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Delaware
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36-2668272
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer Identification No.)
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Title of each class
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Name of each exchange on which registered
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Common Stock, par value $1.00 per share
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New York Stock Exchange
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Chicago Stock Exchange
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London Stock Exchange
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Large Accelerated Filer
x
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Accelerated Filer
¨
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Non-Accelerated Filer
¨
(Do not check if a smaller reporting company)
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Smaller Reporting Company
¨
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TABLE OF CONTENTS
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PART I
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Item 1 —
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Item 1A —
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Item 1B —
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Item 2 —
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Item 3 —
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Item 4 —
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PART II
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Item 5 —
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Item 6 —
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Item 7 —
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Item 7A —
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Item 8 —
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Item 9 —
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Item 9A —
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Item 9B —
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PART III
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Item 10 —
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Item 11 —
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Item 12 —
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Item 13 —
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Item 14 —
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PART IV
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Item 15 —
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Item 16 —
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Signatures
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•
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Risk and Insurance Services
includes risk management activities (risk advice, risk transfer and risk control and mitigation solutions) as well as insurance and reinsurance broking and services. The Company conducts business in this segment through Marsh and Guy Carpenter.
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•
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Consulting
includes health, retirement, talent and investments consulting services and products, and specialized management, economic and brand consulting services. The Company conducts business in this segment through Mercer and Oliver Wyman Group.
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•
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MMA
offers a broad range of commercial property and casualty products and services, as well as solutions for employee health and benefits, retirement and administration needs and a growing personal lines business in the United States and Canada. Since its first acquisition in 2009, MMA has acquired 58 agencies. MMA provides advice on insurance program structure and market dynamics, along with industry expertise and transactional capability.
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•
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Jelf
(acquired in December 2015)
and Bluefin
(acquired in December 2016) service more than 250,000 clients, primarily in the small to mid-market segment across the United Kingdom, and offer high quality technical advice, bespoke products and distinctive services including claims consultancy, employee health and benefit, personal lines solutions and risk management. As a result of these acquisitions, Marsh is now a leading SME (small and medium enterprise) broker in the United Kingdom
.
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•
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Schinnerer Group
is composed of Victor O. Schinnerer & Co. in the United States and ENCON Group Inc. in Canada. It is one of the largest underwriting managers of professional liability and specialty insurance programs worldwide. In the United States, Victor O. Schinnerer & Co. provides risk management and insurance solutions to over 35,000 insureds through a national third-party distribution network of licensed brokers. ENCON Group Inc., a leading managing general agent in Canada with over 42,000 insureds, offers professional liability and construction insurance, as well as group and retiree benefits programs and claims handling for individuals, professionals, organizations and businesses.
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•
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Dovetail Insurance
is
a leading provider of cloud-based insurance services tailored to the U.S. small commercial market. Based in Columbia, South Carolina, Dovetail has developed an advanced cloud-based technology platform that enables independent insurance agents, on behalf of their small business clients, to obtain online quotes from multiple insurance providers and bind insurance policies in real time. The process enables independent agents to deliver more efficient and timely service and an expanded product selection, while giving insurance providers access to a state-of-the art platform for distributing their products.
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•
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Automotive
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•
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Aviation, Aerospace & Defense
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•
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Business Services
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Communications, Media & Technology
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•
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Distribution & Wholesale
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•
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Energy
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•
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Financial Services (including corporate and institutional banking, insurance, wealth and asset management, public policy, and retail and business banking)
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•
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Health & Life Sciences
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Industrial Products
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•
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Public Sector
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Retail & Consumer Products
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Surface Transportation
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Travel & Leisure
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Actuarial
. Oliver Wyman offers actuarial consulting services to public and private enterprises, self-insured group organizations, insurance companies, government entities, insurance regulatory agencies and other organizations.
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•
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Business & Organization Transformation
. Oliver Wyman advises organizations undergoing or anticipating profound change or facing strategic discontinuities or risks by providing guidance on leading the institution, structuring its operations, improving its performance and building its organizational capabilities.
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•
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Corporate Finance & Restructuring.
Oliver Wyman provides an array of capabilities to support investment decision making by private equity funds, hedge funds, sovereign wealth funds, investment banks, commercial banks, arrangers, strategic investors and insurers.
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Digital
. Oliver Wyman has a dedicated cross-industry team helping clients capitalize on the opportunities created by digital technology and address the strategic threats.
