognises a financial asset when the terms and conditions have been renegotiated to the extent that, substantially, it

becomes a new instrument, with the difference recognised as a derecognition gain or loss.

When assessing whether or not to derecognise an instrument, among others, the Group considers the following factors:

– Change in currency of the debt instrument;

– Introduction of an equity feature;

– Change in counterparty; and

– If the modification is such that the instrument would no longer meet the SPPI criterion.

If the modification does not result in cash flows that are substantially different, the modification does not result in derecognition.

Based on the change in cash flows discounted at the original EIR, the Group records a modification gain or loss.

(xi) Impairment of financial assets

The Group recognises an allowance for ECLs for all debt instruments not held at FVTPL. ECLs are based on the difference between

the contractual cash flows due in accordance with the contract and all the cash flows that the Group expects to receive,

discounted at the appropriate EIR.

ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since

initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12 months

(12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a

loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the

default (a lifetime ECL).

For certain instruments with an investment grade rating, the Group uses the low credit simplification and consequently, a

determination of significant increase in credit risk will not be required and the impairment loss would always be calculated based

on a 12-month ECL.

The Group also makes use of a simplified impairment approach for trade receivables and contract assets as allowed under IFRS 9.

Under this approach, impairment is calculated using a provisioning matrix that is based on days past due.

(xii) Write-offs

Financial assets are written off either partially or in their entirety only when the Group has stopped pursuing the recovery. If the

amount to be written off is greater than the accumulated loss allowance, the difference is first treated as an addition to the

allowance that is then applied against the gross carrying amount. Any subsequent recoveries are credited to credit loss expense.

(xiii) Recognition of interest income

Under IFRS 9, interest income is recorded using the EIR method for all financial assets measured at amortised cost. The EIR is the

rate that exactly discounts estimated future cash receipts through the expected life of the financial asset or, when appropriate, a

shorter period, to the gross carrying amount of the financial asset.

The EIR (and therefore, the amortised cost of the financial asset) is calculated by taking into account transaction costs and any

discount or premium on acquisition of the financial asset as well as fees and costs that are an integral part of the EIR. The Group

recognises interest income using a rate of return that represents the best estimate of a constant rate of return over the expected

life of the debt instrument.

If expectations of fixed rate financial assets’ cash flows are revised for reasons other than credit risk, the changes to future

contractual cash flows are discounted at the original EIR with a consequential adjustment to the carrying amount. The difference to

the previous carrying amount is booked as a positive or negative adjustment to the carrying amount of the financial asset in the

balance sheet with a corresponding increase or decrease in interest income.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.5 Financial instruments (continued)

(xiv) Interest and similar income

Interest income comprises amounts calculated using the EIR method for assets measured at amortised cost.

Other interest income includes interest on all financial assets measured at FVTPL, using the contractual interest rate.

The Group calculates interest income on financial assets, other than those considered credit-impaired, by applying the EIR to the

gross carrying amount of the financial asset.

(xv) Determination of fair value

The Group uses current bid prices to value its investments with quoted prices. Actively traded investments without quoted prices

are valued using prices provided by third parties. Financial assets measured at fair value are classified into a three-level hierarchy

as described in Note 31.

If the market for a financial investment of the Group is not active, the fair value is determined using valuation techniques. The Group

establishes fair value for these financial investments by using quotations from independent third parties, such as brokers or pricing

services, or by using internally developed pricing models. Priority is given to publicly available prices from independent sources

when available, but overall the source of pricing and/or the valuation technique is chosen with the objective of arriving at a fair

value measurement, which reflects the price at which an orderly transaction would take place between market participants on the

measurement date.

The valuation techniques include the use of recent arm’s length transactions, reference to other instruments that are substantially

the same, discounted cash flow analysis, option-adjusted spread models and, if applicable, enterprise valuation and may include a

number of assumptions relating to variables such as credit risk and interest rates. Changes in assumptions relating to these

variables could positively or negatively impact the reported fair value of these financial investments. Details of the financial

investments classified as ‘level 3’ to which valuation techniques are applied, and the sensitivity of profit before tax to a change in

these items’ valuation, are presented in Note 31.

1.5.6 Fee Income

Revenue arising from contracts with customers consists of investment management and performance fee income from the Group's

asset management business, investment management fee income from investment contracts without DPF, platform fee and other

fees and commissions.

Management fee income is based on investment assets under management and is only recognised when the Group satisfies its

performance obligation to provide the asset management services. It is recognised in the year in which the services are rendered

and is recognised net of rebates. Since the asset management service the Group provides is a continuous service, it satisfies its

performance obligation over time. Therefore, the Group meets the criteria for its revenue to be recognised over time as the client

benefits from the asset management services received from the Group.

Performance fee income is based on the achievement of prescribed performance hurdles. It is only recognised when the

performance obligations are satisfied or upon the crystallisation event occurring and when it is highly probable that a significant

reversal will not occur.

Fees from investment contracts without DPF are recognised over time as the services are provided, which is the point at which the

cash is received. Other fees and commissions such as from the provision of financial advice to customers are recognised when

performance obligations are satisfied or upon the crystallisation of an event. The price is determined based on the agreed initial or

ongoing adviser charge.

Platform fees are recognised as the related services are provided to the customer.

No significant judgements are applied on the timing or transaction price or the determination of the costs incurred to obtain or fulfil

a contract.

1.5.7 Investment return

Investment return included in the consolidated income statement comprises interest income, rental income, dividends, foreign

exchange gains and losses, realised and unrealised gains and losses on investments designated as FVTPL, and realised gains and

losses (including impairment) on items held at amortised cost. Interest income is recognised as it accrues on an effective interest

basis. Dividends on equity securities are recognised on the ex-dividend date and rental income is recognised on an accruals basis.

1.5.8 Derivatives and hedge accounting

The primary areas of the Group’s operations where derivative instruments are held are in the With-Profits Fund and annuity

business. Management designates derivatives on inception and those that are not designated as hedging instruments are carried

at fair value, with movements in fair value being recorded within investment return in the consolidated income statement.

The Group does not regularly seek to apply fair value or cash flow hedging treatment under IFRS 9 and has had no fair value or

cash flow hedges for the years ended 31 December 2024 and 31 December 2023.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.9 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. Gains and losses on disposal are determined as the difference between the net disposal proceeds and the

carrying amount of the asset, and are recognised in the consolidated income statement.

The Group derecognises financial liabilities only when the obligation specified in the contract is discharged, cancelled or has

expired.

1.5.10 Securities lending and reverse repurchase agreements

The Group is party to various securities lending agreements and repurchase agreements under which securities are transferred to

third parties on a short-term basis. The transferred securities are not derecognised; rather, they continue to be recognised within

the appropriate investment classification. The Group’s policy is that collateral in excess of 100% of the fair value of securities

loaned is required from all securities’ borrowers and typically consists of cash, debt securities, equity securities or letters of credit.

In cases where the Group takes possession of the collateral under its securities lending programme, including cash collateral which

is not legally separated from the Group, the collateral and corresponding obligation to return such collateral is recognised as a

financial liability on the consolidated statement of financial position.

The Group is also 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 on the consolidated statement of financial

position. The right to receive the return of any cash paid as purchase consideration plus interest is recognised as a financial asset

on the consolidated statement of financial position.

1.5.11 Subordinated liabilities and other borrowings

Subordinated liabilities include loan notes issued by the Group which are classified as financial liabilities as they have a fixed

repayment date and do not represent a residual interest in the net assets of the Company on liquidation. The notes rank junior to all

other liabilities of the Group in the event of liquidation, but above share capital.

Borrowings include operational borrowings attributable to shareholder-financed operations and other borrowings attributable to

the With-Profits Fund.

Subordinated liabilities and other borrowings are initially recognised at fair value, net of transaction costs. Borrowings, excluding

those backing buy-to-let mortgages, which are managed on a fair value basis and designated at FVTPL in line with the underlying

loan assets, are subsequently accounted for on an amortised cost basis using the EIR method. Under the EIR method, the

difference between the redemption value of the borrowing and the initial proceeds (net of related issue costs) is amortised through

the consolidated income statement to the date of maturity, or for hybrid debt, over the expected life of the instrument.

1.5.12 Investment property

Investments in leasehold and freehold properties not for occupation by the Group, including properties under development for

future use as investment property, are carried at fair value, with changes in fair value included in the consolidated income

statement. Properties are valued annually either by the Group’s qualified surveyors or by taking into consideration the advice of

professional external valuers using the Royal Institution of Chartered Surveyors (RICS) valuation standards. Each property is

externally valued at least once every three years.

1.5.13 Defined benefit pension schemes

For the Group’s defined benefit schemes, if the present value of the defined benefit obligation for the relevant scheme exceeds the

fair value of the scheme assets, then a liability is recorded on the Group’s consolidated statement of financial position in respect of

that scheme. By contrast, if the fair value of the assets of the relevant scheme exceeds the present value of the defined benefit

obligation then the surplus in respect of that scheme will only be recognised if the nature of the arrangements under the trust

deed, and funding arrangements between the Trustee and the employing entity, support the availability of refunds or recoverability

through agreed reductions in future contributions. In addition, if there is a constructive obligation for the employing entity to pay

deficit funding in respect of schemes where there is no unconditional right to a refund to any surplus, this is also recognised such

that the financial position recorded for the scheme reflects the higher of any underlying IAS 19 Employee Benefits deficit and the

obligation for deficit funding.

The Group utilises the projected unit credit method to calculate the defined benefit obligation. This method sees each year of

service as giving rise to an additional unit of benefit entitlement and measures each unit separately to build up the final obligation.

Estimated future cash flows are then discounted at a high-quality corporate bond rate, adjusted to allow for the difference in

duration between the bond index and the pension liabilities where appropriate, to determine its present value. These calculations

are performed by independent actuaries.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.13 Defined benefit pension schemes (continued)

The plan assets of the Group’s pension schemes may include insurance contracts that have been issued by other entities in the

Group. These assets are excluded from plan assets in determining the pension surplus or deficit recognised on the consolidated

statement of financial position. The plan assets also exclude any reimbursement right assets resulting from buy-in of the scheme

liabilities from other entities in the Group. The aggregate of the actuarially determined service costs of the currently employed

personnel, and the net interest on the net defined benefit obligation at the start of the year, is charged to the consolidated income

statement. Actuarial and other gains and losses as a result of changes in assumptions or experience variances are recognised as

other comprehensive income.

Contributions to the Group’s defined contribution pension schemes are expensed when due.

1.5.14 Tax

The Group applies IAS 12 Income Taxes in accounting for taxes on income. Income tax comprises current tax and deferred tax.

Income tax is recognised in the consolidated income statement except to the extent that it relates to items recognised in other

comprehensive income or directly in equity, in which case the tax is recognised in the same statement as the related item appears.

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. Income tax recoverable on tax allowable losses is

recognised as a current tax asset only to the extent that it is regarded as recoverable by offsetting against taxable profits arising in

the current or prior periods. Current tax is measured using tax rates and tax laws that have been enacted or substantively enacted

at the balance sheet date.

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 is also not recognised on temporary differences that arise from initial recognition

of an asset or a liability in a transaction (other than a business combination) that at the time of the transaction affects neither

accounting nor taxable profit or loss. Deferred tax assets are recognised to the extent that it is probable that sufficient taxable

profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused

tax 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. Deferred tax

assets and liabilities are only offset when there is both a legal right to set-off and an intention to settle on a net basis.

The total tax recorded in the consolidated income statement includes tax attributable to both policyholders and shareholders. The

tax attributable to policyholders comprises the tax on the income of the consolidated with-profits and unit-linked funds. In certain

jurisdictions, such as the UK, life insurance companies are taxed on both their shareholders’ profits and on their policyholders’

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.

The Group is subject to tax in numerous jurisdictions and the calculation of the total tax charge inherently involves a degree of

estimation and judgement. 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, the Group considers an uncertain tax position to exist and a provision is

recognised to reflect that a taxation authority, upon review of the positions, could alter the tax returns. From recognition, the

provision is measured based on management’s judgement and estimate 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

possible outcomes, taking into account external advice where appropriate. Each uncertain tax treatment is considered separately

or together as a group, depending on management’s judgement as to which approach better predicts the resolution of the

uncertainty. It is assumed that tax authorities will examine the uncertain tax treatments and they have full knowledge of all related

information.

The judgements and estimates made to recognise and measure the effect of uncertain tax positions are reassessed whenever

circumstances change or when there is new information that affects those judgements.

1.5.15 Goodwill

Goodwill arises when the Group acquires a business and the fair value consideration paid exceeds the fair value of the net assets

acquired. Goodwill arising on acquisitions of subsidiaries and businesses is capitalised and carried on the consolidated statement

of financial position at initial value less any accumulated impairment losses. Goodwill impairment testing is conducted annually

and/or when there is an indication of impairment. For the purposes of impairment testing, goodwill is allocated to a group of cash-

generating units. Goodwill impairment charges are recognised immediately in the consolidated income statement.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.16 Intangible assets

Intangible assets acquired through business combinations are measured at fair value on acquisition. Separately acquired intangible

assets such as licences and software, are recognised at the price paid to acquire them. Intangible assets arising from development

costs are capitalised when it has been established that the project is technically and financially feasible and the Group has both the

intention and ability to use the completed asset.

Intangible assets are subsequently carried at cost less amortisation and any accumulated impairment losses.

Intangible assets 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 unless the pattern cannot be determined reliably, in which case a

straight-line method is applied. Impairment testing is conducted when there is an indication of impairment. If an impairment has

occurred, an impairment charge is recognised for the difference between the carrying value and recoverable amount of the asset.

The recoverable amount is the greater of fair value less costs to sell and value in use. Value in use is calculated as the present value

of future expected cash flows from the asset, cash-generating unit or group of cash-generating units to which it is allocated.

Amortisation and impairment of intangible assets is charged to the consolidated income statement.

1.5.17 Cash and cash equivalents

Cash and cash equivalents consist of cash at bank and in hand, deposits held at call with banks, debt securities and money market

funds with less than 90 days’ maturity from the date of acquisition as these instruments are considered to be readily convertible to

known amounts of cash and which are subject to an insignificant risk of changes in value.

1.5.18 Dividends

Dividends are recognised when the obligation becomes certain, ie when the dividend is no longer at the discretion of the Company.

In the case of interim dividends, this occurs when the dividends are paid. For final dividends, this occurs when they are

recommended by the Board and approved by shareholders.

1.5.19 Share capital and share premium

An equity instrument is any contract that evidences a residual interest in the assets of the Group, after deducting all of its liabilities.

Shares are classified as equity when their terms do not create an obligation to transfer assets. The nominal value of shares issued

is recorded in share capital.

Where the consideration received from the issue or sale of existing shares exceeds the nominal value recorded in share capital, the

difference is recorded in share premium. Share premium is recorded net of share issue costs.

1.5.20 Treasury shares

Where any of the Group entities purchase the Company’s share capital, the consideration paid, including any attributable

transaction costs, is shown as a deduction from total shareholders’ equity. Any gains and losses arising on treasury shares are

included within equity.

1.5.21 Merger reserve

The merger reserve arises from the application of merger accounting principles to acquisitions of entities under common control. It

represents the difference between the aggregate capital reserves and value of the entities acquired, which is recognised directly in

equity. On disposal of the relevant entity, the related merger reserve is released directly to retained earnings.

1.5.22 Share-based payments

All share-based payments made to employees for services rendered are measured based on the fair value of the equity instrument

granted. The fair value takes into account the impact of market-based vesting conditions and non-vesting conditions, but excludes

any impact of non-market-based vesting conditions. The related share-based payment expense is recognised over the vesting

period. The fair value is determined using an option pricing model such as Black-Scholes or a Monte Carlo simulation where

appropriate, taking into account the terms and conditions of the award.

For equity-settled share-based payments, the fair value of service rendered is based on the fair value of the equity instrument at

grant date, which is not remeasured subsequently. The share-based payment expense is recognised over the vesting period and is

based on the number of equity instruments expected to vest, with the corresponding entry to equity.

For cash-settled share-based payments, the fair value of service rendered is based on the fair value of the liability related to the

equity instrument granted. The fair value of the equity instrument granted is remeasured at each reporting date with any changes

recognised in the share-based payment expense in the consolidated income statement for the period.

A cancellation of an award without the grant of a replacement equity instrument is accounted for as an acceleration of vesting.

Accordingly, any share-based expense that would have been recognised over the remaining vesting period is recognised immediately.

On vesting or exercise, the difference between the expense charged to the consolidated income statement and the actual cost to

the Group is transferred to retained earnings.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.23 Earnings per share (EPS)

Basic EPS is calculated by dividing the profit or loss for the year attributable to ordinary shareholders by the weighted average

number of ordinary shares outstanding, excluding treasury shares and shares held by the employee benefit trust.

Diluted EPS is calculated by dividing the profit or loss for the year attributable to ordinary shareholders by the weighted average

number of ordinary shares, excluding treasury shares and shares held by the employee benefit trust, adjusted to take into account

the effect of any dilutive potential ordinary shares. The Group’s only class of potentially dilutive ordinary shares are share options

and awards granted to employees. Potential ordinary shares are treated as dilutive when their conversion to ordinary shares

results in a decrease in EPS.

1.5.24 Foreign exchange

The Group’s consolidated financial statements are presented in million pounds sterling, the Group’s presentation currency.

Accordingly, the results and financial position of foreign subsidiaries are translated into the presentation currency of the Group

from their functional currencies. All assets and liabilities of foreign subsidiaries are converted at year-end exchange rates while all

income and expenses are converted at average exchange rates where this is a reasonable approximation of the rates prevailing on

transaction dates.

Foreign currency monetary assets and liabilities are translated at the spot exchange rate for the functional currency at the

reporting date. Changes resulting from exchange rates are recognised in the consolidated income statement.

Foreign currency transactions are translated into functional currencies at the spot rate prevailing on the date of transactions.

Non-monetary assets and liabilities that are measured at fair value in a foreign currency are translated into the functional currency

at the spot exchange rate at the date on which the fair value is determined. Non-monetary items that are measured based on

historical cost in a foreign currency are translated using the spot exchange rate at the date of the transaction.

Exchange differences arising on the translation of foreign subsidiaries are recognised in other comprehensive income and taken to

other reserves within equity. On disposal of the foreign subsidiary, the related exchange differences are transferred out of this

reserve and are recognised in the consolidated income statement as part of the gain or loss on disposal.

The income statements and cash flows, and statements of financial position of Group entities that have a different functional

currency from the Group’s presentation currency, have been translated using the following principal exchange rates.

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|  | 2024 | |  | 2023 | |
|  | Income statement and cash  flows (average rate) | Statement of financial  position (closing rate) |  | Income statement and cash  flows (average rate) | Statement of financial  position (closing rate) |
| Euro (EUR) | 1.18 | 1.21 |  | 1.15 | 1.15 |
| Indian Rupee (INR) | 106.95 | 107.22 |  | 102.70 | 106.08 |
| Polish Złoty (PLN) | 5.09 | 5.17 |  | 5.22 | 5.01 |
| South African Rand (ZAR) | 23.42 | 23.63 |  | 21.02 | 23.31 |
| Swiss Franc (CHF) | 1.13 | 1.14 |  | 1.12 | 1.07 |
| US Dollar (USD) | 1.28 | 1.25 |  | 1.24 | 1.27 |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.25 Leases

The Group leases office property to conduct its business. At the inception of a contract, the Group assesses whether a contract is,

or contains, a lease. In simple terms this applies if the contract conveys the right to control the use of an identified asset for a period

of time in exchange for consideration. At inception, the Group allocates the consideration in a contract to each lease component.

However, for the leases of land and buildings, in which the Group acts as lessee, the Group has elected to account for the lease and

non-lease components as a single lease component.

Where the Group acts as a lessee, it recognises a ‘right of use’ asset and a corresponding lease liability, representing the obligation

to make lease payments at the lease commencement date. The Group applies the cost model to the right of use assets, except for

those that meet the definition of an investment property, to which the fair value model is applied.

The asset is initially measured at cost which comprises the amount of the lease liability, and lease payments made at or before the

commencement date, any initial direct costs incurred and an estimate of the costs related to the dilapidation of the asset that

would be incurred, less any lease incentives received. Subsequently, the asset is depreciated using the straight-line method from

the commencement date to the earlier of: (i) the end of the right of use asset’s useful life; and (ii) the end of the lease term.

The lease liability is initially measured at the present value of lease payments that are not yet paid at the commencement date,

discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group’s own incremental

borrowing rate. Subsequently, the lease liability is measured at amortised cost, using the EIR method. From time to time, the lease

liability is remeasured where there is a change in future lease payments for example, where the Group reassesses whether it will

exercise a purchase, extension or termination option. Where this happens, a corresponding adjustment is made to the carrying

amount of the right of use asset or an amount is recognised in the consolidated income statement if the carrying amount of the

right of use asset has been reduced to zero.

The Group presents the right of use assets that do not meet the definition of investment property in ‘Property, plant and

equipment’ on the consolidated statement of financial position. The corresponding lease liabilities are presented in ‘Lease

liabilities’.

Where the Group acts as lessor, it classifies and accounts for its leases as operating or finance leases. Where the Group acts as an

intermediate lessor, as it does with some of its property leases, it accounts for its interests in the head lease and the sub-lease

separately. The Group assesses the lease classification of a sub-lease with reference to the right of use asset arising from the head

lease, not with reference to the underlying asset. Where substantially all the risks and rewards of ownership are transferred to the

lessee, the Group recognises a receivable asset on the consolidated statement of financial position, equal to the present value of

the lease payments, within ‘Accrued investment income and other debtors’. The Group recognises finance income over the lease

term to reflect the rate of return on the net investment in the lease, within ‘Other income’. The Group recognises lease payments

received under operating leases as income on a straight-line basis over the lease term as part of ‘Investment return’.

1.5.26 Property, plant and equipment (PPE)

PPE includes Group occupied properties and other tangible assets, such as computer equipment, motor vehicles, leasehold

improvements and fixtures and fittings. PPE including owner-occupied property is measured at cost, which represents the original

purchase price less any expenses incurred in bringing it to its working conditions, and subsequently measured using the cost

model.

Depreciation is charged to the consolidated income statement on a straight-line basis over the assets estimated useful lives\* as

follows:

|  |  |
| --- | --- |
|  |  |
| Type of asset | Estimated useful life |
| Group occupied property | 20–50 years |
| Right of use asset | 2–50 years |
| Other tangible assets | 2–40 years |

\*Note that the useful lives stated are inclusive of PPE held by consolidated infrastructure private equity vehicles which typically have longer useful lives than

other assets of the Group.

Management determines useful lives and residual values for assets when they are acquired. The Group assesses the useful life,

residual value and depreciation method for PPE on an annual basis and any adjustments are made where required.

An impairment review of PPE is carried out whenever events or changes in circumstances indicate that the carrying amount may

not be recoverable. Management assesses impairment at the lowest level for which there are separately identifiable cash flows.

Where the carrying amount of an asset is greater than its estimated recoverable amount, which is the higher of the assets fair value

less costs of disposal and value in use, it is written down immediately to its recoverable amount and an impairment loss is

recognised in the consolidated income statement.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

1 Basis of preparation and material accounting policies (continued)

1.5 Accounting policies (continued)

1.5.27 Assets and liabilities held for sale

The Group classifies assets and liabilities as held for sale when the carrying amount is expected to be recovered through a sale

transaction, usually within one year, and management is committed to the sale.

Assets and liabilities held for sale are shown separately on the consolidated statement of financial position and are measured at the

lower of their carrying amount and their fair value less costs to sell. No depreciation or amortisation is charged on an asset which is

classified as held for sale.

When the Group is committed to a sale of a subsidiary, all of the assets and liabilities of that subsidiary are classified as held for sale

when the criteria described above are met, regardless of whether the Group retains a non-controlling interest in its former

subsidiary after the sale.

Income and expenses of subsidiaries sold during the year are included in the consolidated 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 consolidated income statement under IAS 21 ‘The Effects of Changes in Foreign Exchange Rates’.

1.5.28 Provisions and contingent assets and liabilities

Provisions are recognised in the consolidated statement of financial position when the Group has a present legal or constructive

obligation resulting from a past event, it is more probable than not that a loss will be made in settling the obligation and the

amounts can be estimated reliably.

Provisions are measured based on management’s best estimate of the expenditure required to settle the obligation at the

reporting date. Provisions are discounted and represent the present value of the expected expenditure where the effect of the

time value of money is material.

Contingent liabilities are possible obligations of the Group where the timing and amount are subject to significant uncertainty.

Contingent liabilities are not recognised in the consolidated statement of financial position, unless they are assumed by the Group

as part of a business combination. Contingent liabilities are however disclosed, unless they are considered to be remote. If a

contingent liability becomes probable and the amount can be reliably measured, it is no longer treated as contingent and

recognised as a liability.

Contingent assets which are possible benefits to the Group are only disclosed if it is probable that the Group will receive the

benefit. If such a benefit becomes virtually certain, it is no longer considered contingent and is recognised on the consolidated

statement of financial position as an asset.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 2 Group structure and products

2.1 Group composition

The following diagram is an extract of the Group structure as at 31 December 2024 and gives an overview of  the  composition of the

Group. M&G plc is the holding company of the Group.

![GroupStructure_rgb.svg]()

A list of the Group’s  related undertakings comprising subsidiaries, joint ventures, associates and other significant holdings is

contained within Note 39.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 2 Group structure and products

#### (continued)

2.2 Corporate transactions

My Continuum Financial Limited acquisition

On 8 March 2023, M&G Wealth Advice Limited (MGWAL), a wholly owned subsidiary of the Group, acquired a 49.9% holding in My

Continuum Financial Limited (MCFL), the holding company of Continuum (Financial Services) LLP (CFSL), My Continuum Wealth

(MCW), and My Continuum Financial Nominee Limited (MCFNL), collectively referred to as ‘Continuum’, for a purchase

consideration of £22m, including an adjustment for capital. The Group acquired a further 25% stake on 19 March 2024, for a

purchase consideration of £12m, including an adjustment for capital. Subsequently, as part of a group reorganisation, Continuum

has been sold from MGWAL to M&G Wealth Holding Company Limited (MGWHCL), another subsidiary of the Group, in the year.

Continuum is now part of our Life segment, allowing us to further grow and build our advisory capability across the UK, providing a

wider range of investment solutions to more clients, including through its central investment offering, and a fast growing in-house

discretionary Model Portfolio Service. Continuum is based in Plymouth and has more than 70 self-employed advisers operating

nationally.

The Group retained call options and the seller retained put options over the final holding where the exercise price was fixed based

on historical financial performance. For accounting purposes, the Group has accounted for the transaction on the basis it controls

100% of Continuum from the date of acquisition of the additional 25% stake on 19 March 2024. A liability of £14m has been

recognised in respect of the Group’s obligation under the call option arrangement as at the balance sheet date. The Group

acquired the remaining shares on the 10 March 2025 extinguishing the liability.

The total consideration includes the fair value of the 49.9% equity interest held immediately before the acquisition date of 19 March

2024. A gain of £3m recognised as a result of remeasuring the 49.9% equity interest to fair value, is presented in the Other

investment return line of the consolidated income statement. As at the acquisition date, the consideration and net assets acquired

and resulting Goodwill and intangible assets were as follows:

|  |  |
| --- | --- |
|  |  |
|  | £m |
| Total consideration | 51 |
| Net assets acquired: |  |
| Accrued investment income and other debtors | 1 |
| Cash and cash equivalents | 3 |
| Total assets | 4 |
| Accruals, deferred income and other liabilities | (1) |
| Total liabilities | (1) |
| Intangible assets and related deferred tax liability arising on acquisition: |  |
| Independent financial adviser (IFA) relationships | 4 |
| Brand name | 3 |
| Deferred tax liability | (2) |
| Goodwill | 43 |

The goodwill of £43m represents the synergies to be achieved through the growth of our advisory capabilities, alongside

Sandringham Financial Partners Limited and The Advice Partnership. The acquisition was also expected to result in revenue

synergies from the M&G Wealth platform business and model portfolio services business, as referred to at Note 13.1. Goodwill and

intangible assets - impairment assessment.

An independent financial adviser (IFA) relationship asset was also recognised at a fair value of £4m. The valuation was based on

the multi-period excess earnings method and the key assumptions used in measuring the fair value were the discount rate and

advisor attrition rates.

The Continuum brand name was recognised on acquisition at a fair value of £3m. The valuation was based on the relief from royalty

rate method, with the key assumptions used in measuring the fair value being the discount rate and royalty rates.

The revenue and profit before tax included in the consolidated income statement in respect of Continuum were £13m and £1m

respectively. The revenue and profit before tax for the year ended 31 December 2024 for Continuum were £17m and £1m

respectively.

BauMont Real Estate Capital Limited acquisition

On 29 October 2024, M&G Real Estate Limited (MGRE), a wholly owned subsidiary of the Group, acquired 65% of the entire issued

share capital of BauMont Real Estate Capital Limited (BauMont), for a purchase consideration of £13m.

BauMont is now part of the Group’s Asset Management segment, bolstering M&G’s value-add capability, enabling us to drive

growth through the expansion of our real estate client proposition, beyond core, residential and debt strategies. BauMont is based

in Paris and London, and manages €1.5 billion of assets in European value-add real estate.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 2 Group structure and products

#### (continued)

2.2 Corporate transactions (continued)

BauMont Real Estate Capital Limited acquisition (continued)

The Group retains call options over the remaining 35% holding where the exercise price has a fixed and variable element based on

fair value at the exercise date. The Group has accounted for the transaction on the basis it controls 100% of BauMont from the date

of acquisition of the initial 65% stake on 29 October 2024. A liability of £7m has been recognised in respect of the Group’s

obligation under the call option arrangement.

The full purchase price allocation has yet to be finalised and will be disclosed in the consolidated financial statements for the year

ended 31 December 2025. An amount of £20m is presented as goodwill within Goodwill and intangible assets on the consolidated

statement of financial position, in relation to the acquisition of BauMont.

As at the acquisition date, the consideration and net assets acquired and resulting Goodwill and intangible assets were as follows:

|  |  |
| --- | --- |
|  |  |
|  | £m |
| Total consideration | 20 |
| Net assets acquired: |  |
| Accrued investment income and other debtors | 3 |
| Cash and cash equivalents | 1 |
| Total assets | 4 |
| Accruals, deferred income and other liabilities | (4) |
| Total liabilities | (4) |
| Goodwill and intangible assets | 20 |

The revenue and profit before tax included in the consolidated income statement in respect of BauMont were £1m and £nil

respectively. The revenue and profit before tax for the year ended 31 December 2024 for BauMont were £7m and £nil respectively.

2.3 Insurance and investment contracts written by the Group’s insurance entities

A description of the main contract types written by the Group’s insurance entities is provided below.

The Group’s with-profits contracts are written in the With-Profits Fund in which policyholders share in the profit of the fund; t here

are two with-profits sub-funds: the With-Profits Sub-Fund (WPSF), the Defined Charge Participating Sub-Fund (DCPSF).

Shareholder-backed business represents all insurance and investment contracts in the Group other than contracts written in the

With-Profits Fund. The profit on these contracts accrues directly to the Group’s shareholders.

2.3.1 With-profits contracts

With-profits contracts provide returns to policyholders through bonuses that are smoothed to reduce the impact of volatility of the

investment performance of the assets in the fund.

2.3.1.1 Conventional and accumulating with-profits contracts written in WPSF and DCPSF

Conventional and accumulating with-profits policyholders receive their share of profit by way of regular and final bonuses.

Regular bonus rates are determined for each type of policy primarily by targeting the bonus level at a prudent proportion of the

long-term expected future investment return on underlying assets, reduced as appropriate for each type of policy to allow for items

such as expenses, charges, tax and shareholder transfers.

In normal investment conditions, the Group expects changes in regular bonus rates to be gradual over time. However, the Group

retains the discretion whether or not to declare a regular bonus each year, and there is no limit on the amount by which regular

bonus rates can change.

A final bonus, which is normally declared annually, may be added when a claim is paid. The rates of final bonus usually vary by type

of policy and by reference to the period, usually a year, in which the policy commences or each premium is paid. These rates are

determined by reference to the asset shares of representative sample policies and are subject to smoothing.

Regular bonuses are typically declared once a year, and once credited are guaranteed in accordance with the terms of the

particular product. Final bonus rates are guaranteed only until the next bonus declaration.

Contracts are predominantly written in the WPSF, where the shareholders are entitled to an amount up to one-ninth of the bonus

declared, which is payable as a cash transfer from the With-Profits Fund. For the business written in the DCPSF, the charges

accrue to shareholders who also meet the corresponding expenses. Profits arising in the DCPSF are attributed wholly to DCPSF

policyholders. The shareholders’ profit arises as the difference between charges and expenses.

2.3.1.2 With-profits contracts with a PruFund investment option (‘PruFund contracts’)

These are a range of with-profits contracts offering policyholders a choice of investment profiles (PruFund funds). Unlike the with-

profits contracts described above, no regular or final bonuses are declared. Instead, policyholders participate in profits by means of

an increase in their investment, which grows in line with an Expected Growth Rate (EGR). The EGR is adjusted for significant

market movements.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 2 Group structure and products

#### (continued)

2.3 Insurance and investment contracts written by the Group’s insurance entities (continued)

2.3.1 With-profits contracts (continued)

2.3.1.2 With-profits contracts with a PruFund investment option (‘PruFund contracts’) (continued)

The EGR may be applied for each of the different PruFund funds within the range, varying depending on the individual asset mix of

that fund. The applicable EGR, net of the relevant charges, is applied to calculate the ‘smoothed unit value’ of policyholder funds.

The EGRs are reviewed and updated quarterly, with the smoothed unit value calculated daily. In normal investment conditions, the

EGR is expected to reflect our view of how the funds will perform over the longer term.

Policyholders are protected from some of the extreme short-term ups and downs of direct investments by using an established

smoothing process. Prescribed adjustments are made to the smoothed unit value if it moves outside a specified range relative to

the value of the underlying assets.

PruFund contracts are predominantly written in the WPSF, where the shareholder is entitled to an amount up to one-ninth of the

difference between the smoothed unit value on withdrawal and the initial investment. The DCPSF also contains PruFund contracts,

and for these contracts the shareholders receive profits or losses arising from the difference between the charges and expenses

on this business.

2.3.2 Unit-linked contracts

Unit-linked contracts are contracts where the 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 investments or indices.

Investment risk associated with the product is primarily borne by the policyholder. Some unit-linked contracts provide an element

of insurance coverage, such as a benefit payable on death in excess of the value of the units, and these contracts are classified as

insurance contracts and accounted for under IFRS 17 (see Note 24.2.5).

Charges are deducted from the unit-linked funds for investment and administration services and, for certain contracts, insurance

coverage. Benefits payable will depend on the price of the units prevailing at the time of surrender, death or the maturity of the

product.

2.3.3 Annuities

Annuities are contracts which offer policyholders a regular income over the policyholder’s life, in exchange for an upfront premium,

and may be immediate or deferred. For immediate annuities, the regular income starts immediately after the premium payment

but, for deferred annuities, the regular income is delayed until a specified date in the future. There are various types of annuity

contracts written across the Group: level, fixed increase, inflation-linked (all referred to as ‘non-profit annuities’) and with-profits

annuities.

– Level annuities: provide a regular (for example, monthly) fixed annuity payment over the policyholder’s life.

– Fixed increase annuities: provide a regular annuity payment which incorporates automatic increases in annuity payments by

either fixed percentages or fixed amounts over the policyholder’s life.

– Inflation-linked annuities: provide a regular annuity payment to which an additional amount is added periodically based on the

increase in an inflation index.

– With-profits annuities: are written in the With-Profits Fund. These combine the income features of annuity contracts with the

investment smoothing features of with-profits products and enable policyholders to obtain exposure to investment returns on

the With-Profits Fund. In addition, some non-profit annuities are written in the With-Profits Fund, and profits relating to this

business accrue to the With-Profits Fund.

During 2023, the Group re-entered the bulk purchase annuity (BPA) market where it transacted with certain pension schemes to

secure the annuitant benefits of the immediate and deferred members.

During 2024, the Group completed its first Value Share transaction which comprises a traditional BPA buy-in arrangement, while

also allowing corporate sponsors to participate in the risk and reward generated from the transaction through a separate

reinsurance contract with a captive reinsurer that transfers some of the insurance and investment risk back to the sponsor of the

originating pension scheme.

The benefits payable under the BPA arrangement are similar to those under other BPAs transacted by M&G.

Under the reinsurance arrangement, the Group manages the assets backing the BPA liabilities and deducts from these assets

amounts in relation to the BPA annuity payments and other benefits and specified expenses. In return for an annual intermediary

fee, the Group pays to the reinsurer assets in excess of the value of the liabilities determined in accordance with a specified basis.

Conversely, the reinsurer would top-up any shortfall in the assets relative to the value of the liabilities.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 3 Segmental analysis

The Group’s operating segments are defined and presented in accordance with IFRS 8: Operating Segments on the basis of the

Group’s management reporting structure and its financial management information. The Group’s primary reporting format is by

product type. The Chief Operating Decision Maker for the Group is the Group Executive Committee.

The Group’s operating segments have been revised during the year to reflect a change in management structure. Our previous

operating segments, ‘Life’ and ‘Wealth’ have been replaced with one new operating segment: ‘Life’. Comparatives for 2023 are re-

presented on the new segment basis.

3.1 Operating segments

The Group’s operating segments are:

Asset Management

The Group’s investment management capability is offered to both wholesale and institutional clients. The Group’s wholesale clients

invest through either UK domiciled OEICs or Luxembourg domiciled SICAVs and have access to a broad range of actively managed

investment products, including Equities, Fixed Income and Multi-Asset. The Group serves these clients through its many business-

to-business relationships both in the UK and overseas, which include independent financial advisers, high-street banks and wealth

managers. The Group’s institutional investors, include pension funds, insurance companies and banks from around the world, who

invest through segregated mandates and pooled funds into a diverse range of Equities, Fixed Income and Real Estate investment

products and services.

The Asset Management segment generates revenues by charging fees which are typically based on the level of assets under

management. The Asset Management segment also earns investment management revenues from the management of a

significant proportion of Life assets it manages.

Life

The Life business operates in the savings and pensions market and includes corporate risk solutions, individual life and pensions,

international solutions and advice.

During 2023, the Life business re-entered the bulk purchase annuity (BPA) market and transacted with certain schemes to secure

the annuity benefits of immediate and deferred annuity members. This activity continued in 2024 and included the completion of

our first Value Share BPA deal in November. The BPAs, along with workplace pensions, make up our corporate risk solutions.

Individual products include annuity contracts: level annuities, which provide a fixed annuity payment; fixed increase annuities,

which incorporate a periodic automatic fixed increase in annuity payments; and inflation-linked annuities, which incorporate a

periodic increase based on a defined inflation index. Some inflation-linked annuities have minimum and/or maximum increases

relative to the corresponding inflation index. The life products are primarily whole of life assurance, endowment assurances, term

assurance contracts, equity release mortgages, income protection, and critical illness products. Investment products include unit-

linked contracts and the Prudential bond offering, which mainly consists of single-premium-invested whole of life policies, where

the client has the option of taking ad hoc withdrawals, regular income or the option of fully surrendering their bond.

All of the Group’s products that give access to the PruFund investment proposition are included in Life. The PruFund investment

proposition gives customers access to savings contracts with smoothed investment returns and a wide choice of investment

profiles. Unlike the conventional and accumulating with-profits contracts, no regular or final bonuses are declared. Instead,

policyholders participate in profits by means of an increase in their investment, which grows in line with an expected growth rate.

International solutions include our savings businesses based in Ireland and Poland (Prudential International Assurance plc). The

Group’s products which give non-UK clients access to the PruFund investment proposition are also included.

Advice provides access to a range of retirement, savings and investment management solutions to its clients. These products are

distributed to clients through intermediaries and advisers, and include the Retirement Account (a combined individual pension and

income drawdown product), individual pensions, ISAs, collective investments and a range of on-shore and off-shore bonds.

Some of the Group’s products written through conventional and accumulating with-profits contracts, in the PAC with-profits sub-

funds, provide returns to policyholders through ‘regular’ and ‘final’ bonuses that reflect a smoothed investment return.

Corporate Centre

Corporate Centre includes central corporate costs and debt costs.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 3 Segmental analysis

#### (continued)

3.2 Adjusted operating profit before tax methodology

Adjusted operating profit before tax is one of the Group’s non-GAAP alternative performance measures, which complements IFRS

GAAP measures and is key to decision-making and the internal performance management of operating segments.

Details of the methodology are presented below:

Fee based business

For the Group’s fee based business written by Asset Management and Life segments, adjusted operating profit before tax includes

fees received from clients and operating costs for the business including overheads, expenses required to meet regulatory

requirements and regular business development/restructuring and other costs. Costs associated with fundamental Group-wide

restructuring and transformation are not included in adjusted operating profit before tax.

Business written in the With-Profits Fund

For the Group’s business written in the With-Profits Fund in the Life segment, adjusted operating profit before tax includes the

release of the risk adjustment and the expected release of the CSM for the period. The expected CSM release for the period is

calculated as the CSM at the start of the period updated to reflect long-term expected investment returns multiplied by the

expected amortisation factor for the period.

– The long-term expected investment returns are calculated on the assumption of real-world investment returns, which are

determined by reference to the risk-free rate plus a risk premium based on the mix of assets held to back the asset shares. In the

calculation of the expected CSM release for with-profits business, the long-term expected investment returns for the year ended

31 December 2024 were 8.2% pa (8.5% pa for the year ended 31 December 2023).

– The expected amortisation factor for the period reflects the expected pattern of release of the CSM for the with-profits business

over the life of the contracts. The expected amortisation factor used for the year ended 31 December 2024 was 11.7% pa (12.7%

pa for the year ended 31 December 2023).

Adjusted operating profit before tax for the Group’s business written in the With-Profits Fund also includes the expected

investment return for the shareholder’s share of the IFRS value of the excess assets in the Fund. For the year ended 31 December

2024, the return was 6.8% pa (6.0% pa for the year ended 31 December 2023).

Adjusted operating profit for the Life segment does not include the impact of any margins on investment management fee earned

by other Group entities. These are recognised in the Asset Management segment as they emerge.

The application of IFRS 17 to non-profit contracts in the With-Profits Fund results in a mismatch due to the difference between

their value under the IFRS 17 General Measurement Model (GMM) accounting for these contracts (primarily annuities) and how

these contracts are treated in determining their fair value when assessing current and future with-profits contracts under the

Variable Fee Approach (VFA). Although the impact of this mismatch balances over the life of the current and future with-profit

contracts as the CSM under the VFA is set up and released, results for the period do not reflect the long-term economics of the

transaction. Therefore, the impact of the mismatch has been excluded from adjusted operating profit before tax.

Shareholder annuity business

For the Group’s shareholder annuity products written by the Life segment, adjusted operating profit before tax includes the release

of the CSM and the risk adjustment for the period. Adjusted operating profit before tax also includes the returns on surplus assets

in excess of IFRS 17 liabilities based on long-term expected investment returns, which are determined by reference to the risk-free

rate plus a risk premium based on the mix of assets. For the year ended 31 December 2024 the long-term expected investment

returns for shareholder annuities were 5.6% pa (6.6% pa for the year ended 31 December 2023). The net effect of changes to the

valuation rate of interest due to asset trading and portfolio rebalancing, and experience variances are also included in adjusted

operating profit before tax.

The results of the intercompany buy-in transaction executed between the trustees of M&G Group Pension Scheme (M&GGPS) and

PAC in 2023 are included in adjusted operating profit before tax as this generates economic value for the Group.

Adjusted operating profit before tax for shareholder annuities excludes the impact of the mismatch resulting from the

measurement of fulfilment cash flows using current interest rates and any changes to CSM being measured using locked-in rates.

For Value Share BPAs, the adjusted operating profit before tax reflects the net results of the underlying BPA and the reinsurance

arrangement after removing the impact of any mismatches that arise on the accounting for these transactions as stated below. The

resulting impact mainly represents the contribution of the intermediary fee earned on this arrangement.

Corporate Centre

For the Corporate Centre adjusted operating profit before tax is the expense incurred to run the head office and the actual

investment return on treasury activities and debt costs.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Notes to the consolidated financial statements continued

#### 3 Segmental analysis

#### (continued)

3.2 Adjusted operating profit before tax methodology (continued)

Key adjusting items between IFRS profit before tax and adjusted operating profit before tax

Certain adjustments that are considered to be non-recurring or strategic, or due to short-term movements not reflective of longer-

term performance are made to IFRS profit or loss before tax to determine adjusted operating profit before tax. Adjustments are in

respect of short-term fluctuations in investment returns, mismatches arising on the application of IFRS 17, impairment and

amortisation in respect of acquired intangibles, costs associated with fundamental Group-wide restructuring and transformation,

profit or loss arising on business and corporate transactions and profit or loss before tax from any discontinued operations.

Short-term fluctuations in investment returns

The adjustment for short-term fluctuations in investment returns represents:

– Difference between actual CSM release for the period and expected CSM release for the period for with-profit contracts and

CSM release for non-profit business in the With-Profits Fund;

– Movements in the fair value of instruments held to manage equity risk in the future with-profits shareholder transfer and to

mitigate interest rate risk for the optimisation of the Group’s capital position on a Solvency II basis;

– Difference between actual and long-term expected investment return on surplus assets backing the shareholder annuity capital

and shareholders’ share of excess assets in the With-Profits Fund measured on an IFRS basis;

– Foreign exchange movements on the US dollar subordinated debt held in the Corporate Centre;

– Fair value movements on strategic investments;

– Impact of short-term credit risk provisioning and experience variances on the measurement of best estimate liabilities,

specifically:

– The impact of credit risk provisioning for short-term adverse credit risk experience;

– The impact of credit risk provisioning for actual upgrade and downgrade experience during the year. This is calculated by

reference to current interest rates;

– Credit experience variance relative to long-term assumptions, reflecting the impact of defaults and other similar experience,

such as asset exchanges arising from debt restructuring; and

– The impact of market movements on bond portfolio weightings and the subsequent impact on credit provisions.

Mismatches arising on the application of IFRS 17

The application of IFRS 17 results in the following mismatches in valuation basis being recognised in total profit/loss before tax. For

the purposes of calculating adjusted operating profit before tax the impact of these mismatches has been excluded.

– Difference between the value under IFRS 17 GMM for non-profit contracts (primarily annuities) written in the With-Profits Fund

and how these contracts are treated in determining their fair value when assessing current and future with-profits contracts

under the VFA;

– Mismatch resulting from measurement of fulfilment cash flows for shareholder non-profit business (primarily annuities) using

current interest rates while related changes to the CSM are measured using locked-in rates; and

– Mismatches resulting from measurement differences arising on the accounting for Value Share BPAs related to the definition of

the insurance service for the annuity contracts compared to the reinsurance contract and the discount rate used for each type of

contract.

Amortisation and impairment of intangible assets acquired in business combinations

Amortisation and impairment of intangible assets (including goodwill) acquired in business combinations are excluded from

adjusted operating profit before tax.

Profit/(loss) on disposal of businesses and corporate transactions

Certain additional items are excluded from adjusted operating profit before tax where those items are considered to be non-

recurring or strategic, or considered to be one-off, due to their size or nature, and therefore not indicative of the long-term

operating performance of the Group, including profits or losses arising on corporate transactions (including any liabilities that arise

from matters that arose prior to any acquisition by the Group) and profits or losses on discontinued operations.

Restructuring costs and other

Restructuring costs and other primarily reflect the shareholder allocation of costs associated with the transformation of our

business. These costs represent fundamental Group-wide restructuring and transformation and are therefore excluded from

adjusted operating profit before tax.

This also includes the elimination on consolidation of the results of the intercompany buy-in transaction executed between the

trustees of M&GGPS and PAC in 2023.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Notes to the consolidated financial statements continued

#### 3 Segmental analysis

#### (continued)

3.3 Analysis of Group adjusted operating profit before tax by segment

Analysis of Group adjusted operating profit/(loss) before tax by segment:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023i |
| For the year ended 31 December | £m | £m |
| Asset Management | 289 | 242 |
| Life | 746 | 755 |
| Corporate Centre | (198) | (200) |
| Total segmented adjusted operating profit before tax | 837 | 797 |
| Short-term fluctuations in investment returnsii | (643) | (171) |
| Mismatches arising on application of IFRS 17iii | (333) | (41) |
| Amortisation and impairment of intangible assets acquired in business combinations | (115) | (39) |
| Profit on disposal of business and corporate transactionsiv | 11 | — |
| Restructuring costs and otherv | (106) | (141) |
| IFRS (loss)/profit before tax and non-controlling interests attributable to equity holders | (349) | 405 |
| IFRS profit before tax attributable to non-controlling interestsvi | 17 | 16 |
| IFRS (loss)/profit before tax attributable to equity holdersvii | (332) | 421 |

i The comparatives for Life and Corporate Centre have been restated to reflect the revised segments and the adjustment of some advice-related costs.

ii Losses from short-term fluctuations in investment returns continued in year ended 31 December 2024. These losses primarily comprise a £247m loss

(2023: £121m loss) from the difference in actual and expected long-term investment return on surplus assets backing the annuity portfolio. A £227m loss

(2023: £4m gain) on interest rate swaps purchased to protect PAC’s Solvency II capital position against falls in interest rates driven by rises in risk-free

rates in the year ended 31 December 2024. There were also losses of £98m (2023: £123m loss) on the hedging instruments held to protect the Solvency II

capital position from falling equity markets, due to rises in equity values during the year.

iii Mismatches arising on application of IFRS 17 loss of £333m (2023: £41m) relate mainly to loss from mismatch in relation to non-profit business in the With-

Profits Fund of £239m (2023: £18m loss) and £89m loss (2023: £24m loss) from mismatch for annuities due to divergence between locked-in rate used to

value the CSM and valuation discount rate.

iv Profit on disposal of business and corporate transactions for the year ended 31 December 2024 includes gains resulting from the repurchase of

subordinated notes in June 2024 (see Note 26) of £29m, partly offset by the increase in a provision for redress to customers in Life, which occurred prior to

the Group’s acquisition of the relevant business.

v Restructuring costs and other excluded from adjusted operating profit includes costs that relate to the transformation of our business which are allocated

to the shareholder. These differ to Restructuring costs presented in the analysis of administrative and other expenses in Note 7 which include costs

allocated to the Policyholder. In the year ended 31 December 2024, restructuring costs and other of £106m (2023: £141m) mainly relate to £44m (2023:

£73m) in relation to actions taken to reduce our cost base, £21m (2023: £30m) of investment spend in building out capability in our Asset Management

business and £17m (2023: £8m) on transformation within the finance function.

vi Excludes non-controlling interests in relation to amortisation of intangible assets acquired in business combinations which is presented net within

amortisation and impairment of intangible assets acquired in business combinations.

vii The tax charge attributable to equity holders of £15m (2023: £112m) results in an IFRS loss for the year of £347m (2023: £309m profit) as presented in

consolidated income statement.

3.4 Analysis of Group revenue by segment

The following table shows revenue by segment for the Group:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023i |
| For the year ended 31 December | £m | £m |
| Life | 4,095 | 3,887 |
| Total segmented insurance revenue | 4,095 | 3,887 |
| Asset Management | 12 | 11 |
| Life | 3,292 | 3,054 |
| Corporate Centre | 45 | 53 |
| Total segmented interest revenue | 3,349 | 3,118 |
| Asset Managementii | 1,043 | 1,025 |
| Life | 165 | 143 |
| Total segmented fee income | 1,208 | 1,168 |

i Previous operating segments ‘Life’ and ‘Wealth’ have been replaced with one new operating segment, ‘Life’. Comparatives for 2023 presented on new

segment basis.

ii The Asset Management segmented fee income differs from the fee income in Note 6 due to the netting of certain items that have no profit impact in

adjusted operating profit. Asset management fee income includes net inter-segment fee income of £179m (2023: £165m).

The Group has a widely diversified client base. There are no clients whose revenue represents greater than 10% of fee income.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 3 Segmental analysis

#### (continued)

3.5 Total external revenue by geography

Th e following table provides a geographical segmentation of insurance revenue  and other income (includes fee income and other

income), as presented in the consolidated income statement:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| United Kingdom: |  |  |
| Insurance revenue | 3,965 | 3,765 |
| Fee and other income | 493 | 450 |
| Total United Kingdom | 4,458 | 4,215 |
| Rest of the World: |  |  |
| Insurance revenue | 130 | 122 |
| Fee and other income | 606 | 590 |
| Total Rest of the World | 736 | 712 |
| Total: |  |  |
| Insurance revenue | 4,095 | 3,887 |
| Fee and other income | 1,099 | 1,040 |
| Total | 5,194 | 4,927 |

The geographical analyses of  revenue from long-term business are based on the territory of the operating unit assuming the risk.

Other income from external asset management clients reflect the domicile of where revenues are generated. The following table

provides a segmentation of non-current, non-financial assets as presented in the consolidated statement of financial position:

Total non-current, non-financial assets by geographical location

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| As at 31 December | £m | £m |
| UK | 12,503 | 13,356 |
| Rest of the World | 5,553 | 6,256 |
| Total | 18,056 | 19,612 |

Non-current, non-financial assets for this purpose consist of goodwill and intangible assets, deferred acquisition costs, property,

plant and equipment, investment property, and investment in joint ventures and associates accounted for using the equity method.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 4 Insurance revenue

The Group’s exposure to risks arising from insurance assets and liabilities is different for each component of the Group’s business.

The Group’s Insurance revenue is presented below for the different components of business:

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  | 2024 | | | |
|  | With-profits | Unit-linked  liabilities | Annuity and  other long-  term  business | Total |
| For the year ended 31 December | £m | £m | £m | £m |
| Amounts relating to the changes in the liability for remaining coverage: |  |  |  |  |
| Expected incurred claims and other expenses | 1,623 | 34 | 1,196 | 2,853 |
| Change in the risk adjustment for non-financial risk for the risk expired | 25 | 1 | 36 | 62 |
| CSM recognised in profit or loss for the services provided | 568 | 8 | 169 | 745 |
| Revenue recognised for incurred policyholder tax | 356 | 4 | — | 360 |
| Amounts relating to the recovery of insurance acquisition cash flows: |  |  |  |  |
| Allocation of premium | 43 | — | 32 | 75 |
| Total insurance revenue | 2,615 | 47 | 1,433 | 4,095 |

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  | 2023 | | | |
|  | With-profits | Unit-linked  liabilities | Annuity and  other long-  term  business | Total |
| For the year ended 31 December | £m | £m | £m | £m |
| Amounts relating to the changes in the liability for remaining coverage: |  |  |  |  |
| Expected incurred claims and other expenses | 1,609 | 36 | 1,226 | 2,871 |
| Change in the risk adjustment for non-financial risk for the risk expired | 24 | 1 | 32 | 57 |
| CSM recognised in profit or loss for the services provided | 499 | 9 | 141 | 649 |
| Revenue recognised for incurred policyholder tax | 249 | 6 | — | 255 |
| Amounts relating to the recovery of insurance acquisition cash flows: |  |  |  |  |
| Allocation of premium | 26 | — | 29 | 55 |
| Total insurance revenue | 2,407 | 52 | 1,428 | 3,887 |

Insurance revenue is recognised as services under the group of insurance contracts are provided to policyholders. This is at an

amount that reflects the consideration to which the Group expects to be entitled in exchange for those services but excludes

investment components.

The amount of CSM recognised in the profit or loss in the period is based on coverage units provided during the current period.

The number of coverage units is the quantity of services provided by the contracts in the group, determined by considering for

each contract the quantity of benefits provided and its expected coverage period.

Services provided to insurance contracts include insurance coverage and, for all direct participating contracts, investment services

for managing underlying items on behalf of policyholders (investment-related services). In addition, insurance contracts without

direct participation features may also provide investment services for generating an investment return for the policyholder

(investment-return service). The number of coverage units is a quantification of services provided under the contracts in the group.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 5 Investment income and insurance finance expenses

An analysis of net investment income and net insurance finance expenses by each component of the Group’s business is

presented below:

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | | | | |
|  | With-profits | Unit-linked  liabilities | Annuity and  other long-  term  business | Other | Total |
| For the year ended 31 December | £m | £m | £m | £m | £m |
| Interest revenue from financial assets not measured at FVTPL | 471 | 82 | 96 | 34 | 683 |
| Interest revenue from financial assets measured at FVTPL | 1,892 | 168 | 577 | 29 | 2,666 |
| Net change in investments contract liabilities without DPF | (73) | (315) | (73) | — | (461) |
| Net credit impairment losses | (15) | — | — | — | (15) |
| Other investment return: |  |  |  |  |  |
| Dividend income | 1,572 | 350 | 1 | — | 1,923 |
| Net gains/(losses) on financial assets measured at FVTPL | 4,095 | 262 | (1,055) | 34 | 3,336 |
| Rental income from investment properties | 862 | 20 | 65 | — | 947 |
| Net losses on investment properties | (273) | (36) | (31) | — | (340) |
| Foreign exchange losses | (41) | — | (1) | (11) | (53) |
| Total other investment return | 6,215 | 596 | (1,021) | 23 | 5,813 |
| Total investment return | 8,490 | 531 | (421) | 86 | 8,686 |
| Insurance finance income/(expenses) from insurance  contracts issued: |  |  |  |  |  |
| Due to changes in the value of underlying assets of contracts  measured under the VFA | (7,893) | (255) | (22) | — | (8,170) |
| Interest accreted to insurance contracts measured under GMM | (361) | — | (654) | — | (1,015) |
| Due to changes in interest rates and other financial assumptions | 226 | — | 526 | — | 752 |
| Net foreign exchange income/(losses) | 9 | — | (2) | — | 7 |
| Total insurance finance income/(expenses) from insurance  contracts issued | (8,019) | (255) | (152) | — | (8,426) |
| Reinsurance finance income/(expenses) from reinsurance  contracts held: |  |  |  |  |  |
| Interest accreted to reinsurance contracts measured under GMM | — | (2) | (42) | — | (44) |
| Due to changes in interest rates and other financial assumptions | — | 2 | 32 | — | 34 |
| Total reinsurance finance income/(expenses) from reinsurance  contracts held | — | — | (10) | — | (10) |
| Total net investment return and insurance finance income/  (expenses) | 471 | 276 | (583) | 86 | 250 |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

5 Investment income and insurance finance expenses (continued)

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2023 | | | | |
|  | With-  profits | Unit-linked  liabilities | Annuity and  other long-  term  business | Other | Total |
| For the year ended 31 December | £m | £m | £m | £m | £m |
| Interest revenue from financial assets not measured at FVTPL | 488 | 69 | 77 | 38 | 672 |
| Interest revenue from financial assets measured at FVTPL | 1,675 | 167 | 570 | 34 | 2,446 |
| Net change in investments contract liabilities without DPF | (122) | (521) | (57) | — | (700) |
| Net credit impairment (losses)/reversal | 2 | 1 | — | (1) | 2 |
| Other investment return: |  |  |  |  |  |
| Dividend income | 2,041 | 333 | 1 | — | 2,375 |
| Net gains on financial assets measured at FVTPL | 3,222 | 449 | 336 | 55 | 4,062 |
| Rental income from investment properties | 849 | 35 | 72 | — | 956 |
| Net losses on investment properties | (951) | (33) | (69) | — | (1,053) |
| Foreign exchange (losses)/gains | (137) | (1) | 1 | 11 | (126) |
| Total other investment return | 5,024 | 783 | 341 | 66 | 6,214 |
| Total investment return | 7,067 | 499 | 931 | 137 | 8,634 |
| Insurance finance income/(expenses) from insurance contracts issued: |  |  |  |  |  |
| Due to changes in the value of underlying assets of contracts measured  under the VFA | (5,761) | (239) | (22) | — | (6,022) |
| Interest accreted to insurance contracts measured under GMM | (395) | — | (780) | — | (1,175) |
| Due to changes in interest rates and other financial assumptions | 24 | — | (145) | — | (121) |
| Total insurance finance income/(expenses) from insurance  contracts issued | (6,132) | (239) | (947) | — | (7,318) |
| Reinsurance finance income/(expenses) from reinsurance  contracts held: |  |  |  |  |  |
| Interest accreted to reinsurance contracts measured under GMM | — | (2) | 40 | — | 38 |
| Due to changes in interest rates and other financial assumptions | (1) | (1) | 3 | — | 1 |
| Total reinsurance finance income/(expenses) from reinsurance  contracts held | (1) | (3) | 43 | — | 39 |
| Total net investment return and insurance finance income/(expenses) | 934 | 257 | 27 | 137 | 1,355 |

In relation to the business in scope of IFRS 17, the table above provides detail of the total investment income and detail of the

resulting or corresponding changes in liabilities included in insurance and reinsurance finance income/(expenses). The key

offsetting movements in liabilities are:

– the offsetting change in liabilities due to changes in the value of the underlying items of contracts measured under the VFA;

– the offsetting changes in liabilities due to changes in interest rates and other financial assumptions; and

– the interest accreted to contracts measured under the GMM.

There are also certain items that contribute to investment income but do not have a corresponding off set within insurance and

reinsurance finance income/(expenses). These include:

– Investment returns on surplus assets that back the annuity portfolio;

– Investment returns on excess assets in the with-profits fund that do not form part of the asset share for policyholders;

– Gains and losses on financial instruments that are used to hedge the capital position of the Group; and

– Investment returns on other assets not relating to the Life business.

As a result, although there is some offset between investment income and insurance and reinsurance finance income/(expenses),

these items do not offset perfectly.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

5 Investment income and insurance finance expenses (continued)

The interest revenue, dividend income, net gains or losses at FVTPL and other investment income for each class of financial asset

are as follows:

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  | 2024 | | | |
|  | Fair value through  profit or loss | | Amortised  cost | Total |
|  | Designated | Mandatory |  |  |
| For the year ended 31 December | £m | £m | £m | £m |
| Total interest revenue from financial assets not measured at FVTPL: |  |  |  |  |
| Cash and cash equivalents | — | — | 105 | 105 |
| Deposits with credit institutions | — | — | 578 | 578 |
|  | — | — | 683 | 683 |
| Total interest revenue from financial assets measured at FVTPL: |  |  |  |  |
| Loans | — | 288 | — | 288 |
| Debt securities | — | 2,378 | — | 2,378 |
|  | — | 2,666 | — | 2,666 |
| Net change in investment contract liabilities without DPF | (461) | — | — | (461) |
| Net credit impairment losses | — | — | (15) | (15) |
| Dividend income | — | 1,923 | — | 1,923 |
| Total net gains/(losses) from financial assets measured at FVTPL: |  |  |  |  |
| Equity securities and pooled investment funds | — | 4,942 | — | 4,942 |
| Loans | — | (57) | — | (57) |
| Debt securities | — | (1,495) | — | (1,495) |
| Derivatives | — | (54) | — | (54) |
|  | — | 3,336 | — | 3,336 |
| Foreign exchange losses | — | — | (53) | (53) |
| Total interest revenue and investment income from financial assets and liabilities | (461) | 7,925 | 615 | 8,079 |

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  | 2023 | | | |
|  | Fair value through  profit or loss | | Amortised  cost | Total |
|  | Designated | Mandatory |  |  |
| For the year ended 31 December | £m | £m | £m | £m |
| Total interest revenue from financial assets not measured at FVTPL: |  |  |  |  |
| Cash and cash equivalents | — | — | 76 | 76 |
| Deposits with credit institutions | — | — | 596 | 596 |
|  | — | — | 672 | 672 |
| Total interest revenue from financial assets measured at FVTPL: |  |  |  |  |
| Loans | — | 272 | — | 272 |
| Debt securities | — | 2,174 | — | 2,174 |
|  | — | 2,446 | — | 2,446 |
| Net change in investment contract liabilities without DPF | (700) | — | — | (700) |
| Reversal of net credit impairment losses | — | — | 2 | 2 |
| Dividend income | — | 2,375 | — | 2,375 |
| Total net gains from financial assets measured at FVTPL: |  |  |  |  |
| Equity securities and pooled investment funds | — | 1,779 | — | 1,779 |
| Loans | — | 64 | — | 64 |
| Debt securities | — | 955 | — | 955 |
| Derivatives | — | 1,264 | — | 1,264 |
|  | — | 4,062 | — | 4,062 |
| Foreign exchange losses | — | — | (126) | (126) |
| Total interest revenue and investment income from financial assets and liabilities | (700) | 8,883 | 548 | 8,731 |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 6 Fee income

The following table disaggregates management fee revenue by segment:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023i |
| For the year ended 31 December | £m | £m |
| Management fees | 876 | 870 |
| Rebates | (18) | (19) |
| Performance fees and carried interest | 6 | 9 |
| Total Asset Management fee income | 864 | 860 |
|  |  |  |
| Investment contracts without DPF | 37 | 37 |
| Platform fees | 32 | 30 |
| Advice fees | 96 | 76 |
| Total Life fee income | 165 | 143 |
|  |  |  |
| Total fee income | 1,029 | 1,003 |

i Previous operating segments ‘Life’ and ‘Wealth’ have been replaced with one new operating segment, ‘Life’. Comparatives for 2023 presented on new

segment basis.

#### 7 Administrative and other expenses

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  |  | 2024 | 2023 |
| For the year ended 31 December | Note | £m | £m |
| Staff and employment costsi | 8 | 939 | 887 |
| Acquisition costs incurred: |  |  |  |
| Investment contracts without DPF |  | 16 | 14 |
| Other contracts |  | 151 | 144 |
| Acquisition costs deferred: |  |  |  |
| Other contracts |  | (7) | (2) |
| Amortisation of deferred acquisition costs: |  |  |  |
| Investment contracts without DPF |  | 4 | 5 |
| Other contracts |  | 7 | 5 |
| Depreciation of property, plant and equipment | 15 | 164 | 143 |
| Impairment of property, plant and equipmentii | 15 | 76 | 65 |
| Amortisation of intangible assets | 13 | 26 | 33 |
| Impairment of goodwill and intangible assetsiii | 13 | 149 | 17 |
| Restructuring costs |  | 180 | 226 |
| Interest expense |  | 298 | 206 |
| Commission expense |  | 149 | 159 |
| Investment management fees |  | 141 | 128 |
| Property related costs |  | 222 | 201 |
| Other expensesi |  | 852 | 789 |
|  |  | 3,367 | 3,020 |
| Less amounts directly attributable to insurance results: |  |  |  |
| Expenses attributed to insurance acquisition cash flows incurred during the year |  | (140) | (142) |
| Other directly attributable expenses |  | (661) | (637) |
| Total administrative and other expenses |  | 2,566 | 2,241 |

i Following a review of presentation an amount of £13m for the year ended 31 December 2023 included in other expenses is now presented in staff and

employment costs. See Note 8 Staff and employment costs.

ii Net amount includes impairment of certain property, plant and equipment held by the Group’s infrastructure capital private equity vehicles of £76m (2023:

£75m). These assets are classified as held for sale at 31 December 2024 and so the values differ to amounts in Note 15 Property, plant and equipment. Also

includes impairment recognised in respect of our future ways of working of £nil (2023: £11m impairment) included in ‘restructuring costs and other’ in the

Segmental analysis in Note 3.

iii Includes impairment of certain intangible assets held by the Group’s infrastructure capital private equity vehicles of £38m. These assets are classified as

held for sale at 31 December 2024 and so the value differs to the amounts in Notes 13 Goodwill and intangible assets.

