20
The accompanying notes are an integral part of these financial statements. Imperial Canadian Equity Pool Annual Financial Statements for the financial year ended December 31, 2016 † Securities Lending The tables that follow indicate the Pool had assets involved in securities lending transactions outstanding as at December 31, 2016 and 2015. Aggregate Value of Securities on Loan($000s) Aggregate Value of Collateral for Loan($000s) x x December 31, 2016 302,922 316,707 x December 31, 2015 306,001 321,060 x Collateral Type* ($000s) i ii iii iv x x December 31, 2016 77,127 239,580 x December 31, 2015 35,036 285,393 631 x x * See note 2j for Collateral Type definitions. Organization of the Fund (note 1) The Pool was established on February 1, 1991 (Date Established). Inception Date x x Class A October 15, 1998 x x Statements of Financial Position (in 000s, except per unit amounts) As at December 31, 2016 and 2015 (note 1) December 31, 2016 December 31, 2015 x x x x Assets x x x Current assets x Investments (non-derivative financial assets) † (notes 2 and 3) $ 2,649,157 $ 2,202,696 x Cash including foreign currency holdings, at fair value 2,262 815 x Margin 58 27 x Cash collateral received for securities on loan (note 2j) 77,127 35,036 x Dividends receivable 7,163 6,797 x Receivable for portfolio securities sold 2,778 8,999 x Receivable for units issued 1,640 x x x Total Assets 2,738,545 2,256,010 x x x Liabilities x x x Current liabilities x Obligation to repay cash collateral under securities lending (note 2j) 77,127 35,036 x Payable for portfolio securities purchased 6,607 17,071 x Payable for units redeemed 889 x x x Total Liabilities 83,734 52,996 x x x Net Assets Attributable to Holders of Redeemable Units (note 5) $ 2,654,811 $ 2,203,014 x x x Net Assets Attributable to Holders of Redeemable Units per Class x Class A $ 2,654,811 $ 2,203,014 x x x Net Assets Attributable to Holders of Redeemable Units per Unit (note 5) x Class A $ 24.36 $ 20.93 x 1

ImperialCanadianEquityPool AnnualFinancialStatements · Theaccompanyingnotesareanintegralpartofthesefinancialstatements. ImperialCanadianEquityPool AnnualFinancialStatements forthefinancialyearendedDecember31,2016

Embed Size (px)

Citation preview

The accompanying notes are an integral part of these financial statements.

Imperial Canadian Equity Pool

Annual Financial Statementsfor the financial year ended December 31, 2016

† Securities LendingThe tables that follow indicate the Pool had assets involved in securities lending transactionsoutstanding as at December 31, 2016 and 2015.

Aggregate Valueof Securities

on Loan($000s)

AggregateValue

of Collateralfor Loan($000s)

xx

December 31, 2016 302,922 316,707x

December 31, 2015 306,001 321,060x

Collateral Type* ($000s)i ii iii iv

xx

December 31, 2016 77,127 239,580 – –x

December 31, 2015 35,036 285,393 – 631x

x

* See note 2j for Collateral Type definitions.

Organization of the Fund (note 1)The Pool was established on February 1, 1991 (Date Established).

Inception Datexx

Class A October 15, 1998xx

Statements of Financial Position(in 000s, except per unit amounts)

As at December 31, 2016 and 2015 (note 1)

December 31, 2016 December 31, 2015x

xxx

Assetsxxx

Current assetsx

Investments (non-derivative financial assets) † (notes2 and 3) $ 2,649,157 $ 2,202,696

x

Cash including foreign currency holdings, at fair value 2,262 815x

Margin 58 27x

Cash collateral received for securities on loan (note 2j) 77,127 35,036x

Dividends receivable 7,163 6,797x

Receivable for portfolio securities sold 2,778 8,999x

Receivable for units issued – 1,640xxx

Total Assets 2,738,545 2,256,010xxx

Liabilitiesxxx

Current liabilitiesx

Obligation to repay cash collateral under securitieslending (note 2j) 77,127 35,036

x

Payable for portfolio securities purchased 6,607 17,071x

Payable for units redeemed – 889xxx

Total Liabilities 83,734 52,996xxx

Net Assets Attributable to Holders ofRedeemable Units (note 5) $ 2,654,811 $ 2,203,014

xxx

Net Assets Attributable to Holders ofRedeemable Units per Class

x

Class A $ 2,654,811 $ 2,203,014xxx

Net Assets Attributable to Holders ofRedeemable Units per Unit (note 5)

x

Class A $ 24.36 $ 20.93x

1

The accompanying notes are an integral part of these financial statements.

Imperial Canadian Equity Pool

Statements of Comprehensive Income(in 000s, except per unit amounts)

For the periods ended December 31, 2016 and 2015 (note 1)

December 31, 2016 December 31, 2015x

x

Net Gain (loss) on Financial Instrumentsx

Interest for distribution purposes $ 2,966 $ 1,792x

Dividend revenue 64,583 58,691x

Derivative income (loss) (1) –x

Other changes in fair value of investments andderivatives

x

Net realized gain (loss) on sale of investments andderivatives 77,268 20,845

x

Net realized gain (loss) on foreign currency (notes 2fand g) 2 (124)

x

Net change in unrealized appreciation (depreciation)of investments and derivatives 324,817 (265,615)

xxx

Net Gain (loss) on Financial Instruments ± 469,635 (184,411)xx

x

Other Incomex

Foreign exchange gain (loss) on cash 13 4x

Securities lending revenue ±± 1,067 445xxx

1,080 449xx

x

Expenses (note 6)x

Management fees ±±± 6,721 5,851x

Audit fees 13 10x

Custodial fees 248 224x

Independent review committee fees 5 7x

Legal fees 20 24x

Regulatory fees 62 43x

Transaction costs ±±±± 3,216 3,314x

Unitholder reporting costs 343 627x

Withholding taxes (note 7) 49 21x

Other expenses 20 18xxx

10,697 10,139xx

x

Expenses waived/absorbed by the Manager (3,334) (3,267)xx

x

7,363 6,872xx

x

Increase (Decrease) in Net Assets Attributable toHolders of Redeemable Units (excludingdistributions) 463,352 (190,834)

xx

x

Increase (Decrease) in Net Assets Attributable toHolders of Redeemable Units per Class(excluding distributions)

x

Class A $ 463,352 $ (190,834)xxx

Average Number of Units Outstanding for theperiod per Class

x

Class A 106,509 90,184xxx

Increase (Decrease) in Net Assets Attributable toHolders of Redeemable Units per Unit(excluding distributions)

x

Class A $ 4.35 $ (2.12)x

x

± Net Gain (Loss) on Financial Instruments(in 000s)

Net gains (losses)

Category December 31, 2016 December 31, 2015x..

Financial assets at FVTPL..

Held for Trading $ (442) $ (73)..

Designated at Inception 470,077 (184,338)......

Total financial assets at FVTPL $ 469,635 $ (184,411)..

±± Securities Lending Revenue (note 2j)December 31, 2016 December 31, 2015

(in 000s)

% of Grosssecurities

lending revenue (in 000s)

% of Grosssecurities

lending revenuexx

Gross securities lending revenue $ 1,673 100.0 $ 1,184 100.0x

Interest paid on collateral 106 6.3 519 43.9x

Withholding taxes 44 2.6 30 2.5x

Agent fees - Bank of New YorkMellon Corp. (The) 456 27.3 190 16.0

xxx

Securities lending revenue $ 1,067 63.8 $ 445 37.6xx

±±± Maximum Chargeable Annual Management Fee Rates (note 6)xx

Class A 0.25%xx

±±±± Brokerage Commissions and Fees (notes 8 and 9)

2016 2015x

x

Brokerage commissions and other fees ($000s)x

Total Paid 3,216 3,314x

Paid to CIBC World Markets Inc. 421 352x

Paid to CIBC World Markets Corp. – –x

Soft dollars ($000s)x

Total Paid 1,351 1,033x

Paid to CIBC World Markets Inc. and CIBC World Markets Corp. 175 102xx

Service Provider (note 9)The amounts paid by the Pool (including all applicable taxes) to CIBC Mellon Trust Company forcustodial fees, and to CIBC Mellon Global Securities Services Company (CIBC GSS) for securitieslending, fund accounting and reporting, and portfolio valuation (all net of absorptions) for the periodsended December 31, 2016 and 2015 were as follows:

2016 2015x

x

($000s) 457 191xx

2

The accompanying notes are an integral part of these financial statements.

Imperial Canadian Equity Poolx

Statements of Changes in Net Assets Attributable to Holders of Redeemable Units(in 000s)For the periods ended December 31, 2016 and 2015 (note 1)

Class A Units

December 31,2016

December 31,2015

xx.

Increase (Decrease) in Net Assets Attributable toHolders of Redeemable Units (excludingdistributions) $ 463,352 $ (190,834)

xxx.

Distributions Paid or Payable to Holders ofRedeemable Units

x.

From net investment income (65,543) (54,324)x.

From net realized capital gains (27,536) (37,933)x.xx

(93,079) (92,257)xxx.

Redeemable Unit Transactionsx.

Amount received from the issuance of units 453,599 732,671x.

Amount received from reinvestment of distributions 92,088 91,246x.

Amount paid on redemptions of units (464,163) (342,276)x.xx

81,524 481,641xxx.

Increase (Decrease) in Net Assets Attributable toHolders of Redeemable Units 451,797 198,550

x.

Net Assets Attributable to Holders of Redeemable Unitsat Beginning of Period 2,203,014 2,004,464

x.xx

Net Assets Attributable to Holders of Redeemable Unitsat End of Period $ 2,654,811 $ 2,203,014

xxx.

Redeemable Units Issued and Outstanding (note 5)x.

As at December 31, 2016 and 2015x.

Balance - beginning of period 105,274 84,063x.

Redeemable units issued 20,237 31,532x.

Redeemable units issued on reinvestments 3,801 4,363x.xx

129,312 119,958x.

Redeemable units redeemed (20,328) (14,684)x.xx

Balance - end of period 108,984 105,274xx

x

3

The accompanying notes are an integral part of these financial statements.

Imperial Canadian Equity Poolx

x

Statements of Cash Flows(in 000s)For the periods ended December 31, 2016 and 2015 (note 1)

December 31, 2016 December 31, 2015xx.

Cash Flows from Operating Activitiesx.

Increase (Decrease) in Net Assets Attributable to Holders of Redeemable Units from Operations (excluding distributions) $ 463,352 $ (190,834)x.

Adjustments for:x.

Foreign exchange loss (gain) on cash (13) (4)x.

Net realized (gain) loss on sale of investments and derivatives (77,268) (20,845)x.

Net change in unrealized (appreciation) depreciation of investments and derivatives (324,817) 265,615x.

Purchase of investments (3,008,234) (3,956,153)x.

Proceeds from the sale of investments 2,959,615 3,513,898x.

Margin (31) (5)x.

Dividends receivable (366) (1,647)x.xx

12,238 (389,975)xxx.

Cash Flows from Financing Activitiesx.

Amount received from the issuance of units 455,239 732,031x.

Amount paid on redemptions of units (465,052) (342,245)x.

Distributions paid to unitholders (991) (1,011)x.xx

(10,804) 388,775xxx.

Increase (Decrease) in Cash during the Period 1,434 (1,200)xxx.

Foreign exchange loss (gain) on cash 13 4xxx.

Cash (Bank Overdraft) at Beginning of Period 815 2,011xxx.

Cash (Bank Overdraft) at End of Period $ 2,262 $ 815x

x.

Interest received $ 2,966 $ 1,792x.

Dividends received, net of withholding taxes $ 64,168 $ 57,023

4

The accompanying notes are an integral part of these financial statements.

Imperial Canadian Equity Pool

x

Schedule of Investment Portfolio As at December 31, 2016

SecurityNumber

of Shares

AverageCost

($000s)

FairValue

($000s)

% ofNet

Assetsx

CANADIAN EQUITIES..

Consumer Discretionary..

Aimia Inc. 114,657 1,513 1,018..

Aritzia Inc. 50,500 817 884..

AutoCanada Inc. 19,100 430 442..

Boston Pizza Royalties Income Fund 86 2 2..

BRP Inc. 326,803 8,391 9,265..

Canadian Tire Corp. Ltd., Class 'A' 66,840 8,202 9,309..

Cara Operations Ltd. 22,200 647 554..

Cineplex Inc. 3,900 195 200..

Cogeco Communications Inc. 36,215 2,308 2,399..

Cogeco Inc. 98,417 5,325 5,582..

Dollarama Inc. 132,600 9,595 13,045..

Dorel Industries Inc., Class 'B' 111,585 3,792 4,329..

Gildan Activewear Inc. 299,484 10,151 10,209..

Glacier Media Inc. 1,464,691 1,710 1,011..

Great Canadian Gaming Corp. 118,300 2,567 2,955..

Imvescor Restaurant Group Inc. 600 2 2..

Indigo Books & Music Inc. 183,985 2,141 3,310..

Keg Royalties Income Fund (The) 183 4 4..

Linamar Corp. 12,295 608 709..

Magna International Inc. 674,891 22,851 39,346..

Martinrea International Inc. 87,700 790 753..

MTY Food Group Inc. 5,963 275 301..

Park Lawn Corp. 21,100 338 332..

Pizza Pizza Royalty Corp. 3,800 61 67..

Quebecor Inc., Class 'B' 547,176 18,009 20,421..

Reitmans (Canada) Ltd. 36,101 219 200..

Reitmans (Canada) Ltd., Class 'A' 447,864 2,491 2,611..

Restaurant Brands International Inc. 165,500 8,680 10,584..

Sears Canada Inc. 460 1 1..

Shaw Communications Inc., Class 'B' 574,110 14,405 15,467..

Sirius XM Canada Holdings Inc., Class 'A' 35,023 184 178..

Sleep Country Canada Holdings Inc. 76,906 2,151 2,213..

Spin Master Corp. 27,241 601 877..

TVA Group Inc., Class 'B' 121,537 641 395..

Uni-Select Inc. 100 3 3..

Yellow Pages Ltd. 100 2 2..

Zungui Haixi Corp. 46,477 151 –..

....

130,253 158,980 6.0%..x

Consumer Staples..

AGT Food and Ingredients Inc. 43,700 1,553 1,601..

Alimentation Couche-Tard Inc., Class 'B' 335,594 13,380 20,431..

Corby Spirit and Wine Ltd. 7,700 154 172..

Cott Corp. 143,522 1,618 2,182..

Empire Co. Ltd., Class 'A' 1,402,337 28,938 22,045..

High Liner Foods Inc. 1,100 22 22..

Jean Coutu Group (PJC) Inc. (The), Class 'A' 105,300 2,284 2,203..

Lassonde Industries Inc., Class 'A' 17,221 2,386 3,840..

Maple Leaf Foods Inc. 365,800 7,914 10,286..

Metro Inc., Class 'A' 318,000 11,833 12,771..

North West Co. Inc. (The) 100 3 3..

Premium Brands Holdings Corp. 74,700 3,510 5,151..

Rogers Sugar Inc. 80,294 456 547..

Saputo Inc. 72,600 3,242 3,449..

Ten Peaks Coffee Co. Inc. 47,900 465 350..

....

77,758 85,053 3.2%..x

Energy..

Advantage Oil & Gas Ltd. 254,600 1,969 2,322..

AKITA Drilling Ltd., Class 'A' 286,825 2,865 2,424..

AltaGas Ltd. 400,596 13,254 13,580..

ARC Resources Ltd. 692,088 15,722 15,994..

Athabasca Oil Corp. 276,100 337 566..

Baytex Energy Corp. 59,032 374 387..

Bellatrix Exploration Ltd. 359,200 562 460..

Birchcliff Energy Ltd. 1,000 10 9..

BlackPearl Resources Inc. 7,488 13 12..

Bonavista Energy Corp. 566,454 1,856 2,725..

Bonterra Energy Corp. 21,700 550 631..

Calfrac Well Services Ltd. 941,384 3,499 4,481..

Calfrac Well Services Ltd., Restricted 105,026 299 484..

Cameco Corp. 3,000 42 42..

Canacol Energy Ltd. 63,600 260 291..

Canadian Natural Resources Ltd. 1,772,641 59,542 75,851..

Cardinal Energy Ltd. 207,547 2,180 2,198..

Cenovus Energy Inc. 849,170 20,426 17,238..

Crescent Point Energy Corp. 996,942 16,822 18,194..

Crew Energy Inc. 651,000 3,552 4,889..

Delphi Energy Corp. 36,600 32 62..

Enbridge Inc. 844,785 41,782 47,730..

Enbridge Income Fund Holdings Inc. 39,600 1,172 1,377..

Encana Corp. 509,800 4,504 8,034

5

The accompanying notes are an integral part of these financial statements.

Imperial Canadian Equity Pool

Schedule of Investment Portfolio As at December 31, 2016 (cont'd)

SecurityNumber

of Shares

AverageCost

($000s)

FairValue

($000s)

% ofNet

Assets..

Enerflex Ltd. 333,174 4,776 5,681..

Enerplus Corp. 1,604,975 13,627 20,447..

Ensign Energy Services Inc. 167,400 1,594 1,570..

Epsilon Energy Ltd. 600 2 2..

Gear Energy Ltd. 2,300 2 3..

Gibson Energy Inc. 590,912 11,255 11,215..

Gran Tierra Energy Inc. 725,800 2,656 2,947..

Granite Oil Corp. 20,510 144 121..

High Arctic Energy Services Inc. 5,383 27 29..

Husky Energy Inc. 1,714,208 33,734 27,924..

Imperial Oil Ltd. 152,673 6,196 7,131..

Inter Pipeline Ltd. 74,500 1,995 2,208..

Ithaca Energy Inc. 55,072 52 93..

Keyera Corp. 545,015 20,978 22,051..

Macro Enterprises Inc. 84,000 294 181..

Mullen Group Ltd. 175,600 2,742 3,482..

Newalta Corp. 1,185,662 2,682 2,751..

Northern Blizzard Resources Inc. 37,546 175 146..

Nuvista Energy Ltd. 1,579,555 11,220 10,962..

Painted Pony Petroleum Ltd., Class 'A' 322,543 2,918 2,974..

Parex Resources Inc. 560,688 6,813 9,476..

Parkland Fuel Corp. 41,731 1,223 1,174..

Pason Systems Inc. 1,100 22 22..

Pembina Pipeline Corp. 1,300 55 55..

Penn West Petroleum Ltd. 193,900 342 460..

Peyto Exploration & Development Corp. 14,600 425 485..

PHX Energy Services Corp. 906,614 4,855 3,726..

Precision Drilling Corp. 169,500 990 1,241..

Raging River Exploration Inc. 489,640 4,111 5,171..

RMP Energy Inc. 492,800 748 374..

Savanna Energy Services Corp. 1,604,575 3,045 3,370..

Secure Energy Services Inc. 52,627 567 616..

Seven Generations Energy Ltd., Class 'A' 673,242 19,165 21,079..

ShawCor Ltd. 35,368 1,359 1,268..

Spartan Energy Corp. 650,700 2,171 2,167..

Spartan Energy Corp., Restricted 319,300 958 1,029..

Storm Resources Ltd. 292,266 1,400 1,549..

Suncor Energy Inc. 717,900 25,698 31,516..

Surge Energy Inc. 911,200 2,242 3,016..

Tamarack Valley Energy Ltd. 125,200 460 433..

Tidewater Midstream and Infrastructure Ltd. 525,100 718 835..

TORC Oil & Gas Ltd. 27,500 221 227..

Total Energy Services Inc. 326,957 4,684 4,767..

Tourmaline Oil Corp. 64,600 2,254 2,320..

Tourmaline Oil Corp., Restricted 33,600 1,168 1,178..

TransCanada Corp. 542,029 28,449 32,814..

TransGlobe Energy Corp. 118,800 385 270..

Trican Well Service Ltd. 705,435 2,184 3,245..

Trilogy Energy Corp. 144,500 760 1,091..

Trinidad Drilling Ltd. 813,899 2,431 2,718..

Veresen Inc. 201,100 2,563 2,636..

Vermilion Energy Inc. 371,489 18,097 20,985..

Western Energy Services Corp. 168,560 1,179 523..

Whitecap Resources Inc. 94,700 979 1,152..

ZCL Composites Inc. 18,600 216 241..

....

451,630 505,128 19.0%..x

Financials..

AGF Management Ltd., Class 'B' 18,200 91 114..

Alignvest Acquisition Corp., Class 'A', Restricted 43,500 441 444..

Bank of Montreal 548,861 39,818 53,004..

Bank of Nova Scotia 1,367,420 78,884 102,228..

Brookfield Asset Management Inc., Class 'A' 902,145 39,738 39,965..

Canaccord Genuity Group Inc. 468,057 2,053 2,233..

Canadian Imperial Bank of Commerce 911,768 85,832 99,893..

Canadian Western Bank 444,109 11,977 13,474..

CI Financial Corp. 23,000 627 664..

Echelon Financial Holdings Inc. 160,362 2,275 1,780..

ECN Capital Corp. 249,111 752 822..

E-L Financial Corp. Ltd. 8,748 5,806 6,429..

Element Fleet Management Corp. 2,117,288 23,404 26,381..

Equitable Group Inc. 20,763 1,224 1,255..

Fairfax India Holdings Corp. 65,300 886 1,024..