In addition to the interest expense shown above of £298m (2023: £206m), the interest expense incurred in respect of subordinated

liabilities for the year ended 31 December 2024 was £150m (2023: £160m). For the year ended 31 December 2024 there was a

£29m gain attributable to the cancellation of the 5.56% subordinated notes in June 2024. This is shown as finance costs in the

consolidated income statement.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 8 Staff and employment costs

The average number of staff employed by the Group during the year was:

|  |  |  |
| --- | --- | --- |
|  |  |  |
| For the year ended 31 December | 2024 | 2023 |
| Average staff headcounti | 8,454 | 8,145 |

i The headcount includes employees of the operating entities held in the Group’s consolidated infrastructure and private equity funds.

The following table shows the staff costs and specific other employee-related costs:

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  |  | 2024 | 2023 |
| For the year ended 31 December | Note | £m | £m |
| Wages and salariesi |  | 792 | 766 |
| Social security costsi |  | 90 | 87 |
| Share-based payments | 37 | 40 | 32 |
| Pension costs: |  |  |  |
| Defined benefit schemes | 17 | 31 | 13 |
| Defined contribution schemes |  | 73 | 64 |
| Other staff costsi |  | 57 | 54 |
| Total staff and employment costsi |  | 1,083 | 1,016 |

The table below provides a breakdown of staff and employment costs charged within administrative and other expenses:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| Staff and employment costsi | 939 | 887 |
| Acquisition costs | 68 | 57 |
| Restructuring costs | 66 | 61 |
| Other expenses | 10 | 11 |
| Total staff and employment costsi | 1,083 | 1,016 |

i Following a review of presentation, total staff and employment costs for the year ended 31 December 2023 have been revised and now include other staff

costs, including an amount of £13m previously included in other expenses in Note 7, resulting in a revised total of £1,016m rather than the previously

reported £1,003m. The review also resulted in a reclassification of some amounts previously included in wages and salaries and social security costs.

Information in respect of Directors’ remuneration is provided in the Directors’ remuneration report on pages 112 to 119.

9 Fees payable to the auditor

The following table shows the auditor remuneration, excluding VAT:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| Fees payable to the Company’s auditor and its associates for audit and assurance services: |  |  |
| Fees payable to the Company’s auditor for the audit of the Company’s individual and consolidated financial  statements | 4.1 | 8.7 |
| Audit of subsidiaries pursuant to legislation | 12.2 | 10.6 |
| Audit-related assurance services | 2.4 | 2.1 |
| Other assurance services | 1.0 | 0.9 |
| Total fees payable to the auditor | 19.7 | 22.3 |

Fees payable to the auditor disclosed above exclude audit and non-audit fees payable to the Group’s principal auditor by funds

managed by the Group, but which are not controlled by the Group, and therefore are not consolidated in the Group financial

statements.

For the year ended 31 December 2023 fees payable to the Company’s auditor for the audit of the Company’s individual and

consolidated financial statement included an amount of £4.3m in relation to additional audit work as a result of first time adoption

of IFRS 17.

For more information on non-audit services, refer to the Audit Committee Report on page 107.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 10 Tax

10.1 Tax charged/(credited) to the consolidated income statement

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| The total tax charge comprises: |  |  |
| Current tax: |  |  |
| Current year | 458 | 491 |
| Adjustments in respect of prior years | 46 | 7 |
| Total current tax charge | 504 | 498 |
| Deferred tax: |  |  |
| Origination and reversal of temporary differences in the year | 12 | (44) |
| Adjustments in respect of prior years | (24) | (14) |
| Total deferred tax credit | (12) | (58) |
| Total tax charge | 492 | 440 |

The tax  charge  above, comprising current and deferred tax, can be analysed as follows:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | Restatedi  2023 |
| For the year ended 31 December | £m | £m |
| UK tax | 336 | 276 |
| Overseas tax | 156 | 164 |
| Total tax charge | 492 | 440 |

i Following a review of the Group’s presentation of UK and overseas tax charges, comparatives have been restated from those previously reported. For

2023 the UK tax charge has been reduced by £222 million, and the overseas tax charge has been increased by £222 million. There was no impact on total

tax charge for 2023.

10.1.1 Allocation of (loss)/profit before tax and tax charge between equity holders and policyholders

The profit before tax reflected in the consolidated income statement for the year ended 31 December 2024 of £145m (2023: £749m

profit before tax) comprises the pre-tax result attributable to equity holders and an amount equal and opposite to the tax charge

attributable to policyholder returns. This is the formal measure of (loss)/profit before tax under IFRS but it is not the result

attributable to equity holders.

This is principally because the corporate taxes of the Group include 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, this measure of profit before all taxes is not representative of pre-tax

profits attributable to equity holders.

The tax charge attributable to policyholder returns is removed from the Group’s total profit before tax in arriving at the Group’s

profit before tax attributable to equity holders. As the net of tax profits attributable to policyholders is zero, the Group’s pre-tax

profit attributable to policyholders is an amount equal and opposite to the tax charge attributable to policyholders included in the

total tax charge/(credit).

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | |  | 2023 | | |
|  | Equity  holders | Policyholders | Total |  | Equity  holders | Policyholders | Total |
| For the year ended 31 December | £m | £m | £m |  | £m | £m | £m |
| (Loss)/profit before tax | (332) | 477 | 145 |  | 421 | 328 | 749 |
| Tax charge | (15) | (477) | (492) |  | (112) | (328) | (440) |
| (Loss)/profit for the year | (347) | — | (347) |  | 309 | — | 309 |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 10 Tax

#### (continued)

10.1 Tax charged/(credited) to the consolidated income statement (continued)

10.1.2 Tax reconciliation

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | |  | 2023 | | |
|  | Equity  holders | Policyholders | Total |  | Equity  holders | Policyholders | Total |
| For the year ended 31 December | £m | £m | £m |  | £m | £m | £m |
| (Loss)/profit before tax | (332) | 477 | 145 |  | 421 | 328 | 749 |
| Tax (credit)/charge based on the standard UK corporation  tax rate of 25.0% (2023: 23.5%) | (83) | 119 | 36 |  | 99 | 77 | 176 |
| Impact of losses earned in jurisdictions with different  statutory rates to the UK | (2) | — | (2) |  | (2) | — | (2) |
| Recurring items: |  |  |  |  |  |  |  |
| Different basis of taxation - policyholders | — | 365 | 365 |  | — | 243 | 243 |
| Deductions not allowable for tax purposesi | 22 | — | 22 |  | 39 | — | 39 |
| Differences arising on rate of deferred tax compared to  standard UK corporation tax rateii | 32 | — | 32 |  | (16) | — | (16) |
| Income and gains not taxable or taxable at concessionary  rates iii | (5) | — | (5) |  | (1) | — | (1) |
| Items related to taxation of life insurance businessiv | 10 | — | 10 |  | — | — | — |
| Changes in recognition of deferred tax and effect of  unrecognised tax lossesv | (11) | — | (11) |  | (3) | — | (3) |
| Other | (3) | — | (3) |  | 5 | — | 5 |
| Non-recurring items: |  |  |  |  |  |  |  |
| Adjustments in relation to prior periodsvi | 29 | (7) | 22 |  | (15) | 8 | (7) |
| Impairment of goodwill | 26 | — | 26 |  | 6 | — | 6 |
| Tax charge | 15 | 477 | 492 |  | 112 | 328 | 440 |

i Deductions not allowable for tax purposes of £22m (2023: £39m), include £16m (2023: £33m) relating to non-taxable adjustments in relation to the Life

business. The remaining amount relates to expenses that are not deductible for tax purposes, primarily in the UK.

ii This represents deferred tax recognised during the period at a rate that differs to the standard UK Corporation tax rate. It primarily represents deferred tax

recognised on accounting differences between IFRS and local GAAP which is used for the purposes of preparing statutory corporation tax returns.

iii Predominantly relates to non-taxable dividend income in the UK.

iv This represents profits/losses within the life insurance business taxable at different rates.

v Other recurring items of £(11)m (2023: £(3)m), include £(6)m (2023: £(10)m) related to the utilisation of capital losses on which no deferred tax asset was

recognised and £(4)m (2023: £7m) in relation to the remeasurement of deferred tax assets on capital losses carried forward.

vi The equity holders impact of £29m (2023: £(15)m) and policyholder impact of £(7)m (2023: £8m) relate to changes in estimates of prior year positions.

The Group’s profits are taxed at different rates depending on the country or territory in which the profits arise. The key applicable

tax rate for 2024 is the UK Corporation tax rate of 25.0% (effective from 1 April 2023) (2023: 23.5%) as the majority of the Group’s

profits are earned and taxed in the UK.

10.1.3 Factors that may impact the future tax rate

The majority of the Group’s profits are generated in the UK. Taking into account recurring tax adjusting items, the underlying effective

tax rate for equity holders’ portion of profits is expected to be marginally higher than the statutory rate in the UK of 25% (effective

from 1 April 2023).

The Group has unused tax losses carried forward in relation to UK capital losses £646m (2023: £548m), on which no deferred tax is

recognised. Should appropriate taxable profits arise in future periods it will result in tax benefits thereby reducing the future effective

tax rate in the relevant periods.

The Group is subject to the global minimum top-up tax under Pillar Two legislation enacted in the UK and effective for the year

ended 31 December 2024. The Group has completed an assessment to estimate the top-up tax that would be due for 2024,

resulting in top-up tax of £1m (2023: £nil) being provided for. The Group has applied a temporary mandatory exclusion from

deferred tax accounting for the impacts of top-up tax.

As the compliance, reporting and/or notification obligations become clear in the UK or other relevant countries where M&G plc is the

relevant taxpayer, M&G plc shall take appropriate steps to ensure compliance with any consequent relevant obligations under Pillar

Two as enacted in the UK.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 10 Tax

#### (continued)

10.1 Tax charged/(credited) to the consolidated income statement (continued)

10.1.4 Use of accounting estimates and judgements

The calculation of the Group’s tax charge involves a degree of estimation and judgement. The two principal areas of judgement that

could impact the reported tax position are the recognition and measurement of deferred tax assets and the level of provisioning for

uncertain tax positions.

The recognition of a deferred tax asset relies on an assessment of the probability of future taxable profits, future reversals of existing

taxable temporary differences and ongoing tax planning strategies.

Deferred tax assets are reviewed at each reporting date. In considering their recoverability, the Group assesses the likelihood of their

being recovered within the expiry of losses and/or while operating as a going concern. This takes into account the future expected

profit profile and business model of each relevant company or country, and any potential legislative restrictions on use. Short-term

timing differences are generally recognised ahead of losses and other tax attributes as being likely to reverse more quickly.

The provisions for uncertain tax positions cover a wide range of issues, only a fraction of these are expected to be subject to challenge

by a tax authority at any point in time. The Group engages constructively and transparently with tax authorities with a view to early

resolution of uncertain tax matters. Estimated positions are based on the probability of potential challenge within certain jurisdictions

and the possible outcome based on relevant facts and circumstances. The judgements and estimates made to recognise and

measure the effect of uncertain tax positions are reassessed whenever circumstances change or when there is new information that

affects those judgements.

10.1.5 Tax charged/(credited) to other comprehensive income

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| The tax charge/(credit) booked to other comprehensive income, current and deferred tax, comprises: |  |  |
| Actuarial gains/(losses) on defined benefit pension schemes | 13 | (28) |
| Total tax charge/(credit) to other comprehensive income | 13 | (28) |

10.1.6 Tax credited to equity

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| The tax credit booked to shareholders’ equity, current and deferred tax, comprises: |  |  |
| Share-based payments | (4) | (7) |
| Total tax credit to equity | (4) | (7) |

10.2 Deferred tax

10.2.1 Deferred tax assets and liabilities

Under IAS 12, 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. Deferred tax assets are recognised as recoverable to the extent that, on the basis of all available evidence, it is regarded as

probable there will be suitable taxable profits from which the future reversal of the underlying temporary differences can be

deducted or tax losses utilised. Deferred tax assets and liabilities are only offset when there is both a legal right to set-off and an

intention to settle on a net basis.

10.2.2 Deferred tax in the statement of financial position

The following table shows movements on deferred tax assets and liabilities during the year. The amounts are different from those

disclosed in the consolidated statement of financial position as the below amounts are presented before offsetting asset and

liability balances where there is a legal right to set-off and an intention to settle on a net basis.

Changes in tax laws and rates may affect recorded deferred tax assets and liabilities as the carrying values of our deferred tax

assets and liabilities will be revalued based on current tax rates. The majority of the UK deferred tax balances are measured at a

policyholder rate of tax and remaining UK balances are held at the UK corporation tax rate of 25%.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 10 Tax

#### (continued)

10.2 Deferred tax (continued)

10.2.2 Deferred tax in the statement of financial position (continued)

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | | | | | | |
| For the year ended 31 December | Unrealised  gains  /(losses) on  investmentsi | Other short-  term timing  differencesii | Deferred  acquisition  costs iii | Defined  benefit  pensions | Capital  allowances | Tax  losses  carried  forward iv | Share-based  payments and  deferred  compensation | Balances  relating to  insurance  and  investment  contractsv | Total |
| £m | £m | £m | £m | £m | £m | £m | £m | £m |
| Assets | 2 | 158 | 27 | — | 21 | 505 | 23 | 263 | 999 |
| Liabilities | (675) | (35) | (1) | (21) | — | — | — | (506) | (1,238) |
| As at 1 January 2024 | (673) | 123 | 26 | (21) | 21 | 505 | 23 | (243) | (239) |
| Income statement | (39) | (53) | (8) | 6 | (3) | 11 | 2 | 96 | 12 |
| Equity and other comprehensive  income | — | — | — | (13) | — | — | (1) | — | (14) |
| Other movements/foreign exchange | 15 | 9 | — | — | — | — | (1) | — | 23 |
| As at 31 December 2024 | (697) | 79 | 18 | (28) | 18 | 516 | 23 | (147) | (218) |
| Assets | 2 | 108 | 18 | — | 18 | 516 | 23 | 313 | 998 |
| Liabilities | (699) | (29) | — | (28) | — | — | — | (460) | (1,216) |
| As at 31 December 2024 | (697) | 79 | 18 | (28) | 18 | 516 | 23 | (147) | (218) |

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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | 2023 | | | | | | | | |
| For the year ended 31 December | Unrealised  gains  /(losses) on  investmentsi | Other short-  term timing  differencesii | Deferred  acquisition  costs iii | Defined  benefit  pensions | Capital  allowances | Tax  losses  carried  forward iv | Share-based  payments and  deferred  compensation | Balances  relating to  insurance  and  investment  contractsv | Total |
| £m | £m | £m | £m | £m | £m | £m | £m | £m |
| Assets | 5 | 163 | 38 | — | 28 | 528 | 26 | 351 | 1,139 |
| Liabilities | (825) | (37) | (1) | (39) | (15) | — | — | (572) | (1,489) |
| As at 1 January 2023 | (820) | 126 | 37 | (39) | 13 | 528 | 26 | (221) | (350) |
| Income statement | 138 | (8) | (11) | (10) | (5) | (23) | (1) | (22) | 58 |
| Equity and other comprehensive  income | — | — | — | 28 | — | — | (2) | — | 26 |
| Other movements/foreign exchange | 9 | 5 | — | — | 13 | — | — | — | 27 |
| As at 31 December 2023 | (673) | 123 | 26 | (21) | 21 | 505 | 23 | (243) | (239) |
| Assets | 2 | 158 | 27 | — | 21 | 505 | 23 | 263 | 999 |
| Liabilities | (675) | (35) | (1) | (21) | — | — | — | (506) | (1,238) |
| As at 31 December 2023 | (673) | 123 | 26 | (21) | 21 | 505 | 23 | (243) | (239) |

i Deferred tax on unrealised gains/(losses) on investments primarily arise on two key components. The largest component relates to gains/(losses) on

certain investments which are only taxed when realised, ie when an asset is sold. The second component relates to gains/(losses) on certain investments

held by life insurance companies, which for UK corporation tax purposes are deemed to have been disposed of and immediately reacquired at market

value at the end of each accounting period. Any gain/(loss) arising on the deemed disposal is required to be spread over a seven year period.

ii The closing balance at 31 December 2024 primarily comprises £69m (2023: £77m) of deferred tax assets on subordinated debt together with a £19m

(2023: £27m) of deferred tax liability in relation to intangible assets arising on acquisitions. The remaining balance primarily relates to deferred tax assets

on employee related compensation.

iii The Group incurs various incremental, directly attributable acquisition costs in obtaining new contracts. For UK corporation tax purposes, acquisition

expenses incurred until 31 December 2022 in respect of certain life insurance business were required to be spread over a seven year period. A deferred

tax asset was recognised for the expected future tax deductions.

iv The tax losses carried forward at 31 December 2024 relate to £1,998m of UK tax losses (2023: £1,970m) and £66m (2023: £52m) of UK capital losses.

v Deferred tax recognised in relation to differences arising on accounting for insurance contracts between IFRS 17 and FRS 103 - Insurance Contracts (used

for the preparation of the statutory accounts of one of the Group’s subsidiaries, The Prudential Assurance Company Limited).

The Group’s net deferred tax liability at 31 December 2024 of £218m reduced from the net deferred tax liability at 31 December

2023 of £239m representing an overall net movement of £21m. The movement is predominantly due to a decrease of deferred

tax liability (DTL) arising on balances relating to insurance and investment contracts partially offset by an increase in the DTL on

unrealised gains/losses on investments and a decrease in the deferred tax asset (DTA) on short-term timing differences.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 10 Tax

#### (continued)

10.2 Deferred tax (continued)

10.2.2 Deferred tax in the statement of financial position (continued)

The recognition of a DTA relies on an assessment of the probability of future taxable profits. The Group’s expectations of future UK

taxable profits require management judgement, and take into account the Group’s long-term financial and strategic plans and

projected future shareholder transfers.

The DTA on tax losses carried forward at 31 December 2024 of £516m (2023: £505m) comprises of £499m in relation to UK income

tax losses (2023: £492m) and £17m (2023: £13m) in respect of UK capital losses. The DTA on UK income tax losses has been

recognised in full based upon sufficient future taxable profits arising from shareholder transfers. These transfers are considered a

reliable source of profit and are a consistent measure used in the Group’s Business Plans and Solvency II calculations. The DTA on

UK capital losses has been partially recognised and is based upon expected reversal of the taxable temporary differences

recognised on unrealised gains on investments, only a proportion of which are expected to be available for offset against the UK

capital losses.

Modelling was undertaken to review the recovery period of the DTA on both the income and capital losses. Under current UK tax

legislation, there is no time limit on utilisation of both the income and capital losses, however, these tax losses can only be used

against 50% of taxable income profits and capital gains in future periods. These restrictions in utilisation mean that the value of the

DTA in respect of income tax losses is only expected to be fully recovered by 2035 in the base case forecast. An impaired scenario

was also modelled which reflected a 10% reduction of forecast shareholder transfer in each period, this extended the recovery to

2038. The income tax losses arising in 2024 are not expected to be recurring in future periods and given the forecast of future

profitability and the Group’s commitment to the UK market, in management’s judgement it is probable that the value of the DTA on

losses will be recovered by the Group while still operating as a going concern. The modelling of future capital gains arising on

investments show that the recognised DTA on capital losses is expected to be recovered by 2030.

It is possible that future tax law changes could materially affect the timing of recovery and the value of these losses ultimately

realised by the Group.

The deferred tax balances arise in the following parts of the Group:

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | Deferred tax assets | |  | Deferred tax liabilities | |
|  | 2024 | 2023 |  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |  | £m | £m |
| UK | 477 | 430 |  | (413) | (362) |
| Overseas | 10 | 13 |  | (292) | (320) |
| As at 31 December | 487 | 443 |  | (705) | (682) |

10.2.3 Unrecognised deferred tax

Tax losses and temporary differences

At the end of the reporting period, the Group has unused tax losses of £644m (2023: £548m) for which no deferred tax asset is

being recognised. The Group’s unused tax losses primarily relate to capital losses in the UK of £636m (2023: £540m). No deferred

tax asset is recognised on these losses as it is considered not probable that future taxable UK capital gains or other appropriate

profits will be available against which they can be utilised. Under UK law, capital losses and trade losses can be carried forward

indefinitely.

Group investments in subsidiaries, branches and investments

Retained earnings of overseas subsidiaries are expected to be re-invested indefinitely or remitted to the UK free from further

taxation by virtue of Parent Company exemptions on dividends from subsidiaries and on capital gains on disposal. Consequentially,

the Group does not consider there to be any significant taxable temporary differences associated with investments in subsidiaries,

branches, associates and joint arrangements.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 10 Tax

#### (continued)

10.3 Current tax assets and liabilities

Movements on corporation tax current tax assets and liabilities were as follows:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| Net corporation tax (liability)/asset as at 1 January | (30) | 197 |
| Income statement | (504) | (498) |
| Reserves movement for the period | 5 | 9 |
| Corporation tax paid | 514 | 250 |
| Other movements | (1) | 12 |
| Net corporation tax liability as at 31 December | (16) | (30) |
| Corporation tax assets: |  |  |
| UK | 6 | 16 |
| Overseas | 59 | 51 |
| Corporation tax liabilities: |  |  |
| UK | (34) | (57) |
| Overseas | (47) | (40) |
| Net corporation tax liability as at 31 December | (16) | (30) |

The net corporation tax liability consists of £65m current tax assets (2023: £67m) and £81m current tax liabilities (2023: £97m). All

corporation tax assets and liabilities are expected to be settled within 12 months.

One of the Group’s subsidiaries, The Prudential Assurance Company Limited (PAC), is the lead litigant in a combined group action

against HM Revenue and Customs (HMRC) concerning the correct historical tax treatment applying to dividends received from

overseas portfolio investments of its With-Profits Fund.

In February 2018, the Supreme Court heard HMRC’s appeal against the earlier Court of Appeal decision in PAC’s favour. The

decision of the Supreme Court, released in July 2018, upheld the main point of dispute in PAC’s favour but reversed the decisions

of the lower courts on some practical points of how to apply that principle. The Supreme Court issued its order giving effect to its

decision in October 2019, stating any remaining issues of computation be remitted back to the High Court. PAC and HMRC are

working through the mechanics of implementing the Supreme Court decisions. To date, this work has led to a reduction in the

estimate for policyholder tax credit recoverable, and the associated estimate of interest receivable.

As at 31 December 2024, PAC has recognised a total policyholder tax credit of £114m (2023: £114m) in respect of its claim against

HMRC. Of this amount, £40m (2023: £40m) has been paid by HMRC leaving a tax recoverable balance of £74m (2023: £74m)

recorded as an amount of tax due from HMRC. PAC will be entitled to interest on the tax repaid. Discussions with HMRC are

continuing to determine a mechanism for repayment and this is expected to be finalised during 2025 at which point PAC should

receive full and final payment.

#### 11 Earnings per share

Basic earnings per share (EPS) for the year ended  31 December 2024 was (15.1)p (2023:  12.7p) and diluted EPS was (15.1)p (2023:

12.4p). Basic EPS is based on the weighted average ordinary shares outstanding after deducting treasury shares and shares held

by the employee benefit trust. Diluted EPS is based on the potential future shares outstanding resulting from exercise of options

under the various share-based payment schemes in addition to the weighted average ordinary shares outstanding. The following

tables shows details of basic and diluted earnings per share:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| (Loss)/profit attributable to equity holders of M&G plc | (360) | 297 |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | Millions | Millions |
| Weighted average number of ordinary shares outstanding | 2,388 | 2,350 |
| Dilutive effect of share options and awards | — | 46 |
| Weighted average number of diluted ordinary shares outstanding | 2,388 | 2,396 |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | Pence  per share | Pence  per share |
| Basic (loss)/earnings per share | (15.1) | 12.7 |
| Diluted (loss)/earnings per share | (15.1) | 12.4 |

As the Group has made a loss attributable to equity holders of the Company for the year ended 31 December 2024, the diluted

earnings per share is the same as the basic earnings per share as it is not permissible for the diluted earnings per share to be

greater than the basic earnings per share.

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| --- | --- | --- |
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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 12 Dividends

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | |  | 2023 | |
| For the year ended 31 December | Pence  per share | £m |  | Pence  per share | £m |
| Dividends relating to reporting period: |  |  |  |  |  |
| First interim dividend - Ordinary | 6.6 | 157 |  | 6.5 | 152 |
| Second interim dividend - Ordinary | 13.5 | 321 |  | 13.2 | 311 |
| Total | 20.1 | 478 |  | 19.7 | 463 |
| Dividends paid in reporting period: |  |  |  |  |  |
| Prior year’s interim dividend - Ordinary | 13.2 | 311 |  | 13.4 | 310 |
| First interim dividend - Ordinary | 6.6 | 157 |  | 6.5 | 152 |
| Total | 19.8 | 468 |  | 19.9 | 462 |

Subsequent to  31 December 2024, the Board has declared a second interim dividend for 2024 of 13.5 pence per ordinary share

and, an estimated £321m in total. The dividend is expected to be paid on 9 May 2025 and will be recorded as an appropriation of

retained earnings in the Parent Company’s financial statements at the time that it is paid.

#### 13 Goodwill and intangible assets

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | |  | 2023 | | |
|  | Goodwill | Other  Intangibles | Total |  | Goodwill | Other  Intangibles | Total |
| For the year ended 31 December | £m | £m | £m |  | £m | £m | £m |
| Cost |  |  |  |  |  |  |  |
| At 1 January | 1,589 | 397 | 1,986 |  | 1,580 | 490 | 2,070 |
| Transfer to held for sale | (51) | (77) | (128) |  | (1) | (111) | (112) |
| Reclassification from/(to) other item in statement of  financial position | 22 | (34) | (12) |  | — | — | — |
| Additions: |  |  |  |  |  |  |  |
| Arising on acquisitions | 62 | 8 | 70 |  | — | — | — |
| Other purchases | 16 | 94 | 110 |  | 11 | 36 | 47 |
| Disposals and transfers | — | (2) | (2) |  | — | (1) | (1) |
| Foreign exchange differences | (6) | — | (6) |  | (1) | (17) | (18) |
| At 31 December | 1,632 | 386 | 2,018 |  | 1,589 | 397 | 1,986 |
| Accumulated amortisation and impairment |  |  |  |  |  |  |  |
| At 1 January | (70) | (101) | (171) |  | (45) | (148) | (193) |
| Transfer (from)/to held for sale | — | (1) | (1) |  | — | 68 | 68 |
| Reclassification from other item in statement of financial  position | — | (1) | (1) |  | — | — | — |
| Amortisation | — | (26) | (26) |  | — | (33) | (33) |
| (Impairment)/reversal of impairment | (106) | (5) | (111) |  | (24) | 8 | (16) |
| Disposals and transfers | — | 2 | 2 |  | — | 1 | 1 |
| Foreign exchange differences | 2 | 2 | 4 |  | (1) | 3 | 2 |
| At 31 December | (174) | (130) | (304) |  | (70) | (101) | (171) |
| Net book amount | 1,458 | 256 | 1,714 |  | 1,519 | 296 | 1,815 |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| Goodwill comprises: |  |  |
| Asset Management | 1,269 | 1,262 |
| M&G Wealth Platform | — | 13 |
| Other | 21 | 42 |
| Subsidiaries held by the With-Profits Fund | 168 | 202 |
|  | 1,458 | 1,519 |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 13 Goodwill and intangible assets

#### (continued)

13.1 Impairment assessment

Goodwill does not generate cash flows independently of other groups of assets and thus is assigned to a group of cash-generating

units (CGUs) for the purposes of impairment testing.

The group of CGUs 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 annually for impairment, and where there is an indication of impairment, by comparing the carrying amount of

the group of CGUs, including any goodwill, with its recoverable amount.

None of the goodwill recognised is expected to be deductible for income tax purposes.

Asset Management cash-generating units

The carrying value of Asset Management goodwill predominantly relates to that arising on the acquisition of M&G Group Limited,

split between the Wholesale Asset Management CGU (excluding MandG Investments Southern Africa (Pty) Limited), the

Institutional Asset Management CGU (excluding responsAbility Investments AG and BauMont Real Estate Capital Limited), and the

Internal Asset Management CGU. Goodwill arising on the acquisition of the MandG Investments Southern Africa (Pty) Limited CGU,

the responsAbility Investments AG CGU and the BauMont Real Estate Capital Limited CGU is also recognised.

M&G Group Limited

An impairment assessment has been undertaken, which resulted in no impairment charge being recognised.

The recoverable amount of the group of CGUs was determined by calculating the value in use. The value in use represents the

present value of future cash flows based on the business plan to 2027 approved by management, and relevant assumptions for

cash flows for later years.

The future cash flows used in the value in use calculation are based on a set of economic, market and business assumptions.

These include the direct and secondary effects of recent developments, such as changes in global equity markets and trends in

fund flows, which are considered by management in arriving at the expectations for the final projections for the business plan.

The business plan considers anticipated growth in sustainability-focused fund propositions, including those aimed at managing

and addressing climate risk, and its impact on projected AUMA flows based on our strategy. M&G Group Limited being an asset

manager does not hold material investments on its balance sheet which would directly be impacted by climate risk. Given this is an

emerging area, and given the current available data and the sophistication of the models, forecast cash flows may not fully reflect

the potential impact of climate risk.

Based on the assessment, the value in use of the group of CGUs was higher than the carrying value and no impairment has been

recognised as at 31 December 2024 in respect of goodwill arising on the acquisition of M&G Group Limited.

The value in use is particularly sensitive to a number of key assumptions as follows:

– The cash flow forecast has been extrapolated beyond the business plan period to incorporate a five-year value in use

assessment, estimating growth rates for 2028 and 2029, tapering the growth expected in 2027 down over the two-year period,

to the long-term growth rate (based on long-term inflation and nominal gross domestic product rates for the UK).

– The pre-tax discount rate as at 31 December 2024 was 11% (2023: 11%) and is based on the weighted average cost of capital for

M&G Group Limited derived using an estimated cost of equity, under the capital asset pricing model and cost of debt. A 50bps

increase in the discount rate would result in the value in use decreasing by £145m (2023: £175m). This would not result in any

impairment charge being recorded for goodwill.

– The terminal value was calculated using a standard growth model, using a discount rate of 11% (2023: 11%) as stated above, and

a long-term growth rate of 2% (2023: 2%). A 50bps decrease in the long-term growth rate would result in the value in use

decreasing by £100m (2023: £127m). This would not result in any impairment charge being recorded for goodwill.

– That asset management contracts continue on similar terms.

No reasonable change in assumptions stated above would result in any impairment being recorded. Furthermore, there would be

no impairment recorded even if the individual stresses to assumptions stated above were to apply concurrently which

demonstrates the significant headroom available on the carrying value.

responsAbility Investments AG

During the year to 31 December 2024 an impairment of £30m (2023: £25m) has been recognised in respect of the responsAbility

Investments AG CGU to bring the carrying value down to its recoverable amount which is its value in use of £94m (2023: £132m).

The change primarily reflects a revised view of the delivery of the revenue synergies expected through use of the Group’s

distribution capabilities as anticipated at the date of acquisition. The responsAbility Investments AG CGU consists of the net assets

and goodwill and other intangibles arising from the acquisition of responsAbility Investments AG in May 2022. All of the impairment

has been allocated against goodwill with the expense recorded in administrative expenses in the consolidated income statement.

The key assumptions in determining the value in use were a discount rate of 9.8% (2023: 10.5%), a long-term growth rate of 1.4%

(2023: 1.6%) and a terminal value earnings before interest, taxation, depreciation and amortisation (EBITDA) margin of 23.9%

(2023 : 31.6%).

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 13 Goodwill and intangible assets

#### (continued)

13.1 Impairment assessment (continued)

Wealth platform and advice businesses

During the year, the Group announced a refresh of the strategy for the Wealth business which included the decision to review the

future of the platform business, M&G Wealth Platform, and the merger of the Life and Wealth segments under joint leadership.

The refresh to strategy has had a material impact on the recoverable amount of M&G Wealth Platform and accordingly, an

impairment of £28m (2023: £nil) was recorded against the goodwill and intangible recognised in respect of the business. Goodwill

allocated to the business also included the portion related to the revenue synergies that were expected to be realised from the

acquisition of Continuum, the independent advice entity acquired during the year that will now not crystallise. The recoverable

amount was derived using the fair value less cost to sell approach.

The ongoing macro-economic volatility, including the sustained higher interest rate environment, along with the enhanced

regulatory scrutiny in the sector have led to a reassessment of the growth forecasts relating to our model portfolio services and

independent financial advice businesses. Furthermore, the restriction within IAS 36: Impairment of assets in recording expected

cost synergies over the projection period in full has resulted in a fall in the recoverable amount of these businesses using the value

in use approach. These factors have led to an impairment of £51m recorded in respect of these businesses during the year. The key

assumptions in determining the value in use was a discount rate of 11.5% (2023: 10.5% - 11.5%) and a long-term growth rate of

2.0% (2023: 2.0%).

Acquisition of subsidiaries held by the With-Profits Fund

This balance relates to goodwill arising on acquisition of subsidiaries held within consolidated infrastructure private equity vehicles

which are held by the With-Profits Fund. Management have undertaken an impairment assessment by comparing the fair value of

the subsidiaries with their carrying value. During the year £38m (2023: £nil) of impairments, were recognised in respect of goodwill

and other intangibles held by the Group’s infrastructure capital private equity vehicles that are related to assets classified as held

for sale. These impairments are therefore not shown in the impairment movement line in the above movement table.

13.2 Intangible assets

Intangible assets comprise customer relationships acquired through business combinations, software, service concessions,

royalties and licences. All intangibles are amortised on a straight-line basis.

Independent financial adviser relationships and trade name arising on acquisitions in the year

During the year, independent financial adviser relationships and a trade name have been recognised by the Group as part of the

acquisition of My Continuum Financial Limited in March 2024. Further details are set out in Note 2.2.

The description of the separate intangible assets acquired, including their estimated useful life, is as follows:

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| Intangible asset type | Average useful life at  acquisition date | Acquisition date | Fair value on  acquisition date  £m | Carrying value  £m |
| Independent financial adviser relationships | 9 years | 19 March 2024 | 4 | 4 |
| Brand name | 9 years | 19 March 2024 | 3 | 3 |

All intangibles will be amortised on a straight-line basis.

In arriving at the fair value of intangible assets acquired in business combinations, a number of assumptions and judgements are

applied. Any reasonable change in the assumptions and judgements made would have a minimal impact on the valuation.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 14 Investments in joint ventures and associates

14.1 Investments in joint ventures and associates accounted for using the equity method

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| As at 31 December | £m | £m |
| Interests in joint ventures | 284 | 265 |
| Interests in associates | — | 22 |
| Investments in joint ventures and associates accounted for using the equity method | 284 | 287 |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| Share of profit from joint ventures | 24 | 23 |
| Share of profit from joint ventures and associates accounted for using the equity method | 24 | 23 |

There is no share of other comprehensive income from joint ventures or associates.

14.1.1 Investment in joint ventures accounted for using the equity method

All of the Group’s investments in joint ventures which are accounted for using the equity method are property vehicles held in the

With-Profits Fund.

No joint ventures are considered to be material individually or in aggregate to the Group for the years ended  31 December 2024

and  31 December 2023. None of the Group’s joint ventures are listed and financial information of these investments covering

the same reporting period as that of the Group has been used for accounting for these investments using the equity method.

14.1.2 Investment in associates accounted for using the equity method

The Group acquired two further 25% stakes in Continuum on 19 March 2024 and 10 March 2025. The Group has accounted for the

transaction on the basis it controls 100% of Continuum from the date of acquisition of the additional 25% stake on 19 March 2024.

As at 31 December 2023 this investment was classified as an associate accounted for using the equity method, further details are

set out in Note 2.2.

14.2 Interests in joint ventures and associates accounted for at fair value through profit or loss (FVTPL)

The Group has investments in OEICs, unit trusts, property unit trusts and venture capital investments of the With-Profits Fund

where the Group has significant influence or joint control. These investments are accounted for on a FVTPL basis and are included

within equity securities and pooled investment funds in the consolidated statement of financial position.

14.2.1 Associates accounted for at FVTPL

As at 31 December 2024, the Group held 29.2% of M&G European Property Fund (MEP) (2023: 29.4%) with a fair value of £958m

(2023: £1,008m). No other associates accounted for at FVTPL are considered individually material to the Group for the years ended

31 December 2024 and 31 December 2023.

The aggregate fair value of associates accounted for at FVTPL, including MEP, at 31 December 2024 was £2,611m (2023: £2,004m).

14.2.2 Joint ventures accounted for at FVTPL

The aggregate fair value of joint ventures accounted for at FVTPL at 31 December 2024 was £465m (2023: £209m). None of the

joint ventures accounted for at FVTPL are considered individually material to the Group for the years ended 31 December 2024

and 31 December 2023.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 15 Property, plant and equipment

Property, plant and equipment (PPE) comprises right of use assets, properties and land occupied by the Group and other tangible

assets. A reconciliation of the carrying amount of these items from the beginning to the end of the year is as follows:

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | |  | 2023 | | | |
|  | Right of use  assets | Group  occupied  property | Other  tangible  assets | Total |  | Right of use  assets | Group  occupied  property | Other  tangible  assets | Total |
| For the year ended 31 December | £m | £m | £m | £m |  | £m | £m | £m | £m |
| Cost |  |  |  |  |  |  |  |  |  |
| At 1 January | 294 | 12 | 2,545 | 2,851 |  | 346 | 106 | 2,140 | 2,592 |
| Transfer from/(to) held for sale | 82 | 40 | (219) | (97) |  | (11) | (102) | (73) | (186) |
| Additions | 16 | — | 289 | 305 |  | 13 | 8 | 488 | 509 |
| Disposals and transfers | (73) | (7) | (59) | (139) |  | (53) | — | (13) | (66) |
| Foreign exchange differences | (5) | (2) | (57) | (64) |  | (1) | — | 3 | 2 |
| At 31 December | 314 | 43 | 2,499 | 2,856 |  | 294 | 12 | 2,545 | 2,851 |
| Accumulated depreciation and  impairment |  |  |  |  |  |  |  |  |  |
| At 1 January | (124) | — | (662) | (786) |  | (105) | (23) | (511) | (639) |
| Transfer (from)/to held for sale | (16) | (33) | (353) | (402) |  | 2 | 25 | 17 | 44 |
| Depreciation charge for the year | (25) | (1) | (138) | (164) |  | (24) | (2) | (117) | (143) |
| Impairment | — | — | — | — |  | (4) | — | (61) | (65) |
| Disposals and transfers | 73 | 1 | 46 | 120 |  | 6 | — | 11 | 17 |
| Foreign exchange differences | 3 | 1 | 26 | 30 |  | 1 | — | (1) | — |
| At 31 December | (89) | (32) | (1,081) | (1,202) |  | (124) | — | (662) | (786) |
| Net book amount | 225 | 11 | 1,418 | 1,654 |  | 170 | 12 | 1,883 | 2,065 |

15.1 Right of use assets

The Group recognises right of use assets for leases of land and buildings which are used as office space across various locations.

Some leases include lease break options that are exercisable at the option of the Group.

As at  31 December 2024, £88 m (2023: £23m) of right of use assets were held by the With-Profits Fund.

15.2 Other tangible assets

As at 31 December 2024, other tangible assets with a net book value of £1,327m (2023: £1,784m)  were held by the With-Profits

Fund, of which £63m (2023: £174m) are assets under construction. The other tangible assets within the With-Profits Fund are held

by the  Group’s infrastructure capital and private equity vehicles which are consolidated by the Group.

During the year £76m (2023: £54m) of impairments, net of reversals, were recognised in respect of other tangible assets held by

the Group’s infrastructure capital private equity vehicles. In the current year, the impairments related to assets classified as held for

sale and therefore are not shown in the above property, plant and equipment disclosure.

Within the context of scenario analysis disclosed in our climate-related disclosures on page 81, consideration was given to the

potential impact of climate risk on certain infrastructure assets which are consolidated in the Group statement of financial position.

The assessment of assets identified as being located in high-risk areas, concluded that no impairment indicator is present due to

adaptation and mitigation measures in place for each asset.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 16 Investment property

Investment property is primarily held by the With-Profits Fund and is carried at fair value. A reconciliation of the carrying amount of

investment property from the beginning of the year to the end of the year is set out below:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| At 1 January | 15,422 | 16,505 |
| Transfer to held for sale | (482) | (172) |
| Additions: |  |  |
| Resulting from property acquisitions | 705 | 746 |
| Resulting from expenditure capitalised | 272 | 215 |
| Arising on acquisition of subsidiaries | 106 | 76 |
| Disposals and other | (1,320) | (530) |
| Net fair value losses | (340) | (1,053) |
| Foreign exchange differences | 22 | (365) |
| At 31 December | 14,385 | 15,422 |

For the year ended 31 December 2024 rental income from investment property was £947m  (2023: £956m). Direct operating

expenses, including repairs and maintenance arising from these properties for the year ended 31 December 2024 were

£220m (2023:  £191m). Direct operating expenses on investment property not generating rental income for the year ended

31 December 2024 was £5m (2023: £9m).

The Group’s policy is to let investment property to tenants through operating leases. The leases typically include clauses to enable

periodic rent reviews according to prevailing market conditions. In some agreements, the rents might be variable and linked

to an index. Certain leases contain options to break before the end of the lease term by either party.

Minimum future rental income to be received on non-cancellable leases of the Group’s freehold and leasehold investment property

are receivable in the following periods:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| As at 31 December | £m | £m |
| Less than 1 year | 496 | 461 |
| After 1 year to 2 years | 416 | 407 |
| After 2 years to 3 years | 363 | 375 |
| After 3 years to 4 years | 330 | 332 |
| After 4 years to 5 years | 299 | 298 |
| Over 5 years | 2,461 | 2,100 |
| Total minimum future rental income | 4,365 | 3,973 |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 17 Defined benefit pension schemes

17.1 Background and summary economic and IAS 19 financial positions

The Group operates three defined benefit pension schemes, which historically have been funded by the Group. The largest defined

benefit scheme as at 31 December 2024 is the Prudential Staff Pension Scheme (PSPS), which accounts for 83% (2023: 83%) of

the present value of the defined benefit pension obligation.

The Group also operates two smaller defined benefit pension schemes that were originally established by the M&G Group Limited

(M&GGPS) and Scottish Amicable (SASPS) businesses.

On 18 September 2023, M&GGPS Trustees executed a buy-in transaction with PAC covering all deferred and pensioner member

liabilities. A premium of £329m was transferred to PAC as part of the transaction. The assets transferred to PAC as premium are

recognised in the relevant line within financial assets in the consolidated statement of financial position. As a result of the buy-in

the relevant plan assets transferred were replaced with a single line insurance policy reimbursement right asset which is

eliminated on consolidation. This reimbursement right asset, although available to the Scheme does not constitute a plan asset

under IAS 19. The value of this insurance policy at 31 December 2024 was £261m (2023: £298m).

In addition, on 30 September 2023, M&GGPS agreed to transfer the liability related to all active members to the PSPS scheme.

This resulted in a premium of £50m and related liability £29m being transferred to PSPS. This is accounted for as a settlement and

accordingly, M&GGPS recorded a loss of £21m on derecognition and PSPS recorded a corresponding gain which was eliminated in

the consolidated financial statements for the year 31 December 2023.

Subsequent to the transfer of active members from M&GGPS to PSPS, transacted at the same time as the buy-in, a portion (13%

and 23% as at 31 December 2024 and 31 December 2023 respectively) of the net economic pension surplus of PSPS is attributable

to M&G FA Limited, a subsidiary of the Group, and is attributable to the shareholders. The remainder is then attributed 70% to the

With-Profits Fund and 30% to the Group’s shareholders.

Under IAS 19: Employee Benefits and IFRIC 14: IAS 19 – The Limit on a Defined Benefit Asset, Minimum Funding Requirements

and their Interaction, the Group can only recognise a surplus to the extent that it is able to access the surplus either through an

unconditional right of refund or through reduced future contributions relating to ongoing service of active members. The Group has

no unconditional right of refund to any surplus in PSPS. Accordingly, PSPS’s net economic pension surplus is restricted up to the

present value of the Group’s economic benefit, which is calculated as the difference between the estimated future cost of service

for active members and the estimated future ongoing contributions. The level of the restriction is set out in the tables that follow.

In contrast, the Group is able to access the surplus of SASPS and M&GGPS through an unconditional right of refund. Therefore, the

surplus resulting from the schemes (if any) would be recognised in full. As at 31 December 2024 and 31 December 2023 the SASPS

scheme is in surplus and the M&GGPS schemes is in deficit based on the IAS 19 valuation.

M&GGPS is in a net economic surplus position but in deficit on an IAS 19 basis as a result of the elimination of the reimbursement

right asset recognised in respect of the buy-in of the Scheme by PAC as explained above. The Scheme also has investments in

insurance policies issued by Prudential Pensions Limited (PPL), a subsidiary of the Group, through which it invests in certain pooled

funds. Under IAS 19, non-transferable insurance policies issued by a related party do not qualify as plan assets and these are

eliminated.

The gross economic position of M&GGPS which includes the PPL policies and reimbursement is reflected in the financial

statements of M&G FA Limited.

The SASPS net economic pension surplus is attributed 40% to the With-Profits Fund and 60% to the Group’s shareholders. Both

the policyholder and shareholder allocation of SASPS is reflected in the financial statements of PAC.

In June 2023, the UK High Court passed a judgment in the Virgin Media Limited v NTL Pension Trustees II Limited case which

stated that certain historical amendments in respect of contracted-out defined benefit schemes in the period from 6 April 1997 to

5 April 2016 would be invalid if not accompanied at the time by a relevant actuarial confirmation. The judgment was subject to an

appeal in July 2024 where the Court of Appeal upheld the decision of the High Court and concluded that the initial judgment

applied to amendments to both future and past service.

The Group has undertaken an impact assessment which includes the review of available historical records and relevant enquiries.

Based on the Group’s assessment, no adjustments are expected to be required to the defined benefit obligations of the Group’s

pension schemes in respect of the case as at the reporting date. The Group will continue to monitor developments in relation to the

matter.

We recognise climate change has potential to affect the value of investments within the Schemes. Both PSPS and M&GGPS

incorporate climate-related factors when executing their strategic objectives.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 17 Defined benefit pension schemes

#### (continued)

17.1 Background and summary economic and IAS 19 financial positions (continued)

The pension assets and liabilities for the defined benefit pension schemes are as follows:

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  | 2024 | | | |
|  | PSPS | SASPS | M&GGPS | Total |
| As at 31 December | £m | £m | £m | £m |
| Fair value of plan assets | 4,034 | 524 | 274 | 4,832 |
| Present value of defined benefit obligation | (3,725) | (486) | (261) | (4,472) |
| Effect of restriction on surplus | (302) | — | — | (302) |
| Net economic pension surplusi | 7 | 38 | 13 | 58 |
| Non-qualifying insurance policies | — | — | (10) | (10) |
| Elimination of reimbursement right asset on consolidation | — | — | (261) | (261) |
| Net total pension surplus/(deficit) | 7 | 38 | (258) | (213) |

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  | 2024 | | | |
|  | PSPS | SASPS | M&GGPS | Total |
| As at 31 December | £m | £m | £m | £m |
| Attributable to: |  |  |  |  |
| Shareholder‑backed business | 3 | 23 | (258) | (232) |
| With-Profits Fund | 4 | 15 | — | 19 |
| Net total pension surplus/(deficit) | 7 | 38 | (258) | (213) |

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  | 2023 | | | |
|  | PSPS | SASPS | M&GGPS | Total |
| As at 31 December | £m | £m | £m | £m |
| Fair value of plan assets | 4,611 | 583 | 314 | 5,508 |
| Present value of defined benefit obligation | (4,260) | (576) | (298) | (5,134) |
| Effect of restriction on surplus | (339) | — | — | (339) |
| Net economic pension surplusi | 12 | 7 | 16 | 35 |
| Non-qualifying insurance policies | — | — | (12) | (12) |
| Elimination of reimbursement right asset on consolidation | — | — | (298) | (298) |
| Net total pension surplus/(deficit) | 12 | 7 | (294) | (275) |

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  | 2023 | | | |
|  | PSPS | SASPS | M&GGPS | Total |
| As at 31 December | £m | £m | £m | £m |
| Attributable to: |  |  |  |  |
| Shareholder‑backed business | 6 | 4 | (294) | (284) |
| With‑Profits Fund | 6 | 3 | — | 9 |
| Net total pension surplus/(deficit) | 12 | 7 | (294) | (275) |

i The economic basis reflects the position of the defined benefit schemes from the perspective of the pension schemes, adjusted for the effect of IFRIC 14

for the derecognition of PSPS’s unrecognisable surplus and before adjusting for any non-qualifying assets.

17.1.1 Triennial actuarial valuations

A full actuarial valuation is required for defined benefit pension schemes every three years in order to assess the appropriate level

of funding for schemes in relation to their commitments. These valuations include assessments of the likely rate of return on the

assets held within the separate trustee administered funds. The actuarial valuation differs from the IAS 19 accounting basis

valuation in a number of respects, including the discount rate assumption where IAS 19 prescribes a rate based on high-quality

corporate bonds while a more prudent assumption is typically used for the actuarial valuation.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 17 Defined benefit pension schemes

#### (continued)

17.1 Background and summary economic and IAS 19 financial positions (continued)

17.1.1 Triennial actuarial valuations (continued)

Summary information on the latest completed actuarial valuation for each of the schemes, as at 31 December 2024, is shown

in the table below.

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  | PSPS | SASPS | M&GGPS |
| Last completed actuarial  valuation date | 05 April 2023 | 31 March 2023 | 31 December 2023 |
| Funding level at the last  valuation | 108% | 101% | 100% |
| Deficit funding arrangement  agreed with the Trustees  based on the last completed  valuation | No deficit funding required | No deficit funding required | No deficit funding required |
| Current level of employer  contributions for active  members | Are at the minimum level  required under the scheme  rules (approximately £2m per  annum)i | Approximately £3m per annum | Zero contribution:  no active members remaining  post-buy-in |
| Contributions to cover  ongoing administration  and other expenses | Approximately £7.6m per  annum | Approximately £1.8m per annum | Approximately £1.5m  per annum |

iNote that this includes the estimate amount in respect of PSPS members at the last triennial valuation plus the expected contribution at the minimum level

in respect of members transferred from M&GGPS.

The contributions detailed above broadly represent the Group’s current expectation of amounts that will be paid to each respective

plan in the next annual reporting period.

17.1.2 Risks to which the defined benefit schemes expose the Group

The plans are subject to the statutory funding objective requirements of the Pensions Act 2004, which require that plans be funded

to at least the level of their technical provisions (an actuarial estimate of the assets needed to provide for the benefits already built

up under the plan). Where there is a deficit, the employers of the schemes would agree a deficit recovery plan. Accordingly, the

pension schemes expose the Group to a number of risks, the most significant of which are interest rate risk, equity risk, inflation

risk, credit risk and mortality risk.

17.1.3 Corporate governance

The Group’s pension schemes are established under trust and are subject to UK legal requirements; this includes being subject to

regulation by the Pensions Regulator in accordance with the Pensions Act 2021. Each scheme has a corporate trustee to which

some Directors are appointed by Group employers with the remaining Directors nominated by members in accordance with UK

legal requirements. The Trustees have the ultimate responsibility to ensure that each scheme is managed in accordance with its

Trust Deed and Rules. The Trustees act in the best interests of the schemes’ beneficiaries; this includes taking appropriate account

of each employer’s legal obligation and financial ability to support the schemes when setting investment strategy and when

agreeing funding with the employers. The employers’ contribution commitments are formally updated at each triennial valuation;

between valuations funding levels and employer strength continue to be monitored, with the Trustees being able to bring forward

the next triennial valuation if they consider it appropriate to do so.

All of the Group’s defined benefit pension schemes are final salary schemes, which are closed to new entrants. The pensionable

salaries for most members are capped at the levels as at 30 September 2019. The Trustee of each scheme sets the general

investment policy and specifies any restrictions on types of investment and the degrees of divergence permitted from the

benchmark, but delegates the responsibility for selection and realisation of specific investments to the investment managers.

The Trustees consult with the principal employer for each scheme on the investment principles, but the ultimate responsibility for

the investment of the assets of the schemes lies with the Trustees.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 17 Defined benefit pension schemes

#### (continued)

17.1 Background and summary economic and IAS 19 financial positions (continued)

17.1.3 Corporate governance (continued)

The Trustees of each of the schemes manage the investment strategy of the scheme to achieve an acceptable balance between

investing in the assets that most closely match the expected benefit payments and assets that are expected to achieve a greater

return in the expectation of reducing the contributions required or providing additional benefits to members. For PSPS and SASPS,

a significant portion of the scheme assets are invested in liability matching assets such as bonds and gilts, including index-linked

gilts, to partially hedge against inflation. In addition, the schemes maintain portfolios of interest rate and inflation swaps to match

more closely the duration and inflation profiles of their assets to their liabilities.

As noted above, the Trustees of M&GGPS executed a buy-in transaction with PAC in 2023, whereby the longevity and investment

risk in respect of all deferred and pensioner members was transferred to PAC. Furthermore, liabilities relating to all active members

of the scheme were transferred to PSPS during 2023 which further de-risks the scheme.

PSPS and SASPS have invested in a mix of both return-seeking assets, such as equities and property, and matching assets,

including leveraged liability-driven investment portfolios to reflect the liability profile of the scheme. They manage the risks of the

return-seeking exposure by investing in a diversified mix of investments.

During 2020 PSPS entered into a longevity swap transaction with Pacific Life Re Limited. This arrangement provides long-term

protection for PSPS against costs that could result from unexpected increases in life expectancy relating to the pensions that were

in payment on 6 April 2019, excluding any future discretionary increases. As at 31 December 2024, the longevity swap covered

£1.8bn (2023: £2.0bn) of current pensioner scheme liabilities, on an IAS 19 basis.

17.2 Assumptions

17.2.1 Demographic assumptions

Post-retirement mortality

The calculation of the defined benefit obligation for the Group’s schemes requires assumptions to be set for both current mortality

and the allowance for future mortality improvements. The table below sets out the mortality tables and mortality improvement

model used for the Group’s schemes, along with the associated life expectancies.

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
| As at | Scheme | Mortality tables (with scaling factors applied  to reflect experience) | Mortality  improvements  modeli | Expectation of life from retirement at aged 60 | | | |
| Male  currently  aged 60 | Male  currently  aged 40 | Female  currently  aged 60 | Female  currently  aged 40 |
| 31 December 2024 | PSPS | S3PMA/S3PFA Middle for males/  females | CMI 2022 | 26.3 | 28.6 | 27.9 | 30.2 |
| SASPS | S3PMA/S3PFA for males/females | CMI 2022 | 27.2 | 28.9 | 28.9 | 30.7 |
| M&GGPS | S3PMA/S3PFA Light for males/  females | CMI 2022 | 28.1 | 30.2 | 29.9 | 31.9 |
| 31 December 2023 | PSPS | S2PMA/S2PFA for males/females | CMI 2021 | 26.5 | 28.6 | 28.3 | 30.3 |
| SASPS | S1PMA/S1PFA for males/females | CMI 2021 | 27.4 | 29.4 | 29.9 | 31.8 |
| M&GGPS | SAPS2 Light | CMI 2021 | 28.5 | 30.6 | 30.4 | 32.4 |

i The mortality assumptions are adjusted to make allowance for future improvements in longevity. As at 31 December 2024, this allowance was based on

the CMI 2022 mortality improvements model, with a long-term improvement rate of 1.60% per annum for males (smoothing parameter (Sk) = 7.25 and A

parameter varies by age) and 1.60% per annum for females (Sk = 7.25 and A parameter varies by age) (2023: this allowance was based on the CMI 2021

mortality improvements model, with a long-term improvement rate of 1.60% per annum for males (Sk = 7.25 and A parameter varies by age) and 1.60% per

annum for females (Sk = 7.75)). The weighting parameter has been set at 15% at 31 December 2024. This parameter does not apply to the CMI 2021 model

used at 31 December 2023.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 17 Defined benefit pension schemes

#### (continued)

17.2 Assumptions (continued)

17.2.2 Economic assumptions

The actuarial assumptions used in determining defined benefit obligations and the net periodic benefit costs for each of the

Group’s defined benefit pension schemes are as follows:

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | |  | 2023 | | |
| For the year ended 31 December | PSPS | SASPS | M&GGPS |  | PSPS | SASPS | M&GGPS |
| Discount ratei | 5.4% | 5.5% | 5.5% |  | 4.6% | 4.6% | 4.6% |
| Salary inflationii | 3.5% | 3.2% | N/A |  | 3.4% | 3.2% | N/A |
| Retail prices index (RPI) | 3.1% | 3.0% | 2.9% |  | 3.0% | 2.9% | 2.9% |
| Consumer prices index (CPI) | 2.8% | 2.7% | 2.7% |  | 2.7% | 2.7% | 2.7% |
| Rate of increase of pensions in payment for inflationiii |  |  |  |  |  |  |  |
| CPI (maximum 5%) | 2.8% | N/A | N/A |  | 2.8% | N/A | N/A |
| CPI (maximum 2.5%) | 2.5% | N/A | N/A |  | 2.5% | N/A | N/A |
| Discretionary | 2.8% | N/A | N/A |  | 2.9% | N/A | N/A |
| RPI (maximum 5%) | N/A | 3.0% | 2.9% |  | N/A | 2.9% | 2.9% |
| RPI (maximum 2.5%) | N/A | 2.5% | 2.5% |  | N/A | 2.5% | 2.5% |

i The discount rate has been determined using a cash flow matching approach based on an ‘AA’ corporate bond index. The single equivalent rates in the

table above are illustrative as the full yield curve is used in the calculation of the liability.

ii Due to the scheme changes during 2019, a cap to future pensionable salary increase came into effect and, as a result, salary growth inflation is only applied

for certain levels of pensionable salary which represent a very small proportion of the total liability.

iii The long-term margin between RPI and CPI reflects expected changes in RPI from 2030 as a result of the UK Statistics Authority stated intention to align

RPI with CPI including owner occupiers’ housing costs (CPIH). The rate of inflation used reflects the long-term assumption for UK RPI or CPI, depending on

the particular tranche of scheme benefits, with caps and floors applied in accordance with the scheme rules. Certain tranches of scheme benefits within

PSPS have statutory pension increases in line with the higher of CPI up to a maximum level, or a discretionary level determined by the employer. Other

tranches are not guaranteed and determined by the employer on a discretionary basis. The single equivalent rates in the table above are illustrative as the

full yield curve is used in the calculation of the liability.

17.2.3 Other assumptions

In October 2018, the High Court ruled that pension schemes are required to equalise benefits for the effect of guaranteed minimum

pensions (GMPs). GMPs are a minimum benefit that schemes that were contracted-out on a salary-related basis between 1978 and

1997 are required to provide. There was a further Court ruling in November 2020 which required benefits in respect of past

transfers out of the schemes to also be equalised. In light of these Court rulings, at 31 December 2024 and 31 December 2023, the

Group has recognised an estimated allowance for GMP equalisation within the IAS 19 valuation for all the UK schemes - comprising

£29m for PSPS, £10m for SASPS, and £3m for M&GGPS as at 31 December 2024 (2023: £32m for PSPS, £11m for SASPS and £3m

for M&GGPS).

17.2.4 Sensitivity of the pension scheme liabilities to key variables

The sensitivity information below is based on the core scheme liabilities and assumptions at the balance sheet date.

The sensitivities are calculated based on a change in one assumption with all other assumptions being held constant. As such,

interdependencies between the assumptions are excluded. The impact of the rate of inflation assumption sensitivity includes the

impact of inflation on the rate of increase in salaries, where applicable, and on the rate of increase of pensions in payment.

The sensitivities of the underlying pension scheme liabilities as shown below do not directly equate to the impact on the Group’s

comprehensive income due to the effect of restriction on surplus for PSPS and the allocation of a share of the interest in the

financial position of PSPS and SASPS to the With-Profits Fund as described above. In addition, the sensitivities shown do not

include the impact on assets, which for PSPS and SASPS would significantly offset the impact of the discount rate and inflation

sensitivities on the IAS 19 surplus or deficit. For M&GGPS the reimbursement asset would fully offset the impacts on the defined

benefit obligation. For the PSPS scheme, the mortality rate sensitivity impact would also be partially mitigated by the longevity

swap asset held.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 17 Defined benefit pension schemes

#### (continued)

17.2 Assumptions (continued)

17.2.4 Sensitivity of the pension scheme liabilities to key variables (continued)

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  |  | 2024 | | | |
|  |  | Increase/(decrease) in the present value  of the scheme’s defined benefit obligation | | | |
|  |  | PSPS | SASPS | M&GGPS | Total |
| As at 31 December | Sensitivity of the change in assumptions | £m | £m | £m | £m |
| Base position | N/A | 3,725 | 486 | 261 | 4,472 |
| Discount ratei | Decrease by 0.5% | 203 | 36 | 21 | 260 |
| Increase by 0.5% | (188) | (32) | (19) | (239) |
| Rate of inflation with consequent reduction  in salary increases (where applicable) | Decrease by 0.2% (with consequent  reduction in salary increases) | (50) | (7) | (6) | (63) |
| Mortality rate | Increase in life expectancy by 1 year | 120 | 13 | 6 | 139 |

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  |  | 2023 | | | |
|  |  | Increase/(decrease) in the present value  of the scheme’s defined benefit obligation | | | |
|  |  | PSPS | SASPS | M&GGPS | Total |
| As at 31 December | Sensitivity of the change in assumptions | £m | £m | £m | £m |
| Base position | N/A | 4,260 | 576 | 298 | 5,134 |
| Discount ratei | Decrease by 0.5% | 259 | 51 | 26 | 336 |
| Increase by 0.5% | (234) | (45) | (24) | (303) |
| Rate of inflation with consequent reduction  in salary increases (where applicable) | Decrease by 0.2% (with consequent  reduction in salary increases) | (55) | (9) | (7) | (71) |
| Mortality rate | Increase in life expectancy by 1 year | 146 | 15 | 7 | 168 |

i The discount rate sensitivity has been revised to 0.5% from 0.2% for consistency with the discount rate sensitivities on insurance contracts.

17.3 Plan assets and other assets of the scheme

As at 31 December 2024 80% of the total value of the scheme assets, excluding the reimbursement asset, were derived from

quoted prices in an active market (2023: 81%), while the value of the remaining assets is derived from the use of various observable

and unobservable inputs. None of the scheme assets included property occupied by the Group. The IAS 19 basis plan assets as at

31 December 2024 of £4,822m (2023: £5,496m) is different from the economic basis plan assets of £4,832m (2023: £5,508m) as

shown below due to the exclusion of investment in Group insurance policies by M&GGPS as described in 17.1.

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | |  | 2023 | | | |
|  | PSPS | Other  schemes | Total |  |  | PSPS | Other  schemes | Total |  |
| As at 31 December | £m | £m | £m | % |  | £m | £m | £m | % |
| Equities: |  |  |  |  |  |  |  |  |  |
| UK | 26 | — | 26 | 1% |  | 29 | — | 29 | 1% |
| Overseas | 13 | 38 | 51 | 1% |  | 10 | 37 | 47 | 1% |
| Bondsi: |  |  |  |  |  |  |  |  |  |
| Government | 2,824 | 423 | 3,247 | 67% |  | 3,124 | 559 | 3,683 | 67% |
| Corporate | 1,037 | 2 | 1,039 | 22% |  | 1,145 | 3 | 1,148 | 21% |
| Asset-backed securities | 332 | 81 | 413 | 9% |  | 344 | 81 | 425 | 8% |
| Derivativesii | (689) | (128) | (817) | (17)% |  | (526) | (202) | (728) | (13)% |
| Properties | 233 | 119 | 352 | 7% |  | 238 | 118 | 356 | 6% |
| Other assets | 258 | 2 | 260 | 5% |  | 247 | 3 | 250 | 4% |
| Reimbursement right assetiii | — | 261 | 261 | 5% |  | — | 298 | 298 | 5% |
| Total value of assets | 4,034 | 798 | 4,832 | 100% |  | 4,611 | 897 | 5,508 | 100% |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 17 Defined benefit pension schemes

#### (continued)

17.3 Plan assets and other assets of the scheme (continued)

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | |  | 2023 | | | |
|  | Quoted in an  active market | Other | Total |  |  | Quoted in an  active market | Other | Total |  |
| As at 31 December | £m | £m | £m | % |  | £m | £m | £m | % |
| Equities: |  |  |  |  |  |  |  |  |  |
| UK | — | 26 | 26 | 1% |  | — | 29 | 29 | 1% |
| Overseas | — | 51 | 51 | 1% |  | — | 47 | 47 | 1% |
| Bondsi: |  |  |  |  |  |  |  |  |  |
| Government | 3,242 | 5 | 3,247 | 67% |  | 3,678 | 5 | 3,683 | 67% |
| Corporate | 799 | 240 | 1,039 | 22% |  | 889 | 259 | 1,148 | 21% |
| Asset-backed securities | 316 | 97 | 413 | 9% |  | 315 | 110 | 425 | 8% |
| Derivativesii | (755) | (62) | (817) | (17)% |  | (720) | (8) | (728) | (13)% |
| Properties | — | 352 | 352 | 7% |  | — | 356 | 356 | 6% |
| Other assets | 66 | 194 | 260 | 5% |  | 60 | 190 | 250 | 4% |
| Reimbursement right assetiii | — | 261 | 261 | 5% |  | — | 298 | 298 | 5% |
| Total value of assets | 3,668 | 1,164 | 4,832 | 100% |  | 4,222 | 1,286 | 5,508 | 100% |

i As at 31 December 2024 90% of the bonds were investment grade (2023: 90%).

ii Included within derivatives is a £64m liability in respect of the longevity swap transaction with Pacific Life Re Limited (2023: £3m), valued at fair value as

per IAS 19 and based on the principles of IFRS 13.

iii Although available to the scheme, under IAS 19 the reimbursement right asset does not constitute part of the plan assets.