First National Financial Corp. 28,600 764 770..

Genworth MI Canada Inc. 26,502 876 892..

GMP Capital Inc. 100,700 435 444..

Great-West Lifeco Inc. 669,535 22,874 23,548..

Guardian Capital Group Ltd., Class 'A' 29,545 369 740..

Home Capital Group Inc. 855,292 26,117 26,805..

Industrial Alliance Insurance and Financial Services Inc. 189,200 8,839 10,101..

INFOR Acquisition Corp., Class 'A', Restricted 72,600 711 723..

INFOR Acquisition Corp., Warrants, 2023/05/27 34,800 16 13..

Intact Financial Corp. 122,300 10,005 11,753..

Laurentian Bank of Canada 470,552 24,051 27,165..

Manulife Financial Corp. 2,601,565 52,442 62,203

6

The accompanying notes are an integral part of these financial statements.

Imperial Canadian Equity Pool

Schedule of Investment Portfolio As at December 31, 2016 (cont'd)

SecurityNumber

of Shares

AverageCost

($000s)

FairValue

($000s)

% ofNet

Assets..

National Bank of Canada 230,800 11,129 12,586..

Onex Corp. 26,000 1,893 2,376..

Power Corp. of Canada 316,761 9,011 9,519..

Power Financial Corp. 560,680 17,328 18,816..

Royal Bank of Canada 1,846,890 125,871 167,827..

Sun Life Financial Inc. 804,253 28,869 41,459..

Timbercreek Financial Corp. 8,000 70 70..

TMX Group Ltd. 45,400 2,679 3,247..

Toronto-Dominion Bank (The) 1,371,622 61,719 90,829..

Trez Capital Mortgage Investment Corp. 1,050 8 8..

Uranium Participation Corp. 529,131 2,068 2,011..

....

701,952 863,615 32.5%..x

Health Care..

Chartwell Retirement Residences 30,500 384 447..

CRH Medical Corp. 107,580 681 771..

Extendicare Inc. 300,300 2,645 2,967..

Medical Facilities Corp. 9,700 163 170..

Novelion Therapeutics Inc. 3,736 91 42..

Sienna Senior Living Inc. 21,998 355 359..

Valeant Pharmaceuticals International Inc. 167,710 7,132 3,265..

....

11,451 8,021 0.3%..x

Industrials..

Aecon Group Inc. 149,100 2,350 2,274..

AG Growth International Inc. 36,064 1,972 1,894..

Air Canada 154,100 1,931 2,107..

Algoma Central Corp. 210,629 3,481 2,580..

ATS Automation Tooling Systems Inc. 24,300 287 304..

Bird Construction Inc. 520,431 5,704 4,715..

Black Diamond Group Ltd. 155,400 889 702..

Boyd Group Income Fund 50,963 2,886 4,360..

CAE Inc. 271,761 4,600 5,104..

Canadian National Railway Co. 654,910 44,295 59,178..

Canadian Pacific Railway Ltd. 329,710 60,329 63,159..

Cargojet Inc. 20,221 933 925..

Cervus Equipment Corp. 1,111 18 18..

Chorus Aviation Inc. 753,743 4,230 5,450..

ENTREC Corp. 1,546,540 696 402..

Exchange Income Corp. 27,500 886 1,148..

Exco Technologies Ltd. 336,332 4,428 3,626..

Finning International Inc. 343,120 7,732 9,021..

Hammond Power Solutions Inc. 237,166 1,618 1,437..

Hardwoods Distribution Inc. 40,600 373 726..

Héroux-Devtek Inc. 25,350 342 373..

HNZ Group Inc. 135,606 2,302 1,818..

IBI Group Inc. 73,712 450 432..

Lumenpulse Inc. 100 2 2..

MacDonald, Dettwiler and Associates Ltd. 12,400 1,041 829..

Magellan Aerospace Corp. 51,476 900 926..

Morneau Shepell Inc. 96,673 1,636 1,855..

New Flyer Industries Inc. 228,649 8,121 9,338..

Richelieu Hardware Ltd. 600 16 15..

Ritchie Bros. Auctioneers Inc. 114,400 5,316 5,211..

Rocky Mountain Dealerships Inc. 339,865 2,892 3,293..

Russel Metals Inc. 275,260 6,601 7,041..

Savaria Corp. 84,744 754 921..

SNC-Lavalin Group Inc. 382,848 20,970 22,125..

Stantec Inc. 44,800 1,565 1,520..

Student Transportation Inc. 54,800 423 412..

TFI International Inc. 61,600 2,113 2,149..

Toromont Industries Ltd. 71,100 2,512 3,011..

Transcontinental Inc., Class 'A' 435,839 7,770 9,671..

Wajax Corp. 15,800 378 364..

Waste Connections Inc. 135,551 13,257 14,279..

WestJet Airlines Ltd. 395,950 9,495 9,123..

Westport Innovations Inc. 1,485 3 2..

Westshore Terminals Investment Corp. 111,359 2,545 2,883..

WSP Global Inc. 23,781 920 1,063..

....

241,962 267,786 10.1%..x

Information Technology..

BlackBerry Ltd. 1,095,900 11,693 10,126..

Calian Technologies Ltd. 89,505 1,679 2,195..

Celestica Inc. 598,399 7,643 9,521..

CGI Group Inc., Class 'A' 392,972 22,142 25,323..

Constellation Software Inc. 23,800 7,742 14,521..

Descartes Systems Group Inc. (The) 34,191 689 979..

DH Corp. 43,400 1,468 967..

Enghouse Systems Ltd. 7,700 387 431..

Evertz Technologies Ltd. 2,321 38 39..

Kinaxis Inc. 31,000 896 1,937..

Mitel Networks Corp. 389,772 3,903 3,555..

Open Text Corp. 249,896 17,796 20,721

7

The accompanying notes are an integral part of these financial statements.

Imperial Canadian Equity Pool

Schedule of Investment Portfolio As at December 31, 2016 (cont'd)

SecurityNumber

of Shares

AverageCost

($000s)

FairValue

($000s)

% ofNet

Assets..

Sandvine Corp. 885,617 2,536 2,489..

Shopify Inc., Class 'A' 95,206 4,738 5,493..

Wi-LAN Inc. 1,034,463 2,222 2,265..

....

85,572 100,562 3.8%..x

Materials..

Agnico Eagle Mines Ltd. 54,700 3,679 3,088..

Agrium Inc. 247,692 22,728 33,428..

Alamos Gold Inc., Class 'A' 197,501 1,067 1,829..

Asanko Gold Inc. 119,700 421 493..

B2Gold Corp. 308,500 895 984..

Barrick Gold Corp. 2,767,477 55,809 59,473..

Brampton Brick Ltd., Class 'A' 61,003 433 547..

Canexus Corp. 2,025,177 2,653 3,301..

Canfor Pulp Products Inc. 581,156 7,828 5,875..

Capstone Mining Corp. 1,269,329 921 1,599..

Cascades Inc. 101,000 1,066 1,222..

CCL Industries Inc., Class 'B' 27,500 4,338 7,254..

Centerra Gold Inc. 681,001 4,557 4,283..

Continental Gold Inc. 34,900 76 154..

Detour Gold Corp. 1,190,627 21,189 21,777..

Dominion Diamond Corp. 4,900 64 64..

Eldorado Gold Corp. 43,600 175 188..

Endeavour Mining Corp. 128,600 2,212 2,580..

Endeavour Silver Corp. 110,897 597 527..

First Majestic Silver Corp. 76,245 705 782..

First Quantum Minerals Ltd. 386,900 5,066 5,165..

Fortuna Silver Mines Inc. 607,700 3,859 4,612..

Franco-Nevada Corp. 283,806 21,250 22,784..

Goldcorp Inc. 802,070 20,284 14,662..

Hudbay Minerals Inc. 435,300 3,312 3,343..

IAMGOLD Corp. 5,100 22 26..

Intertape Polymer Group Inc. 287,250 5,215 7,233..

Ivanhoe Mines Ltd., Class 'A' 371,500 700 944..

Kirkland Lake Gold Ltd. 262,500 1,576 1,843..

Klondex Mines Ltd. 45,054 308 282..

Labrador Iron Ore Royalty Corp. 668,125 10,122 12,440..

Lithium Americas Corp. 272,500 242 218..

Lithium X Energy Corp. 54,010 90 122..

Lucara Diamond Corp. 444,262 1,539 1,351..

Lundin Mining Corp. 2,979,114 14,185 19,066..

MAG Silver Corp. 137,085 1,766 2,026..

Major Drilling Group International Inc. 372,634 2,315 2,616..

Methanex Corp. 25,300 1,225 1,490..

Nevsun Resource Ltd. 461,400 1,886 1,915..

New Gold Inc. 565,235 3,014 2,662..

Noranda Income Fund, Class 'A' 900 2 2..

Norbord Inc. 35,285 1,118 1,197..

Northern Dynasty Minerals Ltd. 81,200 103 225..

NovaGold Resources Inc. 250,900 1,260 1,541..

OceanaGold Corp. 269,500 1,073 1,054..

Pan American Silver Corp. 672,700 11,811 13,622..

Pretium Resources Inc. 192,851 2,017 2,144..

Richmont Mines Inc. 268,900 1,702 2,345..

Sabina Gold & Silver Corp. 48,300 71 47..

SEMAFO Inc. 1,005,158 4,263 4,443..

Sherritt International Corp. 1,794,528 3,222 2,387..

Silver Standard Resources Inc. 177,900 1,653 2,137..

Silver Wheaton Corp. 336,100 10,285 8,718..

Silvercorp Metals Inc. 125,486 361 393..

Stornoway Diamond Corp. 39,439 38 39..

Supremex Inc. 991 6 5..

Tahoe Resources Inc. 26,488 441 335..

Teck Resources Ltd., Class 'B' 957,057 21,771 25,716..

Torex Gold Resources Inc. 16,400 458 341..

Trevali Mining Corp. 284,800 345 322..

Turquoise Hill Resources Ltd. 1,010,600 3,965 4,356..

West Fraser Timber Co. Ltd. 1,800 67 86..

Western Forest Products Inc. 2,911,110 6,256 5,502..

Winpak Ltd. 13,003 545 591..

Yamana Gold Inc. 172,840 631 652..

....

302,853 332,448 12.5%..x

Real Estate..

Allied Properties REIT 5,600 185 201..

Altus Group Ltd. 44,600 1,136 1,381..

Artis REIT 491,361 5,712 6,240..

Boardwalk REIT 461,688 24,254 22,461..

Canadian Apartment Properties REIT 30,900 917 969..

Cominar REIT 653,096 10,023 9,614..

Crombie REIT 61,300 866 833..

CT REIT 22,000 295 330..

Dream Office REIT 1,202,131 26,294 23,502..

First Capital Realty Inc. 23,900 519 494..

FirstService Corp. 36,775 1,993 2,344

8

The accompanying notes are an integral part of these financial statements.

Imperial Canadian Equity Pool

Schedule of Investment Portfolio As at December 31, 2016 (cont'd)

SecurityNumber

of Shares

AverageCost

($000s)

FairValue

($000s)

% ofNet

Assets..

Granite REIT, Stapled Units 383,860 14,394 17,208..

H&R REIT 629,658 13,023 14,085..

InterRent REIT 53,274 374 397..

Killam Apartment REIT 88,700 1,060 1,059..

Melcor Developments Ltd. 244,176 4,091 3,541..

Milestone Apartments REIT 192,335 3,183 3,654..

Morguard North American Residential REIT 1,800 19 25..

Northview Apartment REIT 108 2 2..

OneREIT 1,139 4 4..

Pure Industrial Real Estate Trust 114,638 598 641..

Tricon Capital Group Inc. 99,000 751 937..

WPT Industrial REIT 23,511 332 375..

....

110,025 110,297 4.2%..x

Telecommunication Services..

BCE Inc. 472,120 20,569 27,397..

Manitoba Telecom Services Inc. 28,800 910 1,093..

Rogers Communications Inc., Class 'B' 367,789 19,192 19,048..

TELUS Corp. 945,012 33,164 40,399..

TeraGo Inc. 89,939 494 405..

....

74,329 88,342 3.3%..x

Utilities..

ATCO Ltd., Class 'I' 105,486 4,546 4,711..

Atlantic Power Corp. 63,886 193 216..

Boralex Inc., Class 'A' 52,600 712 1,007..

Brookfield Infrastructure Partners L.P. 25,150 437 1,130..

Brookfield Renewable Partners L.P. 4,938 162 197..

Canadian Utilities Ltd., Class 'A' 2,100 76 76..

Capital Power Corp. 48,900 1,132 1,136..

Crius Energy Trust 1,670 14 14..

Emera Inc. 124,700 5,695 5,660..

Fortis Inc. 498,462 21,527 20,666..

Hydro One Ltd. 48,400 1,135 1,141..

Innergex Renewable Energy Inc. 100,200 1,449 1,406..

Just Energy Group Inc. 409,195 3,449 3,003..

Northland Power Inc. 126,200 2,649 2,940..

Polaris Infrastructure Inc. 8,600 135 132..

Superior Plus Corp. 97,000 1,110 1,237..

TransAlta Corp. 2,871,388 22,116 21,334..

TransAlta Renewables Inc. 111,700 1,557 1,602..

Valener Inc. 54,800 1,141 1,149..

....

69,235 68,757 2.6%..

..

TOTAL CANADIAN EQUITIES 2,257,020 2,588,989 97.5%..x

INTERNATIONAL EQUITIES..

Bermuda..

Brookfield Business Partners L.P. 12,200 419 394..

....

419 394 0.0%..x

United States..

Brookfield Property Partners L.P. 18,400 536 539..

Currency Exchange International Corp. 100 3 3..

Endo International PLC 16,400 476 361..

....

1,015 903 0.1%..

..

TOTAL INTERNATIONAL EQUITIES 1,434 1,297 0.1%..

..

TOTAL EQUITIES 2,258,454 2,590,286 97.6%..

..

TOTAL INVESTMENTS BEFORE SHORT-TERM INVESTMENTS 2,258,454 2,590,286 97.6%..

SecurityCoupon

Rate (%)Maturity

Date Additional Details Par Value

AverageCost

($000s)

FairValue

($000s)

% ofNet

Assetsx

SHORT-TERM INVESTMENTS..

Government of Canada 0.49% 2017/01/12 Treasury Bill 13,000,000 12,983 12,998..

Government of Canada 0.51% 2017/01/26 Treasury Bill 5,225,000 5,218 5,223..

Government of Canada 0.48% 2017/02/23 Treasury Bill 500,000 499 500..

Government of Canada 0.51% 2017/03/09 Treasury Bill 15,300,000 15,280 15,286..

Government of Canada 0.50% 2017/03/23 Treasury Bill 12,650,000 12,635 12,637..

Government of Canada 0.46% 2017/04/06 Treasury Bill 6,825,000 6,817 6,817..

Government of Canada 0.46% 2017/05/04 Treasury Bill 5,420,000 5,407 5,410..

..

..

TOTAL SHORT-TERM INVESTMENTS 58,839 58,871 2.2%..

..

Less: Transaction costs included in average cost (2,251).

..

..

TOTAL INVESTMENTS 2,315,042 2,649,157 99.8%..

..

Margin 58 0.0%..

Other Assets, less Liabilities 5,596 0.2%..

..

..

TOTAL NET ASSETS ATTRIBUTABLE TO HOLDERS OFREDEEMABLE UNITS 2,654,811 100.0%

.

...

x

9

The accompanying notes are an integral part of these financial statements.

Imperial Canadian Equity Pool

Supplemental Schedule to Schedule of Investment Portfolio

Offsetting Arrangements (note 2d)

The Pool may enter into various master netting arrangements or other similar agreements that do not meet the criteria for offsetting in the Statements of Financial Position but still allowfor the related amounts to be set off in certain circumstances, such as bankruptcy or the termination of the contracts.As at December 31, 2016 and 2015, the Pool did not enter into any arrangements whereby the financial instruments were eligible for offset.

Interests in Underlying Funds (note 4)

As at December 31, 2016 and 2015, the Pool had no investments in underlying funds where the ownership exceeded 20% of each underlying fund.

10

The accompanying notes are an integral part of these financial statements.

Imperial Canadian Equity Pool

Financial Instrument RisksInvestment Objective: Imperial Canadian Equity Pool (the Pool) seeks to provide long-termgrowth through capital appreciation by investing primarily in equity securities of Canadianissuers including preferred shares, warrants, securities convertible into equity securities,and other common share equivalents.

Investment Strategies: The Pool invests primarily in high-quality small-, medium-, andlarge-capitalization Canadian corporations and exchange-traded funds (ETFs) in order toachieve its investment objectives and employs a combination of investment styles thatmay include growth, value, core, income-generating, and passive strategies when makinginvestment decisions.

Significant risks that are relevant to the Pool are discussed here. General information onrisk management and specific discussion on concentration, credit, currency, interest rate,liquidity, and other price/market risk can be found in note 2 of the financial statements.

In the following risk tables, Net Assets is defined as meaning “Net assets attributable toholders of redeemable units".

Concentration Risk as at December 31, 2016 and 2015The Schedule of Investment Portfolio presents the securities held by the Pool as atDecember 31, 2016.The following table presents the investment sectors held by the Pool as at December 31,2015 and groups the securities by asset type, industry sector, geographic region, orcurrency exposure:

As at December 31, 2015

Portfolio Breakdown% of Net

Assetsx

x

Canadian Equitiesx

Consumer Discretionary 7.8x

Consumer Staples 4.9x

Energy 15.6x

Financials 36.5x

Health Care 1.7x

Industrials 9.0x

Information Technology 4.9x

Materials 9.4x

Telecommunication Services 4.2x

Utilities 1.6x

Short-Term Investments 4.4xxx

Total 100.0xx

Credit RiskCredit ratings represent a consolidation of the ratings provided by various outside serviceproviders and are subject to change, which could be material.

See the Schedule of Investment Portfolio for counterparty from over-the-counterderivative contracts, where applicable.

As at December 31, 2016 and 2015, the Pool invested in debt securities with thefollowing credit ratings:

.

% of Net Assets

Debt Securities by Credit Rating (note 2b) December 31, 2016 December 31, 2015x

x

'AAA' 2.2 4.3x

'AA' – 0.1xxx

Total 2.2 4.4xx

Currency RiskThe tables that follow indicate the currencies to which the Pool had significant exposureas at December 31, 2016 and 2015, based on the market value of the Pool's financialinstruments (including cash and cash equivalents) and the underlying principal amountsof forward foreign currency contracts, as applicable.

As at December 31, 2016

Currency (note 2l)Total Currency

Exposure* ($000s)% of

Net Assetsx

x

USD 2,069 0.1xxx

* Amounts reflect the carrying value of monetary and non-monetary items (including the notionalamount of forward foreign currency contracts, if any).

As at December 31, 2015

Currency (note 2l)Total Currency

Exposure* ($000s)% of

Net Assetsx

x

USD 4,828 0.2xxx

* Amounts reflect the carrying value of monetary and non-monetary items (including the notionalamount of forward foreign currency contracts, if any).

The table that follows indicates how net assets as at December 31, 2016 and 2015 wouldhave decreased or increased had the Canadian dollar strengthened or weakened by 1%in relation to all foreign currencies. This analysis assumes that all other variables remainunchanged. In practice, the actual results may differ from this analysis and the differencecould be material.

December 31, 2016 December 31, 2015x

x

Impact on Net Assets ($000s) 21 48xx

Interest Rate RiskAs at December 31, 2016 and 2015, the majority of the Pool’s financial assets andliabilities are non-interest bearing and short-term in nature; accordingly, the Pool is notsubject to significant amounts of risk due to fluctuations in the prevailing levels of marketinterest rates.

Liquidity RiskLiquidity risk is the risk that the Pool will encounter difficulty in meeting obligationsassociated with financial liabilities. The Pool is exposed to daily cash redemptions ofredeemable units. The Pool maintains sufficient cash on hand to fund anticipatedredemptions.

With the exception of derivative contracts, where applicable, all of the Pool’s financialliabilities are short-term liabilities maturing within 90 days after the period end.

For pools that hold derivative contracts with a term-to-maturity that exceeds 90 days fromthe period end, further information related to those contracts can be referenced in thederivative schedules following the Schedule of Investment Portfolio.

Other Price/Market RiskThe table that follows indicates how net assets as at December 31, 2016 and 2015 wouldhave increased or decreased had the value of the Pool’s benchmark(s) increased ordecreased by 1%. This change is estimated based on the historical correlation betweenthe return of Class A units of the Pool as compared to the return of the Pool’sbenchmark(s), using 36 monthly data points, as available, based on the monthly netreturns of the Pool. This analysis assumes that all other variables remain unchanged. Thehistorical correlation may not be representative of the future correlation and, accordingly,the impact on net assets could be materially different.

x

Impact on Net Assets ($000s)

Benchmark December 31, 2016 December 31, 2015x

x

S&P/TSX Composite Index 26,736 21,847xxx

90% S&P/TSX Composite Index10% S&P/TSX Small Cap Index

24,986 21,193xx

Fair Value Measurement of Financial InstrumentsThe following is a summary of the inputs used as at December 31, 2016 and 2015 invaluing the Pool’s financial assets and financial liabilities, carried at fair value:

As at December 31, 2016Level 1 (i) Level 2 (ii) Level 3 (iii) Total

Classification ($000s) ($000s) ($000s) ($000s)xx

Financial Assetsx

Short-Term Investments – 58,871 – 58,871x

Equities 2,587,596 2,690 – 2,590,286xxx

Total Financial Assets 2,587,596 61,561 – 2,649,157xx

x

(i) Quoted prices in active markets for identical assetsx

(ii) Significant other observable inputsx

(iii) Significant unobservable inputs

11

The accompanying notes are an integral part of these financial statements.