17.4 Reconciliation in movement of schemes’ surplus/deficit

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
|  | Economic basis | | | |  |  |
|  | Fair value  of plan  and other  assets | Present  value of  benefit  obligation | Restriction  on surplus | Net  economic  pension  surplus/  (deficit) | Other  adjustments | Net pension  surplus/  (deficit) |
|  | £m | £m | £m | £m | £m | £m |
| Net defined benefit pension asset/(liability) at 1 January 2024 | 5,508 | (5,134) | (339) | 35 | (310) | (275) |
| Total income/(expense) recognised in the income statementi |  |  |  |  |  |  |
| Current service cost | — | (7) | — | (7) | — | (7) |
| Net interest income/(expense) | 245 | (228) | (15) | 2 | (17) | (15) |
| Administration expenses | (9) | — | — | (9) | — | (9) |
|  | 236 | (235) | (15) | (14) | (17) | (31) |
| Remeasurement (losses)/gainsii |  |  |  |  |  |  |
| Return on the scheme assets less amount included in interest  income | (658) | — | — | (658) | 43 | (615) |
| Gains on changes in demographic assumptions | — | 126 | — | 126 | — | 126 |
| Gains on changes in financial assumptions | — | 501 | — | 501 | — | 501 |
| Losses on scheme liabilities | — | (12) | — | (12) | — | (12) |
| Unrecognisable surplus | — | — | 52 | 52 | — | 52 |
|  | (658) | 615 | 52 | 9 | 43 | 52 |
| Benefit payments | (282) | 282 | — | — | 11 | 11 |
| Employers’ contributions | 28 | — | — | 28 | — | 28 |
| Disinvestment from non-qualifying insurance policies | — | — | — | — | 2 | 2 |
| Net defined benefit pension asset/(liability) at 31 December 2024 | 4,832 | (4,472) | (302) | 58 | (271) | (213) |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 17 Defined benefit pension schemes

#### (continued)

17.4 Reconciliation in movement of schemes’ surplus/deficit (continued)

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
|  | Economic basis | | | |  |  |
|  | Fair value  of plan  and other  assets | Present  value of  benefit  obligation | Restriction  on surplus | Net  economic  pension  surplus/  (deficit) | Other  adjustments | Net  pension  surplus/  (deficit) |
|  | £m | £m | £m | £m | £m | £m |
| Net defined benefit pension asset/(liability) at 1 January 2023 | 5,665 | (4,929) | (581) | 155 | — | 155 |
| Total income/(expense) recognised in the income statementi |  |  |  |  |  |  |
| Current service cost | — | (8) | — | (8) | — | (8) |
| Net interest | 267 | (233) | (28) | 6 | — | 6 |
| Administration expenses | (11) | — | — | (11) | — | (11) |
|  | 256 | (241) | (28) | (13) | — | (13) |
| Remeasurement (losses)/gainsii |  |  |  |  |  |  |
| Return on the scheme assets less amount included in interest  income | (185) | — | — | (185) | 26 | (159) |
| Gains on changes in demographic assumptions | — | 27 | — | 27 | — | 27 |
| Losses on changes in financial assumptions | — | (233) | — | (233) | — | (233) |
| Experience losses on scheme liabilities | — | (29) | — | (29) | — | (29) |
| Unrecognisable surplus |  | — | 270 | 270 | — | 270 |
|  | (185) | (235) | 270 | (150) | 26 | (124) |
| Benefit payments | (271) | 271 | — | — | — | — |
| Employers’ contributions | 43 | — | — | 43 | — | 43 |
| Disinvestment from the Group’s insurance policies | — | — | — | — | (11) | (11) |
| Reimbursement right assetiii | — | — | — | — | (325) | (325) |
| Net defined benefit pension asset/(liability) at 31 December 2023 | 5,508 | (5,134) | (339) | 35 | (310) | (275) |

i An expense of £6m is included in the total amount recognised in the consolidated income statement attributable to the Group for the year ended

31 December 2024 relating to the With-Profits Fund (2023: expense of £11m).

ii Included in the share of remeasurement gains and losses recognised in other comprehensive income for the year ended 31 December 2024, are gains

attributable to the Group totalling £49m (2023: losses of £109m) and gains attributable to the With-Profits Fund of £3m (2023: losses of £15m).

iiiAs noted above, M&GGPS executed a buy-in transaction with PAC (a Group entity) in 2023. The reimbursement right asset resulting from the transaction

is eliminated on consolidation. However, due to different measurement bases applied for determining the value of this asset and the related liability by

PAC for accounting purposes, the premium paid by the scheme exceeded the valuation of the scheme asset recognised by £79m. In the comparative table

above, this has been recognised as a loss in the actual return on assets.

17.5 Maturity analysis of benefit obligations

The following table provides an expected maturity analysis of the undiscounted defined benefit obligations:

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | All schemes | | | | | | |
|  | 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 | Total |
|  | £m | £m | £m | £m | £m | £m | £m |
| As at 31 December 2024 | 275 | 1,168 | 1,506 | 1,473 | 1,350 | 4,125 | 9,897 |
| As at 31 December 2023 | 281 | 1,163 | 1,538 | 1,519 | 1,412 | 4,531 | 10,444 |

The weighted average duration of each scheme’s defined benefit obligations (in years) are as follows:

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  | PSPS | SASPS | M&GGPS |
| As at 31 December 2024 | 11 | 14 | 15 |
| As at 31 December 2023 | 12 | 17 | 17 |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 18 Classification of financial instruments

18.1 Financial assets

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  |  | 2024 | | | |
|  |  | Fair value through  profit or loss | | Amortised  cost |  |
|  |  | Designated | Mandatory | Total |
| As at 31 December | Note | £m | £m | £m | £m |
| Equity securities and pooled investment funds | 31 | — | 64,890 | — | 64,890 |
| Loansii |  | — | 4,135 | — | 4,135 |
| Debt securities | 31 | — | 69,775 | — | 69,775 |
| Derivative assets | 31 | — | 1,085 | — | 1,085 |
| Deposits | 32 | — | — | 15,794 | 15,794 |
| Accrued investment income and other debtors | 19 | — | — | 2,428 | 2,428 |
| Cash and cash equivalents | 20 | — | — | 4,838 | 4,838 |
| Total financial assets |  | — | 139,885 | 23,060 | 162,945 |

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  |  | Restated i | | | |
|  |  | 2023 | | | |
|  |  | Fair value through  profit or loss | | Amortised  cost |  |
|  |  | Designated | Mandatory | Total |
| As at 31 December | Note | £m | £m | £m | £m |
| Equity securities and pooled investment funds | 31 | — | 66,248 | — | 66,248 |
| Loansii |  | — | 3,908 | — | 3,908 |
| Debt securities | 31 | — | 70,683 | — | 70,683 |
| Derivative assets | 31 | — | 1,693 | — | 1,693 |
| Deposits | 32 | — | — | 16,324 | 16,324 |
| Accrued investment income and other debtors | 19 | — | — | 2,536 | 2,536 |
| Cash and cash equivalents | 20 | — | — | 5,148 | 5,148 |
| Total financial assets |  | — | 142,532 | 24,008 | 166,540 |

i Following a review of the Group’s presentation of cash and borrowings in certain consolidated investment funds, the comparative amount for cash and

cash equivalents has been restated from those previously reported. The restatement has had no impact on the consolidated income statement or net

assets. See Note 1.1 for further information.

ii Loans primarily consist of mortgage loans of £1,891m (2023: £1,861m) and other loans of £2,243m (2023: £2,046m).

As at 31 December 2024, total mortgage loans were £1,891m (2023: £1,861m) of which £1,222m (2023: £1,258m) were held by the

shareholder-backed business. Of the mortgage loans held by the shareholder backed business 78% (2023: 74%) related to equity

release mortgage business which had an average loan to property value of 41% (2023: 39%). The equity release mortgages are

carried at fair value through profit or loss. Sensitivities in relation to the valuation of the equity release mortgages are provided in

Note 31.8.

Other loans mainly comprise collateralised loan obligations and other private debt instruments held by funds that are consolidated

by the Group.

Accrued investment income and other debtors exclude items which do not meet the definition of a financial asset.

Financial assets expected to be recovered after one year as at 31 December 2024 are £70,383m (2023: £72,033m).

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

18 Classification of financial instruments (continued)

18.2 Financial liabilities

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  |  | 2024 | | | |
|  |  | Fair value through  profit or loss | | Amortised  cost |  |
|  |  | Designated | Mandatory | Total |
| As at 31 December | Note | £m | £m | £m | £m |
| Investment contract liabilities without DPF | 25 | 12,144 | — | — | 12,144 |
| Third party interest in consolidated funds | 31 | 9,484 | — | — | 9,484 |
| Subordinated liabilities and other borrowings | 26 | — | — | 6,486 | 6,486 |
| Derivative liabilities | 31 | — | 3,202 | — | 3,202 |
| Other financial liabilities |  | — | — | 1,018 | 1,018 |
| Accruals, deferred income and other liabilities |  | 221 | — | 4,002 | 4,223 |
| Total financial liabilities |  | 21,849 | 3,202 | 11,506 | 36,557 |

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  |  | Restated i | | | |
|  |  | 2023 | | | |
|  |  | Fair value through  profit or loss | | Amortised  cost |  |
|  |  | Designated | Mandatory | Total |
| As at 31 December | Note | £m | £m | £m | £m |
| Investment contract liabilities without DPF | 25 | 12,535 | — | — | 12,535 |
| Third party interest in consolidated funds | 31 | 9,893 | — | — | 9,893 |
| Subordinated liabilities and other borrowings | 26 | — | — | 7,647 | 7,647 |
| Derivative liabilities | 31 | — | 2,910 | — | 2,910 |
| Other financial liabilities |  | — | — | 1,186 | 1,186 |
| Accruals, deferred income and other liabilities |  | 239 | — | 5,844 | 6,083 |
| Total financial liabilities |  | 22,667 | 2,910 | 14,677 | 40,254 |

i Following a review of the Group’s presentation of cash and borrowings in certain consolidated investment funds, the comparative amount for

subordinated liabilities and other borrowings have been restated from those previously reported.

Other financial liabilities relate to obligations under funding, securities lending and sale and repurchase agreements.

Accruals, deferred income and other liabilities exclude items which do not meet the definition of a financial liability.

Financial liabilities expected to be settled in more than one year as at 31 December 2024 were £10,326m (2023: £11,689m).

For financial liabilities designated at FVTPL there was no material impact from movement in credit risk in 2024 and 2023.

18.3 Fair value of underlying items for contracts measured under the Variable Fee Approach (VFA)

The fair value of the assets held by the With-Profits Fund for contracts measured under the Variable Fee Approach (VFA) are as

follows:

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  | 2024 |  | 2023 |
|  | With-Profits Fund |  | With-Profits Fund |
| As at 31 December | £m |  | £m |
| Investment properties | 4,979 |  | 5,664 |
| Equity securities and pooled investment funds | 81,194 |  | 80,996 |
| Loans | 456 |  | 568 |
| Debt securities | 41,437 |  | 42,322 |
| Derivative assets | 603 |  | 1,169 |
| Derivative liabilities | (1,272) |  | (1,058) |
| Cash and cash equivalents | 1,488 |  | 1,309 |
| Total assets | 128,885 |  | 130,970 |
| Non-profit business in the With-Profits Fund | (6,223) |  | (6,856) |
| Other liabilities | (5,610) |  | (7,032) |
| Total fair value of VFA underlying items | 117,052 |  | 117,082 |

In addition to the participating business underlying items detailed above, there are £3,848m of underlying items (unit-linked fund

assets) for unit-linked insurance contracts measured under the VFA (2023: £4,081m).

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 19 Accrued investment income and other debtors

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| As at 31 December | £m | £m |
| Interest receivable | 907 | 893 |
| Other accrued investment income and prepayments | 314 | 376 |
| Total interest receivable, accrued investment income and prepayments | 1,221 | 1,269 |
| Other debtors: |  |  |
| Outstanding sales of investment securities | 117 | 170 |
| Investment management fee debtors | 124 | 127 |
| Property related debtors | 283 | 272 |
| Cancellation of units awaiting settlement | 18 | 19 |
| Finance leases | 183 | 176 |
| Other | 560 | 503 |
| Total accrued investment income and other debtors | 2,506 | 2,536 |
| Analysed as: |  |  |
| Expected to be settled within one year | 1,973 | 2,303 |
| Expected to be settled after one year | 533 | 233 |
| Total accrued investment income and other debtors | 2,506 | 2,536 |

Finance income from the net investment in all finance leases amounted to £14m (2023: £8m). Income from subleasing right-of-use

assets amounted to £4m (2023: £3m).

The table below presents a maturity analysis of undiscounted lease receipts due on these leases:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| As at 31 December | £m | £m |
| Less than 1 year | 8 | 9 |
| After 1 year to 2 years | 15 | 12 |
| After 2 years to 3 years | 14 | 17 |
| After 3 years to 4 years | 15 | 17 |
| After 4 years to 5 years | 15 | 18 |
| Over 5 years | 475 | 502 |
|  | 542 | 575 |
| Unearned finance income | (359) | (399) |
| Net investment in finance leases | 183 | 176 |

#### 20 Cash and cash equivalents

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  | Restated i |
|  | 2024 | 2023 |
| As at 31 December | £m | £m |
| Cash | 3,220 | 3,642 |
| Cash equivalents | 1,618 | 1,506 |
| Total cash and cash equivalents | 4,838 | 5,148 |

i Following a review of the Group’s presentation of cash and borrowings in certain consolidated investment funds, comparative amount for cash has been

restated from those previously reported. The restatement has had no impact on the consolidated income statement or net assets. See Note 1.1 for further

information.

Cash equivalents consist  of short-term, highly liquid investments that are readily convertible into known amounts of cash subject to

insignificant risk of changes in value.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 21 Issued share capital and share premium

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | |  | 2023 | | |
| Issued shares of 5p fully paid | Number of  ordinary shares | Share capital | Share premium |  | Number of  ordinary shares | Share capital | Share premium |
| £m | £m |  | £m | £m |
| At 1 January | 2,382,058,117 | 119 | 379 |  | 2,374,712,121 | 119 | 370 |
| Shares issued to settle employee  share option schemes | 3,110,167 | — | 4 |  | 7,345,996 | — | 9 |
| Shares issued to employee  benefit trusts | 22,000,000 | 1 | — |  | — | — | — |
| At 31 December | 2,407,168,284 | 120 | 383 |  | 2,382,058,117 | 119 | 379 |

Amounts recorded in share capital represent the nominal value of shares issued with any difference between proceeds received

on issue of shares, net of issue costs, and the nominal value of shares issued being credited to the share premium account.

In 2024, 3,110,167 (2023: 7,345,996) newly issued shares and no (2023: 2,253,878) treasury shares were used to satisfy obligations

under the SAYE scheme. Further details are outlined in Note 37.2. The newly issued shares resulted in an increase in share capital

of £0.2m (2023: £0.4m) and share premium of £4.4m (2023: £9.1m).

An additional 22,000,000 (2023: none) newly issued shares were acquired by the employee benefit trust. The newly issued shares

resulted in an increase in share capital of £1.1m (2023: £nil). Further details are outlined in Note 22.1.

#### 22 Shares held by employee benefit trusts and other treasury shares

The Group buys and sells its own shares in relation to its employee share schemes or via transactions that may be undertaken by

authorised investment funds that the Group is deemed to control. These authorised investment funds undertake transactions in

the Group’s shares as part of their investment decisions.

22.1 Shares held by employee benefit trust

The M&G Employee Share Trust (the Trust) was created on 20 September 2019 to facilitate the procurement, holding and

distribution of M&G plc shares under the various employee incentive schemes in operation.  The Trust is funded by M&G plc. In

addition, there is a separate trust that holds shares in respect of Share Incentive Plan (SIP) schemes.

The movement in the M&G plc shares held in employee benefit trusts are detailed below:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | Number of shares | Number of shares |
| At 1 January | 21,496,591 | 46,767,653 |
| Shares acquired and transferred from treasury shares during the period | 15,281,422 | 16,635,485 |
| Newly issued shares acquired | 22,000,000 | — |
| Shares awarded during the period | (22,180,066) | (41,906,547) |
| At 31 December | 36,597,947 | 21,496,591 |

The Trust holds 26,072,739 shares at 31 December 2024 (2023: 12,016,528) while  a further 10,525,208 shares are held by the

trustee of the SIP scheme at  31 December 2024 (2023: 9,480,063).

During 2024, the Trust acquired 22,000,000 (2023: nil) newly issued shares. This resulted in an increase in share capital of £1m and

a corresponding increase in the value of shares held by employee benefit trust of £1.1m.

The cost of shares held in the employee benefit trusts of £9m as at 31 December 2024 (2023: £26m) is deducted from equity.

22.2 Other treasury shares

During 2024, no shares (2023: 2,253,878 shares with a carrying value of £4m) have been distributed in relation to employee share

schemes. An additional 10,000,000 shares (2023: 11,200,000) with a carrying value of £15m (2023: £22m) were transferred to the

employee benefit trust. As at 31 December 2024, the remaining 3,414,030 treasury shares (2023: 13,414,030 treasury shares) with

a carrying value of £6m (2023: £21m) are disclosed as a deduction to Shareholders equity within the Treasury shares reserve.

All share transactions were made on an exchange.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 23 Other reserves

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | Equity-settled  share-based  payment reserve | Merger reserve | Foreign currency  translation  reserve | Capital  redemption  reserve | Total Other  reserves |
|  | £m | £m | £m | £m | £m |
| As at 1 January 2024 | 89 | (11,732) | (1) | 11 | (11,633) |
| Exchange movements arising on foreign  operations | — | — | (15) | — | (15) |
| Total items recognised in comprehensive income | — | — | (15) | — | (15) |
| Vested employee share-based payments | (33) | — | — | — | (33) |
| Expense recognised in respect of share-based  payments | 40 | — | — | — | 40 |
| Tax effect of items recognised directly in equity | (1) | — | — | — | (1) |
| Net increase/(decrease) in equity | 6 | — | (15) | — | (9) |
| As at 31 December 2024 | 95 | (11,732) | (16) | 11 | (11,642) |

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| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | Equity-settled  share-based  payment reserve | Merger reserve | Foreign currency  translation  reserve | Capital  redemption  reserve | Total other  reserves |
|  | £m | £m | £m | £m | £m |
| As at 1 January 2023 | 101 | (11,732) | 7 | 11 | (11,613) |
| Exchange movements arising on foreign  operations | — | — | (8) | — | (8) |
| Total items recognised in comprehensive income | — | — | (8) | — | (8) |
| Vested employee share-based payments | (42) | — | — | — | (42) |
| Expense recognised in respect of share-based  payments | 32 | — | — | — | 32 |
| Tax effect of items recognised directly in equity | (2) | — | — | — | (2) |
| Net decrease in equity | (12) | — | (8) | — | (20) |
| As at 31 December 2023 | 89 | (11,732) | (1) | 11 | (11,633) |

The merger reserve arises from the application of merger accounting principles to the acquisition of entities under common

control. It represents the difference between the aggregate capital reserves and the value of the entities acquired. On disposal of

the relevant entity, the related merger reserve is released directly to retained earnings.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

24.1 Insurance, investment with discretionary participation features and reinsurance contracts

The breakdown of groups of insurance, investment with DPF and reinsurance contracts issued, and reinsurance contracts held,

that are in an asset position and those in a liability position is set out in the table below:

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  | 2024 | | | |
|  |  | Shareholder-backed funds | |  |
|  | With-profits  sub-fundsi | Unit-linked liabilities | Annuity and other  long-term business | Total |
| As at 31 December | £m | £m | £m | £m |
| Insurance contract liabilities |  |  |  |  |
| Insurance contract liabilities | 28,777 | 4,108 | 13,686 | 46,571 |
| Investment contracts with DPF liabilities | 94,467 | — | 226 | 94,693 |
|  | 123,244 | 4,108 | 13,912 | 141,264 |
| Insurance contract assets |  |  |  |  |
| Insurance contract assets | — | — | 39 | 39 |
|  | — | — | 39 | 39 |
| Reinsurance contracts |  |  |  |  |
| Reinsurance contract assets | 15 | 4 | 1,024 | 1,043 |
| Reinsurance contract liabilities | 1 | 22 | 257 | 280 |

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  | 2023 | | | |
|  |  | Shareholder-backed funds | |  |
|  | With-profits  sub-fundsi, ii | Unit-linked liabilities | Annuity and other  long-term business | Total |
| As at 31 December | £m | £m | £m | £m |
| Insurance contract liabilities |  |  |  |  |
| Insurance contract liabilities | 30,461 | 4,404 | 13,892 | 48,757 |
| Investment contracts with DPF liabilities | 93,135 | — | 243 | 93,378 |
|  | 123,596 | 4,404 | 14,135 | 142,135 |
| Insurance contract assets |  |  |  |  |
| Insurance contract assets | — | — | 44 | 44 |
|  | — | — | 44 | 44 |
| Reinsurance contracts |  |  |  |  |
| Reinsurance contract assets | 11 | 7 | 1,081 | 1,099 |
| Reinsurance contract liabilities | 1 | 21 | 335 | 357 |

i Includes the With-Profits Sub-Fund (WPSF) and the Defined Charge Participating Sub-Fund (DCPSF), including the non-profit business written within

these funds.

ii With-profits sub-funds insurance contract liabilities and investment contract with DPF liabilities balances at 31 December 2023 have been restated from

those previously reported following a review of presentation. The restatement results in an increase of £556m in Investment contract with DPF liabilities

and corresponding decrease in Insurance contract liabilities and no impact on total Insurance contract liabilities or the consolidated primary statements or

any impact on other reporting periods.

The IFRS 17 disclosures have been disaggregated based on the following lines of business:

– With-profits business

– Unit linked business

– Annuities and other business

This reflects the level of granularity at which the assumptions are set and the insurance contract liabilities calculated.

All lines of business mentioned below form part of the Life segment and further information on the nature of the products written in

each line of business is presented in Note 2.3.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.2 Determination of insurance, investment with DPF and reinsurance contract balances for different components of

business

Note 2.3 describes the different types of insurance and investment contracts across the business. The contracts are disclosed

according to management’s view of the business. A description relating to the determination of the policyholder and reinsurance

contract balances with the key assumptions for each component of business is set out in the notes below. The sensitivity of IFRS

profit/(loss) after tax to the key economic and non-economic assumptions is shown in Note 32.7.

24.2.1 Discount rates

Cash flows relating to insurance and reinsurance contracts issued and reinsurance contracts held are discounted using risk-free

yield curves adjusted to reflect the liquidity characteristics of the contracts. As described in Note 1.5, the Group determines the

adjustment for illiquidity using either a top-down approach (for non-profit annuity contracts) or a bottom-up approach (for all other

contracts, including with-profits).

For with-profits contracts, the illiquidity premium is determined at each reporting date by applying a weighting of 75% to the

illiquidity premium for the reference portfolio of fixed interest assets. The illiquidity premium included in the discount rate as at

31 December 2024 was 39bps (2023: 47bps). The assumed investment returns are consistent with the discount rates applied to

the cash flows. The volatility of investment returns is set with reference to implied volatility data on traded market instruments,

where available, or on a best estimate basis where not.

The unit-linked contracts are considered to be highly liquid as they can be surrendered at any time by the policyholder for a

surrender value which is the value of the units less any surrender charge. Therefore the cash flows are discounted using rates

derived from the risk-free yield curve without addition of an illiquidity premium. The assumed unit fund growth rates are consistent

with the discount rates applied to the cash flows.

For non-profit annuity contracts, the illiquidity premium is derived from the yield of a reference portfolio of assets which is adjusted

to eliminate any factors that are not relevant to the annuity contracts. The implied illiquidity premium at 31 December 2024 was

149bps (2023: 168bps) for shareholder-backed annuities and 143bps (2023: 161bps) for annuities in the With-Profits Fund. There is

no requirement to adjust the yield curve for any differences in the liquidity characteristics of the insurance contracts and the

reference portfolio. The reference portfolios chosen for in-force annuities are the assigned portfolios used to determine the

Solvency II matching adjustment. These are considered to be suitable as reference portfolios for IFRS 17 reporting because their

objective is to closely match the liability cash flows and there is strong governance around their management. The discount rates at

the inception of each contract are based on the yields within a reference portfolio of assets which the Group expects to acquire to

back the portfolio of new insurance contracts (the ‘target portfolio’). A weighted average of these discount rate curves is

determined for the purpose of locking-in and calculating movements in the CSM relating to each group of contracts. The point of

sale discount rate curves are weighted by the premiums in each group. On subsequent measurement of the fulfilment cash flows

the yield at the valuation date on the reference portfolio is adjusted, where necessary, in respect of new contracts incepting in the

period to allow for a period of transition from the actual asset holdings to the target portfolio. Typically, this period of transition can

be up to 12 months but may be dependent on the volume of new business. For the Value Share transaction written in 2024 the

period of transition can be up to 24 months.

The largest adjustment made to reference portfolio yield is in relation to credit risk. IFRS 17 is not prescriptive as to how the

adjustment for credit risk should be determined other than that it should reflect market risk premiums for credit risk. The credit risk

allowance comprises an amount for long-term best estimate defaults and downgrades, a provision for credit risk premium and,

where appropriate, an additional short-term overlay to reflect the prospective outlook for experience over the coming period,

including uncertainty in the outlook. It incorporates allowances for expected and unexpected credit events, including internal and

external views on the outlook for credit risk, and considers the relationship between credit risk and yield spreads. The allowance

for credit risk within the discount rate for shareholder-backed annuities as at 31 December 2024 was 53bps (2023: 56bps). The

allowance for credit risk within the discount rate for annuities in the With-Profits Fund as at 31 December 2024 was 56bps (2023:

57bps).

The derivation of the discount rates include consideration of any potential future legislative change in respect of residential ground

rents (further explained in Note 31.8.1) and the resulting impact on the portfolio yield.

The derivation of the discount rates for the Value Share BPA insurance contract is as described above. The derivation of the

discount rates for the Value Share reinsurance arrangement is as described above except that the reference portfolio of assets is

the pool of assets that backs the Value Share BPA liabilities.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.2 Determination of insurance, investment with DPF and reinsurance contract balances for different components of

business (continued)

24.2.1 Discount rates (continued)

The tables below show the discount rates used as at 31 December 2024 and 31 December 2023.

Discount rates as at 31 December 2024

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 1 year | 5 years | 10 years | 15 years | 20 years | 25 years | 30 years |
| With-profits contracts | 4.85% | 4.43% | 4.46% | 4.62% | 4.70% | 4.69% | 4.62% |
| Unit-linked contracts | 4.46% | 4.04% | 4.07% | 4.23% | 4.30% | 4.30% | 4.23% |
| Non-profit annuities – shareholder-backed | 5.95% | 5.53% | 5.56% | 5.72% | 5.79% | 5.79% | 5.72% |
| Non-profit annuities – in the With-Profits Fund | 5.89% | 5.47% | 5.50% | 5.66% | 5.73% | 5.72% | 5.66% |

Discount rates as at 31 December 2023

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 1 year | 5 years | 10 years | 15 years | 20 years | 25 years | 30 years |
| With-profits contracts | 5.20% | 3.82% | 3.75% | 3.86% | 3.90% | 3.88% | 3.82% |
| Unit-linked contracts | 4.74% | 3.35% | 3.28% | 3.40% | 3.43% | 3.41% | 3.35% |
| Non-profit annuities – shareholder-backed | 6.41% | 5.03% | 4.96% | 5.08% | 5.11% | 5.09% | 5.03% |
| Non-profit annuities – in the With-Profits Fund | 6.34% | 4.96% | 4.89% | 5.00% | 5.04% | 5.02% | 4.96% |

The tables below show the credit risk allowances for annuity business as at 31 December 2024 and 31 December 2023.

Credit risk allowances as at 31 December 2024

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | Shareholder-backed annuities | Annuities in the With-Profits Fund |
| Credit risk allowance | 53 bps | 56 bps |
| Credit risk allowance as proportion of spread over swaps | 25.67% | 25.56% |
| Net of reinsurance credit reserve (£m) | 454 | 157 |

Credit risk allowances as at 31 December 2023

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | Shareholder-backed annuities | Annuities in the With-Profits Fund |
| Credit risk allowance | 56 bps | 57 bps |
| Credit risk allowance as proportion of spread over swaps | 24.57% | 24.73% |
| Net of reinsurance credit reserve (£m) | 516 | 199 |

24.2.2 Persistency and expense assumptions

The table below summarises the range of lapse rate assumptions used as at 31 December 2024 and 31 December 2023.

These exclude assumptions related to retirement rates for pension contracts, which may be as high as 100% at certain ages.

Lapse rate assumptions

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 31 December 2024 | 31 December 2023 |
| With-profits contracts | 0% - 30% | 0% - 30% |
| Unit-linked contracts | 0% - 16% | 0% - 16% |
| Non-profit annuities – shareholder-backed | N/A | N/A |
| Non-profit annuities – in the With-Profits Fund | N/A | N/A |

The table below summarises the range of maintenance expense assumptions used as at 31 December 2024 and

31 December 2023, before allowance for future inflationary increases.

Maintenance expense assumptions (per policy)

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 31 December 2024 | 31 December 2023 |
|  | £ pa | £ pa |
| With-profits contracts | 8 - 199 | 7 - 239 |
| Unit-linked contractsi | 44 - 186 | 43 - 239 |
| Non-profit annuities – shareholder-backed | 36 - 68 | 35 - 57 |
| Non-profit annuities – in the With-Profits Fund | 37 | 36 |

i For Prudential International Assurance plc, maintenance expenses assumptions are modelled as a percentage of assets under management and not

included in the range for 31 December 2024. For 31 December 2024, the range was 0.12% - 0.13% of assets under management.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.2 Determination of insurance, investment with DPF and reinsurance contract balances for different components of

business (continued)

24.2.3 Risk adjustment

Risk adjustment for non-financial risk

The risk adjustment for non-financial risk is determined as the increase in the discounted value of the future cash flows derived

from non-financial assumptions set at the target confidence level instead of unbiased non-financial assumptions. The table below

shows the confidence level used to determine the risk adjustment for with-profits contracts, unit-linked contracts, annuities and

other long-term business:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | As at 31 December | |
|  | 2024 | 2023 |
| Confidence level (percentile of the Group’s one year risk distributions) | 75th | 75th |
| Confidence level (percentile of the risk distributions over the remaining lifetime) | 60th | 60th |

24.2.4 With-profits business

The With-Profits Fund mainly contains with-profits contracts but also contains some non-profit business (annuities, unit-linked,

and term assurances).

The with-profits contracts are a combination of insurance contracts, investment contracts with discretionary participation features

(DPF) and investment contracts without DPF. The investment contracts without DPF are within the scope of IFRS 9 and are

presented in Note 25.

For the with-profits contracts the insurance contract liability is the sum of the liability for incurred claims and the liability for

remaining coverage, which comprises:

– the fair value of the underlying items for in-force contracts, ie the value of the asset shares and the expected future additions to

asset shares, plus the present value of future costs less charges;

– the allowance for ‘mutualisation’ on in-force business;

– the risk adjustment for non-financial risk;

– the CSM; and

– the historical allowance for ‘mutualisation’ (based on the underlying items for the additional amounts expected to be paid to

current or future policyholders).

These items are described further below.

Future costs less charges

The future costs include a market-consistent valuation of the costs of guarantees, options and smoothing and this amount is

determined using stochastic modelling techniques. The main assumptions used to value the future costs less charges are listed

below:

– assumptions relating to persistency (see Note 24.2.2) and the take-up of options offered on certain with-profits contracts are set

based on the results of the most recent experience analysis looking at the experience over recent years of the relevant business,

and supplemented by expert judgement within the business. In line with legislative changes, including pension freedoms, the

Group expects all policyholders of pension contracts to choose alternative post-vesting options;

– management actions under which the With-Profits Fund is managed in different scenarios. During 2024 the modelling of the

fund has been fully reviewed and updated. As part of the rebuild, changes have been made to the modelling of policyholder

taxation within prospective investment returns with other less significant changes in relation to Insurance contract liabilities. The

impact is a reduction in CSM of £106m offset by an increase in present value of future cashflows, with no overall impact on

Insurance contract liabilities;

– maintenance and, for some classes of business, termination expense assumptions are expressed as per policy amounts (see

Note 24.2.2). They are set based on forecast expense levels, including an allowance for ongoing investment management

expenses, and are allocated between entities and product groups in accordance with the Group’s internal cost allocation model.

They reflect the costs incurred by the Group which may differ from the internal charges to companies within the Group;

– expense inflation assumptions are set consistent with the economic basis and based on the inflation swap spot curve;

– the contract liabilities for with-profits business also require assumptions for mortality. These are set based on the results of

recent experience analysis. Mortality experience over 2020 and 2021 was significantly higher than previous years as a result of

the COVID-19 pandemic. In line with broader industry approach, no weight has been given to pandemic experience; and

– future investment return assumptions and discount rates are set at a risk-free yield curve plus an illiquidity premium (as set out in

Notes 1.5 and 24.2.1).

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.2 Determination of insurance, investment with DPF and reinsurance contract balances for different components of

business (continued)

24.2.4 With-profits business (continued)

Allowances for mutualisation

The allowance for mutualisation on in-force business is the policyholders’ share, which is assumed to be 90% (consistent with the

division of profits permitted by the Articles of Association), of the expected future surpluses arising from with-profits contracts,

which are determined as:

– the discounted value of the amounts that will be charged to policies;

– less: the discounted value of future shareholder transfers, gross of tax;

– less: the discounted value of other costs directly attributable to the group of insurance contracts; and

– less: the amount of any additional tax attributable to the above items.

The allowance for mutualisation on in-force business is included in the liabilities of the groups of insurance contracts.

The historical allowance for mutualisation is the policyholders’ share of the surpluses that have arisen in the past, which are

determined as the policyholders’ share of the fair value of the underlying items for the additional amounts expected to be paid to

current or future policyholders less, if required, an allowance for any further tax balances that should be apportioned between

policyholders and shareholders. The policyholders’ share is assessed on a prospective basis and is assumed to be 90%, consistent

with the division of profits permitted by the Articles of Association. The fair value of the underlying items reflects, among other

things, the fair value of the non-profit contracts in the With-Profits Fund. The fair value is measured as the sum of the best estimate

of the liability, determined using a discounted cash flow technique and assumptions used for Solvency II reporting; and the

compensation a market participant would require for taking on the obligation, over and above the best estimate liability,

determined using a cost of capital approach.

The historical allowance for mutualisation is separate from the liabilities of the groups of insurance contracts (in accordance with

IFRS 17 paragraph B71) and the Group has chosen to present this as part of the liability for remaining coverage.

With-profits options and guarantees

Certain policies written in the Group’s With-Profits Fund give potentially valuable guarantees to policyholders, or options to change

policy benefits which can be exercised at the policyholders’ discretion.

Most with-profits contracts give a guaranteed minimum payment on a specified date or range of dates or on death if before that

date or dates. For pensions products, the specified date is the policyholder’s chosen retirement date or a range of dates around

that date. For endowment contracts, guarantees apply at the maturity date of the contract. For with-profits bonds it is often a

specified anniversary of commencement, in some cases with further dates thereafter.

The main types of options and guarantees offered for with-profits contracts are as follows:

– for conventional with-profits contracts, including endowment assurance contracts and whole of-life assurance contracts,

payouts are guaranteed at the sum assured together with any declared regular bonus;

– conventional with-profits deferred annuity contracts have a basic annuity per annum to which bonuses are added. At maturity,

the cash claim value will reflect the current cost of providing the deferred annuity. Regular bonuses when added to with-profits

contracts usually increase the guaranteed amount;

– for unitised with-profits contracts and cash accumulation contracts the guaranteed payout is the initial investment (adjusted for

any withdrawals, where appropriate), less charges, plus any regular bonuses declared. If benefits are taken at a date other than

when the guarantee applies, a market value reduction may be applied to reflect the difference between the accumulated value of

the units and the market value of the underlying assets;

– for certain unitised with-profits contracts and cash accumulation contracts, policyholders have the option to defer their

retirement date when they reach maturity, and the terminal bonus granted at that point is guaranteed;

– for with-profits annuity contracts, there is a guaranteed minimum annuity payment below which benefit payments cannot fall

over the lifetime of the policies; and

– certain pensions products have guaranteed annuity options at retirement, where the policyholder has the option to take the

benefit in the form of an annuity at a guaranteed conversion rate.

CSM

The Variable Fee Approach (VFA) is used to measure the CSM for with-profits business.

For contracts that provide both insurance coverage and investment-related services the amount of the services provided in any

given period is measured as the greater of the asset shares and the amounts payable on death during that period.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.2 Determination of insurance, investment with DPF and reinsurance contract balances for different components of

business (continued)

24.2.5 Unit-linked business

Only unit-linked contracts that transfer significant insurance risk are within the scope of IFRS 17. For these contracts the insurance

contract liability is the sum of the liability for incurred claims and the liability for remaining coverage, which comprises:

– the fair value of the underlying items, ie the value of the unit funds, plus the present value of future costs less charges;

– the risk adjustment for non-financial risk; and

– the CSM.

Future cash flows

The present value of future costs less charges is determined using best estimate assumptions for the non-financial risks of

mortality, on a basis that is appropriate for the policyholder profile, expenses and persistency (see Note 24.2.2). The assumed unit

fund growth rates are consistent with the discount rates applied to the cash flows (see Note 24.2.1).

Certain parts of the unit-linked business are reinsured externally by way of fund reinsurance. Where this is the case, the fair value

of the underlying asset and liability is equal to the unit value obligation.

CSM

The VFA is used to measure the CSM for unit-linked business.

The amount of the services provided in any given period is measured as the greater of the unit funds and the amounts payable on

death during that period.

24.2.6 Annuities and other long-term business

The majority of the policyholder liabilities in the ‘annuities and other long-term business’ component relate to annuity contracts, for

which some of the risk has been reinsured to external third parties. The annuity insurance contract liabilities are calculated as the

sum of the liability for incurred claims and the liability for remaining coverage, which comprises:

– the expected value of future annuity payments and expenses;

– the risk adjustment for non-financial risk; and

– the CSM.

Future cash flows

The key assumptions used to value the future cash flows for annuity contracts, both insurance contracts issued and reinsurance

contracts held, are described below.

Mortality

Mortality assumptions for annuity business are set in light of recent population and internal experience, with an allowance for

expected future mortality improvements. Given the long-term nature of annuity business, annuitant mortality remains a significant

assumption in determining insurance liabilities. The assumptions used reference recent England & Wales population mortality data,

consistent with the CMI mortality projections model with specific risk factors applied on a per policy basis to reflect the features of

the Group’s portfolio.

An increase in mortality rates was observed over 2020 and 2021 due to the COVID-19 pandemic, however over 2022 and 2023

rates were observed to be more consistent with pre-pandemic levels. There remains significant uncertainty following the

pandemic and the longer-term implications for mortality rates among the annuitant population will continue to be monitored by the

Group.

For current mortality, the longevity model has been recalibrated to account for updated population data following the 2021 Census

and to include mortality experience data from 2022 and 2023, while continuing to place zero weight on 2020 and 2021 data. This

has resulted in a slight weakening of assumptions and a reduction in future cash outflows.

The mortality improvements assumption was fully reviewed in 2022 following the COVID-19 pandemic and drivers which could

impact future mortality have been continually monitored. Best-estimate assumptions have been updated for 2024 to reflect new

data and information on the key drivers of changes in future mortality. This update results in lower levels of future improvements

than the previous year and a reduction in future cash outflows.

The 2024 mortality improvements assumption is expressed in terms of the CMI 2022 model, updated from the CMI 2021 used in

2023. Zero weight has been given to 2020 and 2021 experience, in line with the broader industry approach, however some

allowance has been made for 2022 data (15% in line with the CMI model calibration) as 2022 mortality is likely to be partially

reflective of future mortality.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.2 Determination of insurance, investment with DPF and reinsurance contract balances for different components of

business (continued)

24.2.6 Annuities and other long-term business (continued)

The mortality improvement assumptions used are summarised in the table below, with all other assumptions reflecting the core

CMI projection:

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Period ended | Model versioni, ii | Long-term improvement rateiii | Smoothing parameter (Sk)iv |
| 31 December 2024 | CMI 2022 | For males: 1.60% pa  For females: 1.60% pa | For males: 7.25  For females: 7.25 |
| 31 December 2023 | CMI 2021 | For males: 1.60% pa  For females: 1.60% pa | For males: 7.25  For females: 7.75 |

i A parameter in the model to reflect socio-economic differences between the portfolio and population experience is also utilised. This adjusts initial

mortality improvement rates, varying by age and gender. This is unchanged at all ages relative to 31 December 2024.

ii The weighting parameter has been set at 15% at 31 December 2024. This parameter does not apply to the CMI 2021 model used at 31 December 2023.

iii The tapering of improvements to zero is set to occur between ages 90-110 at 31 December 2024 which is unchanged from 31 December 2023.

iv The smoothing parameter controls the amount of smoothing by calendar year when determining the level of initial mortality improvements.

The mortality assumptions for in-force vested annuities also cover annuities in deferment.

Discount rates

See Note 24.2.1. The same approach is also used to derive the discount rates applied to reinsurance cash flows.

Expenses

Maintenance expense assumptions are expressed as per policy amounts (see Note 24.2.2). They are set based on forecast

expense levels, including an allowance for ongoing investment management expenses and are allocated between entities and

product groups in accordance with the Group’s internal cost allocation model. They reflect the costs incurred by the Group which

may differ from the internal charges to companies within the Group. Expense inflation assumptions are set consistent with the

economic basis and based on the inflation swap spot curve. These assumptions therefore take recent increases in inflation into

account, and allow for the market-driven long-term view of future inflation. Increases in costs that are expected to follow an

inflation index are considered by the Group to relate to financial risk.

Value Share reinsurance cash flows

Payments made to or received from the reinsurer are dependent on the relationship between the value of the assets backing the

BPA liabilities and the value of the liabilities determined in accordance with a specified basis. These cash flows are estimated by

projecting the assets and liabilities and comparing their values on the calculation dates prescribed in the reinsurance contract. The

assumed investment returns on the assets are the same as the discount rates used for the Value Share reinsurance arrangement

(see Note 24.2.1).

CSM

The General Measurement Model (GMM) is used to measure the CSM for annuities and other long-term business. For annuities in

payment the amount of the services provided in any given period is the annualised amount of income.

24.3 Insurance, investment with DPF and reinsurance contract balances

The following reconciliations show how the net carrying amounts of insurance, investment with DPF and reinsurance contracts in

each group of insurance contracts issued, and reinsurance contracts held, changed during the year as a result of cash flows and

amounts recognised in the statement of profit or loss.

For insurance contracts issued and reinsurance contracts held, tables are presented that analyse changes in the estimates of

the present value of future cash flows, the risk adjustment for non-financial risk and the CSM and separate tables that analyse

movements in the liabilities for remaining coverage and liabilities for incurred claims, reconciling these movements to the line items

in the statement of profit or loss.

For insurance contracts issued, these analysis tables are then presented for each line of business. For reinsurance contracts held

98% (2023: 98%) relates to annuity and other long-term business contracts and so separate tables for each line of business are not

presented.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.3 Insurance, investment with DPF and reinsurance contract balances (continued)

24.3.1 Total insurance contract liabilities

Insurance contracts

Analysis by remaining coverage and incurred claims

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | |  | 2023 | | | |
|  | Liabilities for remaining  coverage | |  |  |  | Liabilities for remaining  coverage | |  |  |
|  | Excluding  loss  component | Loss  component | Liabilities  for incurred  claims | Total |  | Excluding  loss  component | Loss  component | Liabilities  for incurred  claims | Total |
| For the year ended 31 December | £m | £m | £m | £m |  | £m | £m | £m | £m |
| Opening insurance contract liabilities | 141,007 | 80 | 1,048 | 142,135 |  | 140,841 | 106 | 1,029 | 141,976 |
| Opening insurance contract assets | (50) | — | 6 | (44) |  | (43) | — | 4 | (39) |
| Net opening balance | 140,957 | 80 | 1,054 | 142,091 |  | 140,798 | 106 | 1,033 | 141,937 |
| Insurance revenue |  |  |  |  |  |  |  |  |  |
| Contracts under the modified  retrospective transition approach | (692) | — | — | (692) |  | (337) | — | — | (337) |
| Contracts under the fair value transition  approach | (3,216) | — | — | (3,216) |  | (3,239) | — | — | (3,239) |
| New contracts and contracts under the  fully retrospective transition approach | (187) | — | — | (187) |  | (311) | — | — | (311) |
|  | (4,095) | — | — | (4,095) |  | (3,887) | — | — | (3,887) |
| Insurance service expenses |  |  |  |  |  |  |  |  |  |
| Incurred claims and other insurance  service expenses | — | (5) | 2,862 | 2,857 |  | — | (7) | 2,859 | 2,852 |
| Amortisation of insurance acquisition  cash flows | 73 | — | — | 73 |  | 56 | — | — | 56 |
| Adjustments to liability for incurred  claims | — | — | 3 | 3 |  | — | — | (54) | (54) |
| Losses and reversals of losses on  onerous contracts | — | 38 | — | 38 |  | — | (20) | — | (20) |
|  | 73 | 33 | 2,865 | 2,971 |  | 56 | (27) | 2,805 | 2,834 |
| Insurance service result | (4,022) | 33 | 2,865 | (1,124) |  | (3,831) | (27) | 2,805 | (1,053) |
| Finance expense/(income) from  insurance contracts issued | 8,432 | (6) | — | 8,426 |  | 7,329 | 1 | (12) | 7,318 |
| Total changes in income statement | 4,410 | 27 | 2,865 | 7,302 |  | 3,498 | (26) | 2,793 | 6,265 |
| Investment components and premium  refunds | (12,023) | — | 12,023 | — |  | (10,924) | — | 10,924 | — |
| Cash flows |  |  |  |  |  |  |  |  |  |
| Premiums received | 6,988 | — | — | 6,988 |  | 7,748 | — | — | 7,748 |
| Incurred claims paid and other  insurance service expenses paid  including investment component | — | — | (14,991) | (14,991) |  | — | — | (13,696) | (13,696) |
| Insurance acquisition cash flows | (165) | — | — | (165) |  | (163) | — | — | (163) |
| Total cash flows | 6,823 | — | (14,991) | (8,168) |  | 7,585 | — | (13,696) | (6,111) |
| Net closing balance | 140,167 | 107 | 951 | 141,225 |  | 140,957 | 80 | 1,054 | 142,091 |
| Closing insurance contract liabilities | 140,213 | 107 | 944 | 141,264 |  | 141,007 | 80 | 1,048 | 142,135 |
| Closing insurance contract assets | (46) | — | 7 | (39) |  | (50) | — | 6 | (44) |
| Net closing balance | 140,167 | 107 | 951 | 141,225 |  | 140,957 | 80 | 1,054 | 142,091 |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.3 Insurance, investment with DPF and reinsurance contract balances (continued)

24.3.1 Total insurance contract liabilities (continued)

Insurance contracts

Analysis by measurement component

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | | | | | |
|  |  |  | Contractual service margin | | | |  |
|  | Estimates  of present  value of  future cash  flows | Risk  adjustment  for non-  financial  risk | Contracts  under  modified  retrospective  transition  approach | Contracts  under the  fair value  transition  approach | Other  contracts | Total  CSM | Total |
| For the year ended 31 December | £m | £m | £m | £m | £m | £m | £m |
| Opening insurance contract liabilities | 135,738 | 632 | 1,747 | 3,609 | 409 | 5,765 | 142,135 |
| Opening insurance contract assets | (93) | 4 | — | 12 | 33 | 45 | (44) |
| Net opening balance | 135,645 | 636 | 1,747 | 3,621 | 442 | 5,810 | 142,091 |
| Changes that relate to current services |  |  |  |  |  |  |  |
| CSM recognised in profit or loss for the services  provided | — | — | (241) | (441) | (63) | (745) | (745) |
| Change in the risk adjustment for non-financial risk for  the risk expired | — | (62) | — | — | — | — | (62) |
| Revenue recognised for incurred policyholder tax | (360) | — | — | — | — | — | (360) |
| Experience adjustments | 3 | — | — | — | — | — | 3 |
|  | (357) | (62) | (241) | (441) | (63) | (745) | (1,164) |
| Changes that relate to future services |  |  |  |  |  |  |  |
| Contracts initially recognised in the period | (186) | 31 | — | — | 155 | 155 | — |
| Changes in estimates reflected in the CSM | (897) | (19) | 289 | 582 | 45 | 916 | — |
| Changes in estimates that result in onerous contract  losses or reversal of those losses | 39 | (2) | — | — | — | — | 37 |
|  | (1,044) | 10 | 289 | 582 | 200 | 1,071 | 37 |
| Changes that relate to past services |  |  |  |  |  |  |  |
| Adjustments to liabilities for incurred claims | 3 | — | — | — | — | — | 3 |
|  | 3 | — | — | — | — | — | 3 |
| Insurance service result | (1,398) | (52) | 48 | 141 | 137 | 326 | (1,124) |
| Finance expense/(income) from insurance contracts  issued | 8,043 | 33 | 113 | 195 | 42 | 350 | 8,426 |
| Total changes in income statement | 6,645 | (19) | 161 | 336 | 179 | 676 | 7,302 |
| Cash flows |  |  |  |  |  |  |  |
| Premiums received | 6,988 | — | — | — | — | — | 6,988 |
| Incurred claims paid and other insurance service  expenses paid including investment component | (14,991) | — | — | — | — | — | (14,991) |
| Insurance acquisition cash flows | (165) | — | — | — | — | — | (165) |
| Total cash flows | (8,168) | — | — | — | — | — | (8,168) |
| Net closing balance | 134,122 | 617 | 1,908 | 3,957 | 621 | 6,486 | 141,225 |
| Closing insurance contract liabilities | 134,216 | 613 | 1,908 | 3,943 | 584 | 6,435 | 141,264 |
| Closing insurance contract assets | (94) | 4 | — | 14 | 37 | 51 | (39) |
| Net closing balance | 134,122 | 617 | 1,908 | 3,957 | 621 | 6,486 | 141,225 |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.3 Insurance, investment with DPF and reinsurance contract balances (continued)

24.3.1 Total insurance contract liabilities (continued)

Insurance contracts (continued)

Analysis by measurement component (continued)

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2023 | | | | | | |
|  |  |  | Contractual service margin | | | |  |
|  | Estimates  of present  value of  future cash  flows | Risk  adjustment  for non-  financial  risk | Contracts under  modified  retrospective  transition  approach | Contracts  under the  fair value  transition  approach | Other  contracts | Total CSM | Total |
| For the year ended 31 December | £m | £m | £m | £m | £m | £m | £m |
| Opening insurance contract liabilities | 135,373 | 624 | 2,041 | 3,694 | 244 | 5,979 | 141,976 |
| Opening insurance contract assets | (76) | 3 | — | 11 | 23 | 34 | (39) |
| Net opening balance | 135,297 | 627 | 2,041 | 3,705 | 267 | 6,013 | 141,937 |
| Changes that relate to current services |  |  |  |  |  |  |  |
| CSM recognised in profit or loss for the services  provided | — | — | (221) | (383) | (45) | (649) | (649) |
| Change in the risk adjustment for non-financial risk  for the risk expired | — | (57) | — | — | — | — | (57) |
| Revenue recognised for incurred policyholder tax | (255) | — | — | — | — | — | (255) |
| Experience adjustments | (18) | — | — | — | — | — | (18) |
|  | (273) | (57) | (221) | (383) | (45) | (649) | (979) |
| Changes that relate to future services |  |  |  |  |  |  |  |
| Contracts initially recognised in the period | (181) | 16 | — | — | 165 | 165 | — |
| Changes in estimates reflected in the CSM | 46 | 31 | (194) | 93 | 24 | (77) | — |
| Changes in estimates that result in onerous contract  losses or reversal of those losses | (20) | — | — | — | — | — | (20) |
|  | (155) | 47 | (194) | 93 | 189 | 88 | (20) |
| Changes that relate to past services |  |  |  |  |  |  |  |
| Adjustments to liabilities for incurred claims | (54) | — | — | — | — | — | (54) |
|  | (54) | — | — | — | — | — | (54) |
| Insurance service result | (482) | (10) | (415) | (290) | 144 | (561) | (1,053) |
| Finance expense/(income) from insurance contracts  issuedi | 6,941 | 19 | 121 | 206 | 31 | 358 | 7,318 |
| Total changes in income statement | 6,459 | 9 | (294) | (84) | 175 | (203) | 6,265 |
| Cash flows |  |  |  |  |  |  |  |
| Premiums received | 7,748 | — | — | — | — | — | 7,748 |
| Incurred claims paid and other insurance service  expenses paid including investment component | (13,696) | — | — | — | — | — | (13,696) |
| Insurance acquisition cash flows | (163) | — | — | — | — | — | (163) |
| Total cash flows | (6,111) | — | — | — | — | — | (6,111) |
| Net closing balance | 135,645 | 636 | 1,747 | 3,621 | 442 | 5,810 | 142,091 |
| Closing insurance contract liabilities | 135,738 | 632 | 1,747 | 3,609 | 409 | 5,765 | 142,135 |
| Closing insurance contract assets | (93) | 4 | — | 12 | 33 | 45 | (44) |
| Net closing balance | 135,645 | 636 | 1,747 | 3,621 | 442 | 5,810 | 142,091 |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.3 Insurance, investment with DPF and reinsurance contract balances (continued)

24.3.1 Total insurance contract liabilities (continued)

Reinsurance contracts

Analysis by remaining coverage and incurred claims

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | |  | 2023 | | | |
|  | Assets for remaining  coverage | |  |  |  | Assets for remaining  coverage | |  |  |
|  | Excluding  loss recovery  component | Loss  recovery  component | Recoverable  for incurred  claims | Total |  | Excluding  loss recovery  component | Loss  recovery  component | Recoverable  for incurred  claims | Total |
| For the year ended 31 December | £m | £m | £m | £m |  | £m | £m | £m | £m |
| Opening reinsurance contract liabilities | 369 | — | (12) | 357 |  | 363 | — | (15) | 348 |
| Opening reinsurance contract assets | (999) | (41) | (59) | (1,099) |  | (931) | (52) | (99) | (1,082) |
| Net opening balance | (630) | (41) | (71) | (742) |  | (568) | (52) | (114) | (734) |
| Net expenses from reinsurance  contracts held |  |  |  |  |  |  |  |  |  |
| Allocation of reinsurance premiums  paid | 516 | — | — | 516 |  | 493 | — | — | 493 |
| Amounts recoverable from  reinsurers: |  |  |  |  |  |  |  |  |  |
| Recoveries of incurred claims and  other insurance service expenses | — | — | (466) | (466) |  | — | — | (463) | (463) |
| Recoveries and reversals of recoveries  of losses on onerous underlying  contracts | — | (19) | — | (19) |  | — | 11 | — | 11 |
| Adjustments to assets for incurred  claims | — | — | (3) | (3) |  | — | — | 54 | 54 |
|  | — | (19) | (469) | (488) |  | — | 11 | (409) | (398) |
| Effect of changes in the risk of  reinsurers non-performance | — | — | — | — |  | — | — | — | — |
|  | 516 | (19) | (469) | 28 |  | 493 | 11 | (409) | 95 |
| Finance expenses/(income) from  reinsurance contracts held | 10 | — | — | 10 |  | (39) | — | — | (39) |
| Total changes in income statement | 526 | (19) | (469) | 38 |  | 454 | 11 | (409) | 56 |
| Cash flows |  |  |  |  |  |  |  |  |  |
| Premiums and similar expenses paid | (528) | — | — | (528) |  | (516) | — | — | (516) |
| Amounts recovered | — | — | 469 | 469 |  | — | — | 452 | 452 |
| Total cash flows | (528) | — | 469 | (59) |  | (516) | — | 452 | (64) |
| Net closing balance | (632) | (60) | (71) | (763) |  | (630) | (41) | (71) | (742) |
| Closing reinsurance contract liabilities | 290 | — | (10) | 280 |  | 369 | — | (12) | 357 |
| Closing reinsurance contract assets | (922) | (60) | (61) | (1,043) |  | (999) | (41) | (59) | (1,099) |
| Net closing balance | (632) | (60) | (71) | (763) |  | (630) | (41) | (71) | (742) |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.3 Insurance, investment with DPF and reinsurance contract balances (continued)

24.3.1 Total insurance contract liabilities (continued)

Reinsurance contracts (continued)

Analysis by measurement component

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | | | | | |
|  |  | | Contractual service margin | | | |  |
|  | Estimates  of present  value of  future cash  flows | Risk  adjustment  for non-  financial  risk | Contracts under  modified  retrospective  transition  approach | Contracts  under the  fair value  transition  approach | Other  contracts | Total CSM | Total |
| For the year ended 31 December | £m | £m | £m | £m | £m | £m | £m |
| Opening reinsurance contract liabilities | 581 | (94) | — | (129) | (1) | (130) | 357 |
| Opening reinsurance contract assets | (847) | (55) | (5) | (8) | (184) | (197) | (1,099) |
| Net opening balance | (266) | (149) | (5) | (137) | (185) | (327) | (742) |
| Changes that relate to current services |  |  |  |  |  |  |  |
| CSM recognised in profit or loss for the services  received | — | — | — | 22 | 6 | 28 | 28 |
| Change in the risk adjustment for non-financial risk  for the risk expired | — | 14 | — | — | — | — | 14 |
| Experience adjustments | 14 | — | — | — | — | — | 14 |
|  | 14 | 14 | — | 22 | 6 | 28 | 56 |
| Changes that relate to future services |  |  |  |  |  |  |  |
| Contracts initially recognised in the period | 26 | (11) | — | — | (15) | (15) | — |
| Changes in estimates reflected in the CSM | 125 | 4 | — | (125) | (4) | (129) | — |
| Changes in the fulfilment cash flows that do not  adjust the CSM for the group of underlying contracts | (25) | — | — | — | — | — | (25) |
|  | 126 | (7) | — | (125) | (19) | (144) | (25) |
| Changes that relate to past services |  |  |  |  |  |  |  |
| Asset for incurred claims | (3) | — | — | — | — | — | (3) |
|  | (3) | — | — | — | — | — | (3) |
| Insurance service result | 137 | 7 | — | (103) | (13) | (116) | 28 |
| Net finance income from reinsurance contracts | 16 | 4 | — | (6) | (4) | (10) | 10 |
| Total changes in the income statement | 153 | 11 | — | (109) | (17) | (126) | 38 |
| Cash flows |  |  |  |  |  |  |  |
| Premiums and similar expenses paid | (528) | — | — | — | — | — | (528) |
| Amounts recovered | 469 | — | — | — | — | — | 469 |
| Total cash flows | (59) | — | — | — | — | — | (59) |
| Net closing balance | (172) | (138) | (5) | (246) | (202) | (453) | (763) |
| Closing reinsurance contract liabilities | 621 | (94) | — | (232) | (15) | (247) | 280 |
| Closing reinsurance contract assets | (793) | (44) | (5) | (14) | (187) | (206) | (1,043) |
| Net closing balance | (172) | (138) | (5) | (246) | (202) | (453) | (763) |

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| --- | --- | --- |
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|  | 267 |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.3 Insurance, investment with DPF and reinsurance contract balances (continued)

24.3.1 Total insurance contract liabilities (continued)

Reinsurance contracts (continued)

Analysis by measurement component (continued)

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2023 | | | | | | |
|  |  | | Contractual service margin | | | |  |
|  | Estimates  of present  value of  future cash  flows | Risk  adjustment  for non-  financial  risk | Contracts under  modified  retrospective  transition  approach | Contracts  under the  fair value  transition  approach | Other  contracts | Total CSM | Total |
| For the year ended 31 December | £m | £m | £m | £m | £m | £m | £m |
| Opening reinsurance contract liabilities | 567 | (95) | — | (123) | (1) | (124) | 348 |
| Opening reinsurance contract assets | (855) | (54) | (6) | (5) | (162) | (173) | (1,082) |
| Net opening balance | (288) | (149) | (6) | (128) | (163) | (297) | (734) |
| Changes that relate to current services |  |  |  |  |  |  |  |
| CSM recognised in profit or loss for the services  received | — | — | 1 | 11 | 4 | 16 | 16 |
| Change in the risk adjustment for non-financial risk  for the risk expired | — | 10 | — | — | — | — | 10 |
| Experience adjustments | 4 | — | — | — | — | — | 4 |
|  | 4 | 10 | 1 | 11 | 4 | 16 | 30 |
| Changes that relate to future services |  |  |  |  |  |  |  |
| Changes in estimates reflected in the CSM | 44 | (4) | — | (17) | (22) | (39) | 1 |
| Changes in the fulfilment cash flows that do not  adjust the CSM for the group of underlying contracts | 10 | — | — | — | — | — | 10 |
|  | 54 | (4) | — | (17) | (22) | (39) | 11 |
| Changes that relate to past services |  |  |  |  |  |  |  |
| Asset for incurred claims | 54 | — | — | — | — | — | 54 |
|  | 54 | — | — | — | — | — | 54 |
| Insurance service result | 112 | 6 | 1 | (6) | (18) | (23) | 95 |
| Net finance income from reinsurance contracts | (26) | (6) | — | (3) | (4) | (7) | (39) |
| Total changes in the income statement | 86 | — | 1 | (9) | (22) | (30) | 56 |
| Cash flows |  |  |  |  |  |  |  |
| Premiums and similar expenses paid | (516) | — | — | — | — | — | (516) |
| Amounts recovered | 452 | — | — | — | — | — | 452 |
| Total cash flows | (64) | — | — | — | — | — | (64) |
| Net closing balance | (266) | (149) | (5) | (137) | (185) | (327) | (742) |
| Closing reinsurance contract liabilities | 581 | (94) | — | (129) | (1) | (130) | 357 |
| Closing reinsurance contract assets | (847) | (55) | (5) | (8) | (184) | (197) | (1,099) |
| Net closing balance | (266) | (149) | (5) | (137) | (185) | (327) | (742) |

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| --- | --- | --- |
|  |  |  |
|  | 268 |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.3 Insurance, investment with DPF and reinsurance contract balances (continued)

24.3.2 With-profits sub-funds

Insurance contracts

Analysis by remaining coverage and incurred claims

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | |  | 2023 | | | |
|  | Liabilities for remaining  coverage | |  |  |  | Liabilities for remaining  coverage | |  |  |
|  | Excluding  loss  component  and liability  for incurred  claims | Loss  component | Liabilities  for incurred  claims | Total |  | Excluding  loss  component  and liability  for incurred  claims | Loss  component | Liabilities  for incurred  claims | Total |
| For the year ended 31 December | £m | £m | £m | £m |  | £m | £m | £m | £m |
| Opening insurance contract liabilities | 123,197 | 11 | 388 | 123,596 |  | 122,807 | 7 | 363 | 123,177 |
| Opening insurance contract assets | — | — | — | — |  | — | — | — | — |
| Net opening balance | 123,197 | 11 | 388 | 123,596 |  | 122,807 | 7 | 363 | 123,177 |
| Insurance revenue |  |  |  |  |  |  |  |  |  |
| Contracts under the modified  retrospective transition approach | (686) | — | — | (686) |  | (331) | — | — | (331) |
| Contracts under the fair value transition  approach | (1,866) | — | — | (1,866) |  | (1,863) | — | — | (1,863) |
| New contracts and contracts under the  fully retrospective transition approach | (63) | — | — | (63) |  | (213) | — | — | (213) |
|  | (2,615) | — | — | (2,615) |  | (2,407) | — | — | (2,407) |
| Insurance service expenses |  |  |  |  |  |  |  |  |  |
| Incurred claims and other insurance  service expenses | — | (1) | 1,630 | 1,629 |  | — | — | 1,597 | 1,597 |
| Amortisation of insurance acquisition  cash flows | 43 | — | — | 43 |  | 26 | — | — | 26 |
| Adjustments to liability for incurred  claims | — | — | — | — |  | — | — | — | — |
| Losses and reversals of losses on  onerous contracts | — | (1) | — | (1) |  | — | 4 | — | 4 |
|  | 43 | (2) | 1,630 | 1,671 |  | 26 | 4 | 1,597 | 1,627 |
| Insurance service result | (2,572) | (2) | 1,630 | (944) |  | (2,381) | 4 | 1,597 | (780) |
| Finance expense/(income) from  insurance contracts issued | 8,019 | — | — | 8,019 |  | 6,144 | — | (12) | 6,132 |
| Total changes in income statement | 5,447 | (2) | 1,630 | 7,075 |  | 3,763 | 4 | 1,585 | 5,352 |
| Investment components and premium  refunds | (11,459) | — | 11,459 | — |  | (10,391) | — | 10,391 | — |
| Cash flows |  |  |  |  |  |  |  |  |  |
| Premiums received | 5,803 | — | — | 5,803 |  | 7,157 | — | — | 7,157 |
| Incurred claims paid and other  insurance service expenses paid  including investment component | — | — | (13,101) | (13,101) |  | — | — | (11,951) | (11,951) |
| Insurance acquisition cash flows | (129) | — | — | (129) |  | (139) | — | — | (139) |
| Total cash flows | 5,674 | — | (13,101) | (7,427) |  | 7,018 | — | (11,951) | (4,933) |
| Net closing balance | 122,859 | 9 | 376 | 123,244 |  | 123,197 | 11 | 388 | 123,596 |
| Closing insurance contract liabilities | 122,859 | 9 | 376 | 123,244 |  | 123,197 | 11 | 388 | 123,596 |
| Closing insurance contract assets | — | — | — | — |  | — | — | — | — |
| Net closing balance | 122,859 | 9 | 376 | 123,244 |  | 123,197 | 11 | 388 | 123,596 |

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|  | 269 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.3 Insurance, investment with DPF and reinsurance contract balances (continued)

24.3.2 With-profits sub-funds (continued)

Insurance contracts (continued)

Analysis by measurement component

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | | | | | |
|  |  |  | Contractual service margin | | | |  |
|  | Estimates of  present value  of future cash  flows | Risk  adjustment for  non-financial  risk | Contracts  under  modified  retrospective  transition  approach | Contracts  under the fair  value  transition  approach | Other  contracts | Total CSM | Total |
| For the year ended 31 December | £m | £m | £m | £m | £m | £m | £m |
| Opening insurance contract liabilities | 119,435 | 222 | 1,747 | 1,877 | 315 | 3,939 | 123,596 |
| Opening insurance contract assets | — | — | — | — | — | — | — |
| Net opening balance | 119,435 | 222 | 1,747 | 1,877 | 315 | 3,939 | 123,596 |
| Changes that relate to current services |  |  |  |  |  |  |  |
| CSM recognised in profit or loss for the  services provided | — | — | (241) | (277) | (50) | (568) | (568) |
| Change in the risk adjustment for non-  financial risk for the risk expired | — | (25) | — | — | — | — | (25) |
| Revenue recognised for incurred  policyholder tax | (356) | — | — | — | — | — | (356) |
| Experience adjustments | 6 | — | — | — | — | — | 6 |
|  | (350) | (25) | (241) | (277) | (50) | (568) | (943) |
| Changes that relate to future services |  |  |  |  |  |  |  |
| Contracts initially recognised in the period | (96) | 4 | — | — | 92 | 92 | — |
| Changes in estimates reflected in the CSM | (583) | (12) | 289 | 252 | 54 | 595 | — |
| Changes in estimates that result in  onerous contract losses or reversal of  those losses | (1) | — | — | — | — | — | (1) |
|  | (680) | (8) | 289 | 252 | 146 | 687 | (1) |
| Changes that relate to past services |  |  |  |  |  |  |  |
| Adjustments to liabilities for incurred  claims | — | — | — | — | — | — | — |
|  | — | — | — | — | — | — | — |
| Insurance service result | (1,030) | (33) | 48 | (25) | 96 | 119 | (944) |
| Finance expense/(income) from insurance  contracts issued | 7,708 | 29 | 113 | 138 | 31 | 282 | 8,019 |
| Total changes in income statement | 6,678 | (4) | 161 | 113 | 127 | 401 | 7,075 |
| Cash flows |  |  |  |  |  |  |  |
| Premiums received | 5,803 | — | — | — | — | — | 5,803 |
| Incurred claims paid and other insurance  service expenses paid including  investment component | (13,101) | — | — | — | — | — | (13,101) |
| Insurance acquisition cash flows | (129) | — | — | — | — | — | (129) |
| Total cash flows | (7,427) | — | — | — | — | — | (7,427) |
| Net closing balance | 118,686 | 218 | 1,908 | 1,990 | 442 | 4,340 | 123,244 |
| Closing insurance contract liabilities | 118,686 | 218 | 1,908 | 1,990 | 442 | 4,340 | 123,244 |
| Closing insurance contract assets | — | — | — | — | — | — | — |
| Net closing balance | 118,686 | 218 | 1,908 | 1,990 | 442 | 4,340 | 123,244 |

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|  | 270 |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.3 Insurance, investment with DPF and reinsurance contract balances (continued)

24.3.2 With-profits sub-funds (continued)

Insurance contracts (continued)

Analysis by measurement component (continued)