Imperial Canadian Equity Pool

As at December 31, 2015Level 1 (i) Level 2 (ii) Level 3 (iii) Total

Classification ($000s) ($000s) ($000s) ($000s)xx

Financial Assetsx

Short-Term Investments – 97,394 – 97,394x

Equities 2,083,517 21,785 – 2,105,302xxx

Total Financial Assets 2,083,517 119,179 – 2,202,696xx

x

(i) Quoted prices in active markets for identical assetsx

(ii) Significant other observable inputsx

(iii) Significant unobservable inputs

Transfer of assets between Level 1 and Level 2Financial assets and liabilities transferred from Level 1 to Level 2 are the result ofsecurities no longer being traded in an active market..

December 31, 2016 December 31, 2015x

x

Fair value of assets transferred from Level 1 toLevel 2 during the period ($000s) – 5,723

x

x

Financial assets and liabilities transferred from Level 2 to Level 1 are the result ofsecurities now being traded in an active market..

December 31, 2016 December 31, 2015x

x

Fair value of assets transferred from Level 2 toLevel 1 during the period ($000s) 2,181 –

x

x

Reconciliation of financial asset and liability movement – Level 3The Pool did not hold any significant positions of Level 3 investments at the beginning of,during, or at the end of either reporting period.

12

Notes to Financial Statements

x

As at and for the periods as disclosed in the financial statements (note 1)

1. Organization of the Funds and Financial Reporting Periods

The Imperial Pools consist of Imperial Money Market Pool, Imperial Short-Term Bond Pool, Imperial Canadian Bond Pool, Imperial Canadian Diversified Income Pool, Imperial International Bond Pool, Imperial EquityHigh Income Pool, Imperial Canadian Dividend Income Pool, Imperial Global Equity Income Pool, Imperial Canadian Equity Pool, Imperial U.S. Equity Pool, Imperial International Equity Pool, Imperial Overseas Equity Pool,and Imperial Emerging Economies Pool (individually, a Pool, and collectively, the Pools).

The Income Generation Portfolios consist of Conservative Income Portfolio, Balanced Income Portfolio and Enhanced Income Portfolio (individually, a Portfolio, and collectively, the Portfolios).

Each of the Imperial Pools and Income Generation Portfolios (individually, a Fund, and collectively, the Funds) is a mutual fund trust organized under the laws of Ontario and governed by a declaration of trust(Declaration of Trust). The address of the Funds' registered office is 18 York Street, Suite 1300, Toronto, Ontario.

Canadian Imperial Bank of Commerce (CIBC) is the manager (the Manager) of the Funds and CIBC Trust Corporation is the trustee (the Trustee) of the Funds. Each Fund may issue an unlimited number of classes ofunits and an unlimited number of units of each class. As at the date of these financial statements, Class A units of each of the Funds are available for sale, except for the Conservative Income Portfolio which offersClass T3 and Class T4 units, the Balanced Income Portfolio which offers Class T4 and Class T5 units, and the Enhanced Income Portfolio which offers Class T5 and Class T6 units.

The date upon which each Fund was established by Declaration of Trust (Date Established) and the date upon which units of each Fund was first sold to the public (Inception Date) are reported in footnote Organizationof the Fund on the Statements of Financial Position.

The Schedule of Investment Portfolio of each Fund is as at December 31, 2016. The Statements of Financial Position of each of the Funds are as at December 31, 2016 and 2015. The Statements of ComprehensiveIncome, Statements of Changes in Net Assets Attributable to Holders of Redeemable Units, and Statements of Cash Flows of each of the Funds are for annual periods ended December 31, 2016 and 2015, exceptfor Funds established during either year, in which case the information presented is from the Date Established or the Inception Date to December 31, 2016 or 2015.

These financial statements were approved for issuance by the Manager on March 2, 2017.xx

2. Summary of Significant Accounting Policies

These financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as published by the International Accounting Standards Board (IASB). The Funds adopted IFRS in2014 as required by Canadian securities legislation and the Canadian Accounting Standards Board. Previously, the Funds prepared their financial statements in accordance with Canadian generally acceptedaccounting principles (GAAP) as defined in Part V of the CPA Canada Handbook.

The financial statements have been prepared on a going concern basis using the historical cost convention. However, each Fund is an investment entity and primarily all financial assets and financial liabilities aremeasured at fair value in accordance with IFRS. Accordingly, the Funds’ accounting policies for measuring the fair value of investments and derivatives are consistent with those used in measuring the Net Asset Valuefor transactions with unitholders. In applying IFRS, these financial statements include estimates and assumptions made by management that affect the reported amounts of assets, liabilities, income, and expensesduring the reporting periods. However, existing circumstances and assumptions may change due to market changes or circumstances arising beyond the control of the Funds. Such changes are reflected in theassumptions when they occur.

These financial statements have been presented in Canadian dollars, which is the Funds’ functional currency (unless otherwise noted).

a) Financial Instruments

Classification and recognition of financial instruments

In accordance with IAS 39 Financial Instruments: Recognition and Measurement, financial assets and financial liabilities are classified at initial recognition into the following categories:

Financial assets and liabilities at fair value through profit or loss (FVTPL)

This category is sub-divided into:

l Financial instruments classified as Held For Trading: Financial assets and liabilities are classified as Held For Trading if they are acquired for the purpose of selling and/or repurchasing in the near term, andare acquired principally for the purpose of generating a profit from short-term fluctuations in price. Derivatives and securities sold short held by the Funds are classified as Held For Trading and do not meetthe definition of effective hedging instruments as defined by IAS 39.

l Financial instruments designated as FVTPL through inception: All investments held by the Funds, excluding those classified as Held For Trading (discussed above), are designated as fair value through profitor loss upon initial recognition. These financial assets are designated upon initial recognition on the basis that they are part of a group of financial assets that are managed and have their performanceevaluated on a fair value basis, in accordance with risk management and investment strategies of the Funds, as set out in the Funds’ prospectus.

Loans and receivables

The Funds include in this category receivable balances relating to portfolio investments and other short-term receivables such as receivable for units issued.

Other financial liabilities

This category includes all financial liabilities, other than those classified as fair value through profit or loss. The Funds include in this category amounts relating to payables for portfolio securities purchased and otheraccrued liabilities such as payable for units redeemed and distributions payable to holders of redeemable units.

All Funds have contractual obligations to distribute cash to the unitholders. As a result, each Fund's obligation for net assets attributable to holders of redeemable units represents a financial liability and is presentedat the redemption amount.

b) Risk Management

The Funds’ overall risk management approach includes formal guidelines that govern the extent of exposure to various types of risk, including diversification within asset classes and limits on the exposure to individualinvestments and counterparties. In addition, derivative financial instruments may be used to manage certain risk exposures. The Manager also has various internal controls to oversee the Funds’ investment activities,including monitoring compliance with the investment objectives and strategies, internal guidelines, and securities regulations. Please refer to each Fund’s Supplemental Schedule to Schedule of InvestmentPortfolio for specific risk disclosures.

Fair value of financial instruments by using valuation techniques

Financial instruments are valued at their fair value which is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at themeasurement date. Refer to note 3a to 3f for valuation of each specific type of financial instrument held by the Funds. The fair value of financial assets and liabilities traded in active markets are based on quotedmarket prices at the close of trading on the reporting date. The Funds use the last traded market price for both financial assets and financial liabilities where the last traded price falls within that day’s bid-ask spread.In circumstances where the last traded price is not within the bid-ask spread, the Manager determines the price that is most representative of fair value based on the specific facts and circumstances.

For financial assets and financial liabilities that are not traded in an active market, fair value is determined using valuation techniques.

The Funds classify fair value measurement within a hierarchy which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority tounobservable inputs (Level 3). The three levels of the fair value hierarchy are:

Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date;

Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and

Level 3: Inputs are unobservable for the asset or liability.

13

p / 2 Notes to Financial Statements

If inputs are used to measure an asset’s or liability’s fair value, the classification within the hierarchy is based on the lowest level input that is significant to the fair value measurement. Each Fund’s fair value hierarchyclassification of its assets and liabilities is included in the Supplemental Schedule to Schedule of Investment Portfolio.

The carrying values of all non-investment assets and liabilities approximate their fair values due to their short-term nature. Fair values are classified as Level 1 when the related security or derivative is actively tradedand a quoted price is available. If an instrument classified as Level 1 subsequently ceases to be actively traded, it is transferred out of Level 1. In such cases, instruments are reclassified into Level 2, unless themeasurement of its fair value requires the use of significant unobservable inputs, in which case it is classified as Level 3.

The Manager is responsible for performing the fair value measurements included in the financial statements of a Fund, including the Level 3 measurements. The Manager obtains pricing from third-party pricingvendors and the pricing is reviewed daily. At each financial reporting date, the Manager reviews and approves all Level 3 fair value measurements. The Funds also have a Valuation Committee which meets quarterly toperform detailed reviews of the valuations of investments held by the Funds, which includes discussion on Level 3 measurements.

Credit risk

Credit risk is the risk that a counterparty to a financial instrument, such as a fixed income security or a derivative contract, will fail to discharge an obligation or commitment that it has entered into with the Funds. Thevalue of fixed income securities and derivatives as presented on the Schedule of Investment Portfolio includes consideration of the creditworthiness of the issuer and, accordingly, represents the maximum credit riskexposure of the Funds. Certain Funds may invest in short-term fixed income securities issued or guaranteed primarily by the Government of Canada or any Canadian provincial government, obligations of Canadianchartered banks or trust companies, and commercial paper with approved credit ratings. The risk of default on these short-term fixed income securities is considered low and these securities primarily have creditratings of ‘A-1 (Low)’ or higher (as rated by S&P Global Ratings, a division of S&P Global, or equivalent rating from another rating service).

The bond ratings noted in the Funds’ ‘Financial Instruments Risk’ under sub-section ‘Credit Risk’ represent ratings collected and disseminated by recognized third party vendors. These ratings utilized by the Manager,while obtained from vendors skilled and recognized for bond rating services, may not be the same as those used directly by the portfolio advisor or portfolio sub-advisors. Ratings used by the portfolio advisor orportfolio sub-advisors could be higher or lower than those used for risk disclosure in the financial statements in compliance with their investment policy guidelines.