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2023 | | | | | | |
|  |  |  | Contractual service margin | | | |  |
|  | Estimates of  present value  of future cash  flows | Risk  adjustment for  non-financial  risk | Contracts  under modified  retrospective  transition  approach | Contracts  under the fair  value  transition  approach | Other  contracts | Total CSM | Total |
| For the year ended 31 December | £m | £m | £m | £m | £m | £m | £m |
| Opening insurance contract liabilities | 118,740 | 221 | 2,041 | 1,986 | 189 | 4,216 | 123,177 |
| Opening insurance contract assets | — | — | — | — | — | — | — |
| Net opening balance | 118,740 | 221 | 2,041 | 1,986 | 189 | 4,216 | 123,177 |
| Changes that relate to current services |  |  |  |  |  |  |  |
| CSM recognised in profit or loss for the  services provided | — | — | (221) | (244) | (34) | (499) | (499) |
| Change in the risk adjustment for non-  financial risk for the risk expired | — | (24) | — | — | — | — | (24) |
| Revenue recognised for incurred  policyholder tax | (249) | — | — | — | — | — | (249) |
| Experience adjustments | (12) | — | — | — | — | — | (12) |
|  | (261) | (24) | (221) | (244) | (34) | (499) | (784) |
| Changes that relate to future services |  |  |  |  |  |  |  |
| Contracts initially recognised in the period | (124) | 5 | — | — | 119 | 119 | — |
| Changes in estimates reflected in the CSM | 177 | 19 | (194) | (19) | 17 | (196) | — |
| Changes in estimates that result in onerous  contract losses or reversal of those losses | 4 | — | — | — | — | — | 4 |
|  | 57 | 24 | (194) | (19) | 136 | (77) | 4 |
| Changes that relate to past services |  |  |  |  |  |  |  |
| Adjustments to liabilities for incurred  claims | — | — | — | — | — | — | — |
|  | — | — | — | — | — | — | — |
| Insurance service result | (204) | — | (415) | (263) | 102 | (576) | (780) |
| Finance expense/(income) from insurance  contracts issued | 5,832 | 1 | 121 | 154 | 24 | 299 | 6,132 |
| Total changes in income statement | 5,628 | 1 | (294) | (109) | 126 | (277) | 5,352 |
| Cash flows |  |  |  |  |  |  |  |
| Premiums received | 7,157 | — | — | — | — | — | 7,157 |
| Incurred claims paid and other  insurance service expenses paid  including investment component | (11,951) | — | — | — | — | — | (11,951) |
| Insurance acquisition cash flows | (139) | — | — | — | — | — | (139) |
| Total cash flows | (4,933) | — | — | — | — | — | (4,933) |
| Net closing balance | 119,435 | 222 | 1,747 | 1,877 | 315 | 3,939 | 123,596 |
| Closing insurance contract liabilities | 119,435 | 222 | 1,747 | 1,877 | 315 | 3,939 | 123,596 |
| Closing insurance contract assets | — | — | — | — | — | — | — |
| Net closing balance | 119,435 | 222 | 1,747 | 1,877 | 315 | 3,939 | 123,596 |

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|  | 271 |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.3 Insurance, investment with DPF and reinsurance contract balances (continued)

24.3.3 Unit-linked liabilities

Insurance contracts

Analysis by remaining coverage and incurred claims

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | |  | 2023 | | | |
|  | Liabilities for remaining  coverage | |  |  |  | Liabilities for remaining  coverage | |  |  |
|  | Excluding  loss  component | Loss  component | Liabilities  for incurred  claims | Total |  | Excluding  loss  component | Loss  component | Liabilities for  incurred  claims | Total |
| For the year ended 31 December | £m | £m | £m | £m |  | £m | £m | £m | £m |
| Opening insurance contract liabilities | 3,909 | — | 495 | 4,404 |  | 4,139 | 13 | 446 | 4,598 |
| Opening insurance contract assets | — | — | — | — |  | — | — | — | — |
| Net opening balance | 3,909 | — | 495 | 4,404 |  | 4,139 | 13 | 446 | 4,598 |
| Insurance revenue |  |  |  |  |  |  |  |  |  |
| Contracts under the modified  retrospective transition approach | — | — | — | — |  | — | — | — | — |
| Contracts under the fair value  transition approach | (49) | — | — | (49) |  | (52) | — | — | (52) |
| New contracts and contracts  under the fully retrospective  transition approach | 1 | — | — | 1 |  | — | — | — | — |
|  | (48) | — | — | (48) |  | (52) | — | — | (52) |
| Insurance service expenses |  |  |  |  |  |  |  |  |  |
| Incurred claims and other  insurance service expenses | — | — | 52 | 52 |  | — | (2) | 66 | 64 |
| Amortisation of insurance  acquisition cash flows | (1) | — | — | (1) |  | 1 | — | — | 1 |
| Adjustments to liability for  incurred claims | — | — | — | — |  | — | — | — | — |
| Losses and reversals of losses on  onerous contracts | — | (1) | — | (1) |  | — | (11) | — | (11) |
|  | (1) | (1) | 52 | 50 |  | 1 | (13) | 66 | 54 |
| Insurance service result | (49) | (1) | 52 | 2 |  | (51) | (13) | 66 | 2 |
| Finance expense/(income) from  insurance contracts issued | 255 | — | — | 255 |  | 239 | — | — | 239 |
| Total changes in income  statement | 206 | (1) | 52 | 257 |  | 188 | (13) | 66 | 241 |
| Investment components and  premium refunds | (489) | — | 489 | — |  | (456) | — | 456 | — |
| Cash flows |  |  |  |  |  |  |  |  |  |
| Premiums received | 68 | — | — | 68 |  | 38 | — | — | 38 |
| Incurred claims paid and other  insurance service expenses paid  including investment component | — | — | (621) | (621) |  | — | — | (473) | (473) |
| Insurance acquisition cash flows | — | — | — | — |  | — | — | — | — |
| Total cash flows | 68 | — | (621) | (553) |  | 38 | — | (473) | (435) |
| Net closing balance | 3,694 | (1) | 415 | 4,108 |  | 3,909 | — | 495 | 4,404 |
| Closing insurance contract liabilities | 3,694 | (1) | 415 | 4,108 |  | 3,909 | — | 495 | 4,404 |
| Closing insurance contract assets | — | — | — | — |  | — | — | — | — |
| Net closing balance | 3,694 | (1) | 415 | 4,108 |  | 3,909 | — | 495 | 4,404 |

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| --- | --- | --- |
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|  | 272 |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.3 Insurance, investment with DPF and reinsurance contract balances (continued)

24.3.3 Unit-linked liabilities (continued)

Insurance contracts (continued)

Analysis by measurement component

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | | | | | |
|  |  |  | Contractual service margin | | | |  |
|  | Estimates of  present value  of future cash  flows | Risk  adjustment  for non-  financial risk | Contracts  under  modified  retrospective  transition  approach | Contracts  under the fair  value  transition  approach | Other  contracts | Total CSM | Total |
| For the year ended 31 December | £m | £m | £m | £m | £m | £m | £m |
| Opening insurance contract liabilities | 4,349 | 6 | — | 49 | — | 49 | 4,404 |
| Opening insurance contract assets | — | — | — | — | — | — | — |
| Net opening balance | 4,349 | 6 | — | 49 | — | 49 | 4,404 |
| Changes that relate to current  services |  |  |  |  |  |  |  |
| CSM recognised in profit or loss for  the services provided | — | — | — | (8) | — | (8) | (8) |
| Change in the risk adjustment for non-  financial risk for the risk expired | — | (1) | — | — | — | — | (1) |
| Revenue recognised for incurred  policyholder tax | (4) | — | — | — | — | — | (4) |
| Experience adjustments | 17 | — | — | — | — | — | 17 |
|  | 13 | (1) | — | (8) | — | (8) | 4 |
| Changes that relate to future  services |  |  |  |  |  |  |  |
| Contracts initially recognised in the  period | — | — | — | — | — | — | — |
| Changes in estimates reflected in the  CSM | (9) | 5 | — | 4 | — | 4 | — |
| Changes in estimates that result in  onerous contract losses or reversal of  those losses | (2) | — | — | — | — | — | (2) |
|  | (11) | 5 | — | 4 | — | 4 | (2) |
| Changes that relate to past services |  |  |  |  |  |  |  |
| Adjustments to liabilities for incurred  claims | — | — | — | — | — | — | — |
|  | — | — | — | — | — | — | — |
| Insurance service result | 2 | 4 | — | (4) | — | (4) | 2 |
| Finance expense/(income) from  insurance contracts issued | 251 | 2 | — | 2 | — | 2 | 255 |
| Total changes in income statement | 253 | 6 | — | (2) | — | (2) | 257 |
| Cash flows |  |  |  |  |  |  |  |
| Premiums received | 68 | — | — | — | — | — | 68 |
| Incurred claims paid and other  insurance service expenses paid  including investment component | (621) | — | — | — | — | — | (621) |
| Insurance acquisition cash flows | — | — | — | — | — | — | — |
| Total cash flows | (553) | — | — | — | — | — | (553) |
| Net closing balance | 4,049 | 12 | — | 47 | — | 47 | 4,108 |
| Closing insurance contract liabilities | 4,049 | 12 | — | 47 | — | 47 | 4,108 |
| Closing insurance contract assets | — | — | — | — | — | — | — |
| Net closing balance | 4,049 | 12 | — | 47 | — | 47 | 4,108 |

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| --- | --- | --- |
|  |  |  |
|  | 273 |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.3 Insurance, investment with DPF and reinsurance contract balances (continued)

24.3.3 Unit-linked liabilities (continued)

Insurance contracts (continued)

Analysis by measurement component (continued)

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2023 | | | | | | |
|  |  |  | Contractual service margin | | | |  |
|  | Estimates of  present value  of future cash  flows | Risk  adjustment  for non-  financial risk | Contracts  under  modified  retrospective  transition  approach | Contracts  under the fair  value  transition  approach | Other  contracts | Total CSM | Total |
| For the year ended 31 December | £m | £m | £m | £m | £m | £m | £m |
| Opening insurance contract liabilities | 4,557 | 6 | — | 35 | — | 35 | 4,598 |
| Opening insurance contract assets | — | — | — | — | — | — | — |
| Net opening balance | 4,557 | 6 | — | 35 | — | 35 | 4,598 |
| Changes that relate to current  services |  |  |  |  |  |  |  |
| CSM recognised in profit or loss for  the services provided | — | — | — | (9) | — | (9) | (9) |
| Change in the risk adjustment for non-  financial risk for the risk expired | — | (1) | — | — | — | — | (1) |
| Revenue recognised for incurred  policyholder tax | (6) | — | — | — | — | — | (6) |
| Experience adjustments | 29 | — | — | — | — | — | 29 |
|  | 23 | (1) | — | (9) | — | (9) | 13 |
| Changes that relate to future  services |  |  |  |  |  |  |  |
| Contracts initially recognised in the  period | — | — | — | — | — | — | — |
| Changes in estimates reflected in the  CSM | (19) | 1 | — | 18 | — | 18 | — |
| Changes in estimates that result in  onerous contract losses or reversal of  those losses | (11) | — | — | — | — | — | (11) |
|  | (30) | 1 | — | 18 | — | 18 | (11) |
| Changes that relate to past services |  |  |  |  |  |  |  |
| Adjustments to liabilities for incurred  claims | — | — | — | — | — | — | — |
|  | — | — | — | — | — | — | — |
| Insurance service result | (7) | — | — | 9 | — | 9 | 2 |
| Finance expense/(income) from  insurance contracts issued | 234 | — | — | 5 | — | 5 | 239 |
| Total changes in income statement | 227 | — | — | 14 | — | 14 | 241 |
| Cash flows |  |  |  |  |  |  |  |
| Premiums received | 38 | — | — | — | — | — | 38 |
| Incurred claims paid and other  insurance service expenses paid  including investment component | (473) | — | — | — | — | — | (473) |
| Insurance acquisition cash flows | — | — | — | — | — | — | — |
| Total cash flows | (435) | — | — | — | — | — | (435) |
| Net closing balance | 4,349 | 6 | — | 49 | — | 49 | 4,404 |
| Closing insurance contract liabilities | 4,349 | 6 | — | 49 | — | 49 | 4,404 |
| Closing insurance contract assets | — | — | — | — | — | — | — |
| Net closing balance | 4,349 | 6 | — | 49 | — | 49 | 4,404 |

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| --- | --- | --- |
|  |  |  |
|  | 274 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.3 Insurance, investment with DPF and reinsurance contract balances (continued)

24.3.4 Annuity and other long-term business

Insurance contracts

Analysis by remaining coverage and incurred claims

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | |  | 2023 | | | |
|  | Liabilities for remaining  coverage | |  |  |  | Liability for remaining  coverage | |  |  |
|  | Excluding  loss  component | Loss  component | Liabilities for  incurred  claims | Total |  | Excluding  loss  component | Loss  component | Liabilities for  incurred  claims | Total |
| For the year ended 31 December | £m | £m | £m | £m |  | £m | £m | £m | £m |
| Opening insurance contract liabilities | 13,901 | 69 | 165 | 14,135 |  | 13,895 | 86 | 220 | 14,201 |
| Opening insurance contract assets | (50) | — | 6 | (44) |  | (43) | — | 4 | (39) |
| Net opening balance | 13,851 | 69 | 171 | 14,091 |  | 13,852 | 86 | 224 | 14,162 |
| Insurance revenue |  |  |  |  |  |  |  |  |  |
| Contracts under the modified  retrospective transition approach | (6) | — | — | (6) |  | (6) | — | — | (6) |
| Contracts under the fair value  transition approach | (1,301) | — | — | (1,301) |  | (1,324) | — | — | (1,324) |
| New contracts and contracts  under the fully retrospective  transition approach | (125) | — | — | (125) |  | (98) | — | — | (98) |
|  | (1,432) | — | — | (1,432) |  | (1,428) | — | — | (1,428) |
| Insurance service expenses |  |  |  |  |  |  |  |  |  |
| Incurred claims and other  insurance service expenses | — | (4) | 1,180 | 1,176 |  | — | (5) | 1,196 | 1,191 |
| Amortisation of insurance  acquisition cash flows | 31 | — | — | 31 |  | 29 | — | — | 29 |
| Adjustments to liability for incurred  claims | — | — | 3 | 3 |  | — | — | (54) | (54) |
| Losses and reversals of losses on  onerous contracts | — | 40 | — | 40 |  | — | (13) | — | (13) |
|  | 31 | 36 | 1,183 | 1,250 |  | 29 | (18) | 1,142 | 1,153 |
| Insurance service result | (1,401) | 36 | 1,183 | (182) |  | (1,399) | (18) | 1,142 | (275) |
| Finance expense/(income) from  insurance contracts issued | 158 | (6) | — | 152 |  | 946 | 1 | — | 947 |
| Total changes in income  statement | (1,243) | 30 | 1,183 | (30) |  | (453) | (17) | 1,142 | 672 |
| Investment components and  premium refunds | (75) | — | 75 | — |  | (77) | — | 77 | — |
| Cash flows |  |  |  |  |  |  |  |  |  |
| Premiums received | 1,117 | — | — | 1,117 |  | 553 | — | — | 553 |
| Incurred claims paid and other  insurance service expenses paid  including investment component | — | — | (1,269) | (1,269) |  | — | — | (1,272) | (1,272) |
| Insurance acquisition cash flows | (36) | — | — | (36) |  | (24) | — | — | (24) |
| Total cash flows | 1,081 | — | (1,269) | (188) |  | 529 | — | (1,272) | (743) |
| Net closing balance | 13,614 | 99 | 160 | 13,873 |  | 13,851 | 69 | 171 | 14,091 |
| Closing insurance contract liabilities | 13,660 | 99 | 153 | 13,912 |  | 13,901 | 69 | 165 | 14,135 |
| Closing insurance contract assets | (46) | — | 7 | (39) |  | (50) | — | 6 | (44) |
| Net closing balance | 13,614 | 99 | 160 | 13,873 |  | 13,851 | 69 | 171 | 14,091 |

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|  | 275 |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.3 Insurance, investment with DPF and reinsurance contract balances (continued)

24.3.4 Annuity and other long-term business (continued)

Insurance contracts (continued)

Analysis by measurement component

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | | | | | |
|  |  |  | Contractual service margin | | | |  |
|  | Estimates  of present  value of  future cash  flows | Risk  adjustment  for non-  financial  risk | Contracts under  modified  retrospective  transition  approach | Contracts  under the  fair value  transition  approach | Other  contracts | Total CSM | Total |
| For the year ended 31 December | £m | £m | £m | £m | £m | £m | £m |
| Opening insurance contract liabilities | 11,954 | 404 | — | 1,683 | 94 | 1,777 | 14,135 |
| Opening insurance contract assets | (93) | 4 | — | 12 | 33 | 45 | (44) |
| Net opening balance | 11,861 | 408 | — | 1,695 | 127 | 1,822 | 14,091 |
| Changes that relate to current services |  |  |  |  |  |  |  |
| CSM recognised in profit or loss for the services  provided | — | — | — | (156) | (13) | (169) | (169) |
| Change in the risk adjustment for non-financial risk  for the risk expired | — | (36) | — | — | — | — | (36) |
| Experience adjustments | (20) | — | — | — | — | — | (20) |
|  | (20) | (36) | — | (156) | (13) | (169) | (225) |
| Changes that relate to future services |  |  |  |  |  |  |  |
| Contracts initially recognised in the period | (90) | 27 | — | — | 63 | 63 | — |
| Changes in estimates reflected in the CSM | (305) | (12) | — | 326 | (9) | 317 | — |
| Changes in estimates that result in onerous  contract losses or reversal of those losses | 42 | (2) | — | — | — | — | 40 |
|  | (353) | 13 | — | 326 | 54 | 380 | 40 |
| Changes that relate to past services |  |  |  |  |  |  |  |
| Adjustments to liabilities for incurred claims | 3 | — | — | — | — | — | 3 |
|  | 3 | — | — | — | — | — | 3 |
| Insurance service result | (370) | (23) | — | 170 | 41 | 211 | (182) |
| Finance expense/(income) from insurance  contracts issued | 84 | 2 | — | 55 | 11 | 66 | 152 |
| Total changes in income statement | (286) | (21) | — | 225 | 52 | 277 | (30) |
| Cash flows |  |  |  |  |  |  |  |
| Premiums received | 1,117 | — | — | — | — | — | 1,117 |
| Incurred claims paid and other insurance service  expenses paid including investment component | (1,269) | — | — | — | — | — | (1,269) |
| Insurance acquisition cash flows | (36) | — | — | — | — | — | (36) |
| Total cash flows | (188) | — | — | — | — | — | (188) |
| Net closing balance | 11,387 | 387 | — | 1,920 | 179 | 2,099 | 13,873 |
| Closing insurance contract liabilities | 11,481 | 383 | — | 1,906 | 142 | 2,048 | 13,912 |
| Closing insurance contract assets | (94) | 4 | — | 14 | 37 | 51 | (39) |
| Net closing balance | 11,387 | 387 | — | 1,920 | 179 | 2,099 | 13,873 |

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|  | 276 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.3 Insurance, investment with DPF and reinsurance contract balances (continued)

24.3.4 Annuity and other long-term business (continued)

Insurance contracts (continued)

Analysis by measurement component (continued)

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2023 | | | | | | |
|  |  |  | Contractual service margin | | | |  |
|  | Estimates  of present  value of  future cash  flows | Risk  adjustment  for non-  financial  risk | Contracts  under  modified  retrospective  transition  approach | Contracts  under the  fair value  transition  approach | Other  contracts | Total  CSM | Total |
| For the year ended 31 December | £m | £m | £m | £m | £m | £m | £m |
| Opening insurance contract liabilities | 12,076 | 397 | — | 1,673 | 55 | 1,728 | 14,201 |
| Opening insurance contract assets | (76) | 3 | — | 11 | 23 | 34 | (39) |
| Net opening balance | 12,000 | 400 | — | 1,684 | 78 | 1,762 | 14,162 |
| Changes that relate to current services |  |  |  |  |  |  |  |
| CSM recognised in profit or loss for the services provided | — | — | — | (130) | (11) | (141) | (141) |
| Change in the risk adjustment for non-financial risk for  the risk expired | — | (32) | — | — | — | — | (32) |
| Experience adjustments | (35) | — | — | — | — | — | (35) |
|  | (35) | (32) | — | (130) | (11) | (141) | (208) |
| Changes that relate to future services |  |  |  |  |  |  |  |
| Contracts initially recognised in the period | (57) | 11 | — | — | 46 | 46 | — |
| Changes in estimates reflected in the CSM | (112) | 11 | — | 94 | 7 | 101 | — |
| Changes in estimates that result in onerous contract  losses or reversal of those losses | (13) | — | — | — | — | — | (13) |
|  | (182) | 22 | — | 94 | 53 | 147 | (13) |
| Changes that relate to past services |  |  |  |  |  |  |  |
| Adjustments to liabilities for incurred claims | (54) | — | — | — | — | — | (54) |
|  | (54) | — | — | — | — | — | (54) |
| Insurance service result | (271) | (10) | — | (36) | 42 | 6 | (275) |
| Finance expense/(income) from insurance contracts  issued | 875 | 18 | — | 47 | 7 | 54 | 947 |
| Total changes in income statement | 604 | 8 | — | 11 | 49 | 60 | 672 |
| Cash flows |  |  |  |  |  |  |  |
| Premiums received | 553 | — | — | — | — | — | 553 |
| Incurred claims paid and other insurance service  expenses paid including investment component | (1,272) | — | — | — | — | — | (1,272) |
| Insurance acquisition cash flows | (24) | — | — | — | — | — | (24) |
| Total cash flows | (743) | — | — | — | — | — | (743) |
| Net closing balance | 11,861 | 408 | — | 1,695 | 127 | 1,822 | 14,091 |
| Closing insurance contract liabilities | 11,954 | 404 | — | 1,683 | 94 | 1,777 | 14,135 |
| Closing insurance contract assets | (93) | 4 | — | 12 | 33 | 45 | (44) |
| Net closing balance | 11,861 | 408 | — | 1,695 | 127 | 1,822 | 14,091 |

24.3.5 Maturity analysis

The following table sets out the carrying amounts of insurance, investment with DPF and reinsurance contracts expected to be

recovered or settled more than 12 months after the reporting date.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023i |
| As at 31 December | £m | £m |
| Insurance contract assets | 46 | 50 |
| Insurance contract liabilities | (40,986) | (43,575) |
| Investment contracts with DPF liabilities | (85,132) | (83,969) |
| Reinsurance contract assets | 1,008 | 1,053 |
| Reinsurance contract liabilities | (312) | (371) |

i Insurance contract liabilities and investment contracts with DPF liability balances at 31 December 2023 have been restated from those previously reported

following a review of presentation. See Note 24.1.

|  |  |  |
| --- | --- | --- |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.4 Effect of contracts initially recognised in the year

The following tables summarise the effect on the measurement components arising from the initial recognition of insurance

contracts in the year.

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  | 2024 |  | 2023 |
|  | Profitable  contracts |  | Profitable  contracts |
|  | Issued |  | Issued |
| For the year ended 31 December | £m |  | £m |
| With-profits sub-funds: |  |  |  |
| Contracts initially recognised in current year |  |  |  |
| Claims and other insurance service expenses payable | 4,896 |  | 6,223 |
| Insurance acquisition cash flows | 129 |  | 137 |
| Estimates of the present value of future cash outflows | 5,025 |  | 6,360 |
| Estimates of the present value of future cash inflows | (5,121) |  | (6,484) |
| Risk adjustment for non-financial risk | 4 |  | 5 |
| CSM | 92 |  | 119 |
| Losses recognised on initial recognition | — |  | — |
|  |  |  |  |
| Unit-linked liabilities: |  |  |  |
| Contracts initially recognised in current year |  |  |  |
| Claims and other insurance service expenses payable | — |  | — |
| Insurance acquisition cash flows | — |  | — |
| Estimates of the present value of future cash outflows | — |  | — |
| Estimates of the present value of future cash inflows | — |  | — |
| Risk adjustment for non-financial risk | — |  | — |
| CSM | — |  | — |
| Losses recognised on initial recognition | — |  | — |
|  |  |  |  |
| Annuity and other long-term business: |  |  |  |
| Contracts initially recognised in current year |  |  |  |
| Claims and other insurance service expenses payable | 888 |  | 303 |
| Insurance acquisition cash flows | 14 |  | 25 |
| Estimates of the present value of future cash outflows | 902 |  | 328 |
| Estimates of the present value of future cash inflows | (992) |  | (385) |
| Risk adjustment for non-financial risk | 27 |  | 11 |
| CSM | 63 |  | 46 |
| Losses recognised on initial recognition | — |  | — |
|  |  |  |  |
| Total: |  |  |  |
| Contracts initially recognised in current year |  |  |  |
| Claims and other insurance service expenses payable | 5,784 |  | 6,526 |
| Insurance acquisition cash flows | 143 |  | 162 |
| Estimates of the present value of future cash outflows | 5,927 |  | 6,688 |
| Estimates of the present value of future cash inflows | (6,113) |  | (6,869) |
| Risk adjustment for non-financial risk | 31 |  | 16 |
| CSM | 155 |  | 165 |
| Losses recognised on initial recognition | — |  | — |

In the year ended 31 December 2024 in relation to reinsurance contracts there was £37m of new claims and other reinsurance

service expenses payable offset by £11m of estimates of the present value of future cash inflows, £11m risk adjustment for non-

financial risk and £15m of CSM. In the year ended 31 December 2023 there were no new reinsurance contracts recognised.

|  |  |  |
| --- | --- | --- |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Notes to the consolidated financial statements continued

#### 24 Insurance liabilities

#### (continued)

24.5 Expected recognition of the Contractual Service Margin

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | |  | 2023 | | | |
|  | Insurance contracts issued | | | |  | Insurance contracts issued | | | |
|  | With-profits  sub-funds | Unit-linked  liabilities | Annuity and  other long-  term  business | Total |  | With-profits  sub-funds | Unit-linked  liabilities | Annuity and  other long-  term  business | Total |
| As at 31 December | £m | £m | £m | £m |  | £m | £m | £m | £m |
| Number of years until expected to be recognised: | | | | |  |  |  |  |  |
| 0 to 1 year | 502 | 7 | 133 | 642 |  | 428 | 8 | 114 | 550 |
| 1 to 2 years | 441 | 6 | 129 | 576 |  | 379 | 6 | 110 | 495 |
| 2 to 3 years | 398 | 5 | 125 | 528 |  | 343 | 5 | 106 | 454 |
| 3 to 4 years | 357 | 5 | 120 | 482 |  | 309 | 5 | 103 | 417 |
| 4 to 5 years | 319 | 4 | 116 | 439 |  | 279 | 4 | 99 | 382 |
| 5 to 10 years | 1,135 | 12 | 505 | 1,652 |  | 1,019 | 13 | 435 | 1,467 |
| 10 to 15 years | 602 | 5 | 377 | 984 |  | 570 | 5 | 331 | 906 |
| 15 to 20 years | 300 | 2 | 252 | 554 |  | 301 | 2 | 227 | 530 |
| 20 to 25 years | 146 | 1 | 152 | 299 |  | 155 | 1 | 138 | 294 |
| Over 25 years | 140 | — | 190 | 330 |  | 156 | — | 159 | 315 |
| Total | 4,340 | 47 | 2,099 | 6,486 |  | 3,939 | 49 | 1,822 | 5,810 |

The insurance contracts issued represents the run off of the net of insurance assets and insurance liabilities CSM. The amounts

presented in the table represent the current discounted value of the CSM amortisation expected to be recognised in the insurance

service result in future periods. The actual CSM amortisation in future periods will differ from that presented due to the impacts of

future new business, recalibrations of the CSM, changes in estimates reflected in the CSMs and changes in the future coverage

units.

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  | 2024 |  | 2023 |
|  | Reinsurance  contracts  held |  | Reinsurance  contracts  held |
| As at 31 December | £m |  | £m |
| Number of years until expected to be recognised: |  |  |  |
| 0 to 1 year | (25) |  | (9) |
| 1 to 2 years | (24) |  | (9) |
| 2 to 3 years | (23) |  | (9) |
| 3 to 4 years | (23) |  | (10) |
| 4 to 5 years | (22) |  | (10) |
| 5 to 10 years | (100) |  | (55) |
| 10 to 15 years | (79) |  | (56) |
| 15 to 20 years | (57) |  | (50) |
| 20 to 25 years | (38) |  | (40) |
| Over 25 years | (62) |  | (79) |
| Total | (453) |  | (327) |

For reinsurance contracts held 96% (2023: 98%) relates to annuity and other long-term business contracts. The reinsurance

contracts held represents the run off of the net of reinsurance assets and reinsurance liabilities CSM.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 279 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Notes to the consolidated financial statements continued

#### 25 Investment contract liabilities without discretionary participation features (DPF)

Investment contract liabilities without DPF comprise unit-linked contracts that contain little or no insurance risk and certain

contracts invested in PruFund with a low level of discretion (detailed below). For the former, the assets and liabilities arising

under the contracts are distinguished between those that relate to the financial instrument liability, and the deferred

acquisition costs and deferred income that relate to the component of the contract that relates to investment management.

Deferred acquisition costs and deferred income are recognised in line with the level of service provision.

Certain contracts invested in PruFund which are sold via wholesale distribution agreements with certain European financial

institutions and that are not considered to have DPF are also included in investment contract liabilities without DPF. Accordingly,

the contracts are measured at FVTPL under IFRS 9. The carrying value of these liabilities as at 31 December 2024 is £316m

(31 December 2023: £294m).

The table below presents the analysis of change in investment contract liabilities without DPF:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
|  | £m | £m |
| As at 1 January | 12,535 | 11,937 |
| Premiums | 382 | 695 |
| Surrenders | (1,144) | (770) |
| Maturities/deaths | (138) | (133) |
| Total net flows | (900) | (208) |
| Switches | 11 | 19 |
| Investment-related items and other movementsi | 519 | 859 |
| Foreign exchange differences | (21) | (72) |
| As at 31 December | 12,144 | 12,535 |

i Investment-related items and other movements and foreign exchange differences closely align to the net change in investment contract liabilities without

DPF income statement amount. The difference between the values relates to policyholder tax, reclassifications and annual management charges.

Certain parts of the unit-linked business are reinsured externally by way of fund reinsurance. Where this is the case, the fair value

of the underlying asset and liability is equal to the unit value obligation.

#### 26 Subordinated liabilities and other borrowings

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  | Restated i |
|  | 2024 | 2023 |
| As at 31 December | £m | £m |
| Subordinated liabilities | 3,176 | 3,676 |
| Operational borrowings | 2 | 1 |
| Borrowings attributable to the With-Profits Fund | 3,308 | 3,970 |
| Total subordinated liabilities and other borrowings | 6,486 | 7,647 |

i Following a review of the Group’s presentation of cash and borrowings in certain consolidated investment funds, comparative amount for operational

borrowings and borrowings attributable to the With-Profits Fund have been restated from those previously reported. The restatement has had no impact

on the consolidated income statement or net assets. See Note 1.1 for further information.

26.1 Subordinated liabilities

The Group’s subordinated liabilities consist of subordinated notes which were transferred from Prudential plc on 18 October 2019

and were recorded at fair value on initial recognition. The transfer of the subordinated liabilities was achieved by substituting the

Company in place of Prudential plc as issuer of the debt, as permitted under the terms and conditions of each applicable

instrument. All costs related to the transaction were borne by Prudential plc.

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | |  | 2023 | |
|  | Principal  amount | Carrying  value |  | Principal  amount | Carrying  value |
| As at 31 December |  | £m |  |  | £m |
| 5.625% sterling fixed rate due 20 October 2051 | £750m | 823 |  | £750m | 831 |
| 6.25% sterling fixed rate due 20 October 2068 | £500m | 600 |  | £500m | 602 |
| 6.50% US dollar fixed rate due 20 October 2048 | $500m | 433 |  | $500m | 434 |
| 6.34% sterling fixed rate due 19 December 2063 | £700m | 836 |  | £700m | 841 |
| 5.56% sterling fixed rate due 20 July 2055 | £439m | 484 |  | £600m | 667 |
| 3.875% sterling fixed rate due 20 July 2049 | — | — |  | £300m | 301 |
| Total subordinated liabilities |  | 3,176 |  |  | 3,676 |

Subordinated notes issued by the Company rank below its senior obligations and ahead of its preference shares and ordinary

share capital.

|  |  |  |
| --- | --- | --- |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

Notes to the consolidated financial statements continued

26 Subordinated liabilities and other borrowings (continued)

26.1 Subordinated liabilities (continued)

A description of the key features of each of the Group’s subordinated notes as at  31 December 2024 is as follows:

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 5.625% sterling  fixed rate | 6.25% sterling  fixed rate | 6.50% US dollar  fixed rate | 6.34% sterling  fixed rate | 5.56% sterling  fixed rate |
| Principal amount | £750m | £500m | $500m | £700m | £439mi |
| Issue dateii | 3 October 2018 | 3 October 2018 | 3 October 2018 | 16 December 2013  (amended 10 June  2019) | 9 June 2015  (amended 10  June 2019) |
| Maturity date | 20 October 2051 | 20 October 2068 | 20 October 2048 | 19 December 2063 | 20 July 2055 |
| Callable at par at the option of  the Company from | 20 October 2031  (and each semi-  annual interest  payment date  thereafter) | 20 October 2048  (and each semi-  annual interest  payment date  thereafter) | 20 October 2028  (and each semi-  annual interest  payment date  thereafter) | 19 December 2043  (and each semi-  annual interest  payment date  thereafter) | 20 July 2035  (and each semi-  annual interest  payment date  thereafter) |
| Solvency II own funds  treatment | Tier 2 | Tier 2 | Tier 2 | Tier 2 | Tier 2 |

i On 19 June 2024 the Group completed a repurchase of £161m of 5.56% sterling fixed rate subordinated notes for a consideration of £150m.

ii The subordinated notes were originally issued by Prudential plc rather than by the C ompany.

As at 31 December 2024, the principal amount of all subordinated liabilities has a contractual maturity of more than 12 months and

accrued interest of £33m (2023: £42 m) is expected to be settled within 12 months.

26.1.1 Movement in subordinated liabilities

The following table reconciles the movement in subordinated liabilities in the year:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| At 1 January | 3,676 | 3,729 |
| Amortisationi | (58) | (29) |
| Foreign exchange movements | 8 | (24) |
| Repurchases and redemptions | (450) | — |
| At 31 December | 3,176 | 3,676 |

i Included within amortisation is £29m (2023: £nil) attributable to the cancellation of the £161m of 5.56% sterling fixed rate subordinated notes repurchased

on 19 June 2024 for a consideration of £150m.

On 19 June 2024 the Group completed a repurchase of £161m of 5.56% sterling fixed rate subordinated notes for a consideration

of £150m. On 20 July 2024, the Group redeemed, at par, all £300m 3.875% sterling fixed rate subordinated loan notes. These notes

were issued 10 July 2019 with a maturity date of 20 July 2049.

The amortisation of premium on the subordinated notes based on an EIR and the foreign exchange movement on the translation of

the subordinated liabilities denominated in US dollar are both non-cash items.

26.2 Other borrowings

26.2.1 Operational borrowings attributable to shareholder-financed operations

In March 2019, the Group entered into revolving credit facilities of £1.5bn with several banks and financial institutions, and these

are due to mature in 2026. As at 31 December 2024, these remain undrawn.

26.2.2 Borrowings attributable to the With-Profits Fund

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  | Restated i |
|  | 2024 | 2023 |
| As at 31 December | £m | £m |
| Non-recourse borrowings of consolidated investment fundsii | 3,300 | 3,950 |
| Bank loans and overdrafts | 8 | 20 |
| Total | 3,308 | 3,970 |

i Following a review of the Group’s presentation of cash and borrowings in certain consolidated investment funds, the comparative amount for bank loans

and overdrafts has been restated from those previously reported. The restatement has had no impact on the consolidated income statement or net assets.

ii In all instances, the holders of the debt instruments issued by these subsidiaries and funds do not have recourse beyond the assets of these subsidiaries

and funds.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 281 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

Notes to the consolidated financial statements continued

26 Subordinated liabilities and other borrowings (continued)

26.3 Maturity analysis

The following table sets out the remaining contractual maturity analysis of the Group’s other borrowings as recognised in the

consolidated statement of financial position:

|  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |
|  | Borrowings attributable to the With-Profits Fund | | | | | | | |
|  | Less than  1 year | 1 to 2 years | 2 to 3 years | 3 to 4 years | 4 to 5 years | Over 5  years | No stated  maturity | Total |
|  | £m | £m | £m | £m | £m | £m | £m | £m |
| As at 31 December 2024 | 617 | 312 | 463 | 354 | 388 | 1,173 | 1 | 3,308 |
| As at 31 December 2023 i | 532 | 601 | 267 | 1,219 | 531 | 820 | — | 3,970 |

i Following a review of the Group’s presentation of cash and borrowings in certain consolidated investment funds, the comparative amount for less than

one year has been restated from that previously reported. The restatement has had no impact on the consolidated income statement or net assets.

Operational borrowings of £2m (2023: £1m restated) have no stated maturity.

#### 27 Lease liabilities

The Group leases various land and buildings which it utilises as office space and also sublets to other organisations. Information

about leases for which the Group is a lessee is presented below.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| At 1 January | 387 | 420 |
| Transfersi | 64 | (8) |
| Additions | 14 | 8 |
| Disposals | (5) | (8) |
| Interest expense | 15 | 13 |
| Foreign exchange differences | (5) | — |
| Lease repayments | (45) | (38) |
| At 31 December | 425 | 387 |

i For the year ended 31 December 2024, transfers in of £64m relate to lease liabilities held for sale in relation to the Group’s consolidated infrastructure

capital private equity vehicles (2023: transfers out of £8m).

As at 31 December 2024, £126m (2023: £73m) of the lease liabilities are attributable to the With-Profits Fund.

The table below presents a maturity analysis of lease liabilities:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| As at 31 December | £m | £m |
| Expected to be settled within one year | 50 | 29 |
| Expected to be settled after one year | 375 | 358 |
| Total lease liabilities | 425 | 387 |

The table below presents a maturity analysis of lease payments showing the  undiscounted lease payments to be paid on an annual

basis on these leases:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| As at 31 December | £m | £m |
| Future minimum lease payments falling due in: |  |  |
| Less than 1 year | 51 | 46 |
| 1 to 5 years | 178 | 139 |
| Over 5 years | 705 | 939 |

For the year ended 31 December 2024 there are no lease break options exercisable by the Group (2023: none).

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 28 Provisions

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
|  | £m | £m |
| Regulatory | 10 | 1 |
| Staff benefits | 53 | 52 |
| Restructuring | — | 4 |
| Other | 51 | 25 |
| Total provisions | 114 | 82 |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| At 1 January | 82 | 90 |
| Charged to consolidated income statement: |  |  |
| Additional provisions | 29 | 13 |
| Unused amounts released | (1) | (7) |
| Used during the year | (6) | (13) |
| Foreign exchange difference | — | (1) |
| Transfer from held for sale | 10 | — |
| At 31 December | 114 | 82 |

Regulatory

The regulatory provision primarily relates to a regulatory provision held within one of the Group’s consolidated private equity

infrastructure vehicles.

Staff benefits

Staff benefits primarily relates to performance-related bonuses expected to be paid to staff over the next three years.

Restructuring

The restructuring provisions as at 31 December 2023 were in relation to transformation costs.

Other

Other provisions includes amounts related to redress to customers in the platform business which occurred prior to the Group’s

acquisition of the relevant business.

29 Accruals, deferred income and other liabilities

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| As at 31 December | £m | £m |
| Outstanding purchases of investment securities | 2,409 | 3,943 |
| Accruals and deferred income | 929 | 1,230 |
| Deferred consideration | 221 | 239 |
| Interest payable | 50 | 97 |
| Creation of units awaiting settlement | 35 | 40 |
| Property related creditors | 26 | 20 |
| Other | 697 | 657 |
| Total accruals, deferred income and other liabilities | 4,367 | 6,226 |
| Analysed as: |  |  |
| Expected to be settled within one year | 4,153 | 5,993 |
| Expected to be settled after one year | 214 | 233 |
| Total accruals, deferred income and other liabilities | 4,367 | 6,226 |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

30 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. The Group invests in structured entities such as:

– Pooled investment vehicles, including OEICs, unit trusts, SICAVs and limited partnerships.

– Debt securitisation vehicles, including collateralised debt obligations, mortgage-backed securities and other similar

asset-backed securities.

Structured entities which the Group is deemed to control are consolidated in the consolidated financial statements.

As at 31 December 2024 and 31 December 2023, the Group has not provided, and has no intention to provide, non-contractual

financial or other support to consolidated or unconsolidated structured entities that could expose the Group to a loss.

30.1 Investments in unconsolidated structured entities

The table below shows aggregate carrying amounts of the investments in unconsolidated structured entities reported in the

consolidated statement of financial position:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| As at 31 December | £m | £m |
| Statement of financial position line item: |  |  |
| Equity securities and pooled investment funds | 10,284 | 12,146 |
| Debt securities | 2,132 | 2,174 |
| Total | 12,416 | 14,320 |

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. Further

details on risks associated with financial assets and how they are managed are provided in Note 32.

Included in equity securities and pooled investment funds as at 31 December 2024 were £3,703m (2023: £4,170m) of investments

in structured entities managed by the Group. Investment management fees for the year end 31 December 2024 of  £431m (2023:

£414m) were recognised from managing these entities.

The maximum exposure to loss for unconsolidated structured entities in which the Group holds an investment is the carrying value

of the Group’s investment and the loss of future fees.

The Group also has interests in structured entities managed by the Group in which it holds no investment, through the collection of

investment management fees. The maximum exposure to loss for these interests is loss of future fees.

Investment management fees recognised for the year end 31 December 2024 from managing these entities were £232m

( 2023: £151m).

#### 31 Fair value methodology

31.1 Determination of fair value hierarchy

The fair values of assets and liabilities for which fair valuation is required under IFRS are determined by the use of current market

bid prices for exchange-quoted investments, by using quotations from independent third parties such as brokers and pricing

services, or by using appropriate valuation techniques. Fair value is the amount for which an asset could be exchanged or a liability

settled in an arm’s length transaction.

To provide further information on the approach used to determine and measure the fair value of certain assets and liabilities, the

following fair value hierarchy categorisation has been used. This hierarchy is based on the inputs to the fair value measurement and

reflects the lowest level input that is significant to that measurement.

Level 1 - quoted prices (unadjusted) in active markets for identical assets and liabilities

Level 1 principally includes exchange-listed equities, mutual funds with quoted prices, exchange-traded derivatives such as futures

and options, and national government bonds, unless there is evidence that trading in a given instrument is so infrequent that the

market could not be considered active. It also includes other financial instruments where there is clear evidence that the year-end

valuation is based on a traded price in an active market.

Level 2 - inputs other than quoted prices included within level 1 that are observable either directly (ie as prices) or indirectly (ie

derived from prices)

Level 2 principally includes corporate bonds and other national and non-national government debt securities which are valued

using observable inputs, together with over-the-counter derivatives such as forward exchange contracts and non-quoted

investment funds valued with observable inputs. It also includes investment contract liabilities without DPF valued with observable

inputs.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 31 Fair value methodology

#### (continued)

31.1 Determination of fair value hierarchy (continued)

Level 3 - significant inputs for the asset or liability are not based on observable market data (unobservable inputs)

Level 3 principally includes investments in private equity funds, directly held investment properties and investments in property

funds which are exposed to bespoke properties or risks and investments which are internally valued or subject to a significant

number of unobservable assumptions. It also includes debt securities which are rarely traded or traded only in privately negotiated

transactions and hence where it is difficult to assert that their valuations have been based on observable market data.

Restatement of prior period information

Comparative figures within Note 31 have been restated following a presentational change in the levelling of equity securities and

pooled investment funds and third party interest in consolidated funds. Equity securities and pooled investment funds of £941m

have been restated as at 31 December 2023 (1 January 2023: £1,308m) from level 2 to level 3. Third party interest in consolidated

funds of £2,110m have been restated as at 31 December 2023 (1 January 2023: £2,085m) from level 1 to level 3.

31.2 Valuation approach for level 2 assets and liabilities

A significant proportion of the Group’s level 2 assets are corporate bonds, structured securities and other national and non-

national government debt securities. These assets, in line with market practice, are generally valued using independent pricing

services or quotes from third party brokers. These valuations are subject to a number of monitoring controls, such as monthly price

variances, stale price reviews and variance analysis on prices achieved on subsequent trades.

Pricing services, where available, are used to obtain third party broker quotes. When prices are not available from pricing services,

quotes are sourced directly from brokers. The Group seeks to obtain a number of quotes from different brokers so as to obtain the

most comprehensive information available on their executability.

Where quotes are sourced directly from brokers, the price used in the valuation is normally selected from one of the quotes based

on a number of factors, including the timeliness and regularity of the quotes and the accuracy of the quotes considering the

spreads provided. The selected quote is the one which best represents an executable quote for the security at the measurement

date.

31.3 Level 3 assets and liabilities

31.3.1 Valuation approach for level 3

Investments valued using valuation techniques include financial investments which by nature do not have an externally quoted

price based on regular trades, and financial investments for which markets are no longer active as a result of market conditions

eg market illiquidity. The valuation techniques used include comparison to recent arm’s length transactions, reference to other

instruments that are substantially the same, discounted cash flow analysis, option-adjusted spread models and, if applicable,

enterprise valuation. These techniques may include a number of assumptions relating to variables such as credit risk and interest

rates. Changes in assumptions relating to these variables could positively or negatively impact the reported fair value of these

instruments. When determining the inputs into the valuation techniques used, priority is given to publicly available prices from

independent sources when available, but overall the source of pricing is chosen with the objective of arriving at a fair value

measurement that reflects the price at which an orderly transaction would take place between market participants on the

measurement date.

Where certain debt securities are valued using broker quotes, adjustments may be required in limited circumstances. This is

generally where it is determined that the third-party valuations obtained do not reflect fair value (eg either because the value is

stale and/or the values are extremely diverse in range). These are usually securities which are distressed or that could be subject

to a debt restructure, or where reliable market prices are no longer available due to an inactive market or market dislocation. In

these instances, prices are derived using internal valuation techniques including those described below with the objective of

arriving at a fair value measurement that reflects the price at which an orderly transaction would take place between market

participants on the measurement date. The techniques used require a number of assumptions relating to variables such as credit

risk and interest rates. Examples of such variables include credit spreads taken from appropriate public comparables. The input

assumptions are determined based on the best available information at the measurement dates. Securities valued in such manner

are classified as level 3 where these significant inputs are not based on observable market data.

Certain debt securities and commercial loans were valued based on the credit quality of the underlying borrower and allocating an

internal credit rating which is unobservable. These debt securities are priced by taking the credit spreads on comparable quoted

public debt securities and applying these to the equivalent debt securities, factoring in a specified liquidity premium. The selection

of comparable quoted public debt securities used to determine the credit spread takes into account the internal credit rating,

maturity, sector and currency of the debt security.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 31 Fair value methodology

#### (continued)

31.3 Level 3 assets and liabilities (continued)

31.3.1 Valuation approach for level 3 (continued)

The fair value estimates are made at a specific point in time, based upon any available market information and judgements about

the financial instruments, including estimates of the timing and amount of expected future cash flows and the credit standing of

counterparties. Such estimates do not reflect any premium or discount that could result from offering for sale at one time a

significant volume of a particular financial instrument, nor do they consider the tax impact of the realisation of unrealised gains or

losses from selling the financial instrument being fair valued. In some cases, the disclosed value cannot be realised in immediate

settlement of the financial instrument. In accordance with the Group Risk Framework, the estimated fair value of derivative financial

instruments valued internally using standard market practices are subject to assessment against external counterparties’

valuations.

The Group’s investment properties are valued by professionally qualified external valuers, in accordance with RICS valuation

standards, which also reflect considerations within the RICS Guidance Note “Sustainability and ESG in commercial property

valuation and strategic advice”. An income capitalisation technique is predominantly applied, which calculates the value through

the yield and rental value depending on factors such as the lease length, building quality, covenants and location. Typically, the

variables used by the external valuers in the valuation are compared to recent transactions with similar features to those being

valued, and effectively represent proxies for a range of factors which includes climate risk. For example, the trend is towards

greener buildings achieving better rents and yields than comparable buildings, all other factors being equal.

31.3.2 Analysis of internally valued level 3 financial instruments

Level 3 financial assets, net of financial liabilities, which were internally valued as at 31 December 2024 were £6,510m

(2023: £6,709m restated), representing 5.0% of the total fair-valued financial assets net of financial liabilities (2023: 5.1% restated).

Internal valuations are inherently more subjective than external valuations. These internally valued assets and liabilities primarily

consist of the following items:

– Debt securities of £7,085m as at 31 December 2024 (2023: £7,278m), of which £5,205m (2023: £5,746m) were valued using

discounted cash flow models with an internally developed discount rate. These include senior and junior notes backed by

residential ground rents with a carrying value of £1,077m (2023: £1,241m). Please see Notes 31.8.1 and 31.8.2 for more

information on these assets. The remaining debt securities were valued using other valuation methodologies such as enterprise

valuation and estimated recovery.

– Private equity investments in both debt and equity securities of £275m as at 31 December 2024 (2023: £325m) were valued

internally using a discounted cash flow model. The most significant inputs to the valuation are the forecast cash flows of the

underlying business, internally derived discount rate, and terminal value assumption, all of which involve significant judgement.

The valuation is performed in accordance with International Private Equity and Venture Capital Association valuation guidelines.

These investments are held by the Group’s consolidated private equity infrastructure funds.

– Equity release mortgage loans of £952m as at 31 December 2024 (2023: £928m) and a corresponding liability of £221m

(2023: £239m), which were valued internally using discounted cash flow models. The inputs that are most significant to the

valuation of these loans are the internally derived discount rate, the current property value, the assumed future property growth

and the assumed future annual property rental yields.

– Other commercial loans of £1,644m as at 31 December 2024 (2023: £1,417m) were valued using discounted cash flow models

with an internally developed discount rate.

– Liabilities of £4,707m as at 31 December 2024 (2023: £4,855m restated), for the third party interest in consolidated funds in

respect of the consolidated investment funds, which are non-recourse to the Group. These liabilities were valued by reference to

the underlying assets.

31.3.3 Governance of level 3

The Group’s valuation policies, procedures and analyses for instruments categorised as level 3 are overseen by management

committees as part of the Group’s wider financial reporting governance processes. The procedures undertaken include approval of

valuation methodologies, verification processes, and resolution of significant or complex valuation issues. In undertaking these

activities, the Group makes use of the extensive expertise of its asset management function. In addition, the Group has minimum

standards for independent price verification to ensure valuation accuracy is regularly independently verified.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 31 Fair value methodology

#### (continued)

31.4 Fair value hierarchy for assets measured at fair value in the consolidated statement of financial position

The tables below present the Group’s assets measured at fair value by level of the fair value hierarchy for each component of

business as set out in Note 32.

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  |  | 2024 | | | |
|  |  | Level 1 | Level 2 | Level 3 | Total |
| As at 31 December | Note | £m | £m | £m | £m |
| With-profits: |  |  |  |  |  |
| Investment property |  | — | — | 13,738 | 13,738 |
| Equity securities and pooled investment funds |  | 35,666 | 1,373 | 16,343 | 53,382 |
| Loans |  | — | 713 | 2,160 | 2,873 |
| Debt securities |  | 22,606 | 25,057 | 4,484 | 52,147 |
| Derivative assets |  | 47 | 707 | — | 754 |
| Total with-profits |  | 58,319 | 27,850 | 36,725 | 122,894 |
| Unit-linked: |  |  |  |  |  |
| Investment property |  | — | — | — | — |
| Equity securities and pooled investment funds |  | 10,552 | 430 | 61 | 11,043 |
| Debt securities |  | 1,915 | 2,685 | 9 | 4,609 |
| Derivative assets |  | — | — | — | — |
| Total unit-linked |  | 12,467 | 3,115 | 70 | 15,652 |
| Annuity and other long-term business: |  |  |  |  |  |
| Investment property |  | — | — | 647 | 647 |
| Equity securities and pooled investment funds |  | 180 | 91 | 3 | 274 |
| Loans |  | — | — | 1,262 | 1,262 |
| Debt securities |  | 3,723 | 4,629 | 3,827 | 12,179 |
| Derivative assets |  | — | 172 | 26 | 198 |
| Total annuity and other long-term business |  | 3,903 | 4,892 | 5,765 | 14,560 |
| Other: |  |  |  |  |  |
| Equity securities and pooled investment funds |  | 128 | — | 63 | 191 |
| Debt securities |  | 587 | 253 | — | 840 |
| Derivative assets |  | — | 133 | — | 133 |
| Total other |  | 715 | 386 | 63 | 1,164 |
| Group: |  |  |  |  |  |
| Investment property | 32 | — | — | 14,385 | 14,385 |
| Equity securities and pooled investment funds | 32 | 46,526 | 1,894 | 16,470 | 64,890 |
| Loans | 32 | — | 713 | 3,422 | 4,135 |
| Debt securities | 32 | 28,831 | 32,624 | 8,320 | 69,775 |
| Derivative assets | 32 | 47 | 1,012 | 26 | 1,085 |
| Total assets at fair value |  | 75,404 | 36,243 | 42,623 | 154,270 |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 31 Fair value methodology

#### (continued)

31.4 Fair value hierarchy for assets measured at fair value in the consolidated statement of financial position (continued)

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  |  | Restated i | | | |
|  |  | 2023 | | | |
|  |  | Level 1 | Level 2 | Level 3 | Total |
| As at 31 December | Note | £m | £m | £m | £m |
| With-profits: |  |  |  |  |  |
| Investment property |  | — | — | 14,423 | 14,423 |
| Equity securities and pooled investment funds |  | 38,863 | 719 | 15,021 | 54,603 |
| Loans |  | — | 747 | 1,860 | 2,607 |
| Debt securities |  | 17,966 | 29,837 | 4,436 | 52,239 |
| Derivative assets |  | 222 | 1,082 | — | 1,304 |
| Total with-profits |  | 57,051 | 32,385 | 35,740 | 125,176 |
| Unit-linked: |  |  |  |  |  |
| Investment property |  | — | — | 310 | 310 |
| Equity securities and pooled investment funds |  | 10,642 | 473 | 43 | 11,158 |
| Debt securities |  | 1,796 | 2,841 | 14 | 4,651 |
| Derivative assets |  | 18 | 12 | — | 30 |
| Total unit-linked |  | 12,456 | 3,326 | 367 | 16,149 |
| Annuity and other long-term business: |  |  |  |  |  |
| Investment property |  | — | — | 689 | 689 |
| Equity securities and pooled investment funds |  | 177 | 88 | 4 | 269 |
| Loans |  | — | — | 1,301 | 1,301 |
| Debt securities |  | 2,631 | 5,851 | 4,275 | 12,757 |
| Derivative assets |  | — | 195 | 32 | 227 |
| Total annuity and other long-term business |  | 2,808 | 6,134 | 6,301 | 15,243 |
| Other: |  |  |  |  |  |
| Equity securities and pooled investment funds |  | 151 | — | 67 | 218 |
| Debt securities |  | 678 | 358 | — | 1,036 |
| Derivative assets |  | — | 132 | — | 132 |
| Total other |  | 829 | 490 | 67 | 1,386 |
| Group: |  |  |  |  |  |
| Investment property | 32 | — | — | 15,422 | 15,422 |
| Equity securities and pooled investment funds | 32 | 49,833 | 1,280 | 15,135 | 66,248 |
| Loans | 32 | — | 747 | 3,161 | 3,908 |
| Debt securities | 32 | 23,071 | 38,887 | 8,725 | 70,683 |
| Derivative assets | 32 | 240 | 1,421 | 32 | 1,693 |
| Total assets at fair value |  | 73,144 | 42,335 | 42,475 | 157,954 |

i Following a review of the Group’s presentation of the levelling of equity securities and pooled investment funds and third party interest in consolidated

funds, comparative amounts have been restated from those previously reported. See Note 31.1 for further information.

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#### Notes to the consolidated financial statements continued

#### 31 Fair value methodology

#### (continued)

31.5 Fair value hierarchy for liabilities measured at fair value in the consolidated statement of financial position

The tables below present the Group’s liabilities measured at fair value by level of the fair value hierarchy:

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  | 2024 | | | |
|  | Level 1 | Level 2 | Level 3 | Total |
| As at 31 December | £m | £m | £m | £m |
| Investment contract liabilities without DPF | — | 12,144 | — | 12,144 |
| Third party interest in consolidated funds | 4,272 | 199 | 5,013 | 9,484 |
| Derivative liabilities | 151 | 3,039 | 12 | 3,202 |
| Accruals, deferred income and other liabilities | — | — | 221 | 221 |
| Total liabilities at fair value | 4,423 | 15,382 | 5,246 | 25,051 |

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  | Restated i | | | |
|  | 2023 | | | |
|  | Level 1 | Level 2 | Level 3 | Total |
| As at 31 December | £m | £m | £m | £m |
| Investment contract liabilities without DPF | — | 12,535 | — | 12,535 |
| Third party interest in consolidated funds | 4,474 | 342 | 5,077 | 9,893 |
| Derivative liabilities | 76 | 2,821 | 13 | 2,910 |
| Accruals, deferred income and other liabilities | — | — | 239 | 239 |
| Total liabilities at fair value | 4,550 | 15,698 | 5,329 | 25,577 |

i Following a review of the Group’s presentation of the levelling of equity securities and pooled investment funds and third party interest in consolidated

funds, comparative amounts have been restated from those previously reported. See Note 31.1 for further information.

31.6 Transfers between levels

The Group’s policy is to recognise transfers into and transfers out of levels as at the end of each half-year reporting period, except

for material transfers, which are recognised as of the date of the event or change in circumstances that caused the transfer.

Transfers are deemed to have occurred when there is a material change in the observed valuation inputs or a change in the level of

trading activities of the securities.

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | | | | |
|  | Transfers between levels | | | | |
|  | Equity securities and  pooled investment  funds | Loans | Debt  securities | Derivatives | Total |
| For the year ended 31 December | £m | £m | £m | £m | £m |
| From level 1 to level 2i, iii | 70 | — | 3,652 | — | 3,722 |
| From level 1 to level 3i | 15 | — | 90 | — | 105 |
| From level 2 to level 1i, iii | 148 | — | 10,136 | — | 10,284 |
| From level 2 to level 3i | 85 | 5 | 606 | — | 696 |
| From level 3 to level 1 | — | — | — | — | — |
| From level 3 to level 2i | 2 | 26 | 768 | — | 796 |

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2023 | | | | |
|  | Transfers between levels | | | | |
|  | Equity securities and  pooled investment  funds | Loans | Debt  securities | Derivatives | Total |
| For the year ended 31 December | £m | £m | £m | £m | £m |
| From level 1 to level 2i, iii | — | — | 3,127 | — | 3,127 |
| From level 1 to level 3i | 39 | — | 45 | — | 84 |
| From level 2 to level 1i, iii | — | — | 3,301 | — | 3,301 |
| From level 2 to level 3i, ii | 632 | 50 | 310 | 3 | 995 |
| From level 3 to level 1i | — | — | 5 | — | 5 |
| From level 3 to level 2i | — | 1 | 171 | — | 172 |

i The transfers in debt securities are in line with the Group’s levelling policy during the year ended 31 December 2024 and 31 December 2023.

ii During the year ended 31 December 2023, additional information was identified in relation to a number of collective investment holdings (within equity

securities and pooled investment funds) with a value of £658m now reflected within level 3.

iii The transfers in debt securities from level 2 to 1 and level 1 to 2 are primarily driven by movements in liquidity in the bond markets towards the end of the

financial year.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 31 Fair value methodology

#### (continued)

31.7 Reconciliation of movements in level 3 assets and liabilities

The movements during the year of level 3 assets and liabilities held at fair value (excluding those held for sale) are analysed in the

tables below:

|  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | | | | | | | | |
|  | At 1 Jan | Total  gains/  (losses)  recorded  in income  statement | Foreign  exchange | Purchases  /other | Sales  /other | Transfer  to held  for sale | Settled | Issued | Transfers  into  level 3 | Transfers  out of  level 3 | At 31 Dec |
|  | £m | £m | £m | £m | £m | £m | £m | £m | £m | £m | £m |
| Level 3 assets: |  |  |  |  |  |  |  |  |  |  |  |
| Investment property | 15,422 | (340) | 22 | 1,083 | (1,320) | (482) | — | — | — | — | 14,385 |
| Equity securities and  pooled investment funds | 15,135 | (25) | 67 | 1,567 | (372) | — | — | — | 100 | (2) | 16,470 |
| Loans | 3,161 | (71) | 12 | 826 | (485) | — | — | — | 5 | (26) | 3,422 |
| Debt securities | 8,725 | (445) | 10 | 1,630 | (1,528) | — | — | — | 696 | (768) | 8,320 |
| Derivative assets | 32 | (3) | — | — | — | — | (3) | — | — | — | 26 |
| Total level 3 assets | 42,475 | (884) | 111 | 5,106 | (3,705) | (482) | (3) | — | 801 | (796) | 42,623 |
| Level 3 liabilities: |  |  |  |  |  |  |  |  |  |  |  |
| Third party interest in  consolidated funds | 5,077 | (375) | (145) | — | (6) | — | (522) | 691 | 293 | — | 5,013 |
| Derivative liabilities | 13 | (1) | — | — | — | — | — | — | — | — | 12 |
| Other financial liabilities | 239 | (5) | — | — | — | — | (13) | — | — | — | 221 |
| Total level 3 liabilities | 5,329 | (381) | (145) | — | (6) | — | (535) | 691 | 293 | — | 5,246 |

|  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |
|  | Restated i | | | | | | | | | | |
|  | 2023 | | | | | | | | | | |
|  | At 1 Jan | Total  gains/  (losses)  recorded  in income  statement | Foreign  exchange | Purchases  /other | Sales  /other | Transfer  to held  for sale | Settled | Issued | Transfers  into  level 3 | Transfers  out of  level 3 | At 31 Dec |
|  | £m | £m | £m | £m | £m | £m | £m | £m | £m | £m | £m |
| Level 3 assets: |  |  |  |  |  |  |  |  |  |  |  |
| Investment property | 16,505 | (1,053) | (365) | 1,037 | (530) | (172) | — | — | — | — | 15,422 |
| Equity securities and  pooled investment funds | 14,488 | (841) | (240) | 2,671 | (1,463) | (151) | — | — | 671 | — | 15,135 |
| Loans | 2,727 | 21 | (19) | 968 | (585) | — | — | — | 50 | (1) | 3,161 |
| Debt securities | 8,950 | 107 | (20) | 853 | (1,280) | (64) | — | — | 355 | (176) | 8,725 |
| Derivative assets | 26 | 8 | — | — | — | — | (5) | — | 3 | — | 32 |
| Total level 3 assets | 42,696 | (1,758) | (644) | 5,529 | (3,858) | (387) | (5) | — | 1,079 | (177) | 42,475 |
| Level 3 liabilities: |  |  |  |  |  |  |  |  |  |  |  |
| Third party interest in  consolidated funds | 3,773 | (210) | (127) | — | — | — | (110) | 839 | 949 | (37) | 5,077 |
| Derivative liabilities | 9 | 4 | — | — | — | — | — | — | — | — | 13 |
| Other financial liabilities | 246 | — | — | — | — | — | (7) | — | — | — | 239 |
| Total level 3 liabilities | 4,028 | (206) | (127) | — | — | — | (117) | 839 | 949 | (37) | 5,329 |

i Following a review of the Group’s presentation of the levelling of equity securities and pooled investment funds and third party interest in consolidated

funds, comparative amounts have been restated from those previously reported. See Note 31.1 for further information.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 31 Fair value methodology

#### (continued)

31.8 Sensitivity of the fair value of level 3 instruments to changes in significant inputs

31.8.1 Level 3 assets inputs

Where possible, the Group assesses the sensitivity of the fair value of level 3 assets to reasonably possible changes in the most

significant unobservable inputs.

The most significant unobservable inputs in determining the fair value of level 3 assets are presented within the tables below.

Real estate:

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  |  | Geographical  location | Estimated rental value rangei | |  | Equivalent yield range | |
| As at 31 December | Property type | 2024 | 2023ii |  | 2024 | 2023ii |
| Investment  property | Industrial | UK | £4 to £29 | £3 to £29 |  | 4.67% to 10.64% | 4.70% to 9.70% |
| Asia/Pacific | $68 to $284 | $93 to $292 |  | 3.08% to 7.50% | 3.00% to 7.50% |
| Office | UK | £10 to £64 | £12 to £64 |  | 4.73% to 10.52% | 4.72% to 11.19% |
| Asia/Pacific | $396 to $1,096 | $400 to $1,144 |  | 2.87% to 7.50% | 3.70% to 6.75% |
| North America | $48 | $50 |  | 8.00% | 7.75% |
| Residential | UK | £8 to £97 | £12 to £91 |  | 4.25% to 8.00% | 4.15% to 6.98% |
| Europe | €209 to €329 | €186 to €279 |  | 3.65% to 4.90% | 3.61% to 8.42% |
| Asia/Pacific | $197 to $266 | $220 to $297 |  | 3.46% to 4.55% | 4.18% to 4.79% |
| Retail | UK | £10 to £55 | £15 to £47 |  | 4.73% to 10.52% | 4.00% to 10.61% |
| Asia/Pacific | $328 to $1,808 | $398 to $1,782 |  | 6.75% to 8.5% | 6.75% to 8.00% |
| Otheriii | UK | £8 to £168 | £14 to £168 |  | 5.49% to 6.50% | 5.63% to 6.70% |
| Asia/Pacific | $180 to $194 | $194 to $200 |  | 8.00% | 8.50% |

i The average estimated rental value for the UK and North America is quoted per square foot, while the average estimated rental value for Europe

and Asia/Pacific is quoted per square metre in line with local practice.

ii The estimated rental value and equivalent yield are now shown as ranges instead of an average as previously reported following a review of presentation.

This provides a better representation due to the limited populations of properties in each type.

iii Property type other represents hotels and student accommodation.

Other assets:

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| As at 31 December | Unobservable input | 2024 | 2023 |
| Retail income strips | Discount rate | 2.11% to 6.41% | 1.10% to 5.94% |
| Equity release mortgages | Discount rate | 2.76% | 2.76% |
| Total portfolio property value | £2.8bn | £3.0bn |
| Assumed property growth rate | Risk free + 1.10% | Risk free + 0.70% |
| Private placement loansi | Credit risk premium: |  |  |
| AAA to A | 0.32% to 3.07% | 0.58% to 5.87% |
| BBB to BB | 0.45% to 6.11% | 1.09% to 6.65% |
| Infrastructure fund investments | Discount rate | 9.3% to 12.00% | 8.5% to 12.00% |

iNote on residential ground rent assets.

Included within private placement loans are senior and junior notes backed by residential ground rents with a carrying value of £1,077m (2023:

£1,241m), of which £743m are held in the shareholder-backed fund (2023: £859m).

As noted in the Draft Leasehold and Commonhold Reform Bill included in the King’s Speech on 17 July 2024, potential future legislative change may

result in a significant reduction in the cash flows that can be generated from these assets, although the eventual outcome is still uncertain.

Furthermore, there is ongoing legislative and legal uncertainty around the abolition of marriage values (the linking of ground rents to increase in

property values).

These uncertainties have been captured in the valuation through the application of probability weightings to plausible scenarios relevant to the matter

and during the period credit ratings of certain senior notes have been downgraded. The range of the credit ratings of the portfolio ranges between A+

and BBB (2023: A+ and A). In addition, an incremental illiquidity spread of 0.30% (2023: 0.60%) above the comparable spread implied by the rating has

been applied to reflect the compensation that a market participant would require at reporting date due to the uncertainty in future values. The

reduction on the illiquidity premium reflects the impact of the uncertainty partly captured already through the probability weighting and the ratings

downgrade.