The Funds may engage in securities lending transactions. The credit risk related to securities lending transactions is limited by the fact that the value of cash or securities held as collateral by the Funds in connectionwith these transactions is at least 102% of the fair value of the securities loaned. The collateral and loaned securities are marked to market on each business day. Further information regarding the collateral andsecurities on loan can be found in the footnotes to the Statements of Financial Position and in note 2j.

Currency risk

Currency risk is the risk that the value of an investment will fluctuate due to changes in foreign exchange rates. Mutual funds may invest in securities denominated or traded in currencies other than the funds’reporting currency.

Interest rate risk

Prices of fixed income securities generally increase when interest rates decline and decrease when interest rates rise. This risk is known as interest rate risk. Prices of longer-term fixed income securities will generallyfluctuate more in response to interest rate changes than would shorter-term securities. Due to the nature of short-term fixed income securities with a remaining term-to-maturity of less than one year, theseinvestments are not generally exposed to a significant risk that their value will fluctuate in response to changes in the prevailing levels of market interest rates.

Liquidity risk

The Funds are exposed to daily cash redemptions of redeemable units. Generally, the Funds retain sufficient cash and cash equivalent positions to maintain adequate liquidity. However, liquidity risk also involves theability to sell an asset for cash easily and at a fair price. Some securities are illiquid due to legal restrictions on their resale, the nature of the investment, or simply a lack of interested buyers for a particular security orsecurity type. Certain securities may become less liquid due to changes in market conditions, such as interest rate changes or market volatility, which could impair the ability of a Fund to sell such securities quickly or ata fair price. Difficulty in selling securities could result in a loss or lower return for a Fund.

Other price/market risk

Other price/market risk is the risk that the value of investments will fluctuate as a result of changes in market conditions. Several factors can influence market trends, such as economic developments, changes ininterest rates, political changes, and catastrophic events. All investments are exposed to other price/market risk.

c) Investment Transactions, Income Recognition, and Recognition of Realized and Unrealized Gains and Losses

i) Interest for distribution purposes shown on the Statements of Comprehensive Income represents the coupon interest received by the Fund accounted for on an accrual basis. The Funds do not amortizepremiums paid or discounts received on the purchase of fixed income securities except for zero coupon bonds, which are amortized on a straight-line basis.

ii) Dividend income is recorded on the ex-dividend date.

iii) Securities that are exchange-traded are recorded at fair value established by the last traded market price when that price falls within that day’s bid-ask spread. Debt securities are recorded at fair value,established by the last traded price on the over-the-counter market (OTC) when that price falls within that day’s bid-ask spread. In circumstances where the last traded price is not within the bid-ask spread,the Manager determines the price that is most representative of fair value based on the specific facts and circumstances. Unlisted securities are recorded at fair value using fair valuation techniquesestablished by the Manager in establishing a fair value.

iv) Realized gains and losses on investments and unrealized appreciation or depreciation of investments are calculated using the average cost, excluding transaction costs, of the related investments.

v) Other income is the sum of income, excluding transaction costs, other than that which is separately classified on the Statements of Comprehensive Income.

d) Offsetting

Financial assets and liabilities are offset and the net amount reported in the Statements of Financial Position, if there is a currently enforceable legal right to offset the recognized amounts and there is an intention tosettle on a net basis, or to realize the asset and settle the liability simultaneously.

Where applicable, additional information can be found in the table Offsetting Arrangements as part of the Supplemental Schedule to Schedule of Investment Portfolio. This supplemental schedule discloses the OTCderivatives which are subject to offsetting.

e) Portfolio Securities

The cost of securities of a Fund is determined in the following manner: securities are purchased and sold at a market-traded price to arrive at a value for the position traded. The total purchased value represents thetotal cost of the security to the Fund. When additional units of the same security are purchased, the cost of those additional units is added to the total security cost. When units of the same security are sold, theproportionate cost of the units of the security sold is deducted from the total security cost. If there is a return of capital paid by a security, the amount of this return of capital is deducted from the total security cost.This method of tracking security cost is known as “average cost” and the current total for any one security is referred to as the “adjusted cost base” or “ACB” of the security. Transaction costs incurred in portfoliotransactions are excluded from the average cost of investments and are recognized immediately in net income and are presented as a separate expense item in the financial statements.

The difference between the fair value of securities and their average cost, excluding transaction costs, represents the unrealized appreciation (depreciation) in value of the portfolio investments. The applicable periodchange in unrealized appreciation (depreciation) of investments is included on the Statements of Comprehensive Income.

Short-term investments on the Schedule of Investment Portfolio are presented at their amortized cost which approximates the fair value. Accrued interest for bonds is disclosed separately on the Statements ofFinancial Position.

f) Foreign Exchange

The value of investments and other assets and liabilities denominated in foreign currencies is translated into Canadian dollars, which is the Funds’ functional and presentation currency at the current rates prevailing oneach valuation date (unless otherwise indicated).

Purchases and sales of investments, income, and expenses are translated into Canadian dollars, which is the Funds’ functional and presentation currency at the foreign exchange rates prevailing on the dates of suchtransactions. Foreign currency translation gains (losses) on investments and income transactions are included in Net realized gain (loss) on foreign currency on the Statements of Comprehensive Income.

14

Notes to Financial Statements p / 3

g) Forward Foreign Currency Contracts

The Funds may enter into forward foreign currency contracts for either hedging or non-hedging purposes where such activity is consistent with their investment objectives and as permitted by the Canadian securitiesregulatory authorities.

Changes in the fair value of forward foreign currency contracts are included in derivative assets or derivative liabilities on the Statements of Financial Position and are recorded as an Increase (decrease) in unrealizedappreciation (depreciation) of investments and derivatives during the applicable period on the Statements of Comprehensive Income.

The gain or loss arising from the difference between the value of the original forward foreign currency contract and the value of such contract at close or delivery is realized and recorded as Net realized gain (loss) onforeign currency for Pools that use the forward foreign currency contracts for hedging or as Derivative income (loss) for Pools that do not use the forward foreign currency contracts for hedging.

h) Futures Contracts

The margin deposits with brokers relating to futures contracts are included in Margin on the Statements of Financial Position. Any change in the margin requirement is settled daily and included in Receivable forportfolio securities sold or Payable for portfolio securities purchased on the Statements of Financial Position.

Any difference between the settlement value at the close of business on each valuation date and the settlement value at the close of business on the previous valuation date is recorded as Derivative income (loss) onthe Statements of Comprehensive Income.

i) Options

Premiums paid for purchased call and put options are included in derivative assets and subsequently measured at fair value on the Statements of Financial Position. When a purchased option expires, the Fund willrealize a loss in the amount of the cost of the option. For a closing transaction, the Fund will realize a gain or loss depending on whether the proceeds are greater or less than the premium paid at the time of purchase.When a purchased call option is exercised, the cost of the security purchased is increased by the premium paid at the time of purchase.

Premiums received from writing options are included in derivative liabilities and subsequently measured at fair value on the Statements of Financial Position as initial reductions in the value of investments. Premiumsreceived from writing options that expire unexercised are recorded as realized gains and reported as Net gain (loss) on sale of investments and derivatives on the Statements of Comprehensive Income. For a closingtransaction, if the cost of closing the transaction exceeds the premium received, the Fund will record a realized loss or, if the premium received at the time the option was written is greater than the amount paid,the Fund will record a realized gain and is reported as Net gain (loss) on sale of investments and derivatives. If a written put option is exercised, the cost for the security delivered is reduced by the premiums received atthe time the option was written.

j) Securities Lending

A Fund may lend portfolio securities in order to earn additional revenue, which is disclosed on the Statements of Comprehensive Income. The loaned assets of any one Fund are not permitted to exceed 50% of thefair value of the assets of that Fund (excluding collateral debt for the loaned securities). The minimum allowable collateral is 102% of the fair value of the loaned securities as per the requirements of NationalInstrument 81-102 – Investment Funds. Collateral can consist of the following:

i) Cash.

ii) Qualified securities.

iii) Irrevocable letters of credit issued by a Canadian financial institution that is not the counterparty, or an affiliate counterparty, of the pool in the transaction, if evidences of indebtedness of the Canadianfinancial institution that are rated as short-term debt by an approved credit rating organization have an approved credit rating.

iv) Securities that are immediately convertible into securities of the same issuer, class, or type, and the same term, as the securities loaned.

The fair value of the loaned securities is determined on the close of any valuation date and any additional required collateral is delivered to the Pool on the next business day. The securities on loan continue to beincluded on the Schedule of Investment Portfolio, and are included in the total value on the Statements of Financial Position in Investments (non-derivative financial assets) at fair value. Where applicable, a Fund’ssecurities lending transactions are reported in footnote Securities Lending on the Statements of Financial Position.

Changes to National Instrument 81-106 – Investment Fund Continuous Disclosure took effect for Funds with a financial year beginning on or after January 1, 2016. Those changes now require a reconciliation of thegross amount generated from the securities lending transactions of the Funds to the revenue from securities lending disclosed in the Funds’ Statements of Comprehensive Income. The gross amount generated fromsecurities lending includes interest paid on collateral, withholding taxes deducted, the fees paid to the Funds’ lending agent and the securities lending revenue received by the Funds. Where applicable, thereconciliation can be found in the footnotes to the Funds’ Statements of Comprehensive Income.

k) Loans and Receivables, Other Assets and Liabilities

Loans and Receivables, other assets and liabilities (other than those classified as FVTPL) are recorded at cost, which approximates their fair value, with the exception of Net Assets Attributable to Holders ofRedeemable Units which are presented at the redemption value.

l) Legend of Abbreviations

The following is a list of abbreviations (foreign currency translation and others) that may be used in the Schedule of Investment Portfolio:

x

Currency Abbreviations

x..

ARS – Argentine Peso JPY – Japanese Yen..

AUD – Australian Dollar KES – Kenyan Shilling..

BRL – Brazilian Real KRW – South Korean Won..

CAD – Canadian Dollar MAD – Morocco Dirham..

CHF – Swiss Franc MXN – Mexican Peso..

CLP – Chilean Peso MYR – Malaysian Ringgit..

CNY – Chinese Renminbi NOK – Norwegian Krone..

COP – Colombian Peso NZD – New Zealand Dollar..

CZK – Czech Koruna PHP – Philippine Peso..

DKK – Danish Krone PLN – Polish Zloty..

EGP – Egyptian Pound RUB – Russian Ruble..

EUR – Euro SEK – Swedish Krona..

GBP – British Pound SGD – Singapore Dollar..

HKD – Hong Kong Dollar THB – Thai Baht..

HUF – Hungarian Forint TRY – New Turkish Lira..

IDR – Indonesian Rupiah TWD – Taiwan Dollar..

ILS – Israeli Shekel USD – United States Dollar..

INR – Indian Rupee ZAR – South African Rand

15

p / 4 Notes to Financial Statements

..