The sensitivities of the valuation of the private placement loan portfolio to a change in discount rate is presented in the tables below.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 31 Fair value methodology

#### (continued)

31.8 Sensitivity of the fair value of level 3 instruments to changes in significant inputs (continued)

31.8.2 Level 3 asset sensitivities

The table below provides a breakdown of assets within the level 3 fair value hierarchy by investment type, the sensitivity of the fair

value to the possible changes in the most significant unobservable inputs, and the impact on IFRS profit/(loss) after tax and

shareholders’ equity for those held within the shareholder-backed funds.

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| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | | | | | |
|  | Fair  value | Held in  shareholder-  backed fund | Valuation  technique | Most significant  unobservable input | Sensitivity | Change in  fair value | Impact on  IFRS profit  after tax and  shareholders’  equityviii |
| As at 31 December | £m | £m |  |  |  | £m | £m |
| Investment property |  |  |  |  |  |  |  |
| Property in use | 13,859 | 647 | Income  capitalisation | Equivalent yield | Increase by 50bps | (1,227) | (43) |
| Decrease by 50bps | 1,489 | 52 |
| Estimated rental  value | Increase by 10% | 1,141 | 40 |
| Decrease by 10% | (1,107) | (39) |
| Property under  development | 526 | — | Development cost | Increase by 10% | 53 | — |
| Decrease by 10% | (53) | — |
| Loans |  |  |  |  |  |  |  |
| Equity release  mortgages ii | 952 | 952 | Discounted cash  flowiii | Illiquidity premium | Increase by 50bps | (49) | (36) |
| Decrease by 50bps | 52 | 39 |
| Current property  value | Increase by 10% | 31 | 24 |
| Decrease by 10% | (41) | (30) |
| Assumed annual  property growth rate | Increase by 100bps | 65 | 49 |
| Decrease by 100bps | (95) | (71) |
| Assumed annual  property rental yield | Increase by 100bps | (53) | (39) |
| Decrease by 100bps | 46 | 35 |
| Other mortgages and  retail loans | 826 | — | Broker quotesiv | Broker quotes | Increase by 10% | 83 | — |
| Decrease by 10% | (83) | — |
| Other commercial loans | 1,644 | 311 | Broker quotesiv | Broker quotes | Increase by 10% | 164 | 23 |
| Decrease by 10% | (164) | (23) |
| Equity securities and  pooled investment fund i | 16,359 | 127 | Net asset  statements | Net asset value | Increase by 10% | 1,636 | 10 |
| Decrease by 10% | (1,636) | (10) |
| Infrastructure fund  investments v | 275 | — | Discounted cash  flowvi | Discount rate | Increase by 10% | (26) | — |
| Decrease by 10% | 31 | — |
| Debt securities |  |  |  |  |  |  |  |
| Private placement loansix | 4,942 | 2,912 | Discounted cash  flowvii | Discount rate | Increase by 50bps | (242) | (107) |
| Decrease by 50bps | 302 | 133 |
| Retail income strips | 263 | 227 | Discounted cash  flowvii | Discount rate | Increase by 50bps | (12) | (8) |
| Decrease by 50bps | 14 | 9 |
| Unquoted corporate  bonds | 2,951 | 696 | Broker quotesiv,  enterprise  valuation,  estimated  recovery | Broker quotes | Increase by 10% | 295 | 52 |
| Decrease by 10% | (295) | (52) |
| Derivative assets | 26 | 26 | Discounted cash  flow | Discount rate | Increase by 50bps | — | — |
| Decrease by 50bps | — | — |
| Total level 3 | 42,623 | 5,898 |  |  |  |  |  |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 31 Fair value methodology

#### (continued)

31.8 Sensitivity of the fair value of level 3 instruments to changes in significant inputs (continued)

31.8.2 Level 3 asset sensitivities (continued)

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | Restated i | | | | | | |
|  | 2023 | | | | | | |
|  | Fair  value | Held in  shareholder-  backed fund | Valuation  technique | Most significant  unobservable input | Sensitivity | Change in  fair value | Impact on  IFRS profit  after tax and  shareholders’  equityviii |
| As at 31 December | £m | £m |  |  |  | £m | £m |
| Investment property: |  |  |  |  |  |  |  |
| Property in use | 14,414 | 994 | Income  capitalisation | Equivalent yield | Increase by 50bps | (1,277) | (67) |
| Decrease by 50bps | 1,535 | 81 |
| Estimated rental  value | Increase by 10% | 1,286 | 68 |
| Decrease by 10% | (1,240) | (65) |
| Property under  development | 1,008 | 5 | Development cost | Increase by 10% | 101 | — |
| Decrease by 10% | (101) | — |
| Loans |  |  |  |  |  |  |  |
| Equity release  mortgages ii | 928 | 928 | Discounted cash  flowiii | Illiquidity premium | Increase by 50bps | (61) | (47) |
| Decrease by 50bps | 66 | 51 |
| Current property  value | Increase by 10% | 44 | 33 |
| Decrease by 10% | (54) | (41) |
| Assumed annual  property growth  rate | Increase by 100bps | 109 | 84 |
| Decrease by 100bps | (154) | (118) |
| Assumed annual  property rental yield | Increase by 100bps | (77) | (59) |
| Decrease by 100bps | 72 | 55 |
| Other mortgages and  retail loans | 816 | — | Broker quotesiv | Broker quotes | Increase by 10% | 82 | — |
| Decrease by 10% | (82) | — |
| Other Commercial loans | 1,417 | 373 | Broker quotesiv | Broker quotes | Increase by 10% | 142 | 29 |
| Decrease by 10% | (142) | (29) |
| Equity securities and  pooled investment funds i | 15,031 | 104 | Net asset  statements | Net asset value | Increase by 10% | 1,503 | 8 |
| Decrease by 10% | (1,503) | (8) |
| Infrastructure fund  investments v | 325 | — | Discounted cash  flowvi | Discount rate | Increase by 10% | (62) | — |
| Decrease by 10% | 72 | — |
| Debt securities |  |  |  |  |  |  |  |
| Private placement loansix | 5,523 | 3,242 | Discounted cash  flowvii | Discount rate | Increase by 50bps | (293) | (129) |
| Decrease by 50bps | 325 | 143 |
| Retail income strips | 224 | 188 | Discounted cash  flowvii | Discount rate | Increase by 50bps | (12) | (7) |
| Decrease by 50bps | 13 | 9 |
| Unquoted corporate  bonds | 2,757 | 859 | Broker quotesiv,  enterprise  valuation,  estimated  recovery | Broker quotes | Increase by 10% | 276 | 66 |
| Decrease by 10% | (276) | (66) |
| Derivative assets | 32 | 32 | Discounted cash  flow | Discount rate | Increase by 50bps | — | — |
| Decrease by 50bps | — | — |
| Total level 3 | 42,475 | 6,725 |  |  |  |  |  |

i Following a review of the Group’s presentation of the levelling of equity securities and pooled investment funds and third party interest in consolidated

funds, comparative amounts have been restated from those previously reported. See Note 31.1 for further information.

ii The equity release mortgages have a no-negative equity guarantee (NNEG) that caps the loan repayment in the event of death, or entry into long-term

care, to be no greater than the proceeds from the sale of the property that the loans are secured against. The value of the NNEG, which is recognised as a

deduction from the value of the loans, is based on a Black-Scholes option pricing valuation utilising a real-world approach and is estimated using

assumptions, including future property growth rate and property price volatility.

iii The equity release mortgage loans of £952m as at 31 December 2024 (2023: £928m) and a corresponding liability of £221m (2023: £239m) were valued

internally using discounted cash flow models. Future cash flows are estimated based on assumptions, including prepayment, death and entry into long-

term care, and discounted using an appropriate discount rate, which references market rates for equity release mortgage loans.

iv Quotes received from an external pricing service.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 31 Fair value methodology

#### (continued)

31.8 Sensitivity of the fair value of level 3 instruments to changes in significant inputs (continued)

31.8.2 Level 3 asset sensitivities (continued)

v Infrastructure fund investments comprises £111m (2023: £104m) of equity securities and pooled investment funds and £164m (2023: £221m) of debt

securities. These investments are valued in accordance with the International Private Equity and Venture Association valuation guidelines (latest edition

December 2022). Valuations are also benchmarked against comparable infrastructure fund transactions. The discount rate is made up of cash flows from

dividends due in respect of the equity investments and principal and interest from loan notes in respect of debt investments.

vi These investments are valued in accordance with the International Private Equity and Venture Association valuation guidelines (latest edition December

2022). Valuations are also benchmarked against comparable infrastructure transactions. The discount rate is made up of cash flows from dividends due in

respect of the equity investments and principal and interest from loan notes in respect of debt investments.

vii The discount rate is made up of a risk-free rate and a credit spread. The risk-free rate is taken from an appropriate gilt of comparable duration and the

spread is taken from a basket of comparable securities.

viii Of the £5,898m (31 December 2023: £6,725m) of level 3 assets held in shareholder-backed funds, £70m (2023: £367m) is held by unit-linked business.

These assets are included in the analysis presented however, as the investment risk is borne by the unit-linked policyholders, there is no impact on IFRS

profit/(loss) after tax and shareholder’s equity.

ix Included within private placement loans is senior and junior notes backed by residential ground rent assets with a carrying value of £1,077m of which

£743m were held in the shareholder-backed fund (2023: £1,241m of which £859m in the shareholder-backed fund) which may be impacted by potential

future legislative change as mentioned in Note 31.8.1.

31.9 Unrealised gains and losses in respect of level 3 assets and liabilities

Unrealised gains and losses recognised in the consolidated income statement in respect of assets and liabilities classified as level 3

that are held at the end of the year are analysed as follows:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  | Restated i |
|  | 2024 | 2023 |
| As at 31 December | £m | £m |
| Investment property | (317) | (1,124) |
| Equity securities and pooled investment funds | 219 | (662) |
| Loans | (70) | 11 |
| Debt securities | (581) | (106) |
| Third party interest in consolidated funds | 371 | 236 |
| Derivatives | (5) | — |
| Other financial liabilities | 5 | — |
| Total | (378) | (1,645) |

i Following a review of the Group’s presentation of the levelling of equity securities and pooled investment funds and third party interest in consolidated

funds, comparative amounts have been restated from those previously reported. See Note 31.1 for further information.

31.10 Fair value of assets and liabilities at amortised cost

The tables below show the fair value of assets and liabilities carried at amortised cost on the consolidated statement of financial

position where the fair value does not approximate the carrying value:

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | | | | |
|  | Level 1 | Level 2 | Level 3 | Total fair  value | Total carrying  value |
| As at 31 December | £m | £m | £m | £m | £m |
| Liabilities: |  |  |  |  | |
| Subordinated liabilities and other borrowings | — | 5,608 | 339 | 5,947 | 6,486 |

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | Restated i | | | | |
|  | 2023 | | | | |
|  | Level 1 | Level 2 | Level 3 | Total fair  value | Total carrying  value |
| As at 31 December | £m | £m | £m | £m | £m |
| Liabilities: |  |  |  |  | |
| Subordinated liabilities and other borrowings | — | 6,822 | 260 | 7,082 | 7,647 |

i Following a review of the Group’s presentation of cash and borrowings in certain consolidated investment funds, comparative amounts have been

restated from those previously reported. The restatement has had no impact on the consolidated income statement or net assets. See Note 1.1 for further

information.

The estimated fair value of subordinated liabilities are based on the quoted market offer price. The fair value of the other liabilities

in the tables above have been estimated from the discounted cash flows expected to be received or paid. Where appropriate, an

observable market interest rate has been used and the assets and liabilities are classified within level 2. Otherwise, they are

included as level 3.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 32 Risk management and sensitivity analysis

32.1 Risk overview

The Group’s business involves the acceptance and management of risk. The Group’s risk management process is governed by the

Risk Management Framework (RMF). The RMF is designed to manage risk within agreed appropriate levels, aligned to delivering its

strategy and creating long-term value for clients and shareholders. Risk management is the process of identifying, assessing,

managing and reporting current and emerging risks, supported by embedded risk culture and strong governance. Effective risk

management enables better decision-making and safeguards the Group’s ability to meet commitments to its shareholders,

customers and clients, comply with regulation, manage disruption and protects its reputation. For more information on the RMF,

please refer to page [44](#i4a58cb66d6f9466e97e98b1e9c9c9123_119437).

Risk appetite is the amount and type of risk that the Group is willing to accept in pursuit of its business objectives, and is approved

by the Board. The risk appetite statements and limits specify the risk appetite and tolerance to take on risk. The statements and

limits are aligned to the business model and strategy and cover significant financial and non-financial risks. For more information

on risk appetite and limits please refer to page [45](#i796d3de73e1a4d38be7ce9f08bd5a2bf_11520).

A number of risk factors affect the Group’s results and financial position. The financial risk categories affecting the Group’s

financial instruments, insurance assets and liabilities are set out below:

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Risk type | Definition | |
| Market risk | The risk of loss or adverse change in the financial health of the business resulting, directly or indirectly, from  fluctuations in the level or volatility of market prices of assets, currencies liabilities and financial instruments. | |
| Credit risk | The risk of loss or adverse change in the financial situation of the business, or that of the Group’s customers  and clients, resulting from fluctuations in the credit standing of issuers of securities, counterparties and any  debtors in the form of default or other significant credit event (eg downgrade or spread widening). | |
| Insurance risk | The risk of loss or adverse change in the financial situation of the business, or that of the Group’s customers  and clients, resulting from changes in the level, trend or volatility of the following:  – Morbidity/mortality/longevity risk: the risk of loss, the inability to meet contractual or other liabilities,  and/or profit volatility resulting from adverse mortality and/or morbidity and/or longevity experience  than estimated within pricing, underwriting and valuation.  – Persistency risk: the risk of loss, the inability to meet contractual or other liabilities, and/or profit  volatility resulting from adverse persistency experience than estimated within pricing and valuation.  – Expenses and margin pricing: the risk of loss, the inability to meet contractual or other liabilities,  and/or profit volatility resulting from adverse experience in expenses from those estimated in pricing  and valuation when considering insurance contracts. | |
| Liquidity risk | The risk that the Group and/or its business are unable to meet financial obligations (eg claims, creditors debt  interest and collateral calls) as they fall due because they do not have or are unable to generate sufficient  liquid assets. Fund liquidity risk is the risk of being unable to meet financial obligations as they fall due  because of a mismatch in liquidity of the underlying assets and the frequency of liability requirements of the  fund. | |

These risks are described in more detail in the following sections.

The Group’s exposure to risks arising from financial instruments, insurance assets and liabilities is different for each component of

the Group’s business. The Group’s consolidated statement of financial position is presented below for the different components of

business.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

32 Risk management and sensitivity analysis (continued)

32.1 Risk overview (continued)

Analysis of consolidated statement of financial position by component of business

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | | | | |
|  |  | Shareholder-backed funds | | |  |
|  | With-  profits | Unit-linked | Annuity and  other long-  term  business | Other | Total |
| As at 31 December | £m | £m | £m | £m | £m |
| Assets: |  |  |  |  |  |
| Goodwill and intangible assets | 326 | — | 4 | 1,384 | 1,714 |
| Deferred acquisition costs | — | 1 | 3 | 15 | 19 |
| Defined benefit pension asset | 19 | — | 23 | 3 | 45 |
| Investment in joint ventures and associates accounted for using  the equity method | 284 | — | — | — | 284 |
| Property, plant and equipment | 1,432 | — | 11 | 211 | 1,654 |
| Investment property | 13,738 | — | 647 | — | 14,385 |
| Deferred tax assets | 29 | 2 | 289 | 167 | 487 |
| Insurance contract assets | — | — | 39 | — | 39 |
| Reinsurance contract assets | 15 | 4 | 1,024 | — | 1,043 |
| Equity securities and pooled investment funds | 53,382 | 11,043 | 274 | 191 | 64,890 |
| Loans | 2,873 | — | 1,262 | — | 4,135 |
| Debt securities | 52,147 | 4,609 | 12,179 | 840 | 69,775 |
| Derivative assets | 754 | — | 198 | 133 | 1,085 |
| Deposits | 11,918 | 1,827 | 2,044 | 5 | 15,794 |
| Current tax assets | 31 | 5 | 16 | 13 | 65 |
| Accrued investment income and other debtors | 1,563 | 195 | 274 | 474 | 2,506 |
| Assets held for sale | 1,117 | 256 | 1 | 92 | 1,466 |
| Cash and cash equivalents | 3,176 | 365 | 488 | 809 | 4,838 |
| Total assets | 142,804 | 18,307 | 18,776 | 4,337 | 184,224 |
| Liabilities: |  |  |  |  |  |
| Insurance contract liabilities | 123,244 | 4,108 | 13,912 | — | 141,264 |
| Reinsurance contract liabilities | 1 | 22 | 257 | — | 280 |
| Investment contract liabilities without DPF | 1,886 | 10,252 | 6 | — | 12,144 |
| Third party interest in consolidated funds | 7,032 | 2,449 | 3 | — | 9,484 |
| Subordinated liabilities and other borrowings | 3,308 | 1 | 1 | 3,176 | 6,486 |
| Defined benefit pension liability | — | — | — | 258 | 258 |
| Deferred tax liabilities | 629 | 27 | 41 | 8 | 705 |
| Lease liabilities | 126 | — | 10 | 289 | 425 |
| Current tax liabilities | 33 | 2 | 43 | 3 | 81 |
| Derivative liabilities | 1,352 | 14 | 1,619 | 217 | 3,202 |
| Other financial liabilities | 822 | — | 86 | 110 | 1,018 |
| Provisions | 10 | 4 | 11 | 89 | 114 |
| Accruals, deferred income and other liabilities | 2,308 | 359 | 1,149 | 551 | 4,367 |
| Liabilities held for sale | 1,058 | 15 | — | — | 1,073 |
| Total liabilities | 141,809 | 17,253 | 17,138 | 4,701 | 180,901 |
| Total equity |  |  |  |  | 3,323 |
| Total equity and liabilities |  |  |  |  | 184,224 |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

32 Risk management and sensitivity analysis (continued)

32.1 Risk overview (continued)

Analysis of consolidated statement of financial position by component of business (continued)

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | Restated i | | | | |
|  | 2023 | | | | |
|  |  | Shareholder-backed funds | | |  |
|  | With-  profits | Unit-linked | Annuity and  other long-  term  business | Other | Total |
| As at 31 December | £m | £m | £m | £m | £m |
| Assets: |  |  |  |  |  |
| Goodwill and intangible assets | 360 | — | 11 | 1,444 | 1,815 |
| Deferred acquisition costs | — | 5 | 4 | 14 | 23 |
| Defined benefit pension asset | 9 | — | 4 | 6 | 19 |
| Investment in joint ventures and associates accounted for using  the equity method | 265 | — | — | 22 | 287 |
| Property, plant and equipment | 1,826 | — | 13 | 226 | 2,065 |
| Investment property | 14,423 | 310 | 689 | — | 15,422 |
| Deferred tax assets | 79 | 3 | 193 | 168 | 443 |
| Insurance contract assets | — | — | 44 | — | 44 |
| Reinsurance contract assets | 11 | 7 | 1,081 | — | 1,099 |
| Equity securities and pooled investment funds | 54,603 | 11,158 | 269 | 218 | 66,248 |
| Loans | 2,607 | — | 1,301 | — | 3,908 |
| Debt securities | 52,239 | 4,651 | 12,757 | 1,036 | 70,683 |
| Derivative assets | 1,304 | 30 | 227 | 132 | 1,693 |
| Deposits | 12,253 | 1,808 | 2,255 | 8 | 16,324 |
| Current tax assets | 9 | 15 | 41 | 2 | 67 |
| Accrued investment income and other debtors | 1,620 | 206 | 290 | 420 | 2,536 |
| Assets held for sale | 1,112 | 105 | 1 | 138 | 1,356 |
| Cash and cash equivalents | 3,043 | 501 | 555 | 1,049 | 5,148 |
| Total assets | 145,763 | 18,799 | 19,735 | 4,883 | 189,180 |
| Liabilities: |  |  |  |  |  |
| Insurance contract liabilities | 123,596 | 4,404 | 14,135 | — | 142,135 |
| Reinsurance contract liabilities | 1 | 21 | 335 | — | 357 |
| Investment contract liabilities without DPF | 1,805 | 10,723 | 7 | — | 12,535 |
| Third party interest in consolidated funds | 7,617 | 2,271 | 5 | — | 9,893 |
| Subordinated liabilities and other borrowings | 3,970 | — | 1 | 3,676 | 7,647 |
| Defined benefit pension liability | — | — | — | 294 | 294 |
| Deferred tax liabilities | 619 | 11 | 38 | 14 | 682 |
| Lease liabilities | 73 | — | 11 | 303 | 387 |
| Current tax liabilities | 51 | 7 | 37 | 2 | 97 |
| Derivative liabilities | 1,129 | 4 | 1,514 | 263 | 2,910 |
| Other financial liabilities | 961 | — | 30 | 195 | 1,186 |
| Provisions | — | — | 12 | 70 | 82 |
| Accruals, deferred income and other liabilities | 4,371 | 495 | 792 | 568 | 6,226 |
| Liabilities held for sale | 665 | — | — | — | 665 |
| Total liabilities | 144,858 | 17,936 | 16,917 | 5,385 | 185,096 |
| Total equity |  |  |  |  | 4,084 |
| Total equity and liabilities |  |  |  |  | 189,180 |

i Following a review of the Group’s presentation of cash and borrowings in certain consolidated investment funds, comparative amounts for cash and cash

equivalents and subordinated liabilities and other borrowings have been restated from those previously reported. The restatement has had no impact on

the consolidated income statement or net assets. See Note 1.1 for further information.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

32 Risk management and sensitivity analysis (continued)

32.2 Market risk

Market risk is risk of loss or adverse change in the financial health of the business resulting, directly or indirectly, from fluctuations

in the level or volatility of market prices of assets, currencies liabilities and financial instruments.

Market risk comprises six types of risk, namely:

– Interest rate risk: fluctuations in the level and volatility of interest rates or the shape or curvature of the yield curve or spread

relationship.

– Inflation risk: fluctuations in actual or implied inflation rates.

– Equity risk: fluctuations in the level or volatility of equity investments.

– Property risk: fluctuations in the level or volatility of property investments.

– Currency risk: fluctuations, including translation risk, in the level or volatility of currency exposures.

– Alternative investments risk: fluctuations in the level or volatility of alternative investment exposures.

The primary market risks that the Group faces are equity risk, property risk and interest rate risk. Most assets the Group holds are

investments that are either equity or property-type investments and subject to equity or property price risk, or bonds, mortgages

and cash deposits, the values of which are subject to interest rate risk. Additionally, the Group holds alternative investments which

may exhibit some or all of these risks depending on the type of investment. The amount of risk borne by the Group’s shareholders

depends on the extent to which its customers share the investment risk through the structure of the Group’s products.

The split of the Group’s investments between equity investments and interest-sensitive instruments depends principally on the

type of liabilities supported by those investments and the amount of capital the Group has available. This mix of liabilities allows the

Group to invest a substantial portion of its investment funds in equity and property investments that the Group believes produce

greater returns over the long term.

Market risk is managed through a robust market risk framework which includes: policies, risk appetite statements and risk limits

and triggers covering key market risk exposures; asset and liability management programmes; a quality of capital framework;

strategic asset allocations; investment and hedging strategies; and the use of investment constraints and the limits for asset

portfolios.

Procedures are in place to respond to significant market events and disruptions, bringing together colleagues from across the

business to provide enhanced monitoring and decision-making capability.

32.2.1 Interest rate risk and inflation risk

The majority of the Group’s interest rate exposure arises from shareholder-backed annuities. The value of the liabilities are

exposed to interest rate movements, but these are closely matched with assets of an appropriate duration to manage interest rate

risk in accordance with regulatory capital reporting requirements. The assets held in excess of the liabilities, which back the capital

requirements of the annuity business, result in an exposure to interest rate risk.

Exposure to interest rate risk also arises on the shareholders' share of the excess assets in the With-Profits Fund.

The assets and liabilities for the with-profits and unit-linked components of business are sensitive to interest rates, but the

shareholder is not directly exposed to changes in the value of these assets and liabilities. The shareholder is indirectly exposed to

interest rate risk through the value of future shareholder transfers from with-profits business and charges levied on unit-linked and

asset management business.

The Group manages its exposure to interest rate risk within defined constraints via hedging strategies.

Material increases in inflation may increase the Group’s cost base and the amount that it needs to set aside to meet future

obligations, negatively impacting profitability. Inflation risk primarily arises from certain annuity contracts that have benefit

escalation linked to a price index. The Group manages this exposure by matching inflation-linked annuity liabilities with

corresponding inflation-linked assets.

32.2.2 Equity and property risk

While the Group holds significant amounts of equity and property assets on its consolidated statement of financial position, the

shareholders’ exposure to equity and property risk for the with-profits and unit-linked business is limited as the risk is

predominantly borne by the policyholder.  For with-profits business, the impact of equity and property risk on shareholder transfers

is reduced over the short-term due to the PruFund smoothing process and the prudent approach taken to regular bonuses

declarations on traditional with-profits business. However, the impact of equity and property risk on long-term investment

performance may affect future shareholder transfers. The Group has entered into a partial equity hedge of the shareholder

transfers expected to emerge from the WPSF in order to mitigate this risk.

The Group’s direct exposure to this risk arises from the ‘annuities and other long-term business’ component’s holdings in equity

securities and property, which are not hedged or matched by corresponding liabilities.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

32 Risk management and sensitivity analysis (continued)

32.2 Market risk (continued)

32.2.3 Currency risk

The Group invests significant amounts of policyholder funds in overseas assets as part of its investment strategy. The direct

currency risk exposure to the shareholder from the with-profits and unit-linked components of business is minimal, although the

shareholder is indirectly exposed to currency risk in relation to the future value of shareholder transfers from with-profits business

and charges levied on unit-linked and asset management business. Currency risk exposure arising from overseas assets held by

the shareholder-backed annuity and other long-term business is mitigated through the use of derivatives. The currency risk

exposure arising from unit-linked business is low.

As at 31 December 2024, the Group held 53% (2023: 50%) and 44% (2023: 38%)  of its financial assets and financial liabilities

respectively, in currencies other than pounds sterling, the presentation currency of the Group. The non-sterling currencies are

primarily US dollar and euro.

Of these financial assets, as at 31 December 2024, 93 % (2023: 92%) are held by the With-Profits Fund, allowing the fund to obtain

exposure to foreign equity markets. Of these financial liabilities, as at  31 December 2024, 74% (2023: 74%) are held by the With-

Profits Fund, mainly relating to foreign currency borrowings. The exchange risks inherent in these exposures are mitigated through

the use of derivatives, mainly forward currency contracts.

For the year ended 31 December 2024, exchange losses of £53m (2023: losses of £126m)  were recognised within the total net

insurance and investment result in the consolidated income statement; mainly arising on assets held by the With-Profits Fund, the

majority of which are offset by changes in with-profits and unit-linked liabilities. This excludes exchange gains and losses arising on

foreign currency investments measured at FVTPL, which are included as part of gains and losses included in investment return,

which is shown in Note 5.

The Group is also exposed to structural currency translation risk as a result of overseas operations which contribute to equity. The

assets and liabilities of foreign operations are translated into the Group’s presentational currency, pounds sterling. Foreign

exchange differences arising from this translation of foreign operations are reported as an item of other comprehensive income

and accumulated in the translation reserve.

32.3 Credit risk

The Group’s exposure to credit risk primarily arises from the annuity funds, which hold substantial volumes of public and private

fixed income investments on which a certain level of defaults and downgrades are expected.

Exposure to credit risk also arises on the shareholders’ share of the excess assets in the With-Profits Fund.

While the with-profits and unit-linked funds have large holdings of assets subject to credit risk, the shareholder results of the

Group are not directly exposed to credit defaults on assets held in these components of business. However, the shareholder is

indirectly exposed to credit risk from these components of business in relation to the future value of shareholder transfers from

with-profits business and charges levied on unit-linked and asset management business. The direct exposure of the Group’s

shareholders’ equity to credit default risk in the ‘other’ component is small in the context of the Group.

Credit risk is managed through a robust credit and counterparty framework which includes: policies, standards, appetite

statements, limits and triggers (including relevant governance and controls); investment constraints and limits on the asset

portfolios (in particular, in relation to credit rating, seniority, sector and issuer), and counterparties in particular for derivatives,

reinsurance and cash; and a robust credit rating process.

32.3.1 Financial assets

The following tables provide an analysis of the quality of financial assets which are exposed to credit risk. The financial assets

below are analysed according to external credit ratings issued, with equivalent ratings issued by different ratings agencies

grouped together. Standard & Poor’s ratings have been used where available. For securities where Standard & Poor’s ratings are

not immediately available, those produced by Moody’s and then Fitch have been used as an alternative.

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | | | | | |
|  | AAA | AA+ to AA- | A+ to A- | BBB+  to BBB- | Below BBB- | Other | Total |
| As at 31 December | £m | £m | £m | £m | £m | £m | £m |
| Reinsurance contract assets | — | 70 | 874 | — | — | 99 | 1,043 |
| Loans | — | — | 159 | 6 | 1,416 | 2,554 | 4,135 |
| Debt securities | 5,461 | 18,786 | 13,770 | 15,618 | 6,276 | 9,864 | 69,775 |
| Deposits | 53 | 3,006 | 10,520 | 373 | 65 | 1,777 | 15,794 |
| Accrued investment income and other debtors | 44 | 145 | 170 | 176 | 84 | 1,887 | 2,506 |
| Cash and cash equivalents | 576 | 761 | 3,345 | 25 | 31 | 100 | 4,838 |
| Total financial assets | 6,134 | 22,768 | 28,838 | 16,198 | 7,872 | 16,281 | 98,091 |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

32 Risk management and sensitivity analysis (continued)

32.3 Credit risk (continued)

32.3.1 Financial assets (continued)

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | Restated i | | | | | | |
|  | 2023 | | | | | | |
|  | AAA | AA+ to AA- | A+ to A- | BBB+  to BBB- | Below BBB- | Other | Total |
| As at 31 December | £m | £m | £m | £m | £m | £m | £m |
| Reinsurance contract assets | — | 74 | 923 | — | — | 102 | 1,099 |
| Loans | — | — | 783 | 4 | 370 | 2,751 | 3,908 |
| Debt securities | 6,604 | 17,340 | 16,919 | 14,213 | 4,930 | 10,677 | 70,683 |
| Deposits | 9 | 4,667 | 8,526 | 1,427 | — | 1,695 | 16,324 |
| Accrued investment income and other debtors | 38 | 117 | 297 | 126 | 49 | 1,909 | 2,536 |
| Cash and cash equivalents | 826 | 1,058 | 3,202 | 18 | 17 | 27 | 5,148 |
| Total financial assets | 7,477 | 23,256 | 30,650 | 15,788 | 5,366 | 17,161 | 99,698 |

i Following a review of the Group’s presentation of cash and borrowings in certain consolidated investment funds, comparative amounts for cash and cash

equivalents have been restated from those previously reported. The restatement has had no impact on the consolidated income statement or net assets.

See Note 1.1 for further information.

The credit ratings, information or data contained in this report which are attributed and specifically provided by Standard & Poor’s,

Moody’s and Fitch Solutions and their respective affiliates and suppliers (‘Content Providers’) is referred to here as the ‘Content’.

Reproduction of any content in any form is prohibited except with the prior written permission of the relevant party. The Content

Providers do not guarantee the accuracy, adequacy, completeness, timeliness or availability of any Content and are not responsible

for any errors or omissions (negligent or otherwise), regardless of the cause, or for the results obtained from the use of such

Content. The Content Providers expressly disclaim liability for any damages, costs, expenses, legal fees, or losses (including lost

income or lost profit and opportunity costs) in connection with any use of the Content. A reference to a particular investment or

security, a rating or any observation concerning an investment that is part of the Content is not a recommendation to buy, sell or

hold any such investment or security, nor does it address the suitability of an investment or security and should not be relied on as

investment advice.

In the table above, AAA is the highest possible rating. Investment grade financial assets are classified within the range of AAA to

BBB- ratings. Financial assets which fall outside this range are classified as below BBB- and are non-investment grade.

The Group is exposed to the risk of counterparty default on its reinsurance assets. The Group evaluates the financial condition of

its reinsurers and monitors concentration of credit risk to minimise its exposure from reinsurer insolvencies. The split of the

reinsurance asset by credit rating is shown above.

Loans that were impaired are not significant to the Group. Further information on the loans portfolio is provided in Note 18.

Debt securities with no external credit rating are classified as ‘other’. The following table shows the majority of debt securities

shown as ‘other’ are allocated an internal rating and are considered to be of investment grade quality:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| As at 31 December | £m | £m |
| AAA | 100 | 188 |
| AA+ to AA- | 900 | 841 |
| A+ to A- | 3,626 | 4,721 |
| BBB+ to BBB- | 2,391 | 1,944 |
| Below BBB- | 1,096 | 1,138 |
| Unrated | 1,751 | 1,845 |
| Total | 9,864 | 10,677 |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

32 Risk management and sensitivity analysis (continued)

32.3 Credit risk (continued)

32.3.2 Debt securities

The table below presents the Group’s debt securities by asset category and external credit rating issued for each component of

business as set out in Note 32.1.

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | | | | | |
|  | AAA | AA+ to AA- | A+ to A- | BBB+  to BBB- | Below BBB- | Other | Total |
| As at 31 December | £m | £m | £m | £m | £m | £m | £m |
| Government Sovereign debt | 3,971 | 13,747 | 1,924 | 2,794 | 1,727 | 102 | 24,265 |
| With-profits | 2,729 | 10,479 | 1,853 | 2,680 | 1,706 | 3 | 19,450 |
| Unit-linked | 115 | 1,353 | 54 | 88 | 21 | 99 | 1,730 |
| Annuity and other long-term business | 604 | 1,866 | 17 | 26 | — | — | 2,513 |
| Other | 523 | 49 | — | — | — | — | 572 |
| Quasi-sovereign and Public sector debt | 196 | 1,568 | 240 | 381 | 873 | 288 | 3,546 |
| With-profits | 152 | 780 | 183 | 373 | 866 | 206 | 2,560 |
| Unit-linked | 8 | 116 | 12 | 8 | 7 | 2 | 153 |
| Annuity and other long-term business | 36 | 672 | 45 | — | — | 80 | 833 |
| Corporate debt | 1,093 | 3,277 | 11,220 | 12,149 | 3,541 | 7,835 | 39,115 |
| With-profits | 631 | 2,101 | 8,543 | 9,278 | 3,216 | 4,113 | 27,882 |
| Unit-linked | 80 | 213 | 877 | 1,212 | 254 | 38 | 2,674 |
| Annuity and other long-term business | 239 | 920 | 1,782 | 1,635 | 68 | 3,673 | 8,317 |
| Other | 143 | 43 | 18 | 24 | 3 | 11 | 242 |
| Asset-backed securities | 201 | 194 | 386 | 294 | 135 | 1,639 | 2,849 |
| With-profits | 86 | 122 | 186 | 208 | 135 | 1,518 | 2,255 |
| Unit-linked | 10 | 16 | 9 | 14 | — | 3 | 52 |
| Annuity and other long-term business | 79 | 56 | 191 | 72 | — | 118 | 516 |
| Other | 26 | — | — | — | — | — | 26 |
| Total debt securities | 5,461 | 18,786 | 13,770 | 15,618 | 6,276 | 9,864 | 69,775 |
| With-profits | 3,598 | 13,482 | 10,765 | 12,539 | 5,923 | 5,840 | 52,147 |
| Unit-linked | 213 | 1,698 | 952 | 1,322 | 282 | 142 | 4,609 |
| Annuity and other long-term business | 958 | 3,514 | 2,035 | 1,733 | 68 | 3,871 | 12,179 |
| Other | 692 | 92 | 18 | 24 | 3 | 11 | 840 |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

32 Risk management and sensitivity analysis (continued)

32.3 Credit risk (continued)

32.3.2 Debt securities (continued)

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2023 | | | | | | |
|  | AAA | AA+ to AA- | A+ to A- | BBB+  to BBB- | Below BBB- | Other | Total |
| As at 31 December | £m | £m | £m | £m | £m | £m | £m |
| Government Sovereign debt | 4,790 | 12,650 | 1,699 | 2,295 | 1,213 | 187 | 22,834 |
| With-profits | 3,365 | 9,297 | 1,670 | 2,220 | 1,213 | 80 | 17,845 |
| Unit-linked | 109 | 1,354 | 15 | 47 | — | 107 | 1,632 |
| Annuity and other long-term business | 715 | 1,934 | 14 | 27 | — | — | 2,690 |
| Other | 601 | 65 | — | 1 | — | — | 667 |
| Quasi-sovereign and Public sector debt | 202 | 1,572 | 204 | 397 | 873 | 300 | 3,548 |
| With-profits | 157 | 821 | 145 | 377 | 873 | 238 | 2,611 |
| Unit-linked | 1 | 58 | 13 | 2 | — | 1 | 75 |
| Annuity and other long-term business | 44 | 693 | 46 | 18 | — | 61 | 862 |
| Corporate debt | 1,242 | 2,875 | 14,587 | 11,268 | 2,755 | 8,544 | 41,271 |
| With-profits | 745 | 1,789 | 11,670 | 8,332 | 2,423 | 4,462 | 29,421 |
| Unit-linked | 27 | 110 | 1,239 | 1,209 | 257 | 23 | 2,865 |
| Annuity and other long-term business | 283 | 904 | 1,644 | 1,707 | 72 | 4,057 | 8,667 |
| Other | 187 | 72 | 34 | 20 | 3 | 2 | 318 |
| Asset-backed securities | 370 | 243 | 429 | 253 | 89 | 1,646 | 3,030 |
| With-profits | 217 | 161 | 203 | 153 | 89 | 1,539 | 2,362 |
| Unit-linked | 17 | 22 | 17 | 23 | — | — | 79 |
| Annuity and other long-term business | 85 | 60 | 209 | 77 | — | 107 | 538 |
| Other | 51 | — | — | — | — | — | 51 |
| Total Debt Securities | 6,604 | 17,340 | 16,919 | 14,213 | 4,930 | 10,677 | 70,683 |
| With-profits | 4,484 | 12,068 | 13,688 | 11,082 | 4,598 | 6,319 | 52,239 |
| Unit-linked | 154 | 1,544 | 1,284 | 1,281 | 257 | 131 | 4,651 |
| Annuity and other long-term business | 1,127 | 3,591 | 1,913 | 1,829 | 72 | 4,225 | 12,757 |
| Other | 839 | 137 | 34 | 21 | 3 | 2 | 1,036 |

As at 31 December 2024 corporate debt exposure to banks amounted to £ 7,051m (2023: £ 8,884m).

The Group has holdings in asset-backed securities (ABS) which are presented within debt securities on the consolidated

statement of financial position. The Group’s holdings in ABS, which comprise residential mortgage-backed securities (RMBS),

commercial mortgage-backed securities (CMBS), collateralised debt obligations (CDO) funds and other asset-backed securities

are shown within the table above.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

32 Risk management and sensitivity analysis (continued)

32.3 Credit risk (continued)

32.3.2 Debt securities (continued)

The Group’s exposure to sovereign debt is analysed by issuer as follows:

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | | | | |
|  | With-profits | Unit-linked | Annuity  and other  long-term  business | Other | Total |
| As at 31 December | £m | £m | £m | £m | £m |
| Government Sovereign debt securities by country: |  |  |  |  |  |
| UK | 5,966 | 1,300 | 1,834 | 519 | 9,619 |
| Germany | 556 | 22 | 128 | — | 706 |
| Other European countries | 1,146 | 22 | 499 | — | 1,667 |
| Total Europe | 7,668 | 1,344 | 2,461 | 519 | 11,992 |
| United States | 3,552 | 65 | — | 2 | 3,619 |
| Latin America countries | 673 | 25 | 26 | — | 724 |
| South Africa | 961 | 101 | — | — | 1,062 |
| South Korea | 905 | 27 | — | — | 932 |
| Indonesia | 840 | 24 | — | — | 864 |
| Malaysia | 894 | 25 | — | — | 919 |
| Singapore | 364 | 10 | — | — | 374 |
| Philippines | 575 | 17 | — | — | 592 |
| Thailand | 512 | 15 | — | — | 527 |
| India | 711 | 22 | — | — | 733 |
| Other | 1,795 | 55 | 26 | 51 | 1,927 |
| Total | 19,450 | 1,730 | 2,513 | 572 | 24,265 |

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2023 | | | | |
|  | With-profits | Unit-linked | Annuity  and other  long-term  business | Other | Total |
| As at 31 December | £m | £m | £m | £m | £m |
| Government Sovereign debt securities by country: |  |  |  |  |  |
| UK | 5,195 | 1,338 | 1,910 | 606 | 9,049 |
| Germany | 601 | 16 | 140 | — | 757 |
| Other European countries | 1,235 | 1 | 436 | — | 1,672 |
| Total Europe | 7,031 | 1,355 | 2,486 | 606 | 11,478 |
| United States | 3,328 | 5 | — | 10 | 3,343 |
| Latin America countries | 425 | 19 | 27 | — | 471 |
| South Africa | 922 | 105 | — | — | 1,027 |
| South Korea | 1,047 | 12 | — | — | 1,059 |
| Indonesia | 858 | 9 | — | — | 867 |
| Malaysia | 810 | 8 | — | — | 818 |
| Singapore | 491 | 5 | — | — | 496 |
| Philippines | 522 | 6 | — | — | 528 |
| Thailand | 499 | 6 | — | — | 505 |
| India | 450 | 5 | — | — | 455 |
| Other | 1,462 | 97 | 177 | 51 | 1,787 |
| Total | 17,845 | 1,632 | 2,690 | 667 | 22,834 |

As at 31 December 2024 other European countries included £1,248m (2023: £1,232m) and other included £1,144m (2023: £1,342m)

of Supranational Government bonds.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

32 Risk management and sensitivity analysis (continued)

32.3 Credit risk (continued)

32.3.3 Derecognition, collateral and offsetting

Securities lending and repurchase agreements

The Group has entered into securities lending and repurchase agreements whereby blocks of securities are transferred to third

parties, primarily major brokerage firms, in exchange for collateral. Typically, the value of collateral assets pledged to the Group in

these transactions is in excess of the value of securities transferred, with the excess determined by the quality of the collateral

assets granted. Collateral requirements are calculated on a daily basis. The securities lent and securities subject to repurchase

agreements are not derecognised from the Group’s consolidated statement of financial position. Collateral typically consists of

cash, debt securities, equity securities and letters of credit. Cash collateral received is recognised on the consolidated statement of

financial position and a financial liability for the obligation for the Group to repay the cash is also recognised. Non-cash collateral

received is not recognised on the consolidated statement of financial position. Collateral pledged by the Group under reverse

repurchase arrangements, aside from cash, is not derecognised from the consolidated statement of financial position as the risks

and rewards are still retained by the Group. Cash collateral pledged is derecognised as it is pledged under right to use by the

counterparty and a financial asset is recognised for the obligation for the counterparty to repay the cash to the Group.

As at 31 December 2024, the Group had £5,847m (2023: £ 7,308m) of collateral pledged under securities lending and repurchase

agreements, primarily relating to the With-Profits Fund. The cash and securities collateral accepted under securities lending

agreements was £5,627m (2023: £6,961m). As at 31 December 2024, the Group had entered into reverse repurchase transactions

under which it purchased securities and had taken on the obligation to resell the securities. The fair value of the collateral held in

respect of these transactions was £10,355m (2023: £10,165m).

Collateral and pledges under derivative transactions

At 31 December 2024, the Group had pledged £2,712m (2023: £2,116m) for liabilities and held collateral of £403m (2023: £468m) in

respect of over-the-counter derivative transactions.

These transactions are conducted under terms that are usual and customary to collateralised transactions including, where

relevant, standard securities lending and repurchase agreements.

Other collateral

At 31 December 2024, the Group had pledged collateral of £570m (2023: £635m) in respect of other transactions. This primarily

arises from collateral pledged in relation to deferred purchase consideration on equity release mortgages and reinsurance

exposures.

Offsetting assets and liabilities

The Group’s derivative instruments, repurchase agreements and securities lending agreements are subject to master netting

arrangements and collateral arrangements. A master netting arrangement with a counterparty creates a right of offset for amounts

due to and due from that same counterparty that is enforceable in the event of a default or bankruptcy. The Group recognises

amounts subject to master netting arrangements on a gross basis on the consolidated statement of financial position.

The following tables present the gross and net information about the Group’s financial instruments subject to master netting

arrangements:

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | | | | |
|  |  | Related amounts not offset on the consolidated  statement of financial position | | |  |
|  | Gross amount  included on the  consolidated  statement of  financial position | Financial  instruments | Cash collateral | Securities  collateral | Net amount |
| As at 31 December | £m | £m | £m | £m | £m |
| Financial assets: |  |  |  |  |  |
| Derivative assets | 840 | (754) | (77) | (4) | 5 |
| Reverse repurchase agreements | 11,973 | — | — | (10,333) | 1,640 |
| Total financial assets | 12,813 | (754) | (77) | (10,337) | 1,645 |
| Financial liabilities: |  |  |  |  |  |
| Derivative liabilities | 2,737 | (754) | (13) | (1,898) | 72 |
| Securities lending and repurchase  agreements | 617 | — | — | (617) | — |
| Total financial liabilities | 3,354 | (754) | (13) | (2,515) | 72 |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

32 Risk management and sensitivity analysis (continued)

32.3 Credit risk (continued)

32.3.3 Derecognition, collateral and offsetting (continued)

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2023 | | | | |
|  |  | Related amounts not offset on the consolidated  statement of financial position | | |  |
|  | Gross amount  included on the  consolidated  statement of  financial position | Financial  instruments | Cash collateral | Securities  collateral | Net amount |
| As at 31 December | £m | £m | £m | £m | £m |
| Financial assets: |  |  |  |  |  |
| Derivative assets | 1,280 | (884) | (387) | (6) | 3 |
| Reverse repurchase agreements | 13,615 | — | — | (10,141) | 3,474 |
| Total financial assets | 14,895 | (884) | (387) | (10,147) | 3,477 |
| Financial liabilities: |  |  |  |  |  |
| Derivative liabilities | 2,520 | (884) | (29) | (1,548) | 59 |
| Securities lending and repurchase  agreements | 726 | — | — | (730) | (4) |
| Total financial liabilities | 3,246 | (884) | (29) | (2,278) | 55 |

In the tables above, the amounts of assets or liabilities included on the consolidated statement of financial position would be offset

first by financial instruments that have the right of offset under master netting or similar arrangements, with any remaining amount

reduced by the amount of cash and securities collateral. The actual amount of collateral may be greater than the amounts

presented in the tables. Reverse repurchase agreements shown in the tables above are included within deposits on the

consolidated statement of financial position.

32.3.4 Impairment of financial assets

Significant increase in credit risk

When determining whether the credit risk (ie risk of default) on a financial instrument has increased significantly since initial

recognition, the Group considers reasonable and supportable information that is relevant and available without undue cost or

effort. This includes both qualitative and quantitative information and analysis based on the Group’s experience, expert credit

assessment and forward-looking information.

The Group primarily identifies whether a significant increase in credit risk has occurred for an exposure by comparing:

– the remaining lifetime probability of default (PD) as at the reporting date; with

– the remaining lifetime PD for this point in time that was estimated on initial recognition of the exposure.

The Group considers that a significant increase in credit risk occurs no later than when an asset is more than 30 days past due.

Days past due are determined by counting the number of days since the earliest elapsed due date in respect of which full payment

has not been received. Due dates are determined without considering any grace period that might be available to the debtor.

Some qualitative indicators of an increase in credit risk, such as delinquency or forbearance, may be indicative of an increased risk

of default that persists after the indicator itself has ceased to exist. In these cases, the Group determines a probation period during

which the financial asset is required to show a period of good payment behaviour.

If there is evidence that there is no longer a significant increase in credit risk relative to initial recognition, then the loss allowance

on an instrument returns to being measured as 12-month Expected Credit Losses (ECL).

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

32 Risk management and sensitivity analysis (continued)

32.3 Credit risk (continued)

32.3.4 Impairment of financial assets (continued)

Low credit risk debt instruments

The Group has used the low credit risk exemption for financial instruments when they meet the following conditions:

– the financial instrument has a low risk of default;

– the borrower is considered to have a strong capacity to meet its obligations in the near term; and

– the Group expects, in the longer term, that adverse changes in economic and business conditions might, but will not necessarily,

reduce the ability of the borrower to fulfil its obligations.

The Group considers a financial asset to have low credit risk when its credit risk rating is equivalent to the globally understood

definition of ‘investment grade’. The Group considers this to be BBB- or higher based on Moody’s (or equivalent) ratings. The

Group defines low credit risk financial assets as financial assets that are BBB- investment grade at the reporting date, based on the

Group’s credit grading policies. For such instruments, the significant increase in credit risk is not assessed, and the impairment

allowance is calculated and the financial asset is measured using the 12-month ECL, as long as the financial asset meets the criteria

above.

Definition of default

The Group considers any exposure to financial assets in default to be credit impaired.

The impact of any collateral received will not be considered for the assessment of whether an asset is credit impaired. The

collateral is considered for the estimate of the related ECLs.

Write-off

Financial assets are written off either partially or in their entirety only when the Group has stopped pursuing the recovery. If the

amount to be written off is greater than the accumulated loss allowance, the difference is first treated as an addition to the

allowance that is then applied against the gross carrying amount. Any subsequent recoveries are credited to credit loss expense.

Modified financial assets

The contractual terms of a financial asset may be modified for a number of reasons, including changing market conditions and

other factors not related to a current or potential credit deterioration of the debtor. An existing financial asset whose terms have

been modified may be derecognised and the renegotiated asset recognised as a new financial asset at fair value plus eligible

transaction costs. The new asset is allocated to Stage 1 under IFRS 9 (assuming that it is not credit-impaired at the date of

modification).

When the terms of a financial asset are modified and the modification does not result in derecognition, the determination of

whether the asset’s credit risk has increased significantly reflects a comparison of:

– its remaining lifetime PD as at the reporting date based on the modified terms; with

– the remaining lifetime PD estimated based on data on initial recognition and the original contractual terms.

Measurement of ECL

Where modelling of a parameter is carried out on a collective basis, the financial instruments are grouped on the basis of shared

risk characteristics, which include:

– instrument type;

– credit risk grade;

– collateral type;

– date of initial recognition;

– remaining term to maturity;

– industry; and

– geographic location of the borrower.

The groupings are subject to regular review to ensure that exposures within a particular group remain appropriately homogeneous.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

32 Risk management and sensitivity analysis (continued)

32.3 Credit risk (continued)

32.3.4 Impairment of financial assets (continued)

Loss allowance

The Group has used the low credit risk exemption for deposits and accrued investment income and other debtors and calculates

the loss allowance based on 12-month ECL. The carrying amounts and ECL allowances are shown in the following table:

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | |  | 2023 | |
|  | 12-month ECL | |  | 12-month ECL | |
|  | Carrying amount | Related ECL  allowance |  | Carrying amount | Related ECL  allowance |
| Balance as at 31 December | £m | £m |  | £m | £m |
| Deposits | 15,794 | 2 |  | 16,324 | 8 |
| Accrued investment income and other debtors | 2,506 | 31 |  | 2,536 | 2 |

There were no financial assets that were still subject to enforcement activity as at 31 December 2024 and 31 December 2023.

The table presenting an analysis of the credit risk exposure of financial instruments for which an ECL allowance is recognised is

included in Note 32.3.1. The carrying amount of financial assets above also represents the Group’s maximum exposure to credit risk

on these assets.

32.4 Demographic and expense risk

The Group is exposed to significant levels of demographic risk. This arises mainly from the annuity business in the form of longevity

risk, which is the risk of unexpected changes in the life expectancy (longevity) of policyholders. If mortality improvement rates

significantly exceed the level assumed, the Group’s results are particularly sensitive to the assumptions made in relation to future

longevity experience. For example, a major medical breakthrough impacting the treatment of cancer or other life-threatening

diseases would require the Group to strengthen its longevity assumptions, increasing the value of liabilities and requiring additional

assets to be set aside to meet these liabilities. The Group’s annuity business results are also sensitive to changes in the level of

expenses incurred on the business.

Longevity risk for both shareholder-backed business and policyholder-backed business has been predominantly managed

through:

– Annual reviews of best estimate assumptions, supported by detailed assessments of actual mortality experience versus best

estimate assumptions;

– Regular monitoring of longevity exposure;

– Longevity research; and

– Longevity risk transfer transactions, assessed against principles and guidance provided in internal standards.

The Group is also exposed to expense risk in relation to maintenance expense levels from the shareholder-backed annuity

business.

For with-profits business, mortality and other demographic risks are relatively minor factors in the determination of the

policyholder bonus rates. Adverse persistency experience can affect the level of profitability from with-profits contracts, but in any

given year the shareholders’ share of cost of bonus may only be marginally affected. However, altered persistency trends may

affect future expected shareholder transfers.

For unit-linked business, by virtue of the design features of most of the contracts which provide low levels of mortality cover, profit

is relatively insensitive to changes in mortality experience. Persistency experience variances can affect the level of profit in the

year. The shareholder is also exposed to variances in expenses relative to the charges levied on these products.

The risk arising from the other long-term business is not significant in the context of the Group’s overall liabilities.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

32 Risk management and sensitivity analysis (continued)

32.4 Demographic and expense risk (continued)

32.4.1 Concentration of insurance risk

The geographical concentration of the insurance contract assets and liabilities (both gross and net of reinsurance) is shown below.

The disclosure is based on the carrying amounts of insurance contract assets and liabilities and reinsurance contract assets and

liabilities disaggregated to countries where the business is written.

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | |  | 2023 | | |
|  | United  Kingdom | Europe | Total |  | United  Kingdom | Europe | Total |
| As at 31 December | £m | £m | £m |  | £m | £m | £m |
| With-profits: |  |  |  |  |  |  |  |
| Insurance contract assets and liabilities | (115,559) | (7,685) | (123,244) |  | (116,135) | (7,461) | (123,596) |
| Reinsurance | 14 | — | 14 |  | 10 | — | 10 |
| Net | (115,545) | (7,685) | (123,230) |  | (116,125) | (7,461) | (123,586) |
|  |  |  |  |  |  |  |  |
| Unit-linked: |  |  |  |  |  |  |  |
| Insurance contract assets and liabilities | (3,664) | (444) | (4,108) |  | (3,964) | (440) | (4,404) |
| Reinsurance | 4 | (22) | (18) |  | 7 | (21) | (14) |
| Net | (3,660) | (466) | (4,126) |  | (3,957) | (461) | (4,418) |
|  |  |  |  |  |  |  |  |
| Annuity and other long-term business: |  |  |  |  |  |  |  |
| Insurance contract assets and liabilities | (13,689) | (184) | (13,873) |  | (13,892) | (199) | (14,091) |
| Reinsurance | 766 | 1 | 767 |  | 746 | — | 746 |
| Net | (12,923) | (183) | (13,106) |  | (13,146) | (199) | (13,345) |
|  |  |  |  |  |  |  |  |
| Total: |  |  |  |  |  |  |  |
| Insurance contract assets and liabilities | (132,912) | (8,313) | (141,225) |  | (133,991) | (8,100) | (142,091) |
| Reinsurance | 784 | (21) | 763 |  | 763 | (21) | 742 |
| Net | (132,128) | (8,334) | (140,462) |  | (133,228) | (8,121) | (141,349) |

32.5 Liquidity risk

Liquidity risk is the risk that the Group and/or its business are unable to meet financial obligations (eg claims, creditors debt

interest and collateral calls) as they fall due because they do not have or are unable to generate sufficient liquid assets.

Fund liquidity risk is the risk of being unable to meet financial obligations as they fall due because of a mismatch in liquidity of the

underlying assets and the frequency of liability requirements of the fund.

The Group’s IFRS results are indirectly exposed to fund liquidity risk, for example, through reputational damage leading to lower

funds under management and lower revenue through charges collected. However, as the effect on the Group’s IFRS results is

indirect, this risk is not discussed further and the remainder of this section refers to liquidity risk.

Liquidity management in the Group seeks to ensure that, even under adverse conditions, the Group has access to the funds

necessary to cover surrenders, withdrawals and maturing liabilities.

Liquidity risk is carefully managed, in particular in relation to: bank balances, cash flow forecasting, appropriate fund management

(to ensure that assets are not unduly concentrated in less liquid investments) and detailed cash flow matching for the annuity

business. Specific arrangements are also in place to manage liquidity in the unit-linked funds, particularly property funds where the

underlying assets are relatively illiquid.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

32 Risk management and sensitivity analysis (continued)

32.5 Liquidity risk (continued)

32.5.1 Contractual maturities of financial liabilities on an undiscounted cash flow basis

The following table sets out the contractual maturities for applicable classes of financial liabilities, excluding derivative liabilities

that are separately presented in section 32.5.2. The financial liabilities are included in the column relating to the contractual

maturities at the undiscounted cash flows (including contractual interest payments and expected benefit payments) due to be

paid, assuming conditions are consistent with those at the year end.

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | | | | | | |
|  | 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  undiscounted  value |
| As at 31 December | £m | £m | £m | £m | £m | £m | £m | £m | £m |
| Financial liabilities: |  |  |  |  |  |  |  |  |  |
| Investment contracts  without DPF | 12,144 | 12,144 | — | — | — | — | — | — | 12,144 |
| Third party interest in  consolidated funds | 9,484 | 95 | 368 | 176 | 22 | — | 2 | 8,821 | 9,484 |
| Subordinated liabilities and  other borrowings | 6,486 | 835 | 2,240 | 2,014 | 841 | 841 | 5,049 | — | 11,820 |
| Other financial liabilities | 1,018 | 870 | — | — | — | — | — | 148 | 1,018 |
| Accruals, deferred income  and other liabilities | 4,223 | 4,253 | 61 | 95 | 117 | 104 | 151 | — | 4,781 |
| Total | 33,355 | 18,197 | 2,669 | 2,285 | 980 | 945 | 5,202 | 8,969 | 39,247 |

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | Restated i | | | | | | | | |
|  | 2023 | | | | | | | | |
|  | 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  undiscounted  value |
| As at 31 December | £m | £m | £m | £m | £m | £m | £m | £m | £m |
| Financial liabilities: |  |  |  |  |  |  |  |  |  |
| Investment contracts  without DPF | 12,535 | 12,535 | — | — | — | — | — | — | 12,535 |
| Third party interest in  consolidated funds | 9,893 | 521 | 463 | 190 | — | — | 13 | 8,706 | 9,893 |
| Subordinated liabilities and  other borrowings | 7,647 | 868 | 3,427 | 1,321 | 941 | 1,345 | 5,846 | — | 13,748 |
| Other financial liabilities | 1,186 | 1,092 | — | — | — | — | — | 94 | 1,186 |
| Accruals, deferred income  and other liabilities | 6,083 | 6,563 | 43 | 90 | 116 | 107 | 170 | — | 7,089 |
| Total | 37,344 | 21,579 | 3,933 | 1,601 | 1,057 | 1,452 | 6,029 | 8,800 | 44,451 |

i Following a review of the Group’s presentation of cash and borrowings in certain consolidated investment funds, comparative amounts for subordinated

liabilities and other borrowings have been restated from those previously reported. The restatement has had no impact on the consolidated income

statement or net assets. See Note 1.1 for further information.

Most investment contracts have options to surrender early, often subject to surrender or other penalties. Therefore, most

contracts can be said to have a contractual maturity of less than one year, but the additional charges and term of the contracts

mean surrenders are unlikely to be exercised in practice.

The vast majority of the Group’s financial assets are held to back the Group’s policyholder liabilities. Although asset/liability

matching is an important component of managing policyholder liabilities (both those classified as insurance and those classified as

investments), this profile is mainly relevant for managing market risk rather than liquidity risk. Within each business unit this asset/

liability matching is performed on a portfolio-by-portfolio basis.

In terms of liquidity risk, a large proportion of the policyholder liabilities contain discretionary surrender values or surrender

charges, meaning that many of the Group’s liabilities are expected to be held for the long term. Many of the Group’s investment

portfolios are in marketable securities, which can therefore be converted quickly to liquid assets. As a result, an analysis of the

Group’s assets by contractual maturity is not considered appropriate to evaluate the nature and extent of the Group’s liquidity risk.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

32 Risk management and sensitivity analysis (continued)

32.5 Liquidity risk (continued)

32.5.2 Maturity analysis of derivatives

The following table shows the gross and net derivative positions together with the maturity profile of the contractual undiscounted

cash flows:

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | | | | | | |
|  | 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  undiscounted  value |
| As at 31 December | £m | £m | £m | £m | £m | £m | £m | £m | £m |
| Derivative assets | 1,085 | 300 | 485 | 271 | 145 | 169 | 320 | — | 1,690 |
| Derivative liabilities | 3,202 | 852 | 911 | 1,042 | 990 | 709 | 1,195 | — | 5,699 |
| Net derivative position | (2,117) | (552) | (426) | (771) | (845) | (540) | (875) | — | (4,009) |

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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
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|  | 2023 | | | | | | | | |
|  | 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  undiscounted  value |
| As at 31 December | £m | £m | £m | £m | £m | £m | £m | £m | £m |
| Derivative assets | 1,693 | 740 | 534 | 284 | 76 | 115 | 461 | — | 2,210 |
| Derivative liabilities | 2,910 | 561 | 841 | 1,052 | 187 | 757 | 2,160 | — | 5,558 |
| Net derivative position | (1,217) | 179 | (307) | (768) | (111) | (642) | (1,699) | — | (3,348) |

32.5.3 Maturity analysis of insurance contracts

The following tables provide a maturity analysis of the Group’s insurance and reinsurance contract liabilities, which reflects the

dates on which the cash flows are expected to occur. The Group has elected to analyse the estimates of the present value of the

future cash flows by estimated timing. It excludes the release of the CSM which is in Note 24.5.

For reinsurance contracts held 95% (2023: 98%) relates to annuity and other long-term business contracts and so analysis by each

line of business are not presented.

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| Insurance contractsi | 2024 | | | |
| As at 31 December | With-profits | Unit-linked  insurance | Annuity and  other long-  term business | Total |
| 0 to 1 year | 11% | 14% | 10% | 11% |
| 1 to 2 years | 9% | 12% | 9% | 9% |
| 2 to 3 years | 8% | 10% | 8% | 8% |
| 3 to 4 years | 8% | 9% | 8% | 8% |
| 4 to 5 years | 7% | 8% | 7% | 7% |
| 5 to 10 years | 26% | 27% | 26% | 26% |
| 10 to 15 years | 15% | 12% | 16% | 15% |
| 15 to 20 years | 8% | 5% | 8% | 8% |
| 20 to 25 years | 4% | 2% | 4% | 4% |
| Over 25 years | 4% | 1% | 4% | 4% |
| Total | 100% | 100% | 100% | 100% |

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| Insurance contractsi | 2023 | | | |
| As at 31 December | With-profits | Unit-linked  insurance | Annuity and  other long-  term business | Total |
| 0 to 1 year | 11% | 15% | 9% | 11% |
| 1 to 2 years | 9% | 12% | 9% | 9% |
| 2 to 3 years | 8% | 10% | 8% | 8% |
| 3 to 4 years | 7% | 9% | 7% | 7% |
| 4 to 5 years | 7% | 8% | 7% | 7% |
| 5 to 10 years | 24% | 26% | 27% | 25% |
| 10 to 15 years | 15% | 12% | 17% | 15% |
| 15 to 20 years | 9% | 5% | 9% | 9% |
| 20 to 25 years | 5% | 2% | 4% | 5% |
| Over 25 years | 5% | 1% | 3% | 4% |
| Total | 100% | 100% | 100% | 100% |

i There is no current plan for distribution of the policyholders’ share of excess assets in the With-Profits Fund and so this is not included in the analysis.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

32 Risk management and sensitivity analysis (continued)

32.5 Liquidity risk (continued)

32.5.3 Maturity analysis of insurance contracts (continued)

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Reinsurance contracts | 2024 | 2023 |
| As at 31 December | Total | Total |
| 0 to 1 year | 11% | 10% |
| 1 to 2 years | 10% | 9% |
| 2 to 3 years | 9% | 9% |
| 3 to 4 years | 8% | 8% |
| 4 to 5 years | 7% | 7% |
| 5 to 10 years | 28% | 29% |
| 10 to 15 years | 15% | 16% |
| 15 to 20 years | 7% | 8% |
| 20 to 25 years | 3% | 3% |
| Over 25 years | 2% | 1% |
| Total | 100% | 100% |

32.6 Derivatives and hedging

The Group uses derivatives for the purpose of efficient portfolio management or the reduction in investment risk. In doing so, the

Group obtains cost-effective and efficient exposure to various markets and manages exposure to equity, interest rate, currency,

credit and other business risks. The Group has opted not to apply hedge accounting to derivatives.

The Group uses various interest rate derivative instruments such as interest rate swaps and swap options to reduce exposure to

interest rate volatility. The Group also uses various currency derivatives in order to limit volatility due to foreign currency exchange

rate fluctuations arising on securities denominated in currencies other than pounds sterling.

All over-the-counter (OTC) derivative transactions are conducted under standardised International Swaps and Derivatives

Association Inc (ISDA) master agreements and Credit Support Annexes (CSA). The Group has collateral agreements between the

individual entities in the Group, of which the Parent Company is one, and relevant counterparties in place under each of these

market master agreements. The Group also has the ability to enter into cleared derivative positions under UK European Market

Infrastructure Regulation (UK EMIR).

The total fair value balances of derivative assets and liabilities are shown in Note 18.

There are hedging arrangements in place for the with-profits liabilities, including some product-specific arrangements. The actual

and required hedging positions are monitored at least monthly and rebalanced if required.

Under Article 11 of the UK European Market Infrastructure Regulation (EU) no 648/2012, OTC derivatives, central counterparties

and trade repositories (UK EMIR and Commission Delegated Regulation (EU) 2016/2251 supplementing UK EMIR), market

participants transacting in non-cleared OTC derivatives are required to exchange collateral to cover variation and initial margin.

However, trades between counterparties belonging to the same group are exempt from these margin requirements subject to

certain criteria.

Prudential Capital Plc (Legal Entity Identifier reference CHW8NHK268SFPTV63Z64) has entered into such derivative agreements

with the following group entities. This counterparty pairing meets the criteria to be eligible for intra-group exemptions to the

margin requirements:

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
| As at 31 December |  |  |  | 2024 |  | 2023 |
| Counterparty | Legal Entity Identifier | Relationship between parties | Type of  exemption | Aggregate notional  of OTC derivatives  contract |  | Aggregate notional  of OTC derivatives  contract |
| £m |  | £m |
| M&G FA Limited | 213800TFNC2ZYHSGTN11 | M&G plc is the ultimate Parent  Company for both parties | Full | 315 |  | 392 |

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| --- | --- | --- |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

32 Risk management and sensitivity analysis (continued)

32.6 Derivatives and hedging (continued)

32.6.1 Hedges in respect of shareholder transfers arising from the with-profits business

The shareholders’ exposure to market risk from with-profits business arises from the shareholder transfers which depend on

investment return of the funds. These shareholder transfers, while smoothed, are particularly exposed to equity risk.

The Group has entered into a partial equity hedge of the shareholder transfers expected to emerge from the WPSF in order to

mitigate this risk. The effect for the year ended  31 December 2024 was an unrealised loss of £27m (2023: £8m) and a realised loss

of £82m (2023: £109m).

PAC’s shareholder fund had also previously entered into a risk management arrangement with the WPSF in relation to the

shareholder transfers expected to emerge from the WPSF, specifically with regard to the PruFund new business written during

2018 to 2020. This arrangement was designed to protect the shareholders against extremely weak market returns. This

arrangement was terminated in 2023 and resulted in a £9m realised loss for the year ended 31 December 2023.