Other Abbreviations

..

ADR – American Depositary Receipt..

CVO – Contingent Value Obligations..

ETF – Exchange-Traded Fund..

GDR – Global Depositary Receipt Securities..

NVDR – Non-Voting Depositary Receiptxxxxxxxx

m) Standards Issued but not yet Effective

Standards issued but not yet effective up to the date of issuance of the Funds’ financial statements are listed below. The Funds intend to adopt applicable standards when they become effective.

IFRS 9, Financial Instruments - Classification and Measurement

In July 2014, the IASB issued the final version of IFRS 9, Financial Instruments which reflects all phases of the financial instruments project and replaces IAS 39, Financial Instruments: Recognition and Measurementand all previous versions of IFRS 9. The standard introduces new requirements for classification and measurement, impairment, and hedge accounting. IFRS 9 is effective for annual periods beginning on or afterJanuary 1, 2018, with early application permitted. The Funds are in the process of assessing the impact of IFRS 9.

n) Increase (Decrease) in Net Assets Attributable to Holders of Redeemable Units per Unit

Increase (decrease) in net assets attributable to holders of redeemable units per unit of each class is calculated by dividing the Increase (decrease) in net assets attributable to holders of redeemable units (excludingdistributions), as reported on the Statements of Comprehensive Income, by the weighted average number of units in issue during the related period.

3. Valuation of Investments

The valuation date (Valuation Date) for a Fund is any day when the Manager’s head office is open for business. The Manager may, at its discretion, establish other Valuation Dates.

The fair value of the investments or assets of a Fund is determined as follows:

a) Cash and Other Assets

Cash, accounts receivable, dividends receivable, distributions receivable, and interest receivable are valued at fair value or at their recorded cost, plus or minus any foreign exchange between recognition of the assetby the Fund and the current Valuation Date, which approximates fair value.

b) Bonds, Debentures, and Other Debt Obligations

Bonds, debentures, and other debt obligations are fair valued using the last traded price provided by a recognized vendor upon the close of trading on a Valuation Date, whereby the last traded price falls within thatday’s bid-ask spread. If the last traded price does not fall within that day’s bid-ask spread, then the Manager will determine the price that is most representative of fair value based on the specific facts andcircumstances.

c) Listed Securities, Unlisted Securities, and Fair Value Pricing of Foreign Securities

Any security that is listed or traded on a securities exchange is fair valued using the last traded price, whereby the last traded price falls within that day’s bid-ask spread or, if there is no traded price on that exchangeor the last traded price does not fall within that day’s bid-ask spread and in the case of securities traded on an OTC market, at the fair value as determined by the Manager as an appropriate basis for valuation. In suchsituations, a fair value will be determined by the Manager to establish current value. If any securities are inter-listed or traded on more than one exchange or market, the Manager will use the principal exchange ormarket for the fair value of such securities.

Units of each mutual fund in which a Fund invests will be valued at fair value using the most recent net asset value quoted by the Trustee or Manager of the mutual fund on the Valuation Date.

Unlisted securities are fair valued using the last traded price quoted by a recognized dealer, or the Manager may determine a price that more accurately reflects the fair value of these securities if the Manager feelsthe last traded price does not reflect fair value.

Fair value pricing is designed to avoid stale prices and to provide a more accurate fair value, and may assist in the deterrence of harmful short-term or excessive trading in the Fund. When securities listed or traded onmarkets or exchanges that close prior to North or South American markets or exchanges are valued by the Manager at their fair market value, instead of using quoted or published prices, the prices of such securitiesused to calculate the Fund’s net assets or net asset value may differ from quoted or published prices of such securities.

d) Derivatives

Long positions in options, debt-like securities, and listed warrants are valued at fair value using the last traded price as established on either their principal trading exchange or by a recognized dealer in such securities,whereby the last traded price falls within that day’s bid-ask spread and the credit rating of each counterparty (as rated by S&P Global Ratings, a division of S&P Global) meets or exceeds the minimum approved creditrating.

When any option is written by any Fund, the premium received by the Fund will be reflected as a liability that will be valued at an amount equal to the current fair value of the option that would have the effect ofclosing the position. Any difference resulting from revaluation shall be treated as an unrealized gain or loss on investment; the liability shall be deducted in arriving at the net assets attributable to holders ofredeemable units of the Fund. The securities that are the subject of a written option, if any, will be valued in the manner described above for listed securities.

Futures contracts, forward contracts, or swaps will be valued at fair value of the gain or loss, if any, that would be realized on the Valuation Date if the position in the futures contracts, forward contracts, or swapswere to be closed out.

Margin paid or deposited in respect of futures contracts and forward contracts will be reflected as an account receivable and margin consisting of assets other than cash will be noted as held as collateral.

Other derivatives and margin are fair valued in a manner that the Manager determines to represent their fair value.

e) Restricted Securities

Restricted securities purchased by any Fund will be fair valued in a manner that the Manager determines to represent their fair value.

f) Other Investments

All other investments of the Funds will be fair valued in accordance with the laws of the Canadian securities regulatory authorities, where applicable.

The value of any security or other property of a Fund for which a market quotation is not readily available or where the market quotations do not properly reflect the fair value of such securities will be determined bythe Manager by valuing the securities at their fair value. In such situations, fair value will be determined using the fair valuation technique that most accurately reflects the fair value as established by the Manager.

4. Interest in Underlying Funds

The Funds may invest in other investment funds (Underlying Funds). Each Underlying Fund invests in a portfolio of assets to generate returns in the form of investment income and capital appreciation for itsunitholders. Each Underlying Fund finances its operations primarily through the issuance of redeemable units, which are puttable at the unitholder's option and entitle the unitholder to a proportionate share of theunderlying fund's net assets. The Fund's interests in Underlying Funds held in the form of redeemable units, are reported in its Schedule of Investments at fair value, which represents the Funds’ maximum exposure onthose investments. The Funds' interests in underlying funds as at the prior year period ends are presented in the Financial Instruments Risks - Concentration Risk section in the Supplemental Schedule to Schedule ofInvestment Portfolio. Distributions earned from Underlying Funds are included in “Investment Income” in the Statements of Comprehensive Income. The total realized and change in unrealized gains (losses) arisingfrom Underlying Funds are also included in the Statements of Comprehensive Income. The Funds do not provide any additional significant financial or other support to Underlying Funds.

Where applicable, the table “Interests in Underlying Funds” presented as part of the Supplemental Schedule to Schedule of Investment Portfolio, provides additional information on the Funds’ investments inUnderlying Funds where the ownership interest exceeds 20% of each Underlying Fund.

16

Notes to Financial Statements p / 5

5. Redeemable Units Issued and Outstanding

Each Fund is permitted to have an unlimited number of classes of units and may issue an unlimited number of units of each class. The outstanding units represent the capital of a Fund. Each unit has no par value andthe value of each unit is the net assets attributable to holders of redeemable units per unit next determined. Settlement of the cost for units issued is completed as per security regulations in place at the time of issue.Distributions made by a Fund and reinvested by unitholders in additional units also constitute issued redeemable units of a Fund.

Units are redeemed at the net assets attributable to holders of a redeemable unit per unit of a Fund. A right to redeem units of a Fund may be suspended with the approval of the Canadian securities regulatoryauthorities or when normal trading is suspended on a stock, options, or futures exchange within Canada or outside of Canada on which securities or derivatives that make up more than 50% of the value or underlyingexposure of the total assets of a Fund, not including any liabilities of a Fund, are traded and when those securities or derivatives are not traded on any other exchange that represents a reasonably practical alternativefor a Fund. The Fund is not subject to any externally imposed capital requirements.

The capital received by a Fund is utilized within the respective investment mandate of the Fund. This includes the ability to make liquidity available to satisfy unitholder unit redemption requirements upon theunitholder’s request.

Changes in issued and outstanding units for the annual periods ended December 31, 2016 and 2015 can be found on the Statements of Changes in Net Assets Attributable to Holders of Redeemable Units.x

6. Management Fees and Operating Expenses

Management fees are based on the net asset value of the Funds and are calculated daily. Management fees are paid to the Manager in consideration for providing, or arranging for the provision of, management,distribution, and portfolio advisory services. The maximum annual management fee expressed as a percentage of the average net asset value that can be charged by a Fund is reported in footnote MaximumChargeable Annual Management Fee Rates on the Statements of Comprehensive Income.

In addition to the management fees, the Funds are responsible for all expenses relating to the operation and conduct of the business of the Funds, which may include interest, operating, and administrative costs (otherthan advertising and promotional expenses, which are the responsibility of the Manager), brokerage fees, commissions, spreads, regulatory fees, Independent Review Committee fees, taxes, audit and legal fees andexpenses, safekeeping and custodial fees, investor servicing costs, and costs of unitholder reports, prospectuses, and other reports. All such operating expenses are paid by the Manager and recovered from the Funds.The Funds do not pay a fee to the Trustee.

The Manager may recover less than the actual operating expenses paid by the Manager, resulting in the Manager absorbing expenses. The Manager may also charge to a Fund less than the maximum managementfee in footnote Maximum Chargeable Annual Management Fee Rates on the Statements of Comprehensive Income, resulting in the Manager waiving management fees.

At its sole discretion, the Manager may stop absorbing operating expenses and/or waiving management fees at any time. Operating expenses absorbed and/or management fees waived by the Manager are disclosedon the Statements of Comprehensive Income.

In some cases, the Manager may charge management fees to a Fund that are less than the management fees the Manager is entitled to charge in respect of certain investors in a Fund. The difference in the amount ofthe management fees will be paid out by the Fund to the applicable investors as a distribution of additional units of the Fund (Management Fee Distributions). Management Fee Distributions are negotiable betweenthe Manager and the investor and are dependent primarily on the size of the investor’s investment in the Fund. Management Fee Distributions paid to qualified investors do not adversely impact the Fund or any of theFund’s other investors. The Manager may increase or decrease the amount of Management Fee Distributions to certain investors from time to time.

Where a Fund invests in units of an Underlying Fund, the Fund does not pay duplicate management fees on the portion of its assets that it invests in units of the Underlying Fund. In addition, the Fund will not payduplicate sales fees or redemption fees with respect to the purchase or redemption by it of units of the Underlying Fund. Some of the Underlying Funds held by the Funds may offer Management Fee Distributions. SuchManagement Fee Distributions of an Underlying Fund will be paid out as required for taxable distribution payments by a Fund. The manager of an Underlying Fund may, in some cases, waive a portion of an UnderlyingFund’s management fee and/or absorb a portion of an Underlying Fund’s operating expenses.