In 2023, PAC’s shareholder fund entered into a further arrangement with the WPSF in relation to the shareholder transfers

expected to emerge from PruFund business written to 31 December 2022. The shareholder fund accepted a one-off cash

payment in lieu of 20% of future shareholder transfers. This arrangement is mutually beneficial since it generates certainty and

cash for the shareholder while reducing the WPSF exposure to a potential mismatch between the value of the shareholder

transfers and the fixed charges taken to cover those transfers. In addition, under the arrangement the shareholder paid the WPSF

for a higher share of future surplus from certain cohorts of business. For the year ended 31 December 2024 this arrangement

resulted in a net loss of £46m (2023: loss of £36m).

32.6.2 Other shareholder hedging arrangements

The Group’s shareholder fund has purchased interest rate swap instruments to protect the capital position against interest rate

movements. For the year ended 31 December 2024, these instruments resulted in an unrealised loss of £117m (2023: unrealised

gain of £116m) and a  £nil realised gain/loss (2023: realised loss of £36m).

32.7 IFRS profit and liability sensitivity analysis

The Group uses a wide ranging stress and scenario testing approach to, among other things, understand the potential volatility of

earnings, and capital requirements and for the purposes of efficient capital management. Results of the IFRS profit and liability

sensitivity analysis for the long-term business to reasonable possible movements in key economic and non-economic risk factors

are summarised below (sensitivity of the capital position is detailed separately in the supplementary notes). For sensitivities arising

from financial assets refer to Note 31.8.

The risks are described in further detail throughout this note. For each sensitivity test the impact of a reasonably possible change in

a single factor is shown, with other assumptions left unchanged. The sensitivities applied are described below. The sensitivities

capture the immediate effects of an event occurring, as opposed to the longer-term or second-order effects which may impact

future years’ profits, and do not reflect management actions which could be taken to mitigate the impacts of these events

occurring. The results shown include the impacts on both the with-profits business and the non-profit annuity business.

|  |  |
| --- | --- |
|  |  |
| Sensitivity factor | Sensitivity applied |
| Economic scenario: |  |
| +/- 50bps interest rates | The impact of a parallel increase/(decrease) in the market interest rates. The scenario allows  for the impact on both the changes to future yields and investment returns and the market  values of the fixed interest securities. |
| +/- 10% change in equity &  property market values | The impact of an increase/(decrease) in equity and property market values. |
| + 5 bps increase in the with-profits  illiquidity premium | The impact of an increase in the illiquidity premium on with-profits business of 5 bps. |
| + 5 bps increase in annuity credit  default/downgrade assumption | The impact on non-profit annuity liabilities from a 5 bps strengthening of the credit default/  downgrade assumptions. |
| Non-economic scenario: |  |
| +/- 5% renewal expenses | The impact of a permanent increase/(decrease) in future maintenance expense  assumptions across all lines of business. |
| +/- 10% persistency assumptions | The impact of a permanent increase/(decrease) in the lapse rates for the business. |
| +/- 1% base mortality rates | The impact of a permanent increase/(decrease) in the base mortality rates at all ages. |
| + 0.25% increase in mortality  improvements | The impact of an increase in the annual rate of mortality improvements at all ages. |

|  |  |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

32 Risk management and sensitivity analysis (continued)

32.7 IFRS profit and liability sensitivity analysis (continued)

32.7.1 Sensitivity - Profit/loss after tax/equity

The sensitivity of IFRS profit/(loss) after tax to the key economic and non-economic risks is summ arised below. The impact on

equity is expected to be consistent with the impact on IFRS profit/(loss) after tax. The change in net of reinsurance CSM is also

shown.

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | |  | 2023 | |
|  | Profit | CSM |  | Profit | CSM |
|  | £m | £m |  | £m | £m |
| Economic sensitivities |  |  |  |  |  |
| 50bps increase in interest rates | (154) | 83 |  | (152) | 129 |
| 50bps decrease in interest rates | 164 | (89) |  | 160 | (138) |
| 10% fall in equity and property markets | (5) | (587) |  | (26) | (595) |
| 10% rise in equity and property markets | (3) | 584 |  | 15 | 592 |
| 5bps increase in with-profits illiquidity premium | 1 | 16 |  | 2 | 20 |
| 5bps increase in annuity credit default/downgrade assumptions | (34) | — |  | (39) | — |
| Non-economic sensitivities |  |  |  |  |  |
| 5% increase in renewal expense assumptions | 9 | (41) |  | 9 | (42) |
| 5% decrease in renewal expense assumptions | (9) | 41 |  | (9) | 42 |
| 10% increase in persistency assumptions | (5) | (76) |  | (4) | (69) |
| 10% decrease in persistency assumptions | 6 | 83 |  | 5 | 76 |
| 1% increase in base mortality assumptions | (39) | 73 |  | (40) | 75 |
| 1% decrease in base mortality assumptions | 39 | (74) |  | 40 | (79) |
| 0.25% increase in mortality improvements | 102 | (197) |  | 107 | (208) |

The interest rate stresses reflect a parallel shift in the nominal rate of interest at all durations. As described in Note 32.2.1, the

impact on IFRS profit/(loss) after tax predominantly arises from assets held in excess of the IFRS liabilities. These assets are held to

back the regulatory capital requirements.

The main impact to the Group of changes in equity and property asset values is through the entity’s share of the returns in the with-

profits fund through future shareholder transfers. Under IFRS reporting, the change in expected future profits adjusts the CSM and

is released over the remaining lifetime of the business. The key impact to post-tax profit arises from the change in the level of CSM

amortised in the current reporting period.

The impact of the non-economic sensitivities to expenses, mortality and mortality improvements are the opposite of the result that

may be expected, and which may be seen in other financial metrics (eg in general we would expect an increase in mortality rates

would result in an increase in IFRS profits, whereas a reduction is observed in the stress scenario). As detailed in Note 3.2, the

application of IFRS 17 results in mismatches due to the use of locked-in rates for the CSM for annuities under GMM and in relation

to the measurement of the non-profit business in the With-Profits Fund. This results in the sensitivity analysis reflecting an increase

in IFRS profit when there is a strengthening of mortality assumptions, whereas the opposite effect might have been expected. The

primary reasons for this are:

– interest rates at the time of recognising most of the in-force annuity business were substantially lower than current rates,

resulting in a larger reduction in the CSM (from discounting the change in future cash flows at locked-in rates) than the increase

in the fulfilment cash flows (from discounting the change in future cash flows at current rates); and

– the fair value of non-profit business written in the With-Profits Fund is reflected in the liabilities for with-profits policyholders,

resulting in a mismatch in the timing of when the change in mortality assumptions impacts the with-profits liabilities and when

the IFRS 17 CSM for non-profit business is recognised as insurance revenue.

As described above, the main impacts of the sensitivities on profit arise through either short-term fluctuations in investment

returns or through mismatches arising on the application of IFRS 17. As a result there is limited impact on adjusted operating profit

(in line with the methodology detailed in Note 3.2).

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

32 Risk management and sensitivity analysis (continued)

32.7 IFRS profit and liability sensitivity analysis (continued)

32.7.2 Sensitivity – Insurance and investment contract liabilities

The sensitivity of insurance and investment contract liabilities (detailed in Note 24) to the same key economic and non-economic

sensitivities are summarised below:

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | Insurance contracts | | |  | Reinsurance contracts | | |
|  | Estimates of  present value  of future cash  flows and risk  adjustment | Contractual  Service  Margin | Total |  | Estimates of  present value  of future cash  flows and risk  adjustment | Contractual  Service  Margin | Total |
| As at 31 December 2024 | £m | £m | £m |  | £m | £m | £m |
| Economic sensitivities |  |  |  |  |  |  |  |
| 50 bps increase in interest rates | (1,627) | 83 | (1,544) |  | (10) | — | (10) |
| 50 bps decrease in interest rates | 1,751 | (89) | 1,662 |  | 12 | — | 12 |
| 10% fall in equity and property markets | (6,460) | (587) | (7,047) |  | — | — | — |
| 10% rise in equity and property markets | 6,461 | 584 | 7,045 |  | — | — | — |
| 5 bps increase in with-profits illiquidity premium | (18) | 16 | (2) |  | — | — | — |
| 5 bps increase in annuity credit default/downgrade  assumptions | 46 | — | 46 |  | 1 | — | 1 |
| Non-economic sensitivities |  |  |  |  |  |  |  |
| 5% increase in renewal expense assumptions | 29 | (41) | (12) |  | — | — | — |
| 5% decrease in renewal expense assumptions | (29) | 41 | 12 |  | — | — | — |
| 10% increase in persistency assumptions | 83 | (76) | 7 |  | — | — | — |
| 10% decrease in persistency assumptions | (90) | 83 | (7) |  | — | — | — |
| 1% increase in base mortality assumptions | (39) | 96 | 57 |  | (14) | 23 | 9 |
| 1% decrease in base mortality assumptions | 39 | (97) | (58) |  | 14 | (23) | (9) |
| 0.25% increase in mortality improvements | 99 | (260) | (161) |  | 31 | (63) | (32) |

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | Insurance contracts | | |  | Reinsurance contracts | | |
|  | Estimates of  present value  of future cash  flows and risk  adjustment | Contractual  Service  Margin | Total |  | Estimates of  present value  of future cash  flows and risk  adjustment | Contractual  Service  Margin | Total |
| As at 31 December 2023 | £m | £m | £m |  | £m | £m | £m |
| Economic sensitivities |  |  |  |  |  |  |  |
| 50 bps increase in interest rates | (1,831) | 129 | (1,702) |  | (19) | — | (19) |
| 50 bps decrease in interest rates | 1,973 | (138) | 1,835 |  | 22 | — | 22 |
| 10% fall in equity and property markets | (6,369) | (595) | (6,964) |  | — | — | — |
| 10% rise in equity and property markets | 6,370 | 592 | 6,962 |  | — | — | — |
| 5 bps increase in with-profits illiquidity premium | (22) | 20 | (2) |  | — | — | — |
| 5 bps increase in annuity credit default/downgrade  assumptions | 54 | — | 54 |  | 2 | — | 2 |
| Non-economic sensitivities |  |  |  |  |  |  |  |
| 5% increase in renewal expense assumptions | 31 | (42) | (11) |  | — | — | — |
| 5% decrease in renewal expense assumptions | (31) | 42 | 11 |  | — | — | — |
| 10% increase in persistency assumptions | 75 | (69) | 6 |  | — | — | — |
| 10% decrease in persistency assumptions | (82) | 76 | (6) |  | — | — | — |
| 1% increase in base mortality assumptions | (42) | 99 | 57 |  | (16) | 24 | 8 |
| 1% decrease in base mortality assumptions | 46 | (103) | (57) |  | 16 | (24) | (8) |
| 0.25% increase in mortality improvements | 112 | (277) | (165) |  | 38 | (69) | (31) |

The presentation above reflects a change in insurance contracts or reinsurance contracts where insurance contracts are

expressed as a positive liability amount and reinsurance contracts are a positive asset amount.

Insurance contracts are insurance contract liabilities net of insurance contract assets.

Reinsurance contracts are reinsurance contract assets net of reinsurance contract liabilities.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

32 Risk management and sensitivity analysis (continued)

32.7 IFRS profit and liability sensitivity analysis (continued)

32.7.2 Sensitivity – Insurance and investment contract liabilities (continued)

The vast majority of the Group’s financial assets are held to back the Group’s policyholder liabilities. Consistent with this, the

changes in the insurance and investment contract liabilities in the economic sensitivities are offset by corresponding changes in

the value of the assets, with only the changes in the surplus assets contributing to changes in profit/(loss) after tax (as detailed in

Note 32.7.1).

32.7.3 Other estimates in measurement of insurance contract liabilities

As a consequence of applying the mutualisation requirements of IFRS 17, a portion of the with-profits surplus assets are allocated

to policyholders and a portion to shareholders. The portion of the with-profits surplus assets allocated to policyholders and

shareholders under IFRS 17 reflects a judgement on the division of surplus in the With-Profits Fund. The policyholders’ share is

assessed on a prospective basis and is assumed to be 90%, consistent with the division of profits permitted by the Articles of

Association. The portion of the surplus assets allocated to shareholders, £944m (after tax) at 31 December 2024 (2023: £1,037m) is

not easily or practicably fungible to shareholders in the short-term.

IFRS 17 liabilities include an explicit risk adjustment, covering the Group’s assessment of the margin required to cover non-financial

risks. The assessment of the risk adjustment requires assumptions about the compensation that the Group requires for bearing

uncertainty about the amount and timing of the cash flows that arise from non-financial risk, the most significant of which is the

assumed rates of policyholder mortality for annuity contracts. The Group has calibrated the risk adjustment at the 75th percentile

of its internal calibrations of the risk distributions (which have a time horizon of one year) and amounts to £479m (2023: £488m) net

of reinsurance. Increasing the calibration to the 80th percentile (over a one year time horizon) would increase the risk adjustment

(net of reinsurance) at 31 December 2024 by around £96m (2023: £90m). The increase would be offset by a corresponding

reduction in CSM, but with the CSM impact being assessed at locked-in rates as described above.

Potential future legislative action in relation to residential ground rents (as disclosed in Note 31.8.1) may result in an impact on the

valuation of the notes backing these assets and the insurance contract liabilities. An increase of 50bps to the illiquidity premium

would result in the fair value of the notes backing residential ground rents to decrease by £80m of which £56m would relate to the

shareholder-backed fund (2023: £100m of which £70m relates to the shareholder-backed fund). Application of this sensitivity

would result in the carrying value of the insurance contract liabilities to decrease by £37m, of which £15m would relate to the

annuities which are shareholder-backed (2023: £50m of which £23m relates to the shareholder-backed fund).

The net asset and liability impact of an increase in illiquidity premium of 50bps would be to reduce the profit/(loss) after tax by

£32m (2023: £38m).

In the event that the Government implements the ‘peppercorn cap’, the value of the insurance contract liabilities would be

impacted due to a change in the overall portfolio yield on the writing down of the underlying residential ground rent assets. The

impact would be dependent on replacement assets that are used to rebalance the portfolio.

32.7.4 Limitations

The sensitivity results demonstrate the effect of an instantaneous change in a key assumption while other assumptions remain

unchanged. In reality, changes may occur over a period of time and there may be a correlation between the risks. The sensitivity

analysis does not take into consideration active management of the Group’s assets and liabilities, and that this may change the

impact of an emerging risk scenario. It should also be noted that these sensitivities are non-linear, and larger or smaller impacts

should not be interpolated or extrapolated from these results.

The sensitivity analysis includes the use of ‘hypothetical’ market movements to demonstrate potential risk exposures, for example:

– The sensitivity analysis assumes a parallel shift in interest rates at all terms. These results cannot be used to calculate the impact

of non-parallel yield movements.

– The sensitivity analysis assumes equivalent assumption changes across all markets, eg all equity and property assets rise (fall) by

10%. The actual impact on the Group’s assets may not be identical to the observed changes in market indices and so actual

impacts on the Group cannot be inferred by applying the sensitivities to observed changes in key indices.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 33 Contingencies and related obligations

33.1 Litigation, tax and regulatory matters

In addition to the matters set out in Note 10.3 regarding the portfolio dividend tax litigation, the Group is involved in various

litigation and regulatory issues. While the outcome of such litigation and regulatory issues cannot be predicted with certainty, the

Directors believe that their ultimate outcome will not have a material adverse effect on the Group’s financial condition, results of

operations, or cash flows.

33.2 Guarantees

Guarantee funds provide for payments to be made to policyholders on behalf of insolvent life insurance companies and are

financed by payments levied on solvent insurance companies based on location, volume and types of business. The estimated

reserve for future guarantee fund assessments is not significant, and adequate reserves are available for all anticipated payments

for known insolvencies.

M&G plc acts as guarantor for certain property leases where a Group company is a lessee. The most material of these is the

guarantee provided in respect of the 10 Fenchurch Avenue lease between Saxon Land B.V. and M&G Corporate Services Limited.

The Group has also received guarantees in respect of subleasing arrangements, entered into in the normal course of business.

On acquisition of a controlling interest in MandG Investments Southern Africa (Pty) Limited (MGSA), M&G Group Limited provided

a guarantee in respect of an existing loan facility between Thesele, the seller of MGSA, and Nedbank, a third party bank amounting

to ZAR 220m. The guarantee is secured on 7% of the shares that Thesele retains in MGSA.

M&G Group Regulated Entity Holding Company Limited is guarantor for the obligations of M&G Corporate Services Limited to

make payments under the Scottish Amicable Staff Pension Scheme.

The Group has also provided other guarantees and commitments to third parties entered into in the normal course of business, but

the Group does not consider that these would result in a significant unprovisioned loss.

33.3 Support for the With-Profits Fund by shareholders

PAC is liable to meet its obligations to with-profits policyholders even if the assets of the with-profits sub-funds are insufficient to

do so. The assets in excess of amounts expected to be paid for future terminal bonuses and related shareholder transfers (‘the

excess assets’) in the with-profits sub-funds could be materially depleted over time by, for example, a significant or sustained

equity market downturn. In the unlikely circumstance that the depletion of the excess assets within the with-profits sub-funds was

such that the Group’s ability to satisfy policyholders’ reasonable expectations was adversely affected, it might become necessary

to restrict the annual distribution to shareholders or to contribute shareholders’ funds to the with-profits sub-funds to provide

financial support.

There are a number of additional arrangements between the shareholder and the With-Profits Fund as follows:

– The With-Profits Fund contributed to the costs of establishing the Polish branch of PAC, and receives repayment through

income from charges levied on the business. There is an obligation on the shareholders to ensure that the With-Profits Fund will

be repaid in full with interest, and an amount is recognised for the estimated cost to the shareholder of any shortfall at the end of

the term of the agreement. The policyholders’ share of the impact is included in the insurance contract liabilities for the With-

Profits Fund, with changes in value recognised in finance expenses from insurance contracts issued in the consolidated income

statement. The amount held within insurance contract liabilities is £55m as at 31 December 2024 (2023: £56m).

– Part of the acquisition costs incurred in the early years of M&G Wealth Advice Limited were funded by the With-Profits Fund. In

return, M&G Wealth Advice Limited is required to deliver cost savings to the With-Profits Fund. In the event of closure of M&G

Wealth Advice Limited or, the cost savings not being delivered and M&G Wealth Advice Limited stops writing new business, the

shareholder will reimburse the With-Profits Fund for any remaining shortfall. The time period for repayment is not defined.

– Transformation costs associated with with-profits new business will be recovered in the pricing of future new business (subject

to a shareholder underpin whereby the shareholder will compensate the With-Profits Fund if any of these costs are not fully

recovered at the end of the term of the agreement). The policyholders’ share of the impact is included in the insurance contract

liabilities for the With-Profits Fund, with changes in value recognised in finance income or expenses from insurance contracts

issued in the consolidated income statement. The amount held within insurance contract liabilities is £15m as at 31 December

2024 (2023: £6m).

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Notes to the consolidated financial statements continued

33 Contingencies and related obligations (continued)

33.3 Support for the With-Profits Fund by shareholders (continued)

– PAC undertook a project to rationalise fund structures (The Target Investment Model programme) by combining existing, smaller

funds with the main With-Profits Asset Share Fund in a fund umbrella structure. This initiative was expected to yield withholding

tax benefits for the business over time. If the expected benefits did not materialise to the With-Profits Fund, the shareholder was

committed to compensating the fund for any implementation costs borne that were not fully recouped. The assessment period

for the underpin arrangement was five years, running to the end of 2025. As at 31 December 2024, the underpin ceased as the

benefits have now materialised, however a review will be required until the end of 2028 to determine if the recognised tax

benefits have been reversed, potentially necessitating the reactivation of the underpin.

– PAC has priced new with-profits business on a basis that is expected to be financially self-supporting or, where this has not been

the case, the shareholder is required to cover the cost (known as the New Business Supportability Test (NBST)). The

policyholders’ share of the impact is included in the insurance contract liabilities, with changes in value recognised in finance

expenses from insurance contracts issued in the consolidated income statement. The amount held within insurance contract

liabilities is £13m as at 31 December 2024 (2023: £15m).

The following matters are of relevance with respect to the With-Profits Fund:

33.3.1 Pension mis-selling review

The Pensions mis-selling review covers customers who were sold personal pensions between 29 April 1988 and 30 June 1994, and

who were advised to transfer out, not join, or opt out of their employer’s Defined Benefit Pension Scheme. During the initial review

some customers were issued with guarantees that redress will be calculated on retirement or transfer of their policies. The

provision continues to cover these clients. The expense to cover these customers continues to be recognised within insurance

contract liabilities.

While PAC believed it met the requirements of the FSA (the UK insurance regulator at that time) to issue offers of redress to all

impacted customers by 30 June 2002, there is a population of customers who, while an attempt was made at the time to invite

them to participate in the review, may not have received their invitation. These customers have been re-engaged, to ensure they

have the opportunity to take part in the review. The liability also covers this population. Currently, an expense amounting to £122m

as at 31 December 2024 (2023: £140m) is being held in relation to this within insurance contract liabilities.

The key assumptions underlying the liability are:

– average cost of redress per customer; and

– proportion of liability (reserve rate) held for soft close cases (where all reasonable steps have been taken to contact the

customer but the customer has not engaged with the review).

Sensitivities of the value of the liability to a change in assumptions are as follows:

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  | Change in assumption | 2024 | 2023 |
| Assumption | £m | £m |
| Average cost of redress | increase/decrease by 10% | +/-5 | +/-5 |
| Reserve rate for soft closed cases | increase/decrease by 10% | +/-31 | +/-31 |

Changes in the value of the pension mis-selling liability would not immediately impact profit or loss as the changes would be offset

by changes in the allowance for mutualisation and the CSM.

Costs arising from this review are met by the excess assets of the WPSF and hence have not been charged to the asset shares

used in the determination of policyholder bonus rates. An assurance was given that these deductions from excess assets would

not impact PAC's bonus or investment policy for policies within the WPSF that were in force at 31 December 2003. This assurance

does not apply to new business since 1 January 2004. In the unlikely event that such deductions would affect the bonus or

investment policy for the relevant policies, the assurance provides that support would be made available to the sub-fund from

PAC’s shareholder resources for as long as the situation continued, so as to ensure that PAC’s policyholders were not

disadvantaged. PAC’s comfort in its ability to make such support available was supported by related intra-group arrangements

between Prudential plc and PAC, which formalised the circumstances in which capital support would be made available to PAC by

Prudential plc. These intra-group arrangements terminated on 21 October 2019, following the demerger of M&G plc from

Prudential plc, at which time intra-group arrangements formalising the circumstances in which M&G plc would make capital

support available to PAC became effective.

33.3.2 With-profits options and guarantees

Certain policies within the With-Profits Fund give potentially valuable guarantees to policyholders, or options to change policy

benefits which can be exercised at the policyholders’ discretion. These options and guarantees are valued as part of the

policyholder liabilities. Please refer to Note 24 for further details on these options and guarantees.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 34 Commitments

The Group leases various offices to conduct its business. In line with the requirements of IFRS 16, the Group has recognised a lease

liability in respect of these leases representing the obligation to make future lease payments. For further information on the lease

liability see Note  27.

In addition, the Group has provided, from time to time, certain guarantees and commitments to third parties including funding the

purchase or development of land and buildings and other related matters. The contractual obligations to purchase or develop

investment property as at 31 December 2024 were £ 451m (2023: £711m). Commitments also arise in relation to the refurbishment

of investment properties, however these would not be material to the financial statements, either individually or in aggregate.

As at 31 December 2024, the Group had undrawn commitments of £4,079m to third parties (2023: £3,773m) of whi ch £ 3,268m

(2023: £ 2,618m) was committed by its  private equity infrastructure vehicles. These commitments were entered into in the normal

course of business and no material adverse impact on the operations is expected to arise.

#### 35 Related party transactions

The Group and its related parties comprise  members of the M&G plc Group, as well as the Group’s joint ventures and associates,

and any entity controlled by those parties.

35.1 Transactions with the Group’s joint ventures and associates

The Group received dividends of £7m for the year ended 31 December 2024 ( 2023: £89 m ) from joint ventures or associates

accounted for using the equity method. In addition, the Group had balances due from joint ventures or associates accounted for

using the equity method of £46m as at 31 December 2024 (2023: £43m). There were no balances due to joint ventures or

associates accounted for using the equity method at 31 December 2024 or 31 December 2023.

Furthermore, in the normal course of business a number of investments into and divestment from investment vehicles managed by

the Group were made. This includes investment vehicles which are classified as investments in associates and joint ventures

measured at FVTPL. The Group entities paid amounts for the issue of shares or units and received amounts for the cancellation of

shares or units. These transactions are not considered to be material to the Group.

During the year to 31 December 2024, the Group acquired a further 25% stake in My Continuum Financial Limited. This resulted in

the Group holding a controlling interest in the entity and so it is considered a subsidiary at 31 December 2024. It was previously

classified as an associate at 31 December 2023. See Note 2.2 for further information.

35.2 Compensation of key management personnel

The members of the Board and the Group Executive Committee are deemed to have power to influence the direction, planning and

control the activities of the Group, and hence are also considered to be key management personnel.

Key management personnel of the Company may from time to time purchase insurance, asset management or annuity products

marketed by the 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.

Other transactions with key management personnel are not deemed to be significant either by virtue of their size or in the context

of the key management personnel’s respective financial positions. All of these transactions are on terms broadly equivalent to

those that prevail in arm’s length transactions.

The summary of compensation of key management personnel is as follows:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| Salaries and short-term benefits | 11.8 | 13.2 |
| Post-employment benefits | 0.5 | 0.5 |
| Share-based payments | 1.5 | 3.2 |
| Total | 13.8 | 16.9 |

Information concerning individual Directors’ emoluments, interests and transactions are provided in the single figure tables in the

Remuneration Report on pages 138 to 142.

#### 36 Capital management

36.1 Capital regulations of entities within the Group

The Group is regulated under Solvency II and supervised as an insurance group by the Prudential Regulation Authority (PRA). The

Group manages Solvency II own funds as its measure of capital. As at 31 December 2024 estimated and unaudited Group Solvency

II own funds are £11.6bn ( 2023: £11.3bn).

The Solvency II surplus represents the aggregated capital (own funds) held by the Group less the solvency capital requirement

(SCR). Own funds is the Solvency II measure of capital available to meet losses, and is based on the assets less liabilities of the

Group, subject to certain restrictions and adjustments. The SCR is calculated using the Group’s Internal Model, which calculates

the SCR as the 99.5th percentile (or 1-in-200) worst outcome over the coming year, out of 100,000 equally likely scenarios,

allowing for the dependency between the risks the business is exposed to.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 36 Capital management

#### (continued)

36.1 Capital regulations of entities within the Group (continued)

The regulated entities within the Group are also subject to local capital regulations. Capital is actively managed to ensure that local

regulatory requirements are met. The main regulated entities in the Group and the regulatory frameworks  to which they must

adhere are listed below:

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Entity | Main activity | Regulatory framework |
| M&G plc | Insurance | Solvency II |
| The Prudential Assurance Company Limited | Insurance | Solvency II |
| Prudential International Assurance plc | Insurance | Solvency IIi |
| Prudential Pensions Limited | Insurance | Solvency II |
| M&G Group Limited (including subsidiaries) | Investment management | IFPRii |
| Investment Funds Direct Limited | Investment services | IFPRii |

i Prudential International Assurance plc is included in the Group’s result on the basis of the Group’s internal model under Solvency II modified by UK, but is

subject to local Solvency II in the EU.

ii Investment Firms Prudential Regime under MIFIDPRU – Prudential Sourcebook for MiFID Investment Firms.

All Group entities that were subject to externally imposed regulatory capital requirements complied with them throughout the year.

36.2 Group capital position

In 2020, the Government announced that it would undertake a review of the Solvency II regime. Following a consultation process,

His Majesty’s Treasury (HMT) has published the final proposed Solvency II reform package and plans for implementing the changes

to the UK’s prudential regime. The final changes were implemented during 2024. The reforms have impacted a number of areas

including the calculation of the risk margin and transitional measures; reporting requirements and the matching adjustment.

The matching adjustment reforms include enhanced investment flexibility, wider liability eligibility, and require enhanced reporting

and senior manager attestations going forward. The impact in the current period from the matching adjustment reforms included

changes to the granularity of the credit risk (fundamental spread) allowances and the inclusion of additions to the basic credit risk

allowance where the company believes these are appropriate to ensure full coverage of retained risks. Overall the changes had a

£16m (unaudited) impact on the regulatory surplus capital.

As a result of these reforms the transitional measures on technical provisions (TMTP) has been recalculated as at 31 December

2024 in line with the approach taken at 31 December 2023, with no Financial Resources Requirement (FRR) restriction. From 1

January 2025 the new TMTP calculation methodology will be introduced. The new TMTP calculation methodology is simpler,

removing the need to recalculate liabilities under the previous Solvency I regime to calculate the TMTP. Other changes include the

removal of recalculation triggers in relation to the TMTP; with permission to recalculate at any date.

During the year, a full rebuild of the prospective with-profits modelling took place. Reflecting the With-Profits Fund's strong

solvency position, a decision was made to rationalise and simplify the number of protective management actions which may be

taken in extreme stress scenarios to ensure that management are not unnecessarily constrained as regards the actions that they

may take in extreme stress and thereby have appropriate freedom to act to protect the long-term interests of policyholders. In

isolation, this increases the capital requirements of the With-Profits Fund and reduces the regulatory coverage ratio by

8% (unaudited). Shareholder and regulatory solvency improve by £86m (unaudited) after allowing for the ring-fenced fund

restriction. The With-Profits Fund retains a substantial solvency buffer and there are no changes to policyholder outcomes.

The impact of uncertainties associated with the potential future value of notes backed by residential ground rents (further

explained in Note 31.8.1) has been reflected in the capital position. The overall impact is a decrease in own funds due to the fall in

the valuation of the underlying assets which is offset partly by a fall in the value of the technical provisions. In addition, incremental

capital has been held in the SCR which reflects the possible outcomes resulting from future legislative action, the most extreme of

which effectively results in total loss of future ground rent income (‘peppercorn cap’). This has resulted in a reduction in surplus of

£230m (2023: £264m) (unaudited).

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 36 Capital management

#### (continued)

36.2 Group capital position (continued)

36.2.1 Regulatory capital position

The regulatory capital position of the Group takes into account all Group exposures, including that of the With-Profits Fund. This

view of capital recognises the ring-fenced nature of the With-Profits Fund, and on consolidation, surplus in the fund can only be

recognised to the level of associated SCR with any excess surplus being eliminated as a ring-fenced fund restriction, effectively

restricting the solvency coverage ratio of the With-Profits Fund to 100%. As such, the combined ‘regulatory’ solvency coverage

ratio is highly resilient to movements in the With-Profits Fund’s own funds.

The estimated and unaudited Solvency II capital position for the Group as at 31 December 2024 and 31 December 2023 is shown below:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| As at 31 December | £bn | £bn |
| Solvency II eligible own funds | 11.6 | 11.3 |
| Solvency II SCR | (6.9) | (6.8) |
| Solvency II surplus | 4.7 | 4.5 |
| Solvency II coverage ratioi | 168% | 167% |

i Solvency II coverage ratio has been calculated using unrounded figures.

The results include transitional measures, which are presented assuming a recalculation as at the valuation date, using

management’s estimate of the impact of operating and market conditions. As at 31 December 2024, the recalculation has been

performed and the positions are aligned, reflecting changes to the UK’s prudential regime allowing recalculation of the transitional

measures at each reporting date. As at 31 December 2023, the recalculation has been approved for the reporting date and the

positions were aligned.

36.2.2 Shareholder capital position

The Group focuses on a shareholder view of the Solvency II capital position, which is considered to provide a more relevant

reflection of the capital strength of the Group. The Group’s shareholder Solvency II capital position excludes the contribution to

own funds and SCR from the ring-fenced With-Profits Fund. Further information on the ring-fenced With-Profits Fund’s capital

position is provided in Section 1.5 of Supplementary Information. Shareholder Solvency II own funds also assume TMTP which have

been recalculated using management’s estimate of the impact of operating and market conditions at the reporting date

(regardless as to whether the recalculation was approved for the reporting date).

The estimated and unaudited shareholder Solvency II capital position for the Group is shown below.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| As at 31 December | £bn | £bn |
| Shareholder Solvency II eligible own funds | 8.5 | 8.9 |
| Shareholder Solvency II SCR | (3.8) | (4.4) |
| Solvency II surplus | 4.7 | 4.5 |
| Shareholder Solvency II coverage ratioi | 223% | 203% |

i Shareholder Solvency II coverage ratio has been calculated using unrounded figures.

36.3 Meeting of capital management objectives

The Group manages its capital on a Solvency II basis to ensure that sufficient own funds are available on an ongoing basis to meet

regulatory capital requirements. This is achieved by targeting a capital buffer significantly in excess of regulatory capital

requirements. This buffer is intended to absorb the impact of stressed market conditions and thus make the Solvency II balance

sheet under the regulatory view resilient to stresses that affect the Group’s business.

A range of stress and scenario testing is carried out across the business, including certain scenarios mandated by the regulator.

The sensitivity of liabilities and other components of total capital vary, depending upon the type of business concerned, and this

influences the approach to asset/liability management.

In addition, projections are performed to understand how the own funds and capital position is expected to develop and how this

might be affected by adverse events taking place. Informed by the results of these projections there are a number of actions

available to management to strengthen the own funds position.

As well as holding sufficient capital to meet regulatory requirements, the Group also closely manages the cash it holds so that it can:

– maintain flexibility, fund new opportunities and absorb shock events;

– meet liabilities to policyholders and other obligations;

– fund dividends; and

– cover central costs and debt payments.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 37 Share-based payments

The Group operates various share-based payment schemes that award M&G plc shares to participants upon meeting the required

vesting conditions. Details of those schemes are stated below:

37.1 Description of the plans

Discretionary schemes:

|  |  |
| --- | --- |
|  |  |
| Scheme | Description |
| Performance  Share Plan (PSP) | The PSP is a conditional share plan: the shares awarded will ordinarily be released to participants after a  predetermined period, usually three years, to the extent that performance conditions have been met.  If performance conditions are not achieved in full, the unvested portion of any award lapses. The  performance conditions attached to PSP awards include market performance conditions; Relative Total  Shareholder Return (TSR); and other non-market conditions, including measures linked to profit as well as  sustainability related measures. The performance conditions attached to each award are dependent on the  role of the participants. Threshold and maximum achievement levels will be set at the beginning of the  performance periods in line with the business plan. |
| Deferred Incentive  Plan (DIP) | Under these plans, part of the participant’s Annual Bonus is paid in the form of a share award that vests  after three or four years. Other than the service condition, there are no other performance conditions  associated with this plan. |

Approved schemes:

|  |  |
| --- | --- |
|  |  |
| Share scheme | Description |
| Save As You Earn  (SAYE) plans | The Group operates SAYE plans, which allow eligible employees the opportunity to save a monthly amount  from their salaries, over either a three or five-year period, which can be used to purchase shares in M&G plc  at a predetermined price subject to the employee remaining in employment for three years after the grant  date of the options and satisfying the monthly savings requirement. |
| Share Incentive  Plan (SIP) | The Group operates SIPs, which allow eligible employees to invest a monthly or annual amount from their  salaries in M&G plc shares; M&G plc will then contribute a share for every two the employee purchases. |

All approved and discretionary schemes are accounted for as equity-settled as the awards would be settled in M&G plc shares.

37.2 Outstanding options and awards

Movements in outstanding options and awards under the Group’s share-based compensation are as follows:

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  | 2024 | | |
|  | Outstanding options under  SAYE schemes | Awards outstanding under  discretionary schemes | Awards outstanding under  share incentive plans |
| Outstanding as at 1 January | 19,575,949 | 72,295,345 | 9,496,234 |
| Granted | 4,498,505 | 28,881,073 | 2,819,879 |
| Exercised | (3,926,385) | (19,565,104) | (1,722,460) |
| Forfeited/Expired | (1,461,578) | (3,796,787) | (68,445) |
| Outstanding at 31 December | 18,686,491 | 77,814,527 | 10,525,208 |
| Awards immediately exercisable  at 31 December | 933,937 | 335,712 | 7,051,162 |

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  | 2023 | | |
|  | Outstanding options under  SAYE schemes | Awards outstanding under  discretionary schemes  (restated)i, ii | Awards outstanding under  share incentive plans  (restated)ii |
| Outstanding as at 1 January | 23,265,327 | 85,242,726 | 8,287,223 |
| Granted | 7,266,101 | 34,246,494 | 2,404,701 |
| Exercised | (9,599,874) | (40,767,440) | (1,126,136) |
| Forfeited/Expired | (1,355,605) | (6,426,435) | (69,554) |
| Outstanding at 31 December | 19,575,949 | 72,295,345 | 9,496,234 |
| Awards immediately exercisable  at 31 December | 2,181,057 | 403,251 | 6,415,871 |

i Immediately exercisable awards under discretionary schemes have been restated to remove options which have vested but are in a holding period.

ii Restated to include, and present separately, all SIP shares.

Options are exercised throughout the year; the weighted average share price over 2024 was £2.09 (2023: £2.00).

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 37 Share-based payments

#### (continued)

37.2 Outstanding options and awards (continued)

The following tables provide a summary of the range of exercise prices and average remaining contractual life for the SAYE options

and discretionary option awards.

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024i | | | | |
| As at 31 December | Exercise price | Number outstanding | Weighted average  remaining contractual life  (years) | Weighted average  exercise price (£) | Number exercisable |
| SAYE options | Between £1 and £2 | 18,686,491 | 1.86 | 1.58 | 933,937 |
| Discretionary option  awards | £nil | 77,814,527 | 1.04 | £nil | 335,712 |

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2023i | | | | |
| As at 31 December | Exercise Price | Number outstandingii | Weighted average  remaining contractual life  (years) | Weighted average  exercise price (£) | Number exercisableiii |
| SAYE options | Between £1 and £2 | 19,575,949 | 2.02 | 1.52 | 2,181,057 |
| Discretionary option  awards | £nil | 72,295,345 | 1.15 | £nil | 403,251 |

iSIP awards have been excluded as it is not possible to calculate the contractual life of the partnership awards.

iiOutstanding discretionary option awards have been restated to include Deferred Incentive Plan (DIP).

iiiExercisable discretionary option awards have been restated to remove vested options which are in a holding period.

37.3 Fair value of options and awards

The fair value of all discretionary awards is equal to the share price of M&G plc (as the exercise price and dividend yield are nil)

except for PSP awards with performance conditions based on the Total Shareholder Returns (PSP TSR awards). The weighted

average M&G plc share price at the date of grant was £2.21 for 2024 (2023: £1.98).

The Group uses the Black-Scholes model to value the SAYE options. The implied volatility of the M&G plc share price was used in

determining the fair value of options granted, with no reliance on historical volatility.

The determination of the fair value of PSP TSR and SAYE awards requires the use of various assumptions which are disclosed

below:

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | Awards granted in | | | | |
|  | 2024 | |  | 2023 | |
| As at 31 December | PSP TSR  award | SAYE  options |  | PSP TSR  award | SAYE  options |
| Dividend yield (%) | N/A | 9.67 |  | N/A | 9.88 |
| Expected pay-off (%) | 41.67 | N/A |  | 41.67 | N/A |
| Expected volatility (%) | N/A | 19.33 |  | N/A | 20.97 |
| Risk-free interest rate (%) | N/A | 3.92 |  | N/A | 4.40 |
| Expected option life (years) | N/A | 3.53 |  | N/A | 3.25 |
| Weighted average exercise price (£) | N/A | 1.67 |  | N/A | 1.63 |
| Weighted average share price at grant date (£) | 2.35 | 2.05 |  | 1.88 | 2.01 |
| Weighted average fair value at grant date (£) | 1.89 | 0.22 |  | 1.69 | 0.25 |

37.4 Share-based payment expense charged to the consolidated income statement

Total expenses recognised in the year in the consolidated financial statements relating to equity-settled share-based

compensation as at 31 December 2024 was £40m (2023: £32m). The Group has no outstanding liabilities at the year end relating to

awards which are settled in cash.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 38 Post-balance sheet events

On 4 February 2025, the Group, agreed to acquire a 70% controlling stake in P Capital Partners AB, a Sweden based alternative

investment fund manager which provides private credit solutions to European entrepreneur and family-owned companies, and

developers of sustainable infrastructure. The transaction is expected to complete later in the year, subject to all conditions

necessary for execution to be met and the receipt of the necessary regulatory approvals. The Group will consolidate the results of

the acquiree from the date of completion.

On 28 February 2025, the With-Profits Fund declared a bonus distribution of £2.3bn to the with-profits policyholders.

On 10 March 2025, the Group, via M&G Wealth Holding Company Limited, a wholly-owned subsidiary of the Group, acquired the

final 25.05% stake in Continuum. Full details of this can be found in Note 2.2.

#### 39 Related undertakings

In accordance with Section 409 of the Companies Act 2006, a list of the Group’s subsidiaries, joint ventures, associates and

significant holdings (being holdings of more than 20%), along with the classes of shares held, the registered office address,   the

country of incorporation and the effective percentage of equity owned at 31 December 2024 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 statements. The Group’s consolidation policy is described in Note 1.5.

Direct subsidiary undertakings of the Parent Company, M&G plc (shares held directly or via nominees)

Key to classes of shares held: Limited by guarantee (LBG), Limited partnership interest (LPI), Ordinary shares (OS), Preference

shares (PS), Units (U).

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Name of entity | Share  class | % held |
| 10 Fenchurch Avenue, London, EC3M 5AG, UK | | |
| M&G Group Regulated Entity Holding  Company Limited | OS | 100% |
| M&G Corporate Holdings Limited | OS | 100% |
| Prudential Capital Holding Company  Limited (In liquidation) | OS | 100% |

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Name of entity | Share  class | % held |
| Prudential Capital Public Limited  Company | OS | 100% |
| Prudential Financial Services Limited | OS | 100% |

Other subsidiaries, joint ventures, associates and significant holdings of the Group (no shares held directly by the Parent

Company, M&G plc, or its nominees)

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Name of entity | Share  class | % held |
| Australia | | |
| Level 6, 60 Martin Place, Sydney NSW 2000 | | |
| M&G Investments (Australia) Pty Limited | OS | 100% |
| Suite 201, Level 2, 5 Berry Street, North Sydney NSW 2060 | | |
| PAP Trusty Pty Limited | OS | 100% |
| Canada | | |
| 22 Adelaide Street West, Suite 2600, Toronto, Ontario, M5H 4E3 | | |
| GTA W21 GP Inc. | OS | 50% |
| GTA W21 Inc. | OS | 50% |
| GTA W21 LP | LPI | 90% |
| 180 Dundas Street West, Toronto, M5G 1Z8 | | |
| Canada Property (Trustee) No 1 Limited | OS | 100% |
| CJPT Real Estate Inc. | OS | 100% |
| CJPT Real Estate No. 1 Trust | U | 100% |
| CJPT Real Estate No. 2 Trust | U | 100% |

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Name of entity | Share  class | % held |
| Cayman Islands | | |
| 190 Elgin Avenue, George Town, Grand Cayman, KYI-9005 | | |
| M&G General Partner Inc. | OS | 100% |
| NB Gemini Fund LP | LPI | 99% |
| StepStone Scorpio Infrastructure  Opportunities Fund LP | LPI | 100% |
| France | | |
| 8 Avenue Hoche, 75008, Paris | | |
| M&G Real Estate France SAS | OS | 100% |
| West Station 1 SCI | OS | 100% |
| West Station 2 SCI | OS | 100% |
| West Station SAS | OS | 100% |
| 8 Rue Lamennais, Paris, Département de Paris, IDF, 75008 | | |
| responsAbility France SAS | OS | 100% |
| 11 Av. Myron Herrick 75008, Paris | | |
| BauMont Real Estate France SAS | OS | 100% |
| Georgia | | |
| 4 Tamar Chovelidze Street, Tbilisi, 0108 | | |
| responsAbility Georgia LLC | OS | 100% |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 323 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Notes to the consolidated financial statements continued

#### 39 Related undertakings

#### (continued

)

Other subsidiaries, joint ventures, associates and significant holdings of the Group

(no shares held directly by the Parent Company, M&G plc or its nominees) (continued)

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Name of entity | Share  class | % held |
| Guernsey | | |
| 1 Royal Plaza, Royal Avenue, St Peter Port, GY1 2HT | | |
| M&G RED II GP Limited (In liquidation) | OS | 100% |
| M&G RED II SLP GP Limited (In liquidation) | OS | 100% |
| M&G RED III Employee Feeder GP Limited  (In liquidation) | OS | 100% |
| M&G RED III GP Limited (In liquidation) | OS | 100% |
| Silverfleet Capital 2004 LP | LPI | 100% |
| Silverfleet Capital 2009 LP | LPI | 100% |
| Silverfleet Capital 2011/12 LP | LPI | 100% |
| Dorey Court, Admiral Park, St Peter Port, GY1 2HT | | |
| M&G (Guernsey) Limited | OS | 100% |
| The Car Auction Unit Trust | U | 50% |
| PO Box 155, Mill Court, La, Charroterie, St Peter Port, GY1 4ET | | |
| M&G Group PCC Limited | OS | 100% |
| Hong Kong | | |
| 6th Floor, Alexander House, 18 Chater Road, Central | | |
| M&G Investments (Hong Kong) Limited | OS | 100% |
| 13/F, One International Finance Centre, 1 Harbour View  Street, Central | | |
| PPM Ventures (Asia) Limited (In liquidation) | OS | 100% |
| India | | |
| First floor Prudential House, Central Avenue, Hiranandani  Business Park, Mumbai-400076 | | |
| M&G Global Services Private Limited | OS | 100% |
| 31 Green Acre, Union Park Road Number 5, Mumbai, Mumbai  Suburban, MH, 400052 | | |
| responsAbility India Business Advisors Pvt  Limited | OS | 100% |
| Ireland | | |
| Fitzwilliam Court, Leeson CI, Dublin 2, Dublin, D02 TC95 | | |
| Prudential International Assurance plc | OS | 100% |
| Prudential International Management  Services Limited | OS | 100% |
| Fourth floor, 35 Shelbourne Road, Ballsbridge, Dublin D04 A4EO | | |
| Lion Credit Opportunity Fund plc - Credit  Opportunity Fund XV | U | 100% |
| Lion Credit Opportunity Fund Public Limited  Company - M&G SRT Fund II | U | 37% |
| M&G Sustainable Loan Fund | OS | 62% |
| M&G (South Africa) Global Funds ICAV -  M&G Worldwide Managed Fund | U | 22% |
| Specialist Investment Funds (2) ICAV - M&G  Real Impact Fund | U | 100% |

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Name of entity | Share  class | % held |
| IPC House, 35 Shelbourne Road, Dublin, D04 A4E0 | | |
| M&G SIF Management Company (Ireland)  Limited | OS | 100% |
| Second Floor, Block 5 Irish Life Centre, Abbey Street Lower,  Dublin 1, D01 P767 | | |
| Folios III Designated Activity Company | U | 49% |
| Folios IV Designated Activity Company | U | 65% |
| Fourth Floor, 76 Baggot Street Lower, Dublin, D02 EK81 | | |
| Debt Investments Opportunities IV | U | 25% |
| Italy | | |
| Via Alessandro Manzoni 38, Milan, 20121 | | |
| Elle 14 S.à r.l. Company | OS | 50% |
| MCF S.r.l. | OS | 50% |
| Japan | | |
| Tokyo Toranomon Global Square 13F, 1-3-1 Toranomon,  Minatoku, Tokyo 105-0001 | | |
| M&G Investments Japan Co Limited | OS | 100% |
| M&G Real Estate Japan Co Limited | OS | 67% |
| Jersey | | |
| Level 1 LFC1, Esplanade, St Helier, JE2 3BX | | |
| Two Rivers One Limited | OS | 100% |
| Two Rivers Two Limited | OS | 100% |
| 28 Esplanade, St Helier, JE2 3QA | | |
| The Strand Property Unit Trust | U | 50% |
| IFC 5, St Helier, JE1 1ST | | |
| Belside Limited | OS | 100% |
| Carraway Guildford (Nominee A) Limited | OS | 100% |
| Carraway Guildford (Nominee B) Limited | OS | 100% |
| Leadenhall Unit Trust | U | 100% |
| Vanquish I Unit Trust | U | 100% |
| Vanquish II Unit Trust | U | 100% |
| Vanquish Properties GP Limited | OS | 100% |
| Vanquish Properties GP Nominee 1 Limited | OS | 100% |
| Vanquish Properties GP Nominee 2 Limited | OS | 100% |
| Vanquish Properties GP Nominee 3 Limited | OS | 100% |
| Vanquish Properties GP Nominee 4 Limited | OS | 100% |
| Vanquish Properties GP Nominee A Limited | OS | 100% |
| Vanquish Properties LP Limited | OS | 100% |
| Liberte House, 19-23 La Motte Street, St Helier, JE1 4BP | | |
| The Two Rivers Trust | U | 100% |
| Kenya | | |
| Merchant Square, Block D, 5th Floor, Riverside Drive,  Westlands, P.O. 29300623 Nairobi | | |
| responsAbility Africa Limited | OS | 100% |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 324 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Notes to the consolidated financial statements continued

#### 39 Related undertakings

#### (continued)

Other subsidiaries, joint ventures, associates and significant holdings of the Group

(no shares held directly by the Parent Company, M&G plc or its nominees) (continued)

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Name of entity | Share  class | % held |
| Luxembourg | | |
| 1, Rue Hildegard von Bingen L-1282 | | |
| Prudential Loan Investments 1 S.à r.l. | OS | 100% |
| 3, Rue Gabriel Lippmann, L-5365 Munsbach | | |
| M&G Real Estate Debt Fund SCSp, SICAV-  RAIF – REDF 8 | LPI | 71% |
| M&G REDF 8 S.à.r.l | OS | 100% |
| M&G REDF 9 S.à.r.l | OS | 100% |
| M&G Specialty Finance Fund 2 GBP SCSp | LPI | 47% |
| Prudential Loan Investments SCSp | LPI | 100% |
| Two Snowhill Birmingham S.à r.l. | OS | 100% |
| 5, Heienhaff, Nidderaanwen, 1736 | | |
| Infracapital Partners IV G.P S.à r.l. | OS | 100% |
| Infracapital Partners IV SCSp | LPI | 51% |
| M&G Real Estate Debt Carried Interest GP  S.à r.l | OS | 100% |
| M&G REDF 7 S.à.r.l | OS | 100% |
| M&G SFF (CIP GP) S.à r.l. | OS | 100% |
| M&G SFF (GP) S.à r.l. | OS | 100% |
| M&G SFF 2 (CIP GP) S.à r.l. | OS | 100% |
| M&G SFF 2 (GP) S.à r.l. | OS | 100% |
| Prudential Loan Investments GP S.à r.l. | OS | 100% |
| responsAbility BOP S.à r.l. | OS | 100% |
| Three Snowhill Birmingham S.à r.l. | OS | 100% |
| 5, Rue Jean Monnet, L-2180 | | |
| responsAbility Asia Climate Fund, SICAV-RAIF | OS | 48% |
| responsAbility Global Micro and SME  Finance Fund | U | 29% |
| 6, Rue Eugène Ruppert, L-2453 | | |
| Infracapital Greenfield Partners II GP S.à r.l | OS | 100% |
| Infracapital Partners III GP S.à r.l | OS | 100% |
| 8, Rue Lou Hemmer, 1748 Senningerberg Niederanven | | |
| M&G Alternatives CV SCSp | LPI | 100% |
| M&G Alternatives GP S.à r.l. | OS | 100% |
| 15, Boulevard F.W. Raiffeisen, L-2411 | | |
| responsAbility Agriculture Partners SLP | LPI | 61% |
| responsAbility Sustainable Food - Asia II (GP),  S.à r.l. | OS | 100% |
| responsAbility Sustainable Food - Asia II, SLP | LPI | 85% |
| responsAbility Sustainable Food - Latam I (GP),  S.à r.l. | OS | 100% |
| responsAbility Sustainable Food - Latam I, SLP | LPI | 73% |
| responsAbility Sustainable Food Asia - II  Partners, SLP | LPI | 94% |
| responsAbility Sustainable Food Latam - I  Partners, SLP | LPI | 94% |
| responsAbility Agriculture (GP), S.à r.l. | OS | 100% |

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Name of entity | Share  class | % held |
| 16, Boulevard Royal, L-2449 | | |
| Luxembourg Specialist Investment Funds (2)  FCP - M&G Real Assets Fund | U | 100% |
| Luxembourg Specialist Investment Funds (2)  FCP - M&G Private Equity Opportunities Fund | U | 100% |
| M&G (Lux) Asian Bond Allocation EUR Fund | U | 100% |
| M&G (Lux) Asian Bond Allocation GBP Fund | U | 100% |
| M&G (Lux) Asian Bond Allocation USD Fund | U | 100% |
| M&G (Lux) Emerging Markets Corporate  ESG Bond Fund | U | 57% |
| M&G (Lux) Blackrock Europe ex UK Equity  Fund | U | 99% |
| M&G (Lux) Europe ex UK Equity Fund | U | 100% |
| M&G (Lux) Global Enhanced Equity Premia  Fund | U | 99% |
| M&G (Lux) Investment Funds 1 - M&G (Lux)  Better Health Solutions Fund | U | 100% |
| M&G (Lux) Investment Funds 1 - M&G (Lux)  Diversity and Inclusion Fund | U | 68% |
| M&G (Lux) Investment Funds 1 - M&G (Lux)  Emerging Markets Hard Currency Bond Fund | U | 85% |
| M&G (Lux) Investment Funds 1 - M&G (Lux)  Global Artificial Intelligence Fund | U | 97% |
| M&G (Lux) Investment Funds 1 - M&G (Lux)  Nature and Biodiversity Solutions Fund | U | 96% |
| M&G (Lux) Investment Funds 1 - M&G (Lux)  US Corporate Bond Fund | U | 100% |
| M&G (Lux) Investment Funds 1 - M&G (Lux) US  High Yield Bond Fund | U | 100% |
| M&G (Lux) Investment Funds 1 - M&G (Lux)  Emerging Markets Bond Fund | U | 63% |
| M&G (Lux) Managed Cautious (Euro) Fund | U | 100% |
| M&G (Lux) Managed Growth (Euro) Fund | U | 100% |
| M&G (Lux) Pan European Smaller Comp Fund | U | 98% |
| M&G (Lux) Reserved Investment Fund (2),  SCA SICAV-RAIF | U | 100% |
| M&G (Lux) Reserved Investment Funds (2)  GP S.à r.l. | OS | 100% |
| M&G (Lux) Sterling Liquidity Fund | U | 83% |
| M&G (Lux) Sustainable Emerging Markets  Corporate Bond Fund | U | 21% |
| M&G (Lux) Sustainable Optimal Income Bond  Fund | U | 98% |
| M&G Asia Living Property Fund | LPI | 100% |
| M&G Asia Property Fund | U | 43% |
| M&G Catalyst Capital Fund | U | 100% |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 325 |  |

|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Notes to the consolidated financial statements continued

#### 39 Related undertakings

#### (continued)

Other subsidiaries, joint ventures, associates and significant holdings of the Group

(no shares held directly by the Parent Company, M&G plc or its nominees) (continued)

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Name of entity | Share  class | % held |
| M&G Catalyst Credit Fund | U | 100% |
| M&G Corporate Credit Opportunities ELTIF | U | 100% |
| M&G European Living Property Fund (GP)  S.à.r.l | OS | 100% |
| M&G European Living Property Fund SCSp,  SICAV-RAIF | LPI | 45% |
| M&G European Property Fund SICAV-FIS | U | 29% |
| M&G European Secured Property Income  Fund FCP‐FIS | OS | 100% |
| M&G European Value Add GP S.à r.l. | OS | 100% |
| M&G Funds (1) GSAM Global Emerging  Market Equity Fund | U | 99% |
| M&G Luxembourg S.A. | OS | 100% |
| M&G Private Credit GP S.à.r.l. | OS | 100% |
| M&G Private Credit SCSp SICAV-RAIF | U | 100% |
| M&G Real Estate Debt GP S.à r.l. | OS | 100% |
| M&G Real Estate Funds GP S.à r.l. | OS | 100% |
| M&G Real Estate Funds Management S.à r.l. | OS | 100% |
| M&G Real Estate Funds SCSp, SICAV-RAIF | U | 99% |
| M&G Secure Income S.à r.l. | OS | 100% |
| M&G UK Mortgage Income Fund | U | 64% |
| M&G UK Property Fund | U | 98% |
| M&G UK Residential Property Fund | U | 30% |
| M&G Corporate Credit Opportunities S.à r.l. | OS | 100% |
| M&G Real Estate Debt Carried Interest  GP S.à r.l. | OS | 100% |
| 20, Rue de la Poste , 2346 Ville-Haute | | |
| EUREV CI GP S.à r.l. | OS | 100% |
| M&G European Value Add Hold Co S.à r.l. | OS | 100% |
| M&G European Value Add Partnership SCSp | LPI | 100% |
| Prudential Investment (Luxembourg) 2 S.à.r.l. | OS | 100% |
| Schoolhill S.à r.l. | OS | 100% |
| 26, Boulevard Royal, L-2449 | | |
| Eastspring Investments SICAV-FIS Africa  Equity Fund | U | 100% |
| 39, Avenue John F. Kennedy, L-1855 | | |
| responsAbility Management Company S.A.  (In liquidation) | OS | 80% |
| 42-44, Avenue de la Gare L - 1610 | | |
| BauMont General Partner S.à r.l. | OS | 65% |
| BauMont General Partner Two S.à r.l. | OS | 100% |
| BauMont Real Estate Two SCSp  (Luxembourg) SICAV-RAIF | U | 44% |
| Namibia | | |
| Unit 3, 2nd Floor, Ausspann Plaza, Dr Agostinho Neto Road,  Private Bag 12012, Ausspannplatz, Windhoek | | |
| MandG Investments (Namibia) (Pty) Limited | OS | 75% |
| MandG Investments Unit Trusts (Namibia)  Limited | OS | 75% |

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Name of entity | Share  class | % held |
| Peru | | |
| Av. 28 de Julio 753, Miraflores, Provincia de Lima, 15074 | | |
| responsAbility America Latina SAC | OS | 100% |
| Portugal | | |
| Rua Latino Coelho, 87 1050-134, Lisbon | | |
| Regen Blue, Unipessoal LDA | OS | 89% |
| Rua Do Paco, No 37 - Pacos dos Negros, 2080-500 Fazendas  de Almeirim | | |
| AG-Horti-Investments-Investimentos EM  Portugal, LDA | OS | 100% |
| AG-Management, LDA | OS | 99% |
| Poland | | |
| 02-670 Warszawa, Pulawska 182 | | |
| Prudential Polska sp. z.o.o | OS | 100% |
| Republic of Korea | | |
| Jongno 1-ga, Kyobo Building, Seoul | | |
| M&G Real Estate Korea Co Limited | OS | 67% |
| Twentieth floor, 136, Sejong-daero, Jung-gu, Seoul | | |
| LB Professional Investors Private Real  Estate Fund No. 10 (Centropolis) | U | 34% |
| Singapore | | |
| 9 Raffles Place, #26-01 Republic Plaza, 048619 | | |
| responsAbility Singapore Pte Limited | OS | 100% |
| 138 Market Street, CapitaGreen #35-01, 048946 | | |
| M&G Investments (Singapore) Pte Limited | OS | 100% |
| M&G Real Estate Asia Holding Company Pte  Limited | OS | 67% |
| M&G Real Estate Asia Pte Limited | OS | 67% |
| South Africa | | |
| PO Box 44813, Claremont, Western Cape, Cape Town, 7735 | | |
| M&G Pan African Bond Fund | U | 100% |
| M&G SA Equity Fund | U | 94% |
| Protea Place, 40 Dreyer Street, Claremont, 7708 | | |
| MandG Investment Managers (Pty) Limited | OS | 100% |
| MandG Investments Life South Africa (RF)  Limited | OS | 100% |
| MandG Investments Southern Africa (Pty)  Limited | OS | 50% |
| MandG Investments Unit Trusts South  Africa (RF) Limited | OS | 100% |
| Spain | | |
| Calle Fortuny, 6 - 4 A, 28010, Madrid | | |
| M&G RE Espana, 2016, S.L. | OS | 100% |
| Switzerland | | |
| Zollstrasse 17, Zürich, ZH, 8005 | | |
| M&G International Investments Switzerland AG | OS | 100% |
| responsAbility Investments AG | OS | 100% |
| responsAbility Ventures I Services AG | OS | 100% |

|  |  |  |
| --- | --- | --- |
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|  | 326 |  |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Notes to the consolidated financial statements continued

#### 39 Related undertakings

#### (continued)

Other subsidiaries, joint ventures, associates and significant holdings of the Group

(no shares held directly by the Parent Company, M&G plc or its nominees) (continued)

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Name of entity | Share  class | % held |
| Taiwan | | |
| Floor.33 (Unit B-1), No.7, Sec.5, Road.Xinyi,110, Taipei | | |
| M&G Investments (Taiwan) Limited | OS | 100% |
| Thailand | | |
| 62 Thaniya BTS Building, Silom Road, Suriyawongse, Bangrak,  Bangkok, 10500 | | |
| responsAbility Thailand Limited | OS | 100% |
| United Kingdom | | |
| 1 Carter Lane, London, EC4V 5ER | | |
| Silverfleet Capital II WPLF LP | LPI | 100% |
| 10 Fenchurch Avenue, London, EC3M 5AG | | |
| Active Growth Logistics Partnership LP | LPI | 50% |
| AGLP GP Limited | OS | 50% |
| BWAT Retail Nominee (1) Limited | OS | 50% |
| BWAT Retail Nominee (2) Limited | OS | 50% |
| Canada Property Holdings Limited | OS | 100% |
| Capacity (Dartford) Management Company  Limited | OS | 100% |
| Carraway Guildford General Partner Limited | OS | 100% |
| Carraway Guildford Limited Partnership | LPI | 100% |
| Cribbs Causeway JV Limited | OS | 100% |
| Cribbs Mall Nominee (1) Limited | OS | 100% |
| Cribbs Mall Nominee (2) Limited | OS | 100% |
| Edger Investments Limited | OS | 100% |
| EF IV Schoolhill GP Limited | OS | 100% |
| Embankment GP Limited | OS | 100% |
| Embankment Nominee 1 Limited | OS | 100% |
| Embankment Nominee 2 Limited | OS | 100% |
| Fundsdirect ISA Nominees Limited | OS | 100% |
| Fundsdirect Nominees Limited | OS | 100% |
| IFDL Personal Pensions Limited | OS | 100% |
| Investment Funds Direct Group Limited | OS | 100% |
| Investment Funds Direct Holdings Limited | OS | 100% |
| Investment Funds Direct Limited | OS | 100% |
| M&G (ACS) BlackRock Japan Equity Fund | U | 100% |
| M&G (ACS) BlackRock UK All Share Equity  Fund | U | 100% |
| M&G (ACS) Blackrock US Equity (2) Fund | U | 99% |
| M&G (ACS) BlackRock US Equity Fund | U | 99% |
| M&G (ACS) Value Partners China Equity Fund | U | 100% |
| M&G (ACS) China Fund | U | 98% |
| M&G (ACS) Earnest Partners US Small Cap  Value Fund | U | 99% |
| M&G (ACS) Granahan US Small Cap Growth  Fund | U | 99% |
| M&G (ACS) Japan Equity Fund | U | 99% |

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Name of entity | Share  class | % held |
| M&G (ACS) Japan Smaller Companies Fund | U | 98% |
| M&G (ACS) Manulife US Equity Fund | U | 99% |
| M&G (ACS) Matthews China Equity Fund | U | 98% |
| M&G (ACS) MFS US Large Cap Equity Fund | U | 99% |
| M&G (ACS) UK Listed Equity Fund | U | 97% |
| M&G (ACS) UK Listed Mid Cap Equity Fund | U | 98% |
| M&G (ACS) William Blair US Large Cap Equity  Fund | U | 99% |
| M&G Alternatives GP1 Limited | OS | 100% |
| M&G Alternatives GP2 Limited | OS | 100% |
| M&G Alternatives Investment Management  Limited | OS | 100% |
| M&G BlackRock Canada Equity Fund | U | 98% |
| M&G BlackRock UK 200 Equity Fund | U | 99% |
| M&G Corporate Services Limited | OS | 100% |
| M&G Emerging Markets Monthly Income Fund | U | 93% |
| M&G FA Limited | OS | 100% |
| M&G Feeder of Property Portfolio | U | 69% |
| M&G Financial Services Limited | OS | 100% |
| M&G Fitzrovia GP Limited | OS | 50% |
| M&G Fitzrovia Limited | OS | 100% |
| M&G Fitzrovia Limited Partnership | LPI | 50% |
| M&G Fitzrovia Nominee 1 Limited | OS | 50% |
| M&G Fitzrovia Nominee 2 Limited | OS | 50% |
| M&G Founders 1 Limited | OS | 100% |
| M&G Funds (1) Artisan Part Emerging Market  Debt Fund | U | 98% |
| M&G Funds (1) Asia Pacific (ex Japan) Equity  Fund | U | 96% |
| M&G Funds (1) Blackrock Asia Pacific (ex  Japan) Equity Fund | U | 100% |
| M&G Funds (1) Blackrock Emerging Markets  Equity Fund | U | 100% |
| M&G Funds (1) Franklin Temp India Equity  Fund | U | 98% |
| M&G Funds (1) India Equity Fund | U | 74% |
| M&G Funds (1) Lazard Emerging Market Debt  Fund | U | 97% |
| M&G Funds (1) Lazard Global Emerging  Markets Equity Fund | U | 99% |
| M&G Funds (1) Manulife China Bond Fund | U | 100% |
| M&G Funds (1) MFS Global Emerging Markets  Equity Fund | U | 99% |
| M&G Funds (1) Sterling Investment Grade  Corporate Bond Fund | U | 84% |
| M&G Funds (1) UK Gilt | U | 100% |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 327 |  |

|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Notes to the consolidated financial statements continued

#### 39 Related undertakings

#### (continued)

Other subsidiaries, joint ventures, associates and significant holdings of the Group

(no shares held directly by the Parent Company, M&G plc or its nominees) (continued)

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Name of entity | Share  class | % held |
| M&G Funds (1) US Corporate Bond Fund | U | 99% |
| M&G Funds (1) US Short Duration Corporate  Bond Fund | U | 88% |
| M&G Funds (1) Wellington Impact Bond Fund | U | 100% |
| M&G Group Limited | OS | 100% |
| M&G IMPPP 1 Limited | OS | 100% |
| M&G International Investments Nominees  Limited | OS | 100% |
| M&G Investment Funds (1) - M&G European  Sustain Paris Aligned Fund | U | 55% |
| M&G Investment Funds (10) - M&G China Fund | U | 95% |
| M&G Investment Funds (10) - M&G Global AI  Themes Fund | U | 90% |
| M&G Investment Funds (10) - M&G Global  High Yield ESG Bond Fund | U | 61% |
| M&G Investment Funds (10) - M&G Positive  Impact Fund | U | 32% |
| M&G Investment Funds (2) - M&G Gilt & Fixed  Interest Income Fund | U | 52% |
| M&G Investment Funds (2) - M&G Global High  Yield Bond | U | 50% |
| M&G Investment Funds (3) - M&G Dividend  Fund | U | 48% |
| M&G Investment Funds (4) - M&G Sustainable  Multi Asset Balanced Fund | U | 31% |
| M&G Investment Funds (4) - M&G Sustainable  Multi Asset Cautious Fund | U | 49% |
| M&G Investment Funds (4) - M&G Sustainable  Multi Asset Growth Fund | U | 67% |
| M&G Investment Funds (7) - M&G Global  Convertibles Fund | U | 83% |
| M&G Investment Management Limited | OS | 100% |
| M&G Managed Growth Fund | U | 21% |
| M&G Management Services Limited | OS | 100% |
| M&G Nominees Limited | OS | 100% |
| M&G PFI 2018 GP1 Limited | OS | 100% |
| M&G PFI 2018 GP2 Limited | OS | 100% |
| M&G Platform Nominees Limited | OS | 100% |
| M&G Property Portfolio | U | 89% |
| M&G RE UKEV (GP1) LLP | LPI | 100% |
| M&G RE UKEV 1 Limited | OS | 100% |
| M&G RE UKEV 1-A LP | LPI | 50% |
| M&G Real Estate Limited | OS | 100% |
| M&G Real Estate UKEV (GP) LLP | LPI | 100% |
| M&G RPF GP Limited | OS | 100% |
| M&G RPF Nominee 1 Limited | OS | 100% |

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Name of entity | Share  class | % held |
| M&G RPF Nominee 2 Limited | OS | 100% |
| M&G Securities Limited | OS | 100% |
| M&G Shared Ownership LP | LPI | 48% |
| M&G Social Investment GP1 Limited | OS | 100% |
| M&G Social Investment GP2 Limited | OS | 100% |
| M&G Trustee Company Limited | OS | 100% |
| M&G UK Property GP Limited | OS | 100% |
| M&G UK Property Limited Partnership | LPI | 100% |
| M&G UK Property Nominee 1 Limited | OS | 100% |
| M&G UK Property Nominee 2 Limited | OS | 100% |
| M&G UK Shared Ownership Limited | OS | 100% |
| M&G UK Social Investment GP LLP | LPI | 100% |
| M&G UKEV (SLP) General Partner LLP | LPI | 100% |
| M&G Wealth Advice Limited | OS | 100% |
| M&G Wealth Holding Company Limited | OS | 100% |
| M&G Social Investment GP1 Limited | OS | 100% |
| M&G UK Social Investment InfraCap Limited | OS | 100% |
| M&G UK Social Investment Partners LP | LPI | 100% |
| M&G Wealth Investments LLP | LPI | 100% |
| M&G Wealth Solutions Limited | OS | 100% |
| Manchester JV Limited | OS | 50% |
| Manchester Nominee (1) Limited | OS | 100% |
| MEVA UK Propco 1 Limited | OS | 100% |
| Minster Court Estate Management Limited | OS | 56% |
| Pacus (UK) Limited | OS | 100% |
| PGDS (UK One) Limited | OS | 100% |
| PPM Capital (Holdings) Limited | OS | 100% |
| PPMC First Nominees Limited | OS | 100% |
| Property Partners (Two Rivers) Limited | OS | 100% |
| Pru Limited | OS | 100% |
| Prudence Limited | OS | 100% |
| Prudential Corporate Pensions Trustee Limited | OS | 100% |
| Prudential Equity Release Mortgages Limited | OS | 100% |
| Prudential Financial Planning Limited | OS | 100% |
| Prudential Pensions Limited | OS | 100% |
| Prudential Portfolio Management Group  Limited | OS | 100% |
| Prudential Real Estate Investments 1 Limited | OS | 100% |
| Prudential Real Estate Investments 2 Limited | OS | 100% |
| Prudential Real Estate Investments 3 Limited | OS | 100% |
| Prudential Staff Pensions Limited | OS | 100% |
| Prudential UK Real Estate General Partner  Limited | OS | 100% |
| Prudential UK Real Estate Limited Partnership | LPI | 100% |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 328 |  |

|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Notes to the consolidated financial statements continued

#### 39 Related undertakings

#### (continued)

Other subsidiaries, joint ventures, associates and significant holdings of the Group

(no shares held directly by the Parent Company, M&G plc or its nominees) (continued)

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Name of entity | Share  class | % held |
| Prudential UK Real Estate Nominee 1 Limited | OS | 100% |
| Prudential UK Real Estate Nominee 2 Limited | OS | 100% |
| Prudential Unit Trusts Limited | OS | 100% |
| Prutec Limited | OS | 100% |
| PVM Partnerships Limited | OS | 100% |
| RD Park (Hoddesdon Phase 1) Management  Company Limited | OS | 64% |
| Selly Oak Shopping Park (General Partner)  Limited | OS | 100% |
| Selly Oak Shopping Park (Nominee 1) Limited | OS | 100% |
| Selly Oak Shopping Park (Nominee 2) Limited | OS | 100% |
| Selly Oak Shopping Park Limited Partnership | LPI | 63% |
| Smithfield Limited | OS | 100% |
| Stableview Limited | OS | 100% |
| The First British Fixed Trust Company Limited | OS | 100% |
| The Project Hoxton LP | LPI | 100% |
| The Prudential Assurance Company Limited | OS | 100% |
| Vanquish Properties (UK) Limited Partnership | LPI | 100% |
| Wessex Gate Limited | OS | 100% |
| Westwacker Limited | OS | 100% |
| Wrap IFA Services Limited | OS | 100% |
| 12 Conduit Street, London, W1S 2XH | | |
| BauMont Real Estate Capital Limited | OS | 65% |
| BREO Neptune GP LLP | LPI | 100% |
| Pilot Peak Capital Limited | OS | 100% |
| 19 Canning Street, Edinburgh, EH3 8EH | | |
| BauMont Co-Invest General Partner Limited | OS | 100% |
| BauMont Core Plus General Partner One LLP | LPI | 100% |
| 29 Wellington Street, Leeds, LS1 4DL | | |
| M&G Credit Income Investment Trust plc | OS | 22% |
| 36-38 Botolph Lane, London, EC3R 8DE | | |
| Global Futures and Options Holdings Limited | OS | 23% |
| 5 Central Way, Kildean Business Park, Stirling, FK8 1FT | | |
| Prudential Distribution Limited | OS | 100% |
| Prudential GP Limited | OS | 100% |
| Prudential Lifetime Mortgages Limited | OS | 100% |
| Prudential UK Services Limited | OS | 100% |
| ScotAm Pension Trustees Limited | OS | 100% |
| 5 Westgate, North Cave, Brough, HU15 2NG | | |
| Regenerate European Sustainable  Agriculture LP | LPI | 100% |
| 50 Lothian Road, Festival Square, Edinburgh, EH3 9WJ | | |

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Name of entity | Share  class | % held |
| Condor F3 GP LLP | LPI | 100% |
| Digital Infrastructure Investment Partners SLP  GP LLP | LPI | 100% |
| Genny GP 2 Limited | OS | 100% |
| Genny GP Limited | OS | 100% |
| George Digital GP 1 LLP | LPI | 100% |
| George Digital GP 2 Limited | OS | 100% |
| George Digital GP Limited | OS | 100% |
| GGE GP Limited | OS | 100% |
| Green GP Limited | OS | 100% |
| Infracapital (AIRI) GP Limited | OS | 100% |
| Infracapital (Belmond) GP Limited | OS | 100% |
| Infracapital (GC) GP Limited | OS | 100% |
| Infracapital (Gigaclear) GP 1 Limited | OS | 100% |
| Infracapital (Gigaclear) GP 2 Limited | OS | 100% |
| Infracapital (Gigaclear) GP LLP | LPI | 100% |
| Infracapital (IT PPP) GP Limited | OS | 100% |
| Infracapital (Leo) GP Limited | OS | 100% |
| Infracapital (Novos) GP Limited | OS | 100% |
| Infracapital (Sense) GP Limited | OS | 100% |
| Infracapital (TLSB) GP Limited | OS | 100% |
| Infracapital DF II GP LLP | LPI | 100% |
| Infracapital DF II Limited | OS | 100% |
| Infracapital Employee Feeder GP 1 LLP | LPI | 100% |
| Infracapital Employee Feeder GP Limited | OS | 100% |
| Infracapital Greenfield DF GP LLP | LPI | 100% |
| Infracapital Greenfield Partners 1 SLP GP1  Limited | OS | 100% |
| Infracapital Greenfield Partners 1 SLP GP2  Limited | OS | 100% |
| Infracapital Greenfield Partners I Employee  Feeder LP | LPI | 76% |
| Infracapital Greenfield Partners I SLP EF GP  LLP | LPI | 100% |
| Infracapital Greenfield Partners I SLP LP | LPI | 36% |
| Infracapital Greenfield Partners I SLP2 LP | LPI | 100% |
| Infracapital Greenfield Partners I Subholdings  GP Limited | OS | 100% |
| Infracapital Partners II Subholdings GP Limited | OS | 100% |
| Infracapital Partners IV Subholdings GP LLP | LPI | 100% |
| Infracapital Partners IV Subholdings GP1  Limited | OS | 100% |
| Infracapital Partners IV Subholdings GP2  Limited | OS | 100% |
| Infracapital Partners IV Subholdings Nominee  Limited | OS | 100% |
| Infracapital Partners IV Subholdings SLP LP | LPI | 100% |
| Infracapital SLP II LP | LPI | 40% |
| Kestrel F4 GP LLP | LPI | 100% |
| London Fenchurch Employee Feeder F4 SP LP | LPI | 100% |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 329 |  |

|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Notes to the consolidated financial statements continued

#### 39 Related undertakings

#### (continued)

Other subsidiaries, joint ventures, associates and significant holdings of the Group

(no shares held directly by the Parent Company, M&G plc or its nominees) (continued)

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Name of entity | Share  class | % held |
| London Fenchurch F4 Employee Feeder SP  GP LLP | LPI | 100% |
| London Fenchurch GP1 Limited | OS | 100% |
| London Fenchurch GP2 Limited | OS | 100% |
| London Fenchurch SLP LP | LPI | 100% |
| London Green Investments II SLP GP1 Limited | OS | 100% |
| London Green Investments II SLP GP2 Limited | OS | 100% |
| London Green Investments II SLP1 Employee  Feeder GP LLP | LPI | 100% |
| London Green Investments II SLP2 GP Limited | OS | 100% |
| London Green Investments II SLP GP1 Limited | OS | 100% |
| London Green Investments SLP GP2 Limited | OS | 100% |
| London Stone Investments F3 Employee  Feeder GP LLP | LPI | 100% |
| London Stone Investments F3 I Limited | OS | 100% |
| London Stone Investments F3 II Limited | OS | 100% |
| London Stone Investments F3 SP GP LLP | LPI | 100% |
| London Fenchurch F4  Employee Feeder SP GP LLP | LPI | 100% |
| M&G Alternatives GP LLP | LPI | 100% |
| M&G Black Seed GP LLP | LPI | 100% |
| M&G Catalyst Sustainable Agriculture GP LLP | LPI | 100% |
| M&G PFI 2018 GP LLP | LPI | 100% |
| M&G PFI Carry Partnership 2016 LP | LPI | 100% |
| M&G Real Estate UK Enhanced Value LP | LPI | 50% |
| M&G RED II Employee Feeder GP Limited (In  liquidation) | OS | 100% |
| M&G RED III SLP GP Limited (In liquidation) | OS | 100% |
| M&G UKEV (SLP) LP | LPI | 80% |
| M&G Black Seed GP LLP | LPI | 100% |
| M&G Catalyst Sustainable Agriculture GP LLP | LPI | 100% |
| M&G Catalyst Sustainable Agriculture GP Mem  ber No.1 Limited | OS | 100% |
| M&G Catalyst Sustainable Agriculture GP Mem  ber No.2 Limited | OS | 100% |
| M&G Catalyst Sustainable Agriculture LP | LPI | 100% |
| Marble SLP LP | LPI | 100% |
| Merlin D5 GP LLP | LPI | 100% |
| Mole GP1 Limited | OS | 100% |
| Mole GP2 Limited | OS | 100% |
| Ox GP1 Limited | OS | 100% |
| Ox GP LLP | LPI | 100% |
| PPM Managers GP Limited | OS | 100% |
| PPM Managers Partnership CI VII (A) LP | LPI | 100% |
| Rads Omega Limited | OS | 100% |
| Rads Gamma Limited | OS | 100% |
| Stein LP | LPI | 100% |

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Name of entity | Share  class | % held |
| 7 Albemarle Street, London, W1S 4HQ | | |
| Cathedral Approach Estate Management  Company Limited | OS | 50% |
| Barratt House, Cartwright Way, Bardon Hill, Coalville, LE67 1UF | | |
| Optimus Point Management Company Limited | OS | 52% |
| Berkeley House, 19 Portsmouth Road, Surrey, KT11 1JG | | |
| St Edward Homes Limited | OS | 50% |
| St Edward Homes Partnership | LPI | 50% |
| St Edward Strand Partnership | LPI | 50% |
| Bow Bells House, 1 Bread Street, London, EC4M 9HH | | |
| Two Rivers LP | LPI | 100% |
| Buckingham Corporate Services Limited, First Floor, 85 Great  Portland Street, London, W1W 7LT | | |
| Prudential Greenfield GP LLP | LPI | 100% |
| Prudential Greenfield GP1 Limited | OS | 100% |
| Prudential Greenfield GP2 Limited | OS | 100% |
| Clearwater Court, Vastern Road, Reading, RG1 8DB | | |
| Foudry Properties Limited | OS | 50% |
| C/O Regenerate Group, 2nd Floor Marshalls Mill, Marshall Street,  Leeds, LS11 9YJ | | |
| RESA Holdings (UK) Ltd | OS | 100% |
| First Floor, 85 Great Portland Street, London, W1W 7LT | | |
| Aqua GP LLP | LPI | 100% |
| Digital Infrastructure Investment Partners GP  LLP | LPI | 65% |
| Digital Infrastructure Investment Partners GP1  Limited | OS | 100% |
| Digital Infrastructure Investment Partners SLP  GP1 Limited | OS | 100% |
| Digital Infrastructure Investment Partners SLP  GP2 Limited | OS | 100% |
| Dudok GP LLP | LPI | 100% |
| Dudok GP1 Limited | OS | 100% |
| Dudok GP2 Limited | OS | 100% |
| Genny GP 1 LLP | LPI | 100% |
| ICP (Finch) GP 1 Limited | OS | 100% |
| ICP (Finch) GP 2 Limited | OS | 100% |
| ICP (Finch) GP LLP | LPI | 100% |
| Infracapital (Churchill) GP 1 Limited | OS | 100% |
| Infracapital (Churchill) GP LLP | LPI | 100% |
| Infracapital F1 GP2 Limited | OS | 100% |
| Infracapital F2 GP Limited | OS | 100% |
| Infracapital F2 GP1 Limited | OS | 100% |
| Infracapital GP 1 LLP | LPI | 100% |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the consolidated financial statements continued

#### 39 Related undertakings

#### (continued)

Other subsidiaries, joint ventures, associates and significant holdings of the Group

(no shares held directly by the Parent Company, M&G plc or its nominees) (continued)

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Name of entity | Share  class | % held |
| Infracapital GP Limited | OS | 100% |
| Infracapital Greenfield Partners I GP Limited | OS | 100% |
| Infracapital Greenfield Partners I LP | LPI | 22% |
| Infracapital Greenfield Partners II  Subholdings (Euro) GP LLP | LPI | 100% |
| Infracapital Greenfield Partners II  Subholdings (Sterling) GP LLP | LPI | 100% |
| Infracapital Greenfield Partners II  Subholdings GP1 Limited | OS | 100% |
| Infracapital Greenfield Partners II  Subholdings GP2 Limited | OS | 100% |
| Infracapital Partners II LP | LPI | 26% |
| Infracapital Partners III Subholdings (Euro)  GP LLP | LPI | 100% |
| Infracapital Partners III Subholdings  (Sterling) GP LLP | LPI | 100% |
| Infracapital Partners III Subholdings GP1  Limited | OS | 100% |
| Infracapital Partners III Subholdings GP2  Limited | OS | 100% |
| Infracapital Partners LP | LPI | 33% |
| Infracapital SLP Limited | OS | 100% |
| Pesca GP LLP | LPI | 100% |
| Prudential Greenfield LP | LPI | 100% |
| Radler GP LLP | LPI | 100% |
| Radler GP1 Limited (In liquidation) | OS | 100% |
| Radler GP2 Limited (In liquidation) | OS | 100% |
| First Floor, Boundary House, 91-93 Charterhouse Street,  London, EC1M 6HR | | |
| Innisfree M&G PPP LLP | LPI | 35% |
| Falcon House, Eagle Road, Plymouth, Devon, PL7 5JY | | |
| My Continuum Wealth Limited | OS | 100% |
| Continuum (Financial Services) LLP | LPI | 100% |
| Management Offices, The Mall at Cribbs Causeway, Bristol,  BS34 5DG | | |
| Cribbs Causeway Merchants Association  Limited | OS | 20% |
| Marble Arch House, 66 Seymour Street, London, W1H 5BX | | |
| Highcross Leicester (GP) Limited | OS | 50% |
| Prydis Accounts Ltd, The Parade, Liskeard, Cornwall, England,  PL14 6AF | | |
| My Continuum Financial Limited | OS | 75% |
| My Continuum Financial Nominee Limited | OS | 100% |

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Name of entity | Share  class | % held |
| Sixth Floor, 65, Gresham Street, London, EC2V 7NQ | | |
| WS Prudential Risk Managed Active 2 | U | 21% |
| WS Prudential Risk Managed Active 3 | U | 23% |
| WS Prudential Risk Managed Active 4 | U | 32% |
| WS Prudential Risk Managed Active 5 | U | 30% |
| WS Prudential Risk Managed Passive Fund 1 | U | 41% |
| The Media Centre, 7 Northumberland Street, Huddersfield,  HD1 1RL | | |
| Sandringham Financial Partners Limited | OS | 100% |
| Sandringham Financial Partners Limited | PS | 39% |
| York House, 45 Seymour Street, London, W1H 7LX | | |
| Fort Kinnaird GP Limited | OS | 50% |
| Fort Kinnaird Limited Partnership | LPI | 50% |
| 100 Victoria Street, London, SW1E 5JL | | |
| Bluewater REIT | U | 25% |
| United States of America | | |
| 14006 Riverside Dr Ste 17 Sherman Oaks, CA, 91423-1944 | | |
| Sherman Oaks Fashion Associates LP | LPI | 50% |
| 559 Pacific Avenue, San Francisco, CA 94133 | | |
| Sky Fund V Onshore LP | LPI | 26% |
| 300 Atlantic Street, Suite 600, Stamford, CT 06901 | | |
| HCR Canary Fund LP | LPI | 99% |
| 1209 Orange Street, Wilmington, DE 19801 | | |
| Fashion Square ECO LP | LPI | 50% |
| Westland Garden State Plaza Sponsor 1 LP | LPI | 50% |
| 251 Little Falls Drive, Wilmington, DE 19801 | | |
| M&G Investments (Americas) Inc. | OS | 100% |
| M&G Investments (USA) Inc. | OS | 100% |
| 2711 Centerville Road, Suite 400, Wilmington, DE 19808 | | |
| Aldwych LP | LPI | 100% |
| Old Kingsway LP | LPI | 100% |
| Randolph Street LP | LPI | 100% |
| SMLLC | LPI | 100% |
| SOFA Holding LP | LPI | 100% |
| 874 Walker Road, Suite C, Dover, DE 19904 | | |
| PPM America Private Equity Fund III LP | LPI | 50% |
| PPM America Private Equity Fund IV LP | LPI | 50% |
| PPM America Private Equity Fund V LP | LPI | 50% |
| PPM America Private Equity Fund VI LP | LPI | 40% |
| PPM America Private Equity Fund VII LP | LPI | 46% |
| 300 E Lombard Street, Baltimore, MD 21202 | | |
| NAPI REIT, Inc. | OS | 99% |
| Garden State Plz Mall, Routes 4 &17, Paramus, NJ 07652 | | |
| Westland Garden State Plaza LP | LPI | 50% |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Company financial statements

#### Company statement of financial position

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  |  | 2024 | Restatedi  2023 |
| As at 31 December | Notes | £m | £m |
| Assets |  |  |  |
| Non-current assets |  |  |  |
| Investments in subsidiaries | A | 9,678 | 9,623 |
| Deferred tax assets | B | 136 | 138 |
| Total non-current assets |  | 9,814 | 9,761 |
|  |  |  |  |
| Current assets |  |  |  |
| Loans | C | 519 | 804 |
| Current tax assets | B | 8 | 2 |
| Accrued investment income and other debtors | D | 19 | 3 |
| Cash and cash equivalents | E | 12 | 27 |
| Total current assets |  | 558 | 836 |
| Total assets |  | 10,372 | 10,597 |
|  |  |  |  |
| Equity |  |  |  |
| Share capital | F | 120 | 119 |
| Share premium | F | 383 | 379 |
| Capital redemption reserve |  | 11 | 11 |
| Shares held by employee benefit trust | G | (9) | (26) |
| Treasury shares | G | (6) | (21) |
| Equity-settled share-based payment reserve |  | 88 | 81 |
| Retained earnings |  |  |  |
| Brought forward retained earnings |  | 6,285 | 7,252 |
| Profit/(Loss) for the year |  | 714 | (480) |
| Other movements in retained earnings |  | (472) | (487) |
| Total retained earnings |  | 6,527 | 6,285 |
| Total equity |  | 7,114 | 6,828 |
|  |  |  |  |
| Liabilities |  |  |  |
| Non-current liabilities |  |  |  |
| Subordinated liabilities and other borrowings | H | 3,176 | 3,676 |
| Provisions | I | 7 | 7 |
| Accruals, deferred income and other liabilities | J | 1 | 1 |
| Total non-current liabilities |  | 3,184 | 3,684 |
|  |  |  |  |
| Current liabilities |  |  |  |
| Accruals, deferred income and other liabilities | J | 74 | 85 |
| Total current liabilities |  | 74 | 85 |
| Total liabilities |  | 3,258 | 3,769 |
| Total equity and liabilities |  | 10,372 | 10,597 |

i The format of the statement of financial position has been changed to align to the requirements of IAS 1 to present subtotals for current and non-current

assets and for current and non-current liabilities. In the financial statements for the year ended 31 December 2023, Provisions were presented within

Accruals, deferred income and other liabilities but are now presented separately on the face of the statement of financial position.

The Notes on pages [333](#ib2c5152239ae413b9d3b5fe7e8934113_487) to [340](#ib2c5152239ae413b9d3b5fe7e8934113_529) are an integral part of these financial statements.

The financial statements on pages  [331](#ib2c5152239ae413b9d3b5fe7e8934113_481) to [340](#ib2c5152239ae413b9d3b5fe7e8934113_529) were approved by the Board and signed on its behalf, by the following  Directors

on 18 March 2025:

Andrea Rossi Kathryn McLeland

Group Chief Executive Officer Chief Financial Officer

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Company financial statements

#### continued

#### Company statement of changes in equity

|  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |
|  | Share  capital | Share  premium | Capital  redemption  reserve | Shares  held by  employee  benefit  trust | Treasury  shares | Equity-  settled  share-  based  payment  reserve | Retained  earnings | Total  equity |
|  | £m | £m | £m | £m | £m | £m | £m | £m |
| As at 1 January 2024 | 119 | 379 | 11 | (26) | (21) | 81 | 6,285 | 6,828 |
| Profit for the year | — | — | — | — | — | — | 714 | 714 |
| Total comprehensive income for the year | — | — | — | — | — | — | 714 | 714 |
| Dividends paid to equity holders of M&G plc | — | — | — | — | — | — | (468) | (468) |
| Proceeds from shares issued to settle  employee share option schemes | — | 4 | — | — | — | — | — | 4 |
| Shares distributed by employee trusts or from  treasury shares | — | — | — | 37 | — | — | (37) | — |
| Vested employee share-based payments | — | — | — | — | — | (33) | 33 | — |
| Expense recognised in respect of share-based  payments | — | — | — | — | — | 40 | — | 40 |
| Shares issued to, acquired by or transferred to  employee trusts | 1 | — | — | (20) | 15 | — | — | (4) |
| Net increase in equity | 1 | 4 | — | 17 | 15 | 7 | 242 | 286 |
| As at 31 December 2024 | 120 | 383 | 11 | (9) | (6) | 88 | 6,527 | 7,114 |

|  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |
|  | Share  capital | Share  premium | Capital  redemption  reserve | Shares  held by  employee  benefit  trust | Treasury  shares | Equity-  settled  share-  based  payment  reserve | Retained  earnings | Total  equity |
|  | £m | £m | £m | £m | £m | £m | £m | £m |
| As at 1 January 2023 | 119 | 370 | 11 | (70) | (47) | 91 | 7,252 | 7,726 |
| Loss for the year | — | — | — | — | — | — | (480) | (480) |
| Total comprehensive loss for the year | — | — | — | — | — | — | (480) | (480) |
| Dividends paid to equity holders of M&G plc | — | — | — | — | — | — | (462) | (462) |
| Proceeds from shares issued to settle employee  share option schemes | — | 9 | — | — | — | — | — | 9 |
| Shares distributed by employee trusts or from  treasury shares | — | — | — | 71 | 4 | — | (71) | 4 |
| Vested employee share-based payments | — | — | — | — | — | (42) | 42 | — |
| Expense recognised in respect of share-based  payments | — | — | — | — | — | 32 | — | 32 |
| Shares issued to, acquired by and transferred to  employee trusts | — | — | — | (27) | 22 | — | — | (5) |
| Tax effect of items recognised directly in equity | — | — | — | — | — | — | 1 | 1 |
| Other movements | — | — | — | — | — | — | 3 | 3 |
| Net increase/(decrease) in equity | — | 9 | — | 44 | 26 | (10) | (967) | (898) |
| As at 31 December 2023 | 119 | 379 | 11 | (26) | (21) | 81 | 6,285 | 6,828 |

The Notes on pages  [333](#ib2c5152239ae413b9d3b5fe7e8934113_487) to [340](#ib2c5152239ae413b9d3b5fe7e8934113_529) are an integral part of these financial statements.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the Company financial statements

Basis of preparation and

#### accounting policies

(a) Basis of preparation

These separate financial statements for the year ended 31 December 2024 have been 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 of UK-

adopted international accounting standards, 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 financial statements have been prepared on a going concern basis under the historical cost basis and are presented rounded

to the nearest million pounds sterling, see Note 1 of the Group financial statements for information of the Directors’ assessment of

the going concern basis.

The format of the statement of financial position has been changed for the year ended 31 December 2024 to present subtotals for

current and non-current assets and for current and non-current liabilities. This change has been made in order to provide

additional information within the primary statements and comply with Schedule 1 of the Regulations. The prior year figures in

respect of the year ended 31 December 2023 have been re-presented in the new format to ensure comparability.

The following exemptions from the requirements of IFRS have been applied in the preparation of these financial statements, in

accordance with FRS 101:

– Statement of compliance with IFRS

– Outstanding shares comparative

– Requirement for minimum of two primary statements, including statement of cash flows

– Additional comparative information

– Capital management disclosures

– Statement of cash flows

– Financial instruments disclosure

– Effect of IFRSs issued but not effective

– Related party transactions with wholly-owned subsidiaries

– Presentation of a third statement of financial position

The Company has taken advantage of the exemption in Section 408 of the Companies Act 2006 not to present its own income

statement in these financial statements. The auditors' remuneration for audit and other services is disclosed in Note 9 of the Group

financial statements. During the year, the Company had two (2023: two) employees.

(b) Judgements in applying accounting policies and sources of estimation uncertainty

A full list of the Company’s material accounting policies is provided in Section (c) of this Note below.

The preparation of these financial statements require management to apply judgement in relation to certain accounting policies. In

addition, management have to make estimates and assumptions that affect the reported amounts of assets and liabilities at the

date of the financial statements and the reported amounts of revenues and expenses arising during the year. Estimates are

continually evaluated and are based on historical experience and other factors, including expectations of future events that are

believed to be reasonable under the circumstances.

The area which required management to apply critical accounting estimates and assumptions which were material to the financial

statements is as follows:

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Financial statement area | Key estimate and assumptions | Accounting  policy | Note |
| Impairment of  investment in  subsidiaries | When assessing impairment of subsidiaries where indicators of impairment exist the  carrying value is compared to the recoverable amount, which is the higher of fair  value less cost of disposal and value in use. The determination of the recoverable  amount, especially in relation to the value in use calculation requires the use of  various assumptions that can have a material impact on the calculation. | (c) (ii) | A |

(c) Material accounting policies

(i) Dividend income

Dividend income from investments is recognised when the right to receive payments has been established.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the Company financial statements continued

#### Basis of preparation and accounting policies (continued)

(c) Material accounting policies (continued)

(ii) Investment in subsidiaries

Investment in subsidiaries is stated at cost less, where appropriate, allowances for impairment. Investments are reviewed annually

to assess whether there are indicators of impairment. Where indicators of impairment exist, the carrying value of the investment in

the subsidiary is compared against its recoverable amount, which is the higher of the fair value less cost to sell or the value in use,

with any resulting impairment recorded in the income statement.

Investment in subsidiaries under common control transactions which are acquired as part of a group reorganisation are recorded

at fair value of the consideration received, which is deemed to be the cost at the point of initial recognition. Any gains and losses

arising on disposal of subsidiaries are recorded in profit or loss.

(iii) Financial instruments

Initial recognition

The classification of financial instruments at initial recognition depends on their contractual terms and the business model for

managing the instruments. Financial instruments are initially measured at fair value plus, for financial instruments not measured at

fair value through profit or loss (FVTPL), transaction costs that are directly attributable to its acquisition or issue.

Classification and measurement

Financial instruments are classified and measured at either amortised cost or FVTPL.

Financial instruments measured at amortised cost

Financial instruments are held at amortised cost if both of the following conditions are met:

– The instruments are held within a business model with the objective of holding the instrument to collect the contractual cash

flows; and;

– The contractual terms of the instrument give rise on specified dates to cash flows that are Solely Payments of Principal and

Interest (SPPI) on the principal amount outstanding.

Note 1.5.5 of the Group financial statements provides further details on these conditions.

Financial instruments measured at FVTPL

All financial instruments held by the Company that do not meet the criteria for being measured at amortised cost, or are

mandatorily required to be measured at fair value under IFRS 9, are measured at FVTPL. This includes instruments that are held for

trading or are part of a portfolio that is managed on a fair value basis.

Subsequent measurement

After initial measurement, loans, cash and cash equivalents, accrued investment income and other debtors and subordinated

liabilities and other borrowings are all measured at amortised cost, using the Effective Interest Rate (EIR) method, less allowance

for impairment. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that

are an integral part of the EIR. Interest income, foreign exchange gains and losses and impairment are recognised in profit or loss.

Any gain or loss on derecognition is recognised in profit or loss.

Financial instruments at FVTPL are subsequently measured at fair value. Net gains and losses, including any interest or dividend

income, are recognised in the income statement.

Reclassification of financial assets and liabilities

The Company does not reclassify its financial instruments subsequent to their initial recognition, apart from the exceptional

circumstances in which there has been a change in business model. The Company’s accounting policy for derecognition mirrors

the Group's which is outlined in Notes 1.5.5(ix)-(x) of the Group financial statements.

Impairment of financial assets

Impairment losses on financial assets measured at amortised cost are measured using an expected credit loss impairment model.

Impairment losses representing the expected credit loss in the next 12 months are recognised unless there has been a significant

increase in credit risk from initial recognition, in which case, lifetime expected losses are recognised. Where relevant, the Company

makes use of the exemption available for financial instruments with low credit risk, for which, an assessment of a significant

increase in credit risk is not required.

Further detail on the Company's accounting policies for cash and cash equivalents and subordinated liabilities and other

borrowings are provided in (iv) and (x).

(iv) Cash and cash equivalents

Cash and cash equivalents consist of cash at bank and in hand with an original maturity date of 90 days or less. Cash and cash

equivalents are initially recognised at fair value and subsequently carried at amortised cost using the Effective Interest Rate (EIR)

method and are subject to the impairment requirements of IFRS 9.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the Company financial statements continued

#### Basis of preparation and accounting policies (continued)

(c) Material accounting policies (continued)

(v) Tax

Current tax

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the

reporting date and any adjustment to income tax payable in respect of previous years. Current tax is charged or credited to the

income statement, except when it relates to items recognised directly in equity or other comprehensive income.

Deferred tax

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 Company does not provide for deferred tax on undistributed

earnings of subsidiaries where the Company 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 substantively enacted at the end of the reporting period.

(vi) Share capital and share premium

An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its

liabilities. Shares are classified as equity when their terms do not create an obligation to transfer assets. The nominal value of

shares issued is recorded in share capital.

Where the consideration received from the issue or sale of existing shares exceeds the nominal value recorded in share capital, the

difference is recorded in share premium. Share premium is recorded net of share issue costs.

(vii) Treasury shares

Where the Company purchases its own share capital , the consideration paid, including any attributable transaction costs, is shown

as a deduction from total shareholders’ equity.

(viii) Capital redemption reserve

The capital redemption reserve arises from the cancellation of shares following the Company’ share buy-back programme in 2022.

(ix) Dividends

Dividends are recognised when the obligation becomes certain, i.e., when the dividend is no longer at the discretion of the

Company. In the case of interim dividends, this occurs when the dividends are paid. For final dividends, this occurs when they are

recommended by the Board and approved by shareholders.

(x) Subordinated liabilities and other borrowings

Subordinated liabilities include loan notes issued by the Company which are classified as financial liabilities as they have a fixed

repayment date and do not represent a residual interest in the net assets of the Company on liquidation. The notes rank junior to all

other liabilities of the Company in the event of liquidation, but above share capital.

Subordinated liabilities are initially recognised at fair value, net of transaction costs and 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 and the initial value at recognition is amortised through the income statement to the expected date of maturity.

(xi) Share-based payments

All share-based payments made to employees for services rendered are measured based on the fair value of the equity instrument

granted. The fair value takes into account the impact of market-based vesting conditions and non-vesting conditions, but excludes

any impact of non-market-based vesting conditions. The related share-based payment expense is recognised over the vesting

period. The fair value may be determined using an option pricing model such as Black-Scholes, where appropriate, taking into

account the terms and conditions of the award.

For equity-settled share-based payments, the fair value of service rendered is based on the fair value of the equity instrument at

grant date which is not remeasured subsequently. The share-based payment expense is based on the number of equity

instruments expected to vest over the vesting period, with the corresponding entry to equity.

For cash-settled share-based payments, the fair value of service rendered is based on the fair value of the related liability to the

equity instrument granted. The fair value equity instrument granted is remeasured at each reporting date with any changes

recognised in the share-based payment expense for the period.

A cancellation of an award without the grant of a replacement equity instrument is accounted for as an acceleration of vesting.

Accordingly, any share-based payment expense that would have been recognised over the remaining vesting period is recognised

immediately.

On vesting or exercise, the difference between the expense charged to the income statement and the actual cost to the Company

is transferred to retained earnings.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the Company financial statements continued

#### Basis of preparation and accounting policies (continued)

(c) Material accounting policies (continued)

(xii) Provisions and contingent assets and liabilities

Provisions are recognised on the statement of financial position when the Company has a present legal or constructive obligation

resulting from a past event, it is probable that a loss will be made in settling the obligation and the amounts can be estimated

reliably.

Provisions are measured based on management’s best estimate of the expenditure required to settle the obligation at the

reporting date. Provisions are discounted and represent the present value of the expected expenditure where the effect of the

time value of money is material.

Contingent liabilities are possible obligations of the Company where the timing and amount are subject to significant uncertainty.

Contingent liabilities are not recognised on the statement of financial position, unless they are assumed by the Company as part of

a business combination. Contingent liabilities are however disclosed, unless they are considered to be remote. If a contingent

liability becomes probable and the amount can be reliably measured it is no longer treated as contingent and is recognised as a

liability.

Contingent assets which are possible benefits to the Company are only disclosed if it is probable that the Company will receive the

benefit. If such a benefit becomes virtually certain, it is no longer considered contingent and is recognised on the statement of

financial position as an asset.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Notes to the Company financial statements continued

A. Investment in subsidiaries

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| As at 31 December | £m | £m |
| Cost at 1 January | 11,779 | 11,759 |
| Capital contribution into subsidiaries | 173 | 30 |
| Disposal of subsidiaries | (1) | (10) |
| Return of capital | (3) | — |
| Cost at 31 December | 11,948 | 11,779 |
|  |  |  |
| Impairment at 1 January | (2,156) | (1,223) |
| Impairment of subsidiaries | (115) | (933) |
| Disposal of impaired subsidiaries | 1 | — |
| Impairment at 31 December | (2,270) | (2,156) |
|  |  |  |
| Investment in subsidiaries at 31 December | 9,678 | 9,623 |

(i) Direct subsidiaries

The direct subsidiaries of the Company as at 31 December 2024 are listed below:

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Company name | Country of incorporation  or registration | Nature of business | % held |
| M&G Corporate Holdings Limited | United Kingdom | Holding company | 100% |
| M&G Group Regulated Entity Holding Company Limited | United Kingdom | Holding company | 100% |
| Prudential Capital Holding Company Limited (In Liquidation) | United Kingdom | Holding company | 100% |
| Prudential Capital Public Limited Company | United Kingdom | Service company | 100% |
| Prudential Financial Services Limited | United Kingdom | Holding company | 100% |

Details of the Company’s related undertakings are given in Note 39 of the Group financial statements.

(ii) Capital contributions

On 14 March 2024 the Company increased its investment in Prudential Financial Services Limited through the purchase of

172,000,000 £1 ordinary shares for cash consideration of £172m. The additional £1m relates to capital contributions arising from

share-based payments to employees of subsidiaries.

On 1 March 2023 the Company increased its investment in Prudential Financial Services Limited through the purchase of

22,500,000 £1 ordinary shares for cash consideration of £23m. The additional £7m relates to capital contributions arising from

share-based payments to employees of subsidiaries.

(iii) Disposals and return of capital

On 25 May 2024 the Company derecognised its fully impaired investment in Prudential Property Services Limited following the

winding up of the company.

On 19 December 2024 the Company received a £3m return of capital from its subsidiary M&G Corporate Holdings Limited.

On 18 September 2023 the Company redeemed £10m of equity capital in its subsidiary Prudential Capital Holding Company

Limited through the cancellation of 9,999,000 £1 ordinary shares.

(iv) Impairment

As at 31 December 2024, indicators of impairment existed for two of the Company’s direct subsidiaries, M&G Group Regulated

Entity Holding Company Limited (M&GGREH) and Prudential Financial Services Limited (PFSL).

M&GGREH

M&GGREH is the main subsidiary of the Company and acts as the main holding entity for the Group’s regulated businesses. The

continued adverse impacts of market volatility on the global economy and its resulting implications on the Company’s market

capitalisation and potential future business performance were considered an impairment indicator by management in the years

ended 31 December 2024 and 31 December 2023.

During the year ended 31 December 2023, an impairment of £933m was recognised in relation to the Company’s investment in

M&G Group Regulated Entity Holding Company Limited (M&GGREH). No impairment was recognised during the year ended

31 December 2024.

An impairment assessment was undertaken in relation to the subsidiary by comparing its recoverable amount with the carrying

value. The recoverable amount of the subsidiary was based on its value in use. As the subsidiary acts as a holding company with no

operations, the value in use was determined as the sum of the values in use of the underlying subsidiaries in which the subsidiary

has investment in. At 31 December 2024, the M&G Group Limited (MGG) and The Prudential Assurance Company Limited (PAC)

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the Company financial statements continued

A. Investment in subsidiaries (continued)

(iv) Impairment (continued)

collectively represented 97% (2023: 96%) of the carrying value of M&GGREH. The values in use of these material indirect

subsidiaries were determined based on discounted cash flows and standard growth models based on management forecasts.

The value in use calculation of the underlying subsidiaries is based on a set of economic, market and business assumptions used to

derive the cash flow forecasts. The calculation is particularly sensitive to a number of key assumptions as follows:

– In respect of MGG, the value in use was calculated using a standard growth model, using a discount rate of 11%, based on a

weighted average cost of capital approach, and a long-term growth rate of 2%. At 31 December 2024, a simultaneous increase

of 50bps in the discount rate and 50bps decrease in the growth rate would result in the carrying value of MGG reducing by

£235m. This would result in an impairment of £235m recorded by the Company in respect of M&GGREH.

– In respect of PAC, the value in use was calculated using a dividend discount model, using a discount rate of 10.4%, based on a

cost of equity approach, and a long-term growth rate of 2.5% to determine the terminal value. At 31 December 2024, a

simultaneous increase of 50bps in the discount rate and a 50bps decrease in the growth rate would result in the carrying value

of PAC reducing by £644m. This would result in an impairment of £644m recorded by the Company in respect of M&GGREH.

The impairment recorded at 31 December 2023 reflected a reduction in the valuation of PAC in combination with the impact of

write-downs in the value of the asset management and platform businesses, MGG and Investment Funds Direct Limited (IFDL)

respectively, recorded in previous years. As the headroom on the valuation of PAC had been eroded, the impairment losses

previously recognised in respect of the investment in MGG and IFDL crystallised.

PFSL

PFSL is a direct subsidiary of the Company and acts as an intermediate holding company within the Group. In 2024, the Company

injected £172m into PFSL to aid PFSL in complying with regulatory capital requirements arising from the inclusion of My Continuum

(Financial Services) LLP as PFSL’s indirect subsidiary. Following the sale of Continuum from M&G Wealth Advice Limited to M&G

Wealth Holding Company Limited (as detailed in Note 2.2 of the Group financial statements), PFSL received dividends from its

subsidiaries. PFSL subsequently paid a dividend of £195m to the Company, recognised as dividend income on the Company’s

income statement. The resultant Company carrying value of PFSL being greater than the net asset value of PFSL was considered

an indicator of impairment. An impairment of £115m was recognised in relation to the Company’s investment in PFSL for the year

ended 31 December 2024 (2023: £nil).

No impairment was recognised in relation to any other of the Company’s subsidiaries (2023: none).

B. Tax

(i) Deferred tax assets and liabilities

Under IAS 12, 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 substantively enacted at the end of the reporting period

Deferred tax assets are recognised to the extent that they are regarded as recoverable, that is to the extent that, on the basis of all

available evidence, it can be regarded as probable that there will be suitable taxable profits from which the future reversal of the

underlying temporary differences can be deducted or tax losses utilised. Deferred tax assets and liabilities are only offset when

there is both a legal right to set off and an intention to settle on a net basis.

Deferred tax in the statement of financial position

The table below shows movements on deferred tax assets during the year:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| As at 1 January | 138 | 141 |
| Income statement | (1) | (4) |
| Equity and other comprehensive income | (1) | 1 |
| As at 31 December | 136 | 138 |

Of the £136m (2023: £138m) deferred tax assets at 31 December 2024, £69m (2023: £77m) relates to short-term timing differences

arising on the subordinated notes and £63m (2023: £56m) on tax losses carried forward. The remaining £4m (2023: £5m) relates to

the deferred tax asset on share-based compensation.

Unrecognised deferred tax

Retained earnings of overseas subsidiaries are expected to be re-invested indefinitely or remitted to the UK free from further

taxation by virtue of Parent Company exemptions on dividends from subsidiaries and on capital gains on disposal. Consequently,

the Company does not consider there to be any significant taxable temporary differences associated with investments in

subsidiaries, branches, associates and joint arrangements.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the Company financial statements continued

B. Tax (continued)

(ii) Current tax

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| Net corporation tax asset as at 1 January | 2 | 8 |
| Income statement | 62 | 57 |
| Corporation tax paid | (56) | (63) |
| Net corporation tax asset as at 31 December | 8 | 2 |

Net current tax assets at 31 December 2024 were £8m (2023: £2m) and are expected to be settled within 12 months.

C. Loans

As at 31 December 2024 the Company had provided loans to Prudential Capital plc , a direct subsidiary of the Company, of £519m

(2023: £804m) which are repayable on demand. Accrued interest as at 31 December 2024 was £ 1m ( 2023: £1m) and is presented

within Accrued investment income and other debtors.

D. Accrued investment income and other debtors

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| As at 31 December | £m | £m |
| Amounts owed by Group undertakings | 17 | 2 |
| Other | 2 | 1 |
| Total accrued investment income and other debtors | 19 | 3 |
| Analysed as: |  |  |
| Expected to be settled within one year | 2 | 1 |
| No contractual maturity | 17 | 2 |
| Total accrued investment income and other debtors | 19 | 3 |

Amounts owed by Group undertakings are unsecured, interest free and are repayable upon demand with no fixed date of

repayment, with the exception of accrued interest due on loans provided to Prudential Capital plc totalling £1m (2023: £1m).

E. Cash and cash equivalents

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| As at 31 December | £m | £m |
| Cash | 12 | 27 |
| Total cash and cash equivalents | 12 | 27 |

F. Share capital and share premium

Details of the Company’s share capital and share premium are given in Note 21 of the Group financial statements.

Details of the dividends paid on the ordinary shares by the Company are provided in Note 12 of the Group financial statements.

Note 12 in the Group financial statements also includes information regarding the  second interim dividend proposed by the

Directors for the year ended 31 December 2024.

G. Shares held by employee benefit trusts and other treasury shares

Details of the Company’s shares held by trusts and other treasury shares are given in Note 22 of the Group financial statements.

H. Subordinated liabilities and other borrowings

Details of the Company’s subordinated liabilities are given in Note 26.1 of the Group financial statements. The Company has access

to revolving credit facilities totalling £1.5bn which remained undrawn as at 31 December 2024 and 31 December 2023. Further

details are given in Note 26.2 of the Group financial statements.

I. Provisions

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | Restatedi  2023 |
| As at 31 December | £m | £m |
| Staff benefits | 7 | 7 |
| Total provisions | 7 | 7 |

i In the financial statements for the year ended 31 December 2023, Provisions were presented within Accruals, deferred income and other liabilities on the

face of the statement of financial position. Provisions are now presented separately on the face of the statement of financial position.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Notes to the Company financial statements continued

J. Accruals, deferred income and other liabilities

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | Restatedi  2023 |
| As at 31 December | £m | £m |
| Amounts owed to Group undertakings | 32 | 35 |
| Accrued interest on subordinated debt | 33 | 42 |
| Other | 10 | 9 |
| Total accruals, deferred income and other liabilities | 75 | 86 |
| Analysed as: |  |  |
| Expected to be settled within one year | 42 | 50 |
| Expected to be settled after one year | 1 | 1 |
| No contractual maturity | 32 | 35 |
| Total accruals, deferred income and other liabilities | 75 | 86 |

i This note has been restated to exclude balances which were reported within Accruals, deferred income and other liabilities in the financial statements for

the year ended 31 December 2023 but which have subsequently been presented as Provisions on the face of the statement of financial position.

Amounts owed to Group undertakings are unsecured, interest free and are repayable upon demand with no fixed date of

repayment.

K. Related party transactions

The Directors and key management personnel of the Company are considered to be the same as for the Group. See Note 35 of the

Group financial statements for further information.

There were no other related party transactions in the years ended 31 December 2024 and 31 December 2023 other than those

noted in Note A, Note C, Note D and Note  J of the Company financial statements.

L. Contingencies and related obligations

Details of the Company’s contingencies and related obligations are given in Note  33 of the Group financial statements.

Intra-group capital support arrangements

The Company and PAC have put in place intra-group arrangements to formalise circumstances in which capital support would be

made available by the Company. While the Company considers it unlikely that such support will be required, the arrangements are

intended to provide additional comfort to PAC and its policyholders.

M. Share-based payments

Details of the Company’s share-based payments are given in Note  37 of the Group financial statements.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Supplementary information

#### S.1 Alternative performance measures

Overview of the Group’s key performance measures

The Group measures its financial performance using a number of key performance measures (KPM). The Group also uses a number

of alternative performance measures (APM), which are most commonly derived from the financial statements prepared in

accordance with the IFRS financial reporting framework or the Solvency II requirements, but are not defined under IFRS or

Solvency II. The APMs are used to complement and not to substitute the disclosures prepared in accordance with IFRS and

Solvency II, and provide additional information on the long-term performance of the Group.

A list of the APMs used by the Group along with their definitions and how they can be reconciled to the nearest IFRS or Solvency II

measure, where applicable, is provided in the table below.

All information included in this section does not form part of the independent audit performed by the external auditor.

The Group’s KPMs are summarised below, along with which of these measures are considered APMs by the Group.

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Key performance  measure | Type | Definition |
| Assets under  management and  administration  (AUMA) | APM,  KPM | Closing AUMA represents the total market value of all assets managed, administered or advised on  behalf of clients at the end of each financial period and is a key indicator of the scale of the business.  Assets managed by the Group include those managed on behalf of our institutional and wholesale  clients.  Assets administered by the Group include assets for which we provide investment management  services, in addition to assets we administer where the client has elected to invest in a third party  investment manager.  Assets under advice are advisory portfolios where clients receive investment recommendations such  as Strategic Asset Allocation & model portfolios but retain discretion over executing the advice.  AUMA includes assets recognised on the consolidated statement of financial position, together with  certain assets managed and/or administered by the Group belonging to external clients not included  within the consolidated statement of financial position and, as a result, this measure is not directly  reconcilable to the financial statements. |
| Net flows from  open business | APM,  KPM | Net flows from open business consists of net client flows from Asset Management, PruFund,  Shareholder annuities and the elements of Other Life which are open to new business. It excludes net  flows from our Traditional with-profits business, platform and certain elements of Other Life closed to  new business. |
| Adjusted  operating profit  before tax | APM,  KPM | Adjusted operating profit (AOP) before tax is the Group’s non-GAAP alternative performance  measure, which complements the IFRS GAAP measures and is useful as it allows a deeper  understanding of the Group's performance over time. It is therefore key to decision-making and the  internal performance management of our operating segments.  Certain adjustments that are considered to be non-recurring or strategic, or due to short-term  movements not reflective of longer-term performance are made to the IFRS result before tax to  determine adjusted operating profit before tax. Adjustments are in respect of short-term fluctuations  in investment returns, mismatches arising on the application of IFRS 17, costs associated with  fundamental Group-wide restructuring and transformation, profits or losses arising on business and  corporate transactions, impairment and amortisation in respect of acquired intangible assets, and,  where relevant, profit/(loss) from discontinued operations. Included in AOP before tax are the results  of the intercompany buy-in transaction executed between the trustees of M&G Group Pension  Scheme (M&GGPS) and PAC which are eliminated from the IFRS results before tax on consolidation.  AOP before tax for the Life segment does not include the impact of any margins on investment  management fee earned by other Group entities and these are recognised in the Asset Management  segment as they emerge.  The AOP methodology is described in Note 3.2, along with a reconciliation of AOP before tax to IFRS  result after tax. |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Supplementary information continued

#### S.1 Alternative performance measures (continued)

Overview of the Group’s key performance measures (continued)

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Key performance  measure | Type | Definition |
| Operating  change in  Contractual  Service Margin | APM,  KPM | Operating change in Contractual Service Margin (CSM) is an APM introduced on the adoption of IFRS  17 in 2023 and supplements the AOP metric for the Life segment.  Operating change in CSM represents changes resulting from new business, interest accretion,  experience changes and release of CSM but excludes the impact of short-term market movements,  mismatches arising on the adoption of IFRS 17 and restructuring costs. The impact on these items  also includes the intercompany buy-in transaction, consistent with AOP.  For the Variable Fee Approach business, operating change in CSM does not include the variance  between long-term expected returns and actual returns and the impact of the mismatch arising on  the application of the General Measurement Model to the non-profit business written in the With-  Profits Fund, similar to the methodology for AOP.  The APM is a useful measure of economic value generated as it includes the impact of new business  and management actions taken during the year, which are not included in AOP. |
| IFRS result after  tax | KPM | IFRS result after tax demonstrates to our shareholders the financial performance of the Group during  the relevant period on an IFRS basis. |
| Underlying  capital  generation | APM | For insurance entities and their underlying subsidiaries, underlying capital generation includes the  expected Solvency II surplus capital generated from in-force business and the impact of writing new  life insurance business. For non-insurance entities, underlying capital generation is equal to adjusted  operating profit before tax, with certain adjustments made in respect of items that do not reflect the  underlying result. It also includes other items such as head office expenses and debt interest costs  that contribute to the underlying capital position of the business. |
| Operating capital  generation | APM,  KPM | Operating capital generation is the total capital generation before tax, adjusted to exclude market  movements relative to those expected under long-term assumptions and to remove other non-  operating items, including shareholder restructuring and other costs. Management use this as an  indicator on the longer-term components of the movements in the Group’s surplus capital as it is less  affected by short-term market volatility and non-recurring items as total capital generation. |
| Total capital  generation | APM,  KPM | Total capital generation measures the change in surplus capital during the period, before dividends  and capital movements. Management consider it to be integral to the running and monitoring of the  business, our decisions on capital allocation and investment, and ultimately our dividend policy.  Surplus capital is the amount by which eligible own funds exceed SCR under Solvency II. |
| Shareholder  Solvency II  coverage ratio | APM,  KPM | Management focuses on a shareholder view of the Solvency II coverage ratio, which is considered to  provide a more useful reflection of the capital strength of the Group. The shareholder view includes  future with-profits shareholder transfers, but excludes the shareholders’ share of the ring-fenced  with-profits estate.  The regulatory Solvency II capital position considers the Group’s overall own funds and solvency  capital requirement (SCR).  The shareholder Solvency II coverage ratio is the ratio of own funds to SCR, excluding the  contribution to own funds and SCR from the Group’s ring-fenced With-Profits Fund. Own funds  assume transitional measures on technical provisions which have been recalculated using  management’s estimate of the impact of operating and market conditions at the valuation date. Both  the shareholder view and the regulatory view reflect eligible own funds, in line with the thresholds set  by the regulator that set out how much capital of each tier can be used to demonstrate solvency. |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Supplementary information continued

S.2

#### Adjusted

#### operating profit before tax

(i) Reconciliation of adjusted operating profit/(loss) before tax by segment to IFRS (loss)/profit before tax

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023i |
| For the year ended 31 December | £m | £m |
| Asset Management | 289 | 242 |
| Life | 746 | 755 |
| Corporate Centre | (198) | (200) |
| Total segmented adjusted operating profit before tax | 837 | 797 |
| Short-term fluctuations in investment returns | (643) | (171) |
| Mismatches arising on application of IFRS 17 | (333) | (41) |
| Amortisation of intangible assets acquired in business combinations | (115) | (39) |
| Profit on disposal of business and corporate transactions | 11 | — |
| Restructuring costs and other | (106) | (141) |
| IFRS (loss)/profit before tax and non-controlling interests attributable to equity holders | (349) | 405 |
| IFRS profit before tax attributable to non-controlling interests | 17 | 16 |
| IFRS (loss)/profit before tax attributable to equity holders | (332) | 421 |

i Previous operating segments ‘Life’ and ‘Wealth’ have been replaced with one new operating segment, ‘Life’. The comparatives for Life and Corporate

Centre have been restated to reflect the revised segments and the adjustment of some advice-related costs.

(ii)  Adjusted operating profit/(loss) before tax by segment and source

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023i |
| For the year ended 31 December | £m | £m |
| Core Asset Management | 218 | 188 |
| Performance fees (including carried interest) and investment return | 71 | 54 |
| Total Asset Management | 289 | 242 |
| With-profits: PruFund | 226 | 236 |
| With-profits: traditional | 222 | 263 |
| Shareholder annuities | 308 | 331 |
| Other Life | (10) | (75) |
| Total Life | 746 | 755 |
| Corporate Centre | (198) | (200) |
| Adjusted operating profit before tax | 837 | 797 |

i Previous operating segments ‘Life’ and ‘Wealth’ have been replaced with one new operating segment, ‘Life’. The comparatives for Life and Corporate

Centre have been restated to reflect the revised segments and the adjustment of some advice-related costs.

Adjusted operating profit before tax arising from the Asset Management segment is further analysed in the table below:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| Fee-based revenue | 1,043 | 1,025 |
| Asset Management operating expenses | (774) | (791) |
| Investment return | 36 | 24 |
| Adjusted operating profit attributable to non-controlling interests | (16) | (16) |
| Adjusted operating profit before tax | 289 | 242 |

Adjusted operating profit/(loss) before tax arising from with-profits business is further analysed below:

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | |  | 2023 | |
|  | Traditional | PruFund |  | Traditional | PruFund |
| For the year ended 31 December | £m | £m |  | £m | £m |
| CSM releasei | 198 | 221 |  | 238 | 242 |
| Expected return on excess assets | 36 | 18 |  | 35 | 33 |
| Other | (12) | (13) |  | (10) | (39) |
| With-profits | 222 | 226 |  | 263 | 236 |

i The CSM release for the with-profits business is included on an expected basis, calculated as the CSM at start of the period updated to reflect long-term

expected investment returns multiplied by the expected amortisation factor for the period.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Supplementary information continued

#### S.2 Adjusted operating profit before tax (continued)

(ii) Adjusted operating profit/(loss) before tax by segment and source (continued)

Adjusted operating profit/(loss) before tax arising from shareholder annuities is further analysed in the table below:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| Expected return on excess assets | 147 | 205 |
| CSM release | 113 | 96 |
| Risk adjustment unwind | 21 | 19 |
| Asset trading and portfolio management actions | — | 2 |
| Experience variances | 2 | 9 |
| Other provisions and reserves | 25 | — |
| Shareholder annuities | 308 | 331 |

#### S.3 Operating change in Contractual Service Margin (CSM)

The CSM balances split by line of business disclosed in Note 24 include the CSM attributable to policyholders arising from non-

profit annuities written in the With-Profits Fund and the CSM in respect of M&G Group Limited (MGG) future profits from the

management of PAC assets that arises on consolidation of the Group entities. The change during the year in the CSM attributable

to policyholders and the CSM from the MGG future profits from the management of PAC assets is not included in operating change

in CSM and is included in non-operating and other changes in the CSM.

The CSM arising on the underlying products based on the actual investment management charges applied to the policies and

excluding the CSM attributable to policyholders is shown in the tables below.

The amortisation factor for the CSM each year is based on the CSM in the table. Operating change in CSM and reconciliation to

total CSM is further analysed in the tables below:

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | With-  profits:  PruFund | With-  profits:  Traditional | Shareholder  annuities | Other Life | Total (before  policyholder  and group  adjustments) |  | Policyholder  and group  adjustments |  | Total |
|  | 2024 | 2024 | 2024 | 2024 | 2024 |  | 2024 |  | 2024 |
| For the year ended 31 December | £m | £m | £m | £m | £m |  | £m |  | £m |
| Opening CSM | 1,721 | 1,342 | 1,221 | 187 | 4,471 |  | 1,012 |  | 5,483 |
| Interest accreted on the CSM | 143 | 140 | 37 | 7 | 327 |  | — |  | 327 |
| Expected return in excess of risk-free on CSM | 177 | 132 | — | — | 309 |  | — |  | 309 |
| Release of CSM to adjusted operating profit | (221) | (198) | (113) | (17) | (549) |  | — |  | (549) |
| New business | 71 | — | 17 | 12 | 100 |  | — |  | 100 |
| Assumption changes and variances | (71) | (51) | 231 | (2) | 107 |  | — |  | 107 |
| Operating change in CSM | 99 | 23 | 172 | — | 294 |  | — |  | 294 |
| Market and other impactsi | (32) | 244 | (13) | (6) | 193 |  | 231 |  | 424 |
| Release of CSM to non-operating | (17) | (21) | — | (6) | (44) |  | (124) |  | (168) |
| Non-operating and other changes in CSM | (49) | 223 | (13) | (12) | 149 |  | 107 |  | 256 |
| Closing CSM | 1,771 | 1,588 | 1,380 | 175 | 4,914 |  | 1,119 |  | 6,033 |

i Market and other impacts includes measurement mismatches relating to accounting for reinsurance contracts. Note, 2024 also includes £144m

reallocation from With-profits PruFund to Traditional due to a refinement of the CSM across the two sub-segments.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |

#### Supplementary information continued

#### S.3 Operating change in Contractual Service Margin (CSM) (continued)

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | With-  profits:  PruFundiii | With-  profits:  Traditional | Shareholder  annuities | Other Life | Total (before  policyholder  and group  adjustments) |  | Policyholder  and group  adjustments |  | Total |
|  | 2023 | 2023 | 2023 | 2023 | 2023 |  | 2023 |  | 2023 |
| For the year ended 31 December | £m | £m | £m | £m | £m |  | £m |  | £m |
| Opening CSM | 1,757 | 1,466 | 1,206 | 170 | 4,599 |  | 1,117 |  | 5,716 |
| Interest accreted on the CSM | 137 | 142 | 30 | 7 | 316 |  | — |  | 316 |
| Expected return in excess of risk-free on CSM | 202 | 167 | — | — | 369 |  | — |  | 369 |
| Release of CSM to adjusted operating profit | (242) | (238) | (96) | (14) | (590) |  | — |  | (590) |
| New businessii | 108 | — | 42 | 12 | 162 |  | — |  | 162 |
| Assumption changes and variances | 39 | (4) | 60 | 3 | 98 |  | — |  | 98 |
| Operating change in CSM | 244 | 67 | 36 | 8 | 355 |  | — |  | 355 |
| Market and other impactsi, ii | (307) | (239) | (21) | 17 | (550) |  | 5 |  | (545) |
| Release of CSM to non-operating | 27 | 48 | — | (8) | 67 |  | (110) |  | (43) |
| Non-operating and other changes in CSM | (280) | (191) | (21) | 9 | (483) |  | (105) |  | (588) |
| Closing CSM | 1,721 | 1,342 | 1,221 | 187 | 4,471 |  | 1,012 |  | 5,483 |

i Market and other impacts includes measurement mismatches relating to accounting for reinsurance contracts.

ii New business includes £22m in relation to the intercompany buy-in transaction that occurred in September 2023 which is eliminated on consolidation for

IFRS purposes in 2023 and appears as reconciling item in Market and other impacts in the table above. Furthermore, as noted above, the margins on

investment management fee earned by Group entities are excluded. Therefore, the numbers above for New business differ to the values for contracts

initially recognised in the period in Note 24.3 analysis by measurement component.

iii Previous operating segments ‘Life’ and ‘Wealth’ have been replaced with one new operating segment, ‘Life’. Comparatives for 2023 are presented on the

new segment basis. PruFund UK and non-UK business were previously presented separately in ‘Wealth’ and ‘Life’ operating segments respectively.