7. Income Taxes and Withholding Taxes

The Funds qualify as mutual fund trusts under the Income Tax Act (Canada). No income tax is payable by the Funds on net income and/or net realized capital gains that are distributed to unitholders. In addition, incometaxes payable on undistributed net realized capital gains are refundable on a formula basis when units of the Funds are redeemed. Sufficient net income and realized capital gains of the Funds have been, or will be,distributed to the unitholders such that no tax is payable by the Funds and, accordingly, no provision for income taxes has been made in the financial statements. Occasionally, a Fund may pay distributions in excess ofthe net income and net realized capital gains of the Fund. This excess distribution is called a return of capital and is non-taxable to the unitholder. However, a return of capital reduces the average cost of theunitholder’s units for tax purposes, which may result in a capital gain to the unitholder to the extent the average cost becomes less than zero.

Non-capital losses that arose in 2006 and thereafter are available to be carried forward for 20 years.

Capital losses for income tax purposes may be carried forward indefinitely and applied against capital gains realized in future years. Where applicable, a Fund’s net capital and non-capital losses are reported infootnote Net Capital and Non-Capital Losses on the Statements of Changes in Net Assets Attributable to Holders of Redeemable Units.

The Funds have a taxation year-end of December 15 (except Imperial Money Market Pool, which has a taxation year-end of December 31).

The Funds currently incur withholding taxes imposed by certain countries on investment income and capital gains. Such income and gains are recorded on a gross basis and the related withholding taxes are shown asa separate expense in the Statements of Comprehensive Income.

8. Brokerage Commissions and Fees

The total commissions paid by the Funds to brokers in connection with portfolio transactions are reported in footnote Brokerage Commissions and Fees on the Statements of Comprehensive Income of each Fund. Inallocating brokerage business to a dealer, consideration may be given by the portfolio sub-advisors of the Funds for the provision of goods and services by the dealer or a third party, other than order execution (referredto in the industry as “soft dollar” arrangements). These goods and services are paid for with a portion of brokerage commissions and assist the portfolio sub-advisors with their investment decision-making services tothe Funds or relate directly to executing portfolio transactions on behalf of the Funds. The total soft dollar payments paid by the Funds to brokers are reported in footnote Brokerage Commissions and Fees on theStatements of Comprehensive Income of each Fund. In addition, the Manager may enter into commission recapture arrangements with certain dealers with respect to the Fund. Any commission recaptured will be paidto the applicable Fund.

Fixed income and certain other securities are transacted in an OTC market, where participants are dealing as principals. Such securities are generally traded on a net basis and do not normally involve brokeragecommissions, but will typically include a “spread” (being the difference between the bid and the offer prices on the security of the applicable marketplace).

Spreads associated with fixed income securities trading and certain other securities are not ascertainable and, for that reason, are not included in the dollar amounts. In addition, the soft dollar amounts only includethe value of research and other services supplied by a third party to CIBC Asset Management Inc. (CAMI or the Portfolio Advisor) and any portfolio sub-advisors, as the value of the services supplied to the PortfolioAdvisor and any portfolio sub-advisors by the dealer is not ascertainable. When these services benefit more than one Fund, the costs are allocated among the Funds based on transaction activity or some other fairbasis as determined by the Portfolio Advisor and any portfolio sub-advisors.x

9. Related Party Transactions

CIBC and its affiliates have the following roles and responsibilities with respect to the Funds and receive the fees described below in connection with their roles and responsibilities. The Funds may hold securities ofCIBC. CIBC and its affiliates may also be involved in underwriting or lending to issuers of securities that may be held by the Funds, have purchased or sold securities from or to the Funds while acting as principal, havepurchased or sold securities from or to the Funds on behalf of another investment fund managed by CIBC or an affiliate, and also may have been involved as a counterparty to derivative transactions. Management feespayable and other accrued expenses on the Statements of Financial Position are amounts generally payable to a related party of the Fund.

Manager, Trustee, Portfolio Advisor, and certain Portfolio Sub-Advisors of the Funds

CIBC is the Manager, CIBC Trust Corporation is the Trustee, and CAMI is the Portfolio Advisor of each of the Funds. American Century Investment Management, Inc. (ACI) is a portfolio sub-advisor to certain Funds.Although not an affiliate, CIBC had previously owned a 41% equity interest in ACI. On December 21, 2015, CIBC announced that it entered into a definitive agreement to sell its minority position in ACI. The sale wascompleted on May 19, 2016.

The Manager also arranges for fund administrative services (other than advertising and promotional, which are the responsibility of the Manager), legal, investor servicing, and costs of unitholder reports,prospectuses, and other reports. The Manager is the registrar and transfer agent for the Funds and provides, or arranges for the provision of, all other administrative services required by the Funds. The dollar amount

17

p / 6 Notes to Financial Statements

(including all applicable taxes) of all fund administrative expenses (net of absorptions) that the Manager recovers from a Fund is reported in footnote Administrative and Other Fund Operating Expenses on theStatements of Comprehensive Income.

Brokerage Arrangements and Soft Dollars

The Portfolio Advisor generally delegates trading and execution authority to the portfolio sub-advisors. Where applicable, disclosure of the amounts of soft dollars can be found in the Brokerage Commission andFees schedule on the Statements of Comprehensive Income for each Fund.

The Portfolio Advisor and portfolio sub-advisors make decisions, including the selection of markets and dealers and the negotiation of commissions, with respect to the purchase and sale of portfolio securities, certainderivative products and the execution of portfolio transactions. Brokerage business may be allocated by the Portfolio Advisor and portfolio sub-advisors to CIBC World Markets Inc. and or CIBC World Markets Corp.,each a subsidiary of CIBC. The total commissions paid to related brokers in connection with portfolio transactions are reported in footnote Brokerage Commissions and Fees on the Statements of ComprehensiveIncome of each Fund.

CIBC World Markets Inc. and CIBC World Markets Corp. may also earn spreads on the sale of fixed income and other securities, and certain derivative products to the Funds. Dealers, including CIBC World Markets Inc.and CIBC World Markets Corp., may furnish goods and services, other than order execution, to the Portfolio Advisor and portfolio sub-advisors that process trades through them (referred to in the industry as “softdollar” arrangements). These goods and services are paid for with a portion of brokerage commissions and assist the Portfolio Advisor and portfolio sub-advisors with their investment decision-making services to theFund or relate directly to executing portfolio transactions on behalf of the Fund. As per terms of the portfolio sub-advisory agreements, such soft dollar arrangements are in compliance with applicable laws. Custodialfees directly related to portfolio transactions incurred by a Fund, otherwise payable by the Fund, shall be paid by CAMI, and/or dealer(s) directed by CAMI, up to the amount of the credits generated under soft dollararrangements from trading on behalf of the Fund, or a portion of the Fund, during that month. The total soft dollar payments paid by the Fund to related brokers are reported in footnote Brokerage Commissions andFees on the Statements of Comprehensive Income of each Fund. In addition, the Manager may enter into commission recapture arrangements with certain dealers with respect to the Funds. Any commissionrecaptured will be paid to the relevant Fund.

Custodian

The custodian holds all cash and securities for the Funds and ensures that those assets are kept separate from any other cash or securities that the custodian might be holding. The custodian also provides otherservices to the Funds including record keeping and processing of foreign exchange transactions. CIBC Mellon Trust Company is the custodian of the Funds (the Custodian). The Custodian may hire sub-custodians forthe Funds. The fees and spreads for services of the Custodian directly related to the execution of portfolio transactions by a Fund, or a portion of a Fund, are paid by CAMI and/or dealer(s) directed by CAMI up to theamount of the credits generated under soft dollar arrangements from trading on behalf of the Funds during that month. All other fees for the services of the Custodian are paid by the Manager, and charged tothe Funds on a recoverable basis. CIBC owns a 50% interest in CIBC Mellon Trust Company.

Service Provider

CIBC Mellon Global Securities Services Company (CIBC GSS) provides certain services to the Funds, including securities lending, fund accounting and reporting, and portfolio valuation. Such servicing fees are paid bythe Manager and charged to the Funds on a recoverable basis. CIBC indirectly owns a 50% interest in CIBC GSS.

The dollar amount paid by the Funds (including all applicable taxes) to CIBC Mellon Trust Company for custodial fees (net of absorptions) and to CIBC GSS for securities lending, fund accounting and reporting, andportfolio valuation (net of absorptions) for the annual periods ended December 31, 2016 and 2015 is reported in footnote Service Provider on the Statements of Comprehensive Income.

10. Hedging

Certain foreign currency denominated positions have been hedged, or partially hedged, by forward foreign currency contracts as part of the investment strategies of certain Pools. These hedges are indicated by ahedging reference number on the Schedule of Investment Portfolio and a corresponding hedging reference number on the Schedule of Derivative Assets and Liabilities Forward Foreign Currency Contracts for thosePools.

11. Collateral on Specified Derivatives

Short-term investments may be used as collateral for futures contracts outstanding with brokers.x

18

Independent Auditors’ Report

x

To the Unitholders ofxxxxxxxxx

xx

x..

Imperial Money Market Pool Imperial Canadian Equity Pool..

Imperial Short-Term Bond Pool Imperial U.S. Equity Pool..

Imperial Canadian Bond Pool Imperial International Equity Pool..

Imperial Canadian Diversified Income Pool Imperial Overseas Equity Pool..

Imperial International Bond Pool Imperial Emerging Economies Pool..

Imperial Equity High Income Pool Conservative Income Portfolio..

Imperial Canadian Dividend Income Pool Balanced Income Portfolio..

Imperial Global Equity Income Pool Enhanced Income Portfolio......

(collectively, the “Funds”)xx

We have audited the accompanying financial statements of each of the Funds, which comprise the statements of financial position as at December 31, 2016 and 2015, and the statements of comprehensive income,changes in net assets attributable to holders of redeemable units and cash flows for the periods then ended, and a summary of significant accounting policies and other explanatory information.

Management's Responsibility for the Financial StatementsManagement is responsible for the preparation and fair presentation of these financial statements in accordance with International Financial Reporting Standards, and for such internal control as managementdetermines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

Auditors’ ResponsibilityOur responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with Canadian generally accepted auditing standards. Those standards requirethat we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditors’ judgment, including the assessmentof the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditors consider internal control relevant to the entity’s preparation and fairpresentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internalcontrol. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of thefinancial statements.

We believe that the audit evidence we have obtained in our audits is sufficient and appropriate to provide a basis for our audit opinion.

OpinionIn our opinion, the financial statements present fairly, in all material respects, the financial position of each of the Funds as at December 31, 2016 and 2015, and their financial performance and their cash flows forthe periods then ended in accordance with International Financial Reporting Standards.xxxxxxxx

Toronto, CanadaMarch 20, 2017

19

Imperial PoolsIncome Generation Portfolios

CIBC

18 York Street, Suite 1300Toronto, Ontario

M5J 2T8

1-888-357-8777

Websitewww.cibc.com/mutualfunds