S.4

#### Assets

#### under management and administration (AUMA) and net client flows

(i) Net client flows

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
|  | Net flows  from open business | | Net flows  other | | Total net  client flows | |
|  | 2024 | 2023 | 2024 | 2023 | 2024 | 2023 |
| For the year ended 31 December | £bn | £bn | £bn | £bn | £bn | £bn |
| Institutional Asset Managementii | (0.9) | (0.7) | — | — | (0.9) | (0.7) |
| Wholesale Asset Managementii | — | 1.5 | — | — | — | 1.5 |
| Other Asset Management | — | — | — | — | — | — |
| Total Asset Management | (0.9) | 0.8 | — | — | (0.9) | 0.8 |
| With-profits: PruFund | (0.9) | 1.0 | — | — | (0.9) | 1.0 |
| With-profits: traditional | – | – | (4.8) | (4.2) | (4.8) | (4.2) |
| Shareholder annuities | (0.2) | (0.4) | – | – | (0.2) | (0.4) |
| Other Lifeii | 0.1 | 0.3 | (2.8) | (2.2) | (2.7) | (1.9) |
| Total Lifeiii, iv | (1.0) | 0.9 | (7.6) | (6.4) | (8.6) | (5.5) |
| Corporate assets | — | — | — | — | — | — |
| Total | (1.9) | 1.7 | (7.6) | (6.4) | (9.5) | (4.7) |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Supplementary information continued

#### S.4 Assets under management and administration (AUMA) and net client flows (continued)

(ii) Detailed AUMA and net client flows

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
|  | 2024 | | | | | |
|  | As at 1  January | Gross  inflows | Gross  outflows | Net client  flows | Market /  Other  movements | As at 31  December |
| For the year ended 31 December | £bn | £bn | £bn | £bn | £bn | £bn |
| Asset Management | 154.2 | 30.4 | (31.3) | (0.9) | 6.5 | 159.8 |
| Institutional Asset Management | 98.2 | 12.7 | (13.6) | (0.9) | (1.2) | 96.1 |
| Wholesale Asset Management | 55.0 | 17.7 | (17.7) | — | 7.8 | 62.8 |
| Other Asset Management | 1.0 | — | — | — | (0.1) | 0.9 |
| Lifei | 188.0 | 10.3 | (18.9) | (8.6) | 5.7 | 185.1 |
| With-profits: PruFund | 61.2 | 5.6 | (6.5) | (0.9) | 3.7 | 64.0 |
| With-profits: traditional | 65.0 | 0.2 | (5.0) | (4.8) | 1.4 | 61.6 |
| Shareholder annuities | 15.8 | 0.9 | (1.1) | (0.2) | (0.5) | 15.1 |
| Other Life | 46.0 | 3.6 | (6.3) | (2.7) | 1.1 | 44.4 |
| Corporate assets | 1.3 | — | — | — | (0.3) | 1.0 |
| Totalii | 343.5 | 40.7 | (50.2) | (9.5) | 11.9 | 345.9 |

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
|  | 2023 | | | | | |
|  | As at 1  January | Gross  inflows | Gross  outflows | Net client  flows | Market /  Other  movements | As at 31  December |
| For the year ended 31 December | £bn | £bn | £bn | £bn | £bn | £bn |
| Asset Management | 154.2 | 33.1 | (32.3) | 0.8 | (0.8) | 154.2 |
| Institutional Asset Management | 99.2 | 14.8 | (15.5) | (0.7) | (0.3) | 98.2 |
| Wholesale Asset Management | 53.9 | 18.3 | (16.8) | 1.5 | (0.4) | 55.0 |
| Other Asset Management | 1.1 | — | — | — | (0.1) | 1.0 |
| Lifei, iii | 186.4 | 11.2 | (16.7) | (5.5) | 7.1 | 188.0 |
| With-profits: PruFund | 58.3 | 7.0 | (6.0) | 1.0 | 1.9 | 61.2 |
| With-profits: traditional | 67.5 | 0.3 | (4.5) | (4.2) | 1.7 | 65.0 |
| Shareholder annuities | 15.4 | 0.7 | (1.1) | (0.4) | 0.8 | 15.8 |
| Other Life | 45.2 | 3.2 | (5.1) | (1.9) | 2.7 | 46.0 |
| Corporate assets | 1.4 | — | — | — | (0.1) | 1.3 |
| Totalii | 342.0 | 44.3 | (49.0) | (4.7) | 6.2 | 343.5 |

i £156.1bn of AUMA of Life is managed internally by the Group’s Asset Management business (31 December 2023: £160.3bn), includes the net transfers to

Asset Management of £3.6bn at 31 December 2024.

ii £18.0bn of total AUMA relates to assets under advice (31 December 2023: £14.1bn).

iii Previous operating segments ‘Life’ and ‘Wealth’ have been replaced with one new operating segment, ‘Life’. Comparatives for 2023 are presented on the

new segment basis. PruFund includes both UK and non-UK.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Supplementary information continued

#### S.4 Assets under management and administration (AUMA) and net client flows (continued)

(iii) AUMA by asset class

|  |  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | | | | | | | | | |
|  | On-balance sheet AUMAi | | | | |  | External AUMA | | | |  | Total |
| For the year ended 31 December | With-  profits | Unit-  linked | Shareholder  backed  annuities &  other long-  term business | Corporate  assets | Total on-  balance  sheet |  | Other  Lifeii | Wholesale | Institutional | Total  external |  | Total  AUMA |
| £bn | £bn | £bn | £bn | £bn |  | £bn | £bn | £bn | £bn |  | £bn |
| Investment property | 8.7 | — | 0.6 | — | 9.3 |  | — | 0.1 | 15.0 | 15.1 |  | 24.4 |
| Reinsurance contract  assets | — | 0.1 | 1.2 | — | 1.3 |  | — | — | — | — |  | 1.3 |
| Equity securities and  pooled investment funds | 77.8 | 11.4 | 0.1 | 0.1 | 89.4 |  | — | 34.9 | 13.2 | 48.1 |  | 137.5 |
| Loans | 0.5 | — | 1.2 | — | 1.7 |  | — | — | 8.4 | 8.4 |  | 10.1 |
| Debt securities | 31.9 | 2.5 | 12.1 | 0.8 | 47.3 |  | — | 26.4 | 55.4 | 81.8 |  | 129.1 |
| of which Corporate | 19.0 | 1.5 | 8.4 | 0.8 | 29.7 |  | — | 14.2 | 34.6 | 48.8 |  | 78.5 |
| of which Government | 12.1 | 1.0 | 3.2 | — | 16.3 |  | — | 12.9 | 9.3 | 22.2 |  | 38.5 |
| of which ABS | 0.8 | — | 0.5 | — | 1.3 |  | — | (0.7) | 11.5 | 10.8 |  | 12.1 |
| Derivativesiii | (0.7) | — | (1.4) | (0.1) | (2.2) |  | — | (0.1) | (0.6) | (0.7) |  | (2.9) |
| Depositsiv | 8.2 | 1.2 | 1.5 | — | 10.9 |  | — | — | — | — |  | 10.9 |
| Cash and cash  equivalents | 0.8 | 0.1 | 0.5 | 0.8 | 2.2 |  | — | 1.5 | 4.7 | 6.2 |  | 8.4 |
| Other | 1.1 | 0.1 | 0.2 | 0.3 | 1.7 |  | — | — | — | — |  | 1.7 |
| Other AUMA |  |  |  |  |  |  |  |  |  |  |  | 25.4 |
| Totalv | 128.3 | 15.4 | 16.0 | 1.9 | 161.6 |  | — | 62.8 | 96.1 | 158.9 |  | 345.9 |

|  |  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | 2023 | | | | | | | | | | | |
|  | On-balance sheet AUMAi | | | | |  | External AUMA | | | |  | Total |
| For the year ended 31 December | With-  profits | Unit-  linked | Shareholder  backed  annuities &  other long-  term business | Corporate  assets | Total on-  balance  sheet |  | Other Life | Wholesale | Institutional | Total  external |  | Total  AUMA |
| £bn | £bn | £bn | £bn | £bn |  | £bn | £bn | £bn | £bn |  | £bn |
| Investment property | 8.8 | — | 0.6 | — | 9.4 |  | — | 0.1 | 14.4 | 14.5 |  | 23.9 |
| Reinsurance contract  assets | — | 0.1 | 1.2 | — | 1.3 |  | — | — | — | — |  | 1.3 |
| Equity securities and  pooled investment funds | 78.1 | 9.9 | — | 0.2 | 88.2 |  | 4.4 | 27.7 | 14.4 | 46.5 |  | 134.7 |
| Loans | 0.6 | — | 1.3 | — | 1.9 |  | — | — | 8.9 | 8.9 |  | 10.8 |
| Debt Securities | 31.8 | 2.0 | 12.7 | 1.0 | 47.5 |  | 1.2 | 25.8 | 56.7 | 83.7 |  | 131.2 |
| of which: Corporate | 20.5 | 1.3 | 8.7 | 1.0 | 31.5 |  | 1.2 | 16.6 | 37.5 | 55.3 |  | 86.8 |
| of which: Government | 10.3 | 0.7 | 3.4 | — | 14.4 |  | — | 10.7 | 8.7 | 19.4 |  | 33.8 |
| of which: ABS | 1.0 | — | 0.6 | — | 1.6 |  | — | (1.5) | 10.5 | 9.0 |  | 10.6 |
| Derivativesiii | 0.1 | — | (1.3) | (0.1) | (1.3) |  | — | 0.3 | (0.4) | (0.1) |  | (1.4) |
| Depositsiv | 7.8 | 1.2 | 1.5 | — | 10.5 |  | — | — | — | — |  | 10.5 |
| Cash and cash  equivalents | 0.9 | 0.2 | 0.6 | 0.8 | 2.5 |  | 0.1 | 1.1 | 4.2 | 5.4 |  | 7.9 |
| Other | 1.0 | 0.1 | 0.3 | 0.4 | 1.8 |  | — | — | — | — |  | 1.8 |
| Other AUMA |  |  |  |  |  |  |  |  |  |  |  | 22.8 |
| Totalv | 129.1 | 13.5 | 16.9 | 2.3 | 161.8 |  | 5.7 | 55.0 | 98.2 | 158.9 |  | 343.5 |

i On-balance sheet AUMA does not include consolidated funds included in the segmented statement of financial position by business type in Note 32.1.

ii Further to the revision of the Group’s segments, as disclosed in Note 3, balances previously included in Other Life are now in External Wholesale AUMA.

iii Derivative assets are shown net of derivative liabilities.

iv Deposits are shown net of unsettled reverse repos.

v Included in total AUMA of £345.9bn (2023: £343.5bn) is £18.0bn (2023: £14.1bn) of assets under advice.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Supplementary information continued

#### S.4 Assets under management and administration (AUMA) and net client flows (continued)

(iv) AUMA by geography

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £bn | £bn |
| UKi | 250.2 | 254.2 |
| Rest of Europei | 67.9 | 63.2 |
| Asia-Pacific | 14.1 | 12.5 |
| Middle East and Africa | 11.0 | 11.4 |
| Americas | 2.7 | 2.2 |
| Total AUMAii | 345.9 | 343.5 |

i Rest of Europe at 31 December 2023 includes £6.4bn of non-UK PruFund business previously presented in UK and now restated.

ii £18.0bn of total AUMA relates to assets under advice (31 December 2023: £14.1bn).

S.5

#### Solvency

#### II capital position

Solvency II overview

The Group is supervised as an insurance group by the Prudential Regulation Authority (PRA). Individual insurance undertakings

within the Group are also subject to the supervision of the PRA (or other supervisory authorities) on a solo basis under the Solvency

II regime.

The Solvency II surplus represents the aggregated capital (own funds) held by the Group less the Solvency Capital Requirement

(SCR). Own funds is the Solvency II measure of capital available to meet losses, and is based on the assets less liabilities of the

Group, subject to certain restrictions and adjustments. Available own funds reflect all capital available to the Group and eligible

own funds are net of restrictions applied in line with the thresholds set by the regulator that limit the amount of each tier of capital

that can be used to demonstrate solvency. The SCR is calculated using the Group’s Internal Model, which calculates the SCR as the

99.5th percentile (or 1-in-200) worst outcome over the coming year, out of 100,000 equally likely scenarios, allowing for the

dependency between the risks the business is exposed to.

Estimated reconciliation of IFRS shareholders’ equity to Group Solvency II own funds

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| As at 31 December | £bn | £bn |
| IFRS shareholders’ equity | 3.3 | 4.1 |
| Deduct goodwill and intangible assets | (1.4) | (1.5) |
| Net impact of valuing policyholder liabilities and reinsurance assets on Solvency II basis | 12.4 | 12.2 |
| Impact of introducing Solvency II risk margin (net of transitional measures) | (0.3) | (0.3) |
| Impact of measuring assets and liabilities in line with Solvency II principles | 1.0 | 1.0 |
| Recognise own shares | — | 0.1 |
| Other | (0.1) | 0.1 |
| Solvency II excess of assets over liabilities | 14.9 | 15.7 |
| Subordinated debt capital | 2.5 | 3.1 |
| Ring-fenced fund restrictions | (5.8) | (7.2) |
| Deduct own shares | — | (0.1) |
| Eligible own funds restriction | — | (0.2) |
| Solvency II eligible own funds | 11.6 | 11.3 |

The key items in the reconciliation are explained below:

– Goodwill and intangible assets: these assets are not recognised under Solvency II as they are not readily available to meet

emerging losses.

– Policyholder liability and reinsurance asset valuation differences: there are significant differences in the valuation of technical

provisions between IFRS 17 and Solvency II. One of the key drivers of the increase in equity moving from IFRS 17 to Solvency II is

the requirement to hold a CSM and risk adjustment under IFRS 17; these are removed under Solvency II. In addition, IFRS 17

captures the shareholder share of surplus assets on the With-Profits Fund in shareholder equity whereas 100% of with-profits

surplus assets are captured in Solvency II excess of assets over liabilities, however this is subsequently restricted by the ring-

fenced fund restrictions. This increase in equity is partially offset by differences in the liability discount rate; the IFRS 17 discount

rate includes an illiquidity premium whereas Solvency II uses a risk-free rate for with-profits business and applies a matching

adjustment for annuity business. This results in an increase in with-profits and shareholder-backed annuity liabilities on moving

from IFRS 17 to Solvency II.

– Solvency II risk margin (net of transitional measures): the risk margin is a significant component of technical provisions required

to be held under Solvency II. These additional requirements are partially mitigated by transitional measures which allow the

impact to be gradually introduced over a period of 16 years from the introduction of Solvency II on 1 January 2016.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Supplementary information continued

#### S.5 Solvency II capital position (continued)

Estimated reconciliation of IFRS shareholders’ equity to Group Solvency II own funds (continued)

– Subordinated debt capital: subordinated debt is treated as a liability in the IFRS financial statements and in determining the

excess of assets over liabilities in the Solvency II balance sheet. However, for Solvency II own funds, the debt can be treated as

capital.

– Ring-fenced fund restrictions: any excess of the own funds over the solvency capital requirement from the With-Profits Fund is

restricted as these amounts are not available to meet losses elsewhere in the Group.

– There are limits, prescribed by the regulator, on the amount of different types of own funds that can be used to demonstrate

solvency. While the capital remains available to the Group, where the sum of capital classed as Tier 2 and Tier 3 exceeds 50% of

the regulatory Group Solvency Capital Requirement, own funds must be restricted by this amount to determine eligible own

funds. At 31 December 2023, the sum of capital classed as Tier 2 and Tier 3 exceeded 50% of the regulatory Group Solvency

Capital requirements by £216m. At 31 December 2024 the sum of capital classed as Tier 2 and Tier 3 has not breached the limit

and there is no eligible own funds restriction.

Composition of own funds

The Group’s total estimated own funds are analysed by Tier as follows:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| As at 31 December | £bn | £bn |
| Tier 1 (unrestricted) | 8.6 | 7.9 |
| Tier 2 | 2.5 | 3.1 |
| Tier 3 | 0.5 | 0.5 |
| Eligible own funds restriction | — | (0.2) |
| Total eligible own funds | 11.6 | 11.3 |

The Group’s Tier 2 capital consists of subordinated debt instruments. The terms of these instruments allow them to be treated as

capital for the purposes of Solvency II. The instruments were originally issued by Prudential plc, and subsequently substituted to

the Parent Company, as permitted under the terms and conditions of each applicable instrument, prior to demerger. The details of

the Group’s subordinated liabilities are shown in Note 26. The Solvency II value of the debt differs to the IFRS carrying value due to

a different basis of measurement on the respective balance sheets.

The Group's Tier 3 capital of £0.5bn (2023: £0.5bn) relates to deferred tax asset balances.

As stated above, the eligible own funds restriction at 31 December 2023 reflects the fact that the sum of Tier 2 and Tier 3 capital

exceeds the threshold set by the regulator for the purpose of demonstrating solvency, although the capital above this threshold

remains available to the Group. At 31 December 2024 the sum of capital classed as Tier 2 and Tier 3 has not breached the limit and

there is no eligible own funds restriction.

Estimated shareholder view of the Solvency II capital position

The Group focuses on a shareholder view of the Solvency II capital position, which is considered to provide a more relevant

reflection of the capital strength of the Group.

The estimated shareholder Solvency II capital position for the Group is shown below:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| As at 31 December | £bn | £bn |
| Shareholder Solvency II eligible own funds | 8.5 | 8.9 |
| Shareholder Solvency II SCRi | (3.8) | (4.4) |
| Solvency II surplus | 4.7 | 4.5 |
| Shareholder Solvency II coverage ratio ii | 223% | 203% |

i Included in the SCR at 31 December 2024 is an amount of £175m (2023: £175m) held in respect of any potential future legislative change which would

impact our residential ground rent portfolio.

ii Shareholder Solvency II coverage ratio has been calculated using unrounded figures.

The Group’s shareholder Solvency II capital position excludes the contribution to own funds and SCR from the ring-fenced With-

Profits Fund. Further information on the ring-fenced With-Profits Fund’s capital position is provided in the ‘Estimated With-Profits

Fund view of the Solvency II capital position’ section below. In accordance with the Solvency II requirements, these results include:

– A Solvency Capital Requirement which has been calculated using the Group’s Internal Model.

– Transitional measures, which are presented assuming a recalculation as at the valuation date, using management’s estimate of

the impact of operating and market conditions.

– A matching adjustment for non-profit annuities, based on approval from the PRA.

– M&G Group Limited and other undertakings carrying out financial activities consolidated under local sectoral or notional sectoral

capital requirements.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Supplementary information continued

#### S.5 Solvency II capital position (continued)

Estimated shareholder view of the Solvency II capital position (continued)

Breakdown of the shareholder Solvency II SCR by risk type

The shareholder undiversified capital requirement is presented by risk type below.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023i |
| As at December | £bn | £bn |
| Equity | 1.6 | 1.8 |
| Property | 0.7 | 0.8 |
| Interest rate | 0.3 | 0.4 |
| Credit | 1.3 | 1.5 |
| Currency | 1.0 | 1.1 |
| Longevity | 1.0 | 1.2 |
| Lapse | 0.5 | 0.5 |
| Operational and expense | 2.1 | 2.2 |
| Sectoralii | 0.5 | 0.6 |
| Total undiversified | 9.0 | 10.1 |
| Diversification, deferred tax and other | (5.2) | (5.7) |
| Shareholder SCR | 3.8 | 4.4 |

i Diversification, deferred tax and other includes adjustments to the SCR for expected changes in own funds over the next year; the inclusion of this

component is a presentational change at 31 December 2024, and the results at 31 December 2023 have been restated on a consistent basis.

ii Includes entities included within the Group’s Solvency II capital position on a sectoral or notional sectoral basis, the most material of which is M&G Group

Limited.

Sensitivity analysis of the Group’s Solvency II surplus and shareholder Solvency II coverage ratio

The estimated sensitivity of the Group’s shareholder Solvency II coverage ratio to significant changes in market conditions are

shown below. All sensitivities are presented after an assumed recalculation of transitional measures on technical provisions and

recalculation of the eligible own funds restriction. The sensitivity results demonstrate the effect of an instantaneous change in a

key assumption while other assumptions remain unchanged. In reality, changes may occur over a period of time and there may be a

correlation between the risks.

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | |  | 2023 | |
| For the year ended 31 December | Surplus  £bn | Shareholder  coverage ratio  % |  | Surplus  £bn | Shareholder  coverage ratio  % |
| Base (as reported) | 4.7 | 223% |  | 4.5 | 203% |
| 20% instantaneous fall in equity markets | 4.1 | 212% |  | 3.9 | 189% |
| 20% instantaneous fall in property markets | 4.3 | 214% |  | 4.1 | 193% |
| 50 bps reduction in interest rates | 4.7 | 219% |  | 4.4 | 196% |
| 100 bps widening in credit spreads | 4.6 | 220% |  | 4.3 | 200% |
| 20% credit asset downgrade i | 4.6 | 219% |  | 4.3 | 198% |

i Average impact of one full letter downgrade across 20% of assets exposed to credit risk.

Estimated With-Profits Fund view of the Solvency II capital position

The With-Profits Fund view of the Solvency II capital position represents the standalone capital strength of the Group’s ring-fenced

With-Profits Fund. This view of Solvency II capital takes into account the assets, liabilities, and risk exposures within the ring-

fenced With-Profits Fund, which includes the With-Profits Sub-Fund (WPSF) and Defined Charge Participating Sub-Fund (DCPSF).

The estimated Solvency II capital position for the Group under the With-Profits Fund view is shown below:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| As at 31 December | £bn | £bn |
| With-Profits Fund Solvency II own funds | 8.9 | 9.6 |
| With-Profits Fund Solvency II SCR | (3.1) | (2.4) |
| With-Profits Fund Solvency II surplus | 5.8 | 7.2 |
| With-Profits Fund Solvency II coverage ratio i | 284% | 403% |

i With-Profits Fund Solvency II coverage ratio has been calculated using unrounded figures.

The fall in ratio reflects a distribution of excess surplus from the With-Profits inherited estate and an increase in the SCR. A

component of the increase in SCR arises from a full rebuild of the prospective with-profits modelling.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Supplementary information continued

#### S.5 Solvency II capital position (continued)

Estimated regulatory view of the Solvency II capital position

The estimated Solvency II capital position for the Group under the regulatory view is shown below:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| As at 31 December | £bn | £bn |
| Solvency II eligible own funds | 11.6 | 11.3 |
| Solvency II SCR | (6.9) | (6.8) |
| Solvency II surplus | 4.7 | 4.5 |
| Solvency II coverage ratio i | 168% | 167% |

i Solvency II coverage ratio has been calculated using unrounded figures.

The results include transitional measures, which are presented assuming a recalculation as at the valuation date, using

management’s estimate of the impact of operating and market conditions. As at 31 December 2024, the recalculation has been

performed and the positions are aligned, reflecting changes to the UK’ prudential regime allowing recalculation of the transitional

measures at each reporting date. As at 31 December 2023, the recalculation has been approved for the reporting date and the

positions were aligned.

S.6

#### Capital

#### generation

The level of surplus capital is an important financial consideration for the Group. Capital generation measures the change in surplus

capital during the reporting period, and is therefore considered a key measure for the Group. It is integral to the running and

monitoring of the business, capital allocation and investment decisions, and ultimately the Group’s dividend policy.

The overall change in Solvency II surplus capital over the period is analysed as follows:

Total capital generation is the total change in Solvency II surplus capital before dividends and capital movements, and capital

generated from discontinued operations. As set out in the overview of the Solvency II capital position, as at 31 December 2024

there is no restriction to eligible own funds (2023: £216m restriction) as the sum of Tier 2 and Tier 3 capital does not exceed the

threshold set by the regulator.

Operating capital generation is  total capital generation before tax, adjusted to exclude market movements relative to those

expected under long-term assumptions and to remove other non-operating items, including shareholder restructuring and other

costs as defined under adjusted operating profit before tax. It has two components:

i Underlying capital generation, which includes: the underlying expected surplus capital from the in-force life insurance business;

the change in surplus capital as a result of writing new life insurance business; the adjusted operating profit before tax and

associated regulatory capital movements from Asset Management; and other items, including head office expenses and debt

interest costs.

ii Other operating capital generation, which includes non-market related experience variances, assumption changes, modelling

changes and other movements.

Dividends and capital movements primarily represent external dividends paid to shareholders, the impact of any share buy-back

programme and changes to the capital structure of the Group, such as issuing or repaying debt instruments. Also included within

capital movements are the Solvency II impact of the Group’s share-based payment awards over and above the amount expensed in

respect of those awards, and the surplus utilised or generated from transactions relating to the acquisition of business as defined

by IFRS.

The expected surplus capital from the in-force life insurance business is calculated on the assumption of real-world investment

returns, which are determined by reference to the risk-free rate plus a risk premium based on the mix of assets held for the

relevant business. For with-profits business, the assumed average return was 6.8% for the year ended 31 December 2024

(2023: 6.0%). For annuity business, the assumed average return on assets backing capital was 5.6% for the year ended

31 December 2024 (2023: 6.6%).

The Group’s capital generation results in respect of the years ended 31 December 2024 and 31 December 2023 are shown below

alongside a reconciliation of the total movement in the Group’s Solvency II surplus. The reconciliation is presented showing the

impact on the shareholder Solvency II own funds and SCR, which excludes the contribution to own funds and SCR from the

Group’s ring-fenced With-Profits Fund. The shareholder Solvency II capital position, and how this reconciles to the regulatory

capital position, is described in detail in the previous section of this supplementary information.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Supplementary information continued

#### S.6 Capital generation (continued)

|  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |
| For the year ended 31 December | Asset Management | | Life | | Corporate Centre | | Total | |
| 2024 | 2023 | 2024 | 2023i | 2024 | 2023i | 2024 | 2023 |
| £m | £m | £m | £m | £m | £m | £m | £m |
| Underlying capital generation | 261 | 246 | 616 | 726 | (233) | (220) | 644 | 752 |
| Other operating capital generation | 51 | 50 | 233 | 229 | 5 | (35) | 289 | 244 |
| Operating capital generation | 312 | 296 | 849 | 955 | (228) | (255) | 933 | 996 |
| Market movements |  |  |  |  |  |  | (59) | (507) |
| Restructuring and other |  |  |  |  |  |  | (135) | 49 |
| Tax |  |  |  |  |  |  | 153 | 36 |
| Eligible own funds restriction reversal/  (restriction) |  |  |  |  |  |  | 216 | (216) |
| Total capital generation |  |  |  |  |  |  | 1,108 | 358 |

|  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |
|  | | 2024 | | |  | 2023 | | |
|  | | Own fundsii | SCRii | Surplus |  | Own fundsii | SCRii | Surplus |
| For the year ended 31 December | | £m | £m | £m |  | £m | £m | £m |
| Underlying capital generation | |  |  |  |  |  |  |  |
| Asset Management | Asset Management | 254 | 7 | 261 |  | 215 | 31 | 246 |
| Asset Management  underlying capital  generation | 254 | 7 | 261 |  | 215 | 31 | 246 |
| Lifei | With-profits: PruFund | 292 | (53) | 239 |  | 337 | (97) | 240 |
| In-force | 217 | 47 | 264 |  | 247 | 14 | 261 |
| New business | 75 | (100) | (25) |  | 90 | (111) | (21) |
| With-profits: traditional | 158 | 32 | 190 |  | 165 | 17 | 182 |
| Shareholder annuities | 215 | (18) | 197 |  | 349 | 18 | 367 |
| Other | (8) | (2) | (10) |  | (54) | (9) | (63) |
| Life underlying capital  generation | 657 | (41) | 616 |  | 797 | (71) | 726 |
| Corporate Centrei | Interest & head office cost | (235) | 2 | (233) |  | (226) | 6 | (220) |
| Underlying capital generation | | 676 | (32) | 644 |  | 786 | (34) | 752 |
| Other operating capital generation | |  |  |  |  |  |  |  |
|  | Asset Management | 21 | 30 | 51 |  | 15 | 35 | 50 |
| Life | 12 | 221 | 233 |  | (23) | 252 | 229 |
| Corporate Centre | (7) | 12 | 5 |  | (17) | (18) | (35) |
| Operating capital generation | | 702 | 231 | 933 |  | 761 | 235 | 996 |
|  | Market movements | (281) | 222 | (59) |  | (417) | (90) | (507) |
| Restructuring and other | (160) | 25 | (135) |  | 16 | 33 | 49 |
| Tax | 44 | 109 | 153 |  | (46) | 82 | 36 |
| Eligible own funds restriction | 216 | — | 216 |  | (216) | — | (216) |
| Total capital generation | | 521 | 587 | 1,108 |  | 98 | 260 | 358 |
| Dividends and capital movements | | (924) | — | (924) |  | (440) | (1) | (441) |
| Total (decrease)/increase in Solvency II surplus | | (403) | 587 | 184 |  | (342) | 259 | (83) |

i Previous operating segments ‘Life’ and ‘Wealth’ have been replaced with one new operating segment, ‘Life’. The comparatives for Life and Corporate

Centre have been restated to reflect the revised segments and the adjustment of some advice-related costs.

ii Own funds and SCR movements shown as per the shareholder Solvency II capital position, and do not include the own funds and SCR in respect of the

ring-fenced With-Profits Fund.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Supplementary information continued

S.7

#### Financial

#### ratios

Included in this section are details of how some of the financial ratios used to help analyse the performance of the Asset

Management business are calculated.

(i) Cost/income ratio

Cost/income ratio is a measure of cost efficiency which analyses costs as a percentage of revenue.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| For the year ended 31 December | £m | £m |
| Total Asset Management operating expenses | 774 | 791 |
| Adjustment for revaluationsi | (4) | (5) |
| Total Asset Management adjusted costs | 770 | 786 |
| Total Asset Management fee-based revenue | 1,043 | 1,025 |
| Less: Performance fees and carried interest | (35) | (30) |
| Total Asset Management underlying fee-based revenues | 1,008 | 995 |
| Cost/income ratio | 76% | 79% |

i Reflects the revaluation of provisions relating to performance based awards that are linked to underlying fund performance. M&G Group hold units in the

underlying funds to hedge the exposure on these awards.

(ii) Average fee margin

This represents the average fee revenue yield on fee business and demonstrates the margin being earned on the assets we

manage or administer.

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | |  | 2023 | | |
|  | Average  AUMAi | Revenue | Revenue  marginii |  | Average  AUMAi | Revenue | Revenue  marginii |
| For the year ended 31 December | £bn | £m | bps |  | £bn | £m | bps |
| Wholesale Asset Management | 57 | 316 | 56 |  | 54 | 310 | 58 |
| Institutional Asset Management | 97 | 368 | 38 |  | 96 | 376 | 39 |
| Internal | 160 | 324 | 20 |  | 155 | 309 | 20 |
| Total Asset Management | 314 | 1,008 | 32 |  | 305 | 995 | 33 |

i Average AUMA represents the average total market value of all financial assets managed and administered on behalf of clients during the financial period.

Average AUMA is calculated using a 13-point average of monthly closing AUMA for full-year periods.

ii Fee margin is calculated by annualising underlying fee-based revenues earned, which excludes performance fees, in the period divided by average AUMA

for the period. Fee margin relates to the total margin for internal and external revenue.

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Supplementary information continued

S.8

#### Credit risk

The Group’s exposure to credit risk primarily arises from the annuity portfolio, which hold substantial volumes of public and private

fixed income investments on which a certain level of defaults and downgrades are expected.

While the with-profits and unit-linked funds have large holdings of assets subject to credit risk, the shareholder results of the

Group are not directly exposed to credit defaults on assets held in these components of business. However, the shareholder is

indirectly exposed to credit risk from these components of business in relation to the future value of shareholder transfers from

with-profits business and charges levied on unit-linked and asset management business. The direct exposure of the Group’s

shareholders’ equity to credit default risk in the Other component is small in the context of the Group.

Credit risk is managed through a robust credit and counterparty framework which includes: policies, standards, appetite

statements, limits and triggers (including relevant governance and controls); investment constraints and limits on the asset

portfolios, in relation to credit rating, seniority, sector and issuer, and counterparties in particular for derivatives, reinsurance and

cash; and a robust credit rating process.

The credit ratings, information or data contained in this report which are attributed and specifically provided by Standard & Poor’s,

Moody’s and Fitch and their respective affiliates and suppliers (Content Providers) is referred to here as the Content. Reproduction

of any Content in any form is prohibited except with the prior written permission of the relevant party. The Content Providers do

not guarantee the accuracy, adequacy, completeness, timeliness or availability of any Content and are not responsible for any

errors or omissions (negligent or otherwise), regardless of the cause, or for the results obtained from the use of such Content. The

Content Providers expressly disclaim liability for any damages, costs, expenses, legal fees, or losses (including lost income or lost

profit and opportunity costs) in connection with any use of the Content. A reference to a particular investment or security, a rating

or any observation concerning an investment that is part of the Content is not a recommendation to buy, sell or hold any such

investment or security, nor does it address the suitability of an investment or security and should not be relied on as investment

advice.

Exposure of debt securities by sector

The exposure of annuities and other long-term business to debt securities is analysed below by sector:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
| As at 31 December | £m | £m |
| Government | 3,311 | 3,470 |
| Real Estate | 2,805 | 2,906 |
| of which residential | 1,634 | 1,735 |
| of which commercial | 1,171 | 1,171 |
| Financial | 2,627 | 2,852 |
| Utilities | 1,551 | 1,772 |
| Industrial | 424 | 370 |
| Consumer | 414 | 387 |
| Communications | 312 | 315 |
| Other | 735 | 685 |
| Total | 12,179 | 12,757 |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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# Other

# information

|  |  |
| --- | --- |
|  |  |
| [356](#ib2c5152239ae413b9d3b5fe7e8934113_5645) | [Supplementary climate metric and modelling information](#ib2c5152239ae413b9d3b5fe7e8934113_5645) |
| [360](#ib2c5152239ae413b9d3b5fe7e8934113_5962) | [Shareholder information](#ib2c5152239ae413b9d3b5fe7e8934113_5962) |
| [361](#ib2c5152239ae413b9d3b5fe7e8934113_5977) | [Glossary](#ib2c5152239ae413b9d3b5fe7e8934113_5977) |
| [365](#ib2c5152239ae413b9d3b5fe7e8934113_5988) | [Contact us](#ib2c5152239ae413b9d3b5fe7e8934113_5988) |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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S

#### upplementary climate information

#### Climate

#### metric and modelling information

#### Scenario

#### modelling results (public assets)

As part of our forward-looking analysis we use Aladdin Climate

to model our public asset portfolios (equities, corporate debt

and sovereign debt) against three scenarios to help us to

assess the relative financial impacts of climate change across

different global decarbonisation outcomes. This analysis is

based on a bottom-up approach, and provides estimates of the

financial impact on all issuers modelled, including on asset

valuations. This year we have added exposure data, to show

the proportion of modelled assets invested in each sector. We

have also split out corporate bonds with known use of

proceeds (UoP), where debt is tied to specific sustainability

objectives. As last year, the orderly and disorderly scenarios

show transition impacts only, and hot house physical effects.

Unlike our top-down ORSA scenario modelling, which is about

testing the resilience of our balance sheet, this exercise is more

focused on interrogating our portfolios, to understand potential

risk exposures and outliers, including so-called asset stranding

where issuers could experience a significant deterioration in

their financial strength and prospects. There are a few high-

level observations from our modelling for 2024:

– Equity valuations are affected the most across all three

scenarios, with the corporate debt transition-related impacts

concentrated in a few sectors. The valuation effects on known

use of proceeds are more muted, reflecting smaller transition

and physical risk exposure of this group of assets.

– Looking at the sectoral breakdown it is clear that the orderly and

disorderly scenario impact is most pronounced in the energy

sector (excluding listed corporate debt with known use of

proceeds), with downside risk in other resource-intensive

sectors such as materials and industrials – where significant

change is required align with the transition. Our exposure to

energy and materials is relatively small, but we have more

sizeable holdings in industrials. We continue to focus our

climate-related stewardship on high-emitting issuers, notably

through our asset manager Hot 100 engagement programme.

Consumer discretionary issuers are also impacted more severely

by transition effects, and we have fairly large exposure to this

sector.

– The results continue to indicate that the negative impacts on

asset values will be felt more evenly across all sectors in the

hot house scenario given that the model only considers

physical risk impacts (with weak global efforts to transition).

We acknowledge that the model very likely understates the

risks in this scenario, including potential climate system

tipping points and second-order impacts on economies.

We are very wary of ‘false precision’, given significant

complexity and uncertainties involved in modelling climate

impacts, so these results need to be viewed alongside other

qualitative and quantitative information. Further details on

limitations of the modelling can be found on page 359.

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| Climate adjusted value impact by sector (current to 2050)i | | | | | | | | | | | | | | |
| Sector | Exposure ii | Orderly | | |  | Disorderly | | |  | Hot house | | |  |  |
| Real Estate | £7.8bn  (5.2%) |  |  |  |  |  |  |  |  |  |  |  |  | % change  in value as  a result of  scenario  conditions |
| Consumer Discretionary | £14.1bn  (9.3%) |  |  |  |  |  |  |  |  |  |  |  |  |
| Consumer Staples | £8.6bn  (5.7%) |  |  |  |  |  |  |  |  |  |  |  |  | > 0% |
| Health Care | £8.1bn  (5.3%) |  |  |  |  |  |  |  |  |  |  |  |  | 0% -2% |
| Financials | £51.9bn  (34.1%) |  |  |  |  |  |  |  |  |  |  |  |  | -2% -5% |
| Communication Services | £9.6bn  (6.3%) |  |  |  |  |  |  |  |  |  |  |  |  | -5% -15% |
| Materials | £7.6bn  (5.0%) |  |  |  |  |  |  |  |  |  |  |  |  | -15%  -35% |
| Utilities | £11.1bn  (7.3%) |  |  |  |  |  |  |  |  |  |  |  |  | < -35% |
| Information Technology | £9.4bn  (6.2%) |  |  |  |  |  |  |  |  |  |  |  |  |  |
| Industrials | £16.0bn  (10.6%) |  |  |  |  |  |  |  |  |  |  |  |  |  |
| Energy | £6.1bn  (4.0%) |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| Sovereign debt | £40.6bn |  | N/A | N/A |  |  | N/A | N/A |  |  | N/A | N/A |  |  |
|  |  | Debt | UoPiii | Equity |  | Debt | UoPiii | Equity |  | Debt | UoPiii | Equity |  |  |

i The orderly and disorderly scenarios presented in this heatmap reflect transition risk impacts only with a coverage of 95%, and the hot house

scenario reflects physical risk impacts only having a coverage of 95%. Further details on methodology and limitations can be found on page 359.

ii Exposure refers to the proportion of modelled listed equity and listed corporate bonds with known and unknown use of proceeds AUMA (£151.9bn)

invested in each sector. Issuers with no sector designation (£1.6bn, 1% of AUMA) are not included in the heatmap.

iii Known use of proceeds (UoP) refers to green, sustainability and social bonds, where the debt funding is tied to specific sustainability-related objectives.

For sovereign debt the results do not differentiate between known and unknown use of proceeds.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Supplementary climate information continued

#### Scenario modelling results (Private assets)

We continue to use the global insurance broker and risk adviser Marsh to assess our real estate and infrastructure exposure to

physical climate risk. Marsh uses XDI which quantifies the cost of extreme weather and climate change impacts to physical assets,

taking into account asset-specific information – how different types of assets in a specific location will perform in different physical

conditions. The scenarios used in this model are based on Representative Concentration Pathway (RCP) 2.6 and 8.5, as produced

by the IPCC. These broadly align to the public asset orderly and hot house scenarios. Importantly, the modelling does not consider

transition and second-order impacts which could affect asset values. Further details on limitations can be found on page 359.

Real estate

![img_P88_RealEstate_infraCapital-1.svg]()

For our directly owned real estate equity portfolio, the physical risk exposure has increased slightly from last year’s levels, although

it is still a relatively small share of assets that are at high risk from climate-related hazards. Under each scenario, assets were rated

low, medium or high risk (high risk meaning at least 1% of an asset’s value being at risk of damage per year).

The key findings of our real estate analysis are:

– under an orderly scenario (RCP 2.6) between 7.0% (2023: 5.9%) and 10.0% (2023: 8.8%) of assets will be rated high risk by 2050

and 2100 respectively; and

– under a hot house scenario (RCP 8.5) these percentages increase to 7.8% (2023: 6.5%) and 12.4% (2023: 11.3%).

For real estate assets, the physical risk is driven by exposure to hydro-meteorological hazards such as floods (eg as a result of their

proximity to the coast). The outputs presented here are limited to the aggregate risk level per scenario, but in our analysis we also

look at reinstatement value, which refers to the estimated cost of rebuilding an asset after complete destruction.

Infracapital

![img_P88_RealEstate_infraCapital-1.svg]()

Model results were analysed for asset locations that were identified as medium or high risk. Compared with last year the results

have fallen across the two scenarios, partly due to the disposal of assets that were categorised as high risk. The key findings from

our Infracapital assessment are:

– under an orderly scenario (RCP 2.6) between 6.0% (2023: 8.3%) and 8.1% (2023: 10.3%) of assets will be rated high risk by 2050

and 2100 respectively; and

– under a hot house scenario (RCP 8.5) these percentages increase to 6.4% (2023: 8.6%) and 9.9% (2023: 11.6%).

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Supplementary climate information continued

#### Metric definitions

Financed Carbon Emissions (FCE) represent the absolute

greenhouse gas emissions associated with a portfolio of

investments where there is available reported data or

estimates. Financed emissions can be influenced by factors

such as market movements, coverage and portfolio

transactions, which are unrelated to real-world emissions.

Carbon footprint refers to FCE normalised by the market value

of a portfolio (GHG emissions per million pounds of

investment). This indicator is useful for comparative purposes,

but similar to FCE is sensitive to financial factors that do not

relate to decarbonisation, including changes in market value.

Carbon footprint is used to monitor progress against our net

zero interim targets.

Weighted Average Carbon Intensity (WACI) provides a single

metric summing the individual emissions intensities of issuers

in a portfolio based on their weightings, indicating our portfolio

exposure to carbon-intensive issuers.

For both carbon footprint and WACI the current portfolio value

is based on market value and is limited to assets for which all

data necessary for the calculation of financed carbon emissions

is available. For private assets, the emissions-related metrics

reported are FCE and carbon footprint only.

We use data sourced from third-party data providers (eg MSCI

and Bloomberg) to calculate the emissions metrics. While we

perform high-level checks on the data received, we are reliant

on the accuracy of the source data received from these third-

party vendors.

Details on the calculation methodology, data sources and

limitations of each metric produced are available in our

Environmental Metrics Basis of Reporting 2024 available on our

website.

#### High-level methodology

We have licensed two different climate models from third-party

providers to undertake scenario analysis at the asset/issuer

level: Aladdin Climate for financial assets (the ‘equities and

bonds model’ covering public listed equities, corporate and

sovereign public debt) and Marsh for assessing the private

portfolio’s real estate and infrastructure exposure to physical

climate risk. Physical climate risk of the private portfolio is

modelled by Marsh using XDI, which quantifies the cost of

extreme weather and climate change impacts to physical

assets, taking into account asset-specific information – how

different types of assets in a specific location will perform in

different physical conditions.

Both models are leveraging the extensive expertise and

experience from third-party providers with strong capabilities

in climate scenario modelling, and were selected following

extensive proof-of-concept exercises. However, climate

change scenario modelling is an inherently complex area, so

the results presented on pages 80-81 and 356-357 need to be

interpreted with assumptions, judgements and limitations in

mind.

These include the nature of scenario modelling itself, data

limitations and specific model limitations from our modelling

counterparties.

The models provide outputs based on the following scenarios:

– An orderly scenario, which is aligned with Representative

Concentration Pathway (RCP) 2.6 and predicts a temperature

rise below 2°C by the end of the century, aligned with the

Paris Agreement. Important context for this scenario is that

the world currently remains significantly off target in

restricting the temperature rise to below 2°C, yet the

industry often refers to this as a ‘best case’ and it provides a

valuable reference point against other scenarios.

– A disorderly scenario, which is aligned with RCP 2.6 and

predicts a temperature rise lower than 2°C by the end of

century. However, climate action to achieve this is not taken

until 2030, which delays transition impacts and makes them

more drastic. This scenario is limited in that it assumes

coordinated policy action at a global level by 2030. This

scenario is useful to explore disruptive transition risk

dynamics, and is only applicable to the equities and bonds

model.

– A hot house scenario, which is aligned with RCP 8.5 and

predicts an average temperature change above 3°C by the

end of the century, assuming no global response to climate

change beyond what has already been committed to. This

scenario is widely used in industry to represent a ‘worst-

case’ outcome and provides a valuable comparison with the

RCP 2.6 scenario as a high-risk future.

Key assumptions: transition risk

As countries around the world increase energy demand and

transition to greener energy sources, a key assumption is the

energy requirements and mix in each region under each of the

three scenarios. Projections include both energy reduction and

change in the energy mix, and show the high-level requirement

of a complete phase-out of coal in the transition assumptions,

as well as significant reductions in gas, replaced primarily by

renewables such as solar, wind and hydro energy.

These impacts – notably emissions trajectories, energy

demand and supply mix, carbon prices and electrification

assumptions – drive major model results.

Key assumptions: physical risk

For the equities and debt modelling, macro-level assumptions

about how physical risks will impact GDP pathways are applied

across all sectors, essentially allowing for implicit estimation of

second-order impacts (eg supply chain impact). By contrast, for

the real estate and infrastructure model, physical risk data from

Marsh, using XDI, is used to calculate direct impacts at specific

location, meaning that outputs of the model represent the

projected impact due to direct physical damage to each asset,

and do not take into account second-order financial impacts

(eg business interruption and rising insurance premiums).

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Supplementary climate information continued

#### Data limitations of scenario analysis

There are a number of limitations impacting our scenario

analysis, reflecting the current industry-wide challenges of

climate modelling.

The scenarios adopted do not account for non-linear change

and the possible crossing of climate system tipping points. As a

result, there are financial impacts, including at a regional level,

that are not fully captured, leading to a likely underestimation of

risk.

An important aspect is the input data, since for most assets

modelled we have used company-specific data sourced from

third parties such as Aladdin, Evora or Bloomberg. Many

publicly-listed companies are measuring and reporting their

emissions, which is a required data point for the calculation of

climate-related metrics. However, among smaller and privately

owned companies, this data is not commonly reported.

Another area of data limitation relates to lack of high-quality,

comprehensive and reliable data upon which the model

assumptions are based. Models are developed using proxies

where data gaps are present, to ensure we obtain the widest

coverage possible.

Another aspect of data limitations relates to the lack of

historical data points to calibrate and validate the model

outputs. In particular, the lack of historical data on the

relationship between climate risks and financial outcomes

makes it difficult to interpret modelled outcomes far into the

scenario horizon with confidence.

Despite these limitations, scenario analysis provides us with

useful information that can inform investment decision-making.

#### Limitations of the public assets climate

#### change model

At the counterparty and portfolio level, the model assumes no

change to the composition of investment portfolios. While such

assumptions are necessary for model feasibility, they do impact

on the reliability of the results. One of the other limitations of

the equities and debt model is the timeline. The scenario

analysis provides outputs up to 30 years in the future, and while

this helps to provide an estimate of the adjustment in valuation

by 2050, there are aspects of the scenario interplay beyond

2050 that are not explored. Importantly, the current version of

the equities and bonds model provides separate assessments

of physical and transition risks, which reduces our ability to

assess the interdependencies across those climate risk

transmission mechanisms.

This transition module in particular only takes into account

Scope 1 & 2 GHG emissions. There are some industries, such as

automotive, that are known to be significant climate

contributors owing to high Scope 3 emissions, yet these

impacts are not explicitly explored. Measurement and reporting

of Scope 3 emissions is expected to improve and will be

incorporated into the analysis in future as scenario analysis

matures.

When assessing physical risk, the geographic distribution of a

company’s financial activity and dependencies is crucial. In the

absence of such information, the model follows a top-down

approach in determining climate shocks at sectoral level

through macroeconomic pathways.

As a result of these limitations, the model results need to be

interpreted taking the following caveats into consideration:

– Being a static asset portfolio, we have not modelled likely

investment or asset allocation actions to mitigate against

climate-related impacts. For example, in a disorderly

scenario we would likely have to carry out significant

reallocation across both asset classes and geographies to

align with rapidly changing policies.

– We recognise the transmission pathway interdependencies

across physical and transition risks, so the model results

need to be interpreted taking this limitation into

consideration.

#### Limitations of the private assets climate

#### change model

The real estate and infrastructure model uses climate peril data

to model the direct impact of physical climate impacts globally.

In some geographies there is limited data, and the model uses a

range of underlying source data at various resolutions to

provide the necessary coverage for the projected perils. Similar

to the equities and debt securities climate change model, the

outputs provided by the real estate and infrastructure

modelling assumes a number of key factors remain constant, in

particular the current level of regional physical defence actions

is assumed to remain unchanged. Although national defences

may be upgraded in the future this is not considered within the

physical climate risk projections.

Importantly, the scenario analysis for private assets only

assesses direct physical risk and does not capture other

potential climate-related impacts for those assets. It is

important to bear this in mind when interpreting the results and

also consider possible second-order impacts of physical risk

(eg business disruption) as well as the impacts from transition

modelling (eg asset valuation change due to a deterioration in

economic conditions).

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Shareholder information

M&G plc maintains a corporate website containing a wide range

of information relevant for private and institutional investors,

including the Company’s financial calendar: www.mandg.com

#### Annual General Meeting

M&G plc’s Annual General Meeting (AGM) is expected to be

held at our offices at 10 Fenchurch Avenue, London EC3M 5AG

on 30 April 2025 at 10:30am. A poll will be called 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. Full details

will be included in the AGM Notice.

In accordance with relevant legislation, shareholders holding

5% 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 General

Counsel and 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. Inspection of

these documents may also be undertaken virtually. Please

email Group Secretariat at GroupSecretariat@mandg.com if

you wish to view any of these documents and arrangements

will be made with you.

#### Company constitution

M&G plc is governed by the Companies Act 2006, other

applicable legislation and regulations, and provisions in its

Articles of Association (Articles) which are available on the

Company’s website. The Company’s Articles state that the

Board may appoint Directors but that those Directors are

required to offer themselves up for re-election annually at the

AGM. The Articles can only be amended with shareholder

approval.

#### Electronic communications

Shareholders are encouraged to elect to receive shareholder

documents electronically by registering with Shareview at

www.shareview.co.uk. 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 other correspondence from

the Company.

Please contact Equiniti if you require any assistance or further

information.

#### Share dealing services

The Company’s registrar, Equiniti, offer a postal dealing facility

for buying and selling M&G plc ordinary shares; please see the

Equiniti address below. They also offer a telephone and

internet dealing service, Shareview, which provides a simple

and convenient way of selling M&G plc shares. For telephone

sales, call +44 (0)345 603 7037 between 08:00 and 16:30,

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 obtained from Equiniti.

Further information about ShareGift may be obtained on +44

(0)20 7930 3737 or from www.ShareGift.org.

#### Shareholder enquiries

For enquiries about shareholdings, including dividends and lost

share certificates, please contact the Company’s registrar:

#### Registrar

M&G plc’s share register is managed and administered by

Equiniti.

#### Online

www.shareview.co.uk

#### By post

Equiniti Limited, Highdown House, Yeoman Way, Worthing,

West Sussex, BN99 3HH UK

#### By telephone

Tel +44 (0)371 384 2543

Lines are open from 08:30 to 17:30 (UK), Monday to Friday.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Glossary

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|  |  |  |
| Term |  | Definition |
| Adjusted operating profit  before tax (AOP) |  | Is one of the Group’s non-GAAP alternative performance measures, which complements the  IFRS GAAP measures and is useful as it allows a deeper understanding of the Group's  performance over time. It is defined in the alternative performance measures section on page  [341](#ib2c5152239ae413b9d3b5fe7e8934113_4565). |
| Alternative performance  measure (APM) |  | Is a financial measure of historic or future financial performance, financial position or cash flows,  other than a financial measure defined under IFRS or under Solvency II regulations. |
| 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. |
| Asset Management cost/  income ratio |  | Represents total operating expenses, excluding revaluation of provisions for employee  performance awards divided by total fee-based revenues, excluding performance fees. |
| Assets under management  and administration (AUMA) |  | Represents the total market value of all financial assets managed, administered or advised on  behalf of clients. |
| Asset Management average  fee margin |  | Is calculated from fee-based revenues earned in the period, excluding performance fees, divided  by average AUMA for the period. It demonstrates the revenue margin that was earned on the  assets we manage and administer. |
| Board |  | The Board of Directors of the Company. |
| 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. There are  normally two types of bonus:  – Regular bonus: expected to be added every year during the term of the policy. It is not  guaranteed that a regular bonus will be added each year, but once it is added, it cannot be  reversed, also known as annual or reversionary bonus.  – Final bonus: an additional bonus expected to be paid when policyholders take money from the  policies. If investment return has been low over the lifetime of the policy, a final bonus may not  be paid. Final bonuses may vary and are not guaranteed. |
| Business Plan |  | A written document that describes our business, containing objectives, strategies, sales,  marketing and financial forecasts. |
| Chief Operating Decision  Maker |  | The Group Executive Committee. |
| Climate Action 100+  (CA100+) |  | CA100+ is an investor-led initiative to ensure the world’s largest corporate greenhouse gas  emitters take necessary action on climate change. |
| Company/Parent Company |  | M&G plc, a public limited company incorporated in England and Wales with registered number  11444019 whose registered office is 10 Fenchurch Avenue, London EC3M 5AG, United Kingdom. |
| Contractual Service Margin  (CSM) |  | Represents unearned profit on contracts, recognised in profit or loss as the service is provided  over the life of the contracts. |
| Demerger |  | The demerger from the Prudential Group in October 2019. |
| Director |  | A Director of the Company. |
| Earnings per share (EPS) |  | Refer to accounting policy 1.5.23 on page [212](#iebbe5e4c20fd41798a9dd8e940264644_799839). |
| Employee benefit trust  (EBT) |  | Is a trust set up to enable its Trustees to purchase and hold shares to satisfy employee share-  based incentive plan awards. |
| Energy Attribute  Certificates (EAC) |  | EACs allow businesses to track the origin of electricity, prove the consumption of renewables,  and meet clean energy targets. |
| Enterprise Value Including  Cash (EVIC) |  | Is the sum of a company’ market capitalisation and total debt, without deduction of cash and  cash equivalents. |
| ESG |  | ESG stands for Environmental, Social, and Governance. ESG is a framework that helps  stakeholders understand how an organisation is managing risks and opportunities related to  environmental, social and governance criteria. |
| Expected Credit Loss (ECL) |  | Expected credit loss impairment loss being the present value of the difference between  contractual cash flows due and expected to be received, based on the lifetime probability of  default. It applies to all credit exposures not measured at fair value through profit or loss. |
| Fair value through profit or  loss (FVTPL) |  | Is an IFRS measurement basis permitted for assets and liabilities which meet certain criteria.  Gains or losses on assets or liabilities measured at FVTPL are recognised directly in the income  statement. |
| Financial Conduct Authority  (FCA) |  | The body responsible for supervising the conduct of all financial services firms and for the  prudential regulation of those financial services firms not supervised by the Prudential Regulation  Authority (PRA), such as asset managers and independent financial advisers. |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Glossary continued

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|  |  |  |
| Term |  | Definition |
| FRC Stewardship Code |  | The UK Stewardship Code sets high stewardship standards for those investing money on behalf  of UK savers and pensioners, and those that support them. It comprises a set of 12 ‘apply and  explain’ principles for asset managers and asset owners, and a separate set of six principles for  service providers. |
| Group |  | The Company and its subsidiaries. |
| Group Executive Committee  (GEC) |  | Is composed of board officers and senior-level executive management. It is the Group’s most  senior executive decision-making forum. |
| Institutional Investor Group  on Climate Change (IIGCC) |  | Works with business, policy makers and fellow investors to help define the investment practices,  policies and corporate behaviours required to address climate change. |
| International Financial  Reporting Standards (IFRS) |  | Are accounting standards issued by the International Accounting Standards Board (IASB). Our  consolidated financial statements are prepared in accordance with UK-adopted International  Accounting Standards (IAS). Any reference to IFRS refers to those which have been adopted for  use in the UK unless specified otherwise. |
| Intergovernmental Panel on  Climate Change (IPCC) |  | Created to provide policymakers with regular scientific assessments on climate change, its  implications and potential future risks, as well as to put forward adaptation and mitigation  options. |
| International Sustainability  Standards Board (ISSB) |  | The IFRS Foundation announced the formation of the ISSB in November 2021 at COP26; the  intention is for the ISSB to deliver a comprehensive global baseline of sustainability-related  disclosure standards that provide investors and other capital market participants with  information about companies’ sustainability-related risks and opportunities to help them make  informed decisions. |
| Key performance measure  (KPM) |  | The Group measures its financial performance using the following key performance measures:  IFRS result after tax, adjusted operating profit before tax, operating change in CSM, net flows  from open business, AUMA, shareholder Solvency II coverage ratio, total capital generation and  operating capital generation. |
| Leverage ratio |  | The leverage ratio is calculated as the nominal value of debt as a percentage of the Group’s  shareholder Solvency II available own funds. |
| Long-Term Incentive Plan  (LTIP) |  | The part of an executive’s remuneration designed to incentivise long-term value for shareholders  through an award of shares, with vesting contingent on employment and the satisfaction of  stretching performance conditions linked to the Group's strategy. |
| M&G Group Limited (MGG) |  | MGG is a private limited company incorporated in England and Wales with registered number  00633480 whose registered office is 10 Fenchurch Avenue, London EC3M 5AG, United  Kingdom.  MGG is the holding company of the Group’s asset management business, M&G Investments. |
| Net client flows |  | Represents gross inflows less gross outflows. Gross inflows are new funds from clients. Gross  outflows are withdrawals made by clients during the period. |
| Net flows from open  business |  | Net flows from open business consists of net client flows from Asset Management, PruFund,  Shareholder annuities and the elements of Other Life which are open to new business. It  excludes net flows from our Traditional with-profits business, platform and certain elements of  Other Life closed to new business. |
| Net promoter score (NPS) |  | Net promoter score is a measure of the willingness of a company’s clients to recommend its  products or services to others. |
| Network for Greening the  Financial System (NGFS) |  | Is a group of central banks and supervisors committed to sharing best practices, contributing to  the development of climate and environment-related risk management in the financial sector and  mobilising mainstream finance to support the transition toward a sustainable economy. |
| Net-Zero Asset Owner  Alliance (NZAOA) |  | Is a member-led initiative of institutional investors committed to transitioning their investment  portfolios to net-zero GHG emissions by 2050 – consistent with a maximum temperature rise of  1.5°C. |
| Non-profit business |  | Contracts where the policyholders are not entitled to a share of the company’s profits and  surplus, but are entitled to other contractual benefits. Examples include pure risk policies (such  as fixed annuities) and unit-linked policies. |
| Operating capital  generation |  | Is the total capital generation before tax, adjusted to exclude market movements relative to those  expected under long-term assumptions and to remove other non-operating items, including  shareholder restructuring costs. |
| Operating change in  Contractual Service Margin  (CSM) |  | Is one of the Group’ key alternative performance measures and represents changes resulting  from new business, interest accretion, experience changes and release of CSM but excludes the  impact of short-term market movements, mismatches arising on the adoption of IFRS 17 and  restructuring costs. |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Glossary continued

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| Term |  | Definition |
| Own Risk and Solvency  Assessment (ORSA) |  | The ORSA is the Group’ ongoing processes for identifying, assessing, controlling, monitoring and  reporting the risks to which the business is exposed, and of assessing the own funds necessary  to ensure that the Group's solvency needs are met at all times. |
| Own funds |  | Own funds refers to the Solvency II measure of capital available to meet losses, and is based on  the assets less liabilities of the Group, subject to certain restrictions and adjustments. Available  own funds reflect all capital available to the Group. Eligible own funds are net of restrictions  applied in line with the thresholds set by the regulator that limit the amount of each tier of capital  that can be used to demonstrate solvency. |
| Paris Agreement |  | Is an agreement within the United Nations Framework Convention on climate change, dealing  with greenhouse gas emissions mitigation, adaptation, and finance, agreed in 2015. |
| Partnership for Carbon  Accounting Financials  (PCAF) |  | Is a global partnership of financial institutions that work together to develop and implement a  harmonised approach to assess and disclose the greenhouse gas emissions (GHG) associated  with their loans and investments. |
| Principles for Responsible  Investment (PRI) |  | PRI is a United Nations-supported international network of financial institutions. It works together  to understand the investment implications of ESG factors and support its network of investor  signatories in incorporating these factors into their investment and ownership decisions. |
| Prudential Regulation  Authority (PRA) |  | Is the body responsible for the prudential regulation and supervision of banks, building societies,  credit unions, insurers and major investment firms in the UK. |
| Prudential Assurance  Company (PAC) |  | The Prudential Assurance Company Limited (PAC) is a private limited company incorporated in  England and Wales with registered number 00015454 whose registered office is 10 Fenchurch  Avenue, London EC3M 5AG, United Kingdom. |
| PruFund |  | Our PruFund proposition provides our retail customers with access to smoothed savings  contracts with a wide choice of investment profiles. |
| Renewable Energy  Guarantees of Origin  (REGO) |  | The REGO scheme provides transparency to consumers about the proportion of electricity that  suppliers source from renewable generation. |
| Sustainability Accounting  Standards Board (SASB) |  | Is a framework that sets standards for the disclosure of financially material sustainability  information by companies to their investors. |
| Science Based Targets  initiative (SBTi) |  | The SBTi defines and promotes best practice in science-based target setting. Targets are  considered ‘science-based’ if they are in line with what the latest climate science deems  necessary to meet the goals of the Paris Agreement – limiting global warming to well-below 2°C  above pre-industrial levels and pursuing efforts to limit warming to 1.5°C. Science-based targets  show organisations how much and how quickly they need to reduce their greenhouse gas (GHG)  emissions to prevent the worst effects of climate change. |
| Scope 1 emissions |  | Emissions from: fuel combustion; company vehicles; fugitive emissions. |
| Scope 2 emissions |  | Emissions from: purchased electricity, heat and steam. |
| Scope 3 emissions |  | Emissions from: purchased goods and services; business travel; employee commuting; waste  disposal; use of sold products; transportation and distribution (up and downstream);  investments; leased assets; and franchises. |
| Sustainable Finance  Disclosure Regulation  (SFDR) |  | The EU’s SFDR is a regulation designed to make it easier for investors to distinguish and  compare between the many sustainable investment strategies that are now available within the  European Union; the framework classifies asset managers’ funds as either an article 6, 8, or 9  funds depending on their level of sustainability, and regardless if they are promoting their fund as  an ESG investment. |
| Shareholder Solvency II  coverage ratio |  | Is the ratio of eligible own funds to solvency capital requirement (SCR), excluding the  contribution to own funds and SCR from our ring-fenced With-Profits Fund. |
| Société d’investissement à  Capital Variable (SICAV) |  | A SICAV is an open-ended investment fund offered by European financial companies, similar to  the UK’s unit trust. SICAVs are effectively share companies aimed at collectively investing the  assets collected through the public offering of shares, whose value amounts to the net worth of  capital account divided by their number. |
| Solvency capital  requirement (SCR) |  | SCR represents the 99.5th percentile (or 1-in-200) worst outcome over the coming year, out of  100,000 equally likely scenarios, allowing for the dependency between the risks the business is  exposed to. The SCR is calculated using our Solvency II Internal Model. |
| Solvency II |  | A regime for the prudential regulation of insurance companies that was introduced by the EU on  1 January 2016, now modified by the PRA’s 2024 reforms. |
| Solvency II surplus |  | Solvency II surplus represents the eligible Own Funds that we hold less the solvency capital  requirement. |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Glossary continued

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| Term |  | Definition |
| Taskforce on Nature-  Related Financial  Disclosures (TNFD) |  | Is an international initiative that builds on a model developed by the TCFD. Its mission is to  provide a framework for how organisations can address nature-related risks and opportunities  with the ultimate goal of channelling capital flows into positive action. |
| Task Force on Climate-  Related Financial  Disclosures (TCFD) |  | Created by the Financial Stability Board (FSB) to develop consistent climate-related financial risk  disclosures. The FCA require all premium listed companies to disclose, on a comply or explain  basis, against the recommendations of the TCFD. The TCFD has now been disbanded with the  IFRS Foundation (ISSB) taking over the monitoring of companies climate-related disclosures  from the FSB. |
| Total capital generation |  | Is the total change in Solvency II surplus capital, on an eligible own funds basis, before dividends  and capital movements, and capital generated from discontinued operations. |
| 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. |
| Transitional Measures on  Technical Provisions  (TMTP) |  | Transitional measures on technical provisions are an adjustment to Solvency II technical  provisions, to smooth the impact of the change in the regulatory regime on 1 January 2016. This  decreases linearly over 16 years following the implementation of Solvency II, but may be  recalculated in certain cases, subject to agreement with the PRA. |
| UK Corporate Governance  Code (The Code) |  | Corporate Governance is the system of rules, practices and processes that are put in place to  manage and control a company. It is underpinned by the UK Corporate Governance Code issued  in 2018. |
| Unit-linked policy |  | A policy where the benefits are determined by the investment performance of the underlying  assets in the unit-linked fund. |
| Value Share BPA |  | A transaction which comprises a traditional BPA buy-in arrangement and a separate reinsurance  contract with a captive reinsurer that transfers some of the insurance and investment risk back to  the sponsor of the originating pension scheme, thereby allowing the sponsor to participate in the  risk and reward generated from the transaction. |
| With-profits business |  | Contracts where the policyholders have a contractual right to receive, at the discretion of the  Company, additional benefits based on the profits of the fund, as a supplement to any  guaranteed benefits. |
| With-Profits Fund |  | The Prudential Assurance Company Limited’s fund where policyholders are entitled to a share of  the profits of the fund. Normally, policyholders receive their share of the profits through bonuses.  It is also known as a participating fund as policyholders have a participating interest in the With-  Profits Fund and any declared bonuses. |

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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#### Contact us

#### Registered office

M&G plc

10 Fenchurch Avenue

London

EC3M 5AG

United Kingdom

#### Website

www.mandg.com

#### Telephone

+44 (0)207 626 4588

#### Registered number

11444019

M&G plc is incorporated and registered

in England and Wales. M&G plc is a holding

company, some of whose subsidiaries

are authorised and regulated, as applicable,

by the Prudential Regulation Authority and

the Financial Conduct Authority.

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|  | M&G plc Annual Report and Accounts 2024 |  | [Strategic Report](#ib2c5152239ae413b9d3b5fe7e8934113_5072) | | |  | [Governance](#ib2c5152239ae413b9d3b5fe7e8934113_5665) | | |  | [Financial information](#ib2c5152239ae413b9d3b5fe7e8934113_145) | | |  | [Other information](#ib2c5152239ae413b9d3b5fe7e8934113_5951) | | |  |  |  |  |  |
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Disclaimer on forward-looking statements

This document may contain certain ‘forward-looking statements’ with

respect to M&G plc (M&G) and its affiliates (the Group), its plans, its current

goals and expectations relating to future financial condition, performance,

results, operating environment, strategy and objectives. Statements that are

not historical facts, including statements about M&G’s beliefs and

expectations and including, without limitation, statements containing the

words ‘may’, ‘will’, ‘could’, ‘should’, ‘continue’, ‘aims’, ‘estimates’, ‘projects’,

‘believes’, ‘intends’, ‘expects’, ‘plans’, ‘seeks’, ‘outlook’ and ‘anticipates’, and

words of similar meaning, are forward-looking statements. These statements

are based on plans, estimates and projections which are current as at the

time they are made, and therefore persons reading this announcement are

cautioned against placing undue reliance on forward-looking statements. By

their nature, forward-looking statements involve inherent assumptions, risk

and uncertainty, as they generally relate to future events and circumstances

that may not be entirely within M&G’s control. A number of factors could

cause M&G’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: changes in

domestic and global political, economic and business conditions; market-

related conditions and risk, including fluctuations in interest rates and

exchange rates, the potential for a sustained low-interest rate environment,

corporate liquidity risk and the future trading value of the shares of M&G;

investment portfolio-related risks, such as the performance of financial

markets generally; legal, regulatory and policy developments, such as, for

example, new government initiatives and regulatory measures, including

those addressing climate change and broader sustainability-related issues,

and broader development of reporting standards; the impact of competition,

economic uncertainty, inflation and deflation; the effect on M&G’s business

and results from, in particular, mortality and morbidity trends, longevity

assumptions, lapse rates and policy renewal rates; the timing, impact and

other uncertainties of future acquisitions or combinations within relevant

industries; the impact of internal projects and other strategic actions, such as

transformation programmes, failing to meet their objectives; changes in

environmental, social and geopolitical risks and incidents, pandemics and

similar events beyond the Group’s control; the Group’s ability along with

governments and other stakeholders to measure, manage and mitigate the

impacts of climate change and broader sustainability-related issues

effectively; the impact of operational risks, including risk associated with

third-party arrangements, reliance on third-party distribution channels and

disruption to the availability, confidentiality or integrity of M&G’s IT systems

(or those of its suppliers); 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 the Group

operates; and the impact of legal and regulatory actions, investigations

and disputes. 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. Any forward-looking

statements contained in this document speak only as of the date on which

they are made. M&G 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, or other applicable laws and regulations. This report has been

prepared for, and only for, the members of M&G, as a body, and no other

persons. M&G, its Directors, employees, agents or advisers do not accept or

assume responsibility to any other person to whom this document is shown

or into whose hands it may come, and any such responsibility or liability is

expressly disclaimed. Nothing in this report should be construed as a profit

forecast. The information contained in this document does not constitute an

offer to sell or otherwise dispose of or an invitation or solicitation of any offer

to purchase or subscribe for any securities in the Group.

Information provided in climate and sustainability disclosures

Climate and sustainability-related disclosures are subject to greater

uncertainty than other disclosures, given challenges with current data

availability and reliability, the nascent and evolving nature of relevant models

and methodologies and other factors, such as the developing regulatory

landscape and market practice. As such, the disclosures included in this

Annual Report and Accounts may be amended and updated, as market

practice and data quality and availability develop, and underlying

judgements, assumptions and estimates change. These factors could also

lead to actual achievements, results, performance or other future events or

conditions differing from those stated, implied and/or reflected in any

forward-looking statements or metrics included in our climate and

sustainability disclosures.

Disclaimer

In preparing the climate and sustainability content included within the

Group’s Annual Report and Accounts, we have:

– made key judgements, estimations and assumptions, for example in

relation to financed emissions, measurement of climate risk and

scenario analysis.

– used climate and sustainability models, methodologies and data most

appropriate and suitable as at the date on which they were used, but

which are subject to certain limitations. These limitations relate to (but

are not limited to): the nascent and evolving nature of methodologies

in this area which results in limited availability of reliable climate and

sustainability-related data; data gaps; limited ability to rely on

historical data; the limited standardisation of climate and

sustainability-related data; and future uncertainty (due to, amongst

other factors, changing projections arising from technological

development and legal, regulatory and policy change).

– used climate and sustainability models, methodologies and data in this

Annual Report and Accounts that may have been made available by

third parties or other public sources – The methodologies,

interpretations or assumptions underpinning that information may not

be capable of being independently verified and may therefore be

inaccurate. While the Group bears primary responsibility for the

information included in this annual report, it does not accept

responsibility for the external input provided by any third parties for

the purposes of developing the information included in this Annual

Report and Accounts;

– noted that there are external factors which are outside of our control,

such as changes in accounting and/or reporting standards,

improvements in data quality and data availability, or updates to

methodologies and models and/ or updates or restatements of data

by third parties, which could affect the climate and sustainability

content within the Annual Report and Accounts. In particular, we note

that, as climate and sustainability-related models, methodologies and

data, market principles and reporting standards evolve and mature,

and data quality and availability in this area improves, this may impact

the metrics, data, and targets included in the climate and sustainability

content within this Annual Report and Accounts. As such, we may look

to review and further develop our approach accordingly to reflect such

developments. In future reports, we may present some or all of the

information for this reporting period, using updated or more granular

data or improved models or methodologies. We may also need to re-

baseline, restate, revise, or recalculate information included in our

climate and sustainability-related data on the basis of such updated

information.

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Designed and produced by

Radley Yeldar | ry.com

This Report is printed on UPM Fine

Offset which has been independently

certified according to the rules of the

Forest Stewardship Council® (FSC).

The manufacturing paper mill is

registered to the Environmental

Management System ISO

14001:2004 and is Forest

Stewardship Council® (FSC)

chain-of-custody certified.

Printed by Paragon Customer

Communications Ltd.

Paragon Customer Communications

has the following certifications:

ISO 9001, ISO 14001, ISO 50001,

ISO 27001 and ISO 22301.

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#### M&G plc

#### 10 Fenchurch Avenue

#### London

EC3M 5AG

#### United Kingdom

+44 (0)207 626 4588

#### mandg.com