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Marketing & Sales
. Oliver Wyman advises leading firms in the areas of offer/pricing optimization; product/service portfolio management; product innovation; marketing spend optimization; value-based customer management; and sales and distribution model transformation.
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OW Labs
. OW Labs applies innovative approaches to technology to drive business impact for its clients. The mission of OW Labs is to help clients to unleash the power of the information they already have or could capture - essentially to become knowledge-powered businesses - and through that to drive competitive advantage and sustained impact.
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Operations & Technology
. Oliver Wyman offers market-leading IT organization design, IT economics management, Lean Six Sigma principles and methodologies, and sourcing expertise to clients across a broad range of industries.
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Risk Management.
Oliver Wyman works with chief financial officers, chief risk officers, and other senior finance and risk management executives of corporations and financial institutions on risk management solutions. Oliver Wyman provides effective, customized solutions to the challenges presented by the evolving roles, needs and priorities of these individuals and organizations.
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Strategy
. Oliver Wyman is a leading provider of corporate strategy advice and solutions in the areas of growth strategy and corporate portfolio; non-organic growth and M&A; performance improvement; business design and innovation; corporate center and shared services; and strategic planning.
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Sustainability Center
. The Sustainability Center at Oliver Wyman supports leading companies and governments around the world in their efforts to foster economic growth while encouraging more responsible use of natural resources and environmental protection.
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Value Sourcing
. Oliver Wyman helps organizations with optimization of purchasing processes or organization; cost monitoring; low-cost country sourcing; supply chain management; strategic sourcing; sequenced supply; part kitting; and with transforming procurement into a strong competitive advantage, delivering sustained value.
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the number of client engagements during a quarter;
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the possibility that clients may decide to delay or terminate a current or anticipated project as a result of factors unrelated to our work product or progress;
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fluctuations in hiring and utilization rates and clients' ability to terminate engagements without penalty;
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seasonality due to the impact of regulatory deadlines, policy renewals and other timing factors to which our clients are subject;
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the success of our acquisitions or investments;
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macroeconomic factors such as changes in foreign exchange rates, interest rates and global securities markets, particularly in the case of Mercer, where fees in its investments business and certain other business lines are derived from the value of assets under management or administration; and
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general economic conditions, since results of operations are directly affected by the levels of business activity of our clients, which in turn are affected by the level of economic activity in the industries and markets that they serve.
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economic and political conditions in the countries in which we operate;
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unexpected increases in taxes or changes in U.S. or foreign tax laws, rulings, policies or related legal and regulatory interpretations, including recent international initiatives to require multinational enterprises, like ours, to report profitability on a country-by-country basis, which could increase scrutiny by foreign tax authorities;
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potential transfer pricing-related tax exposures that may result from the flow of funds among our subsidiaries and affiliates in the various jurisdictions in which we operate;
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withholding or other taxes that foreign governments may impose on the payment of dividends or other remittances to us from our non-U.S. subsidiaries;
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potential conflicts of interest that may arise as we expand the scope of our businesses and our client base;
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international hostilities, terrorist activities, natural disasters and infrastructure disruptions;
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local investment or other financial restrictions that foreign governments may impose;
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potential costs and difficulties in complying with a wide variety of foreign laws and regulations (including tax systems) administered by foreign government agencies, some of which may conflict with U.S. or other sources of law;
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potential costs and difficulties in complying, or monitoring compliance, with foreign and U.S. laws and regulations that are applicable to our operations abroad, including trade sanctions laws relating to countries such as Cuba, Iran, Russia, Sudan and Syria and anti-corruption laws such as the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act 2010;
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limitations or restrictions that foreign or U.S. governments and regulators may impose on the products or services we sell, the methods by which we sell our products and services and the manner in which we are compensated;
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limitations that foreign governments may impose on the conversion of currency or the payment of dividends or other remittances to us from our non-U.S. subsidiaries;
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the length of payment cycles and potential difficulties in collecting accounts receivable;
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engaging and relying on third parties to perform services on behalf of the Company; and
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potential difficulties in monitoring employees in geographically dispersed locations.
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our ability to transition consultants promptly from completed projects to new assignments, and to engage newly-hired consultants quickly in revenue-generating activities;
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our ability to continually secure new business engagements, particularly because a portion of our work is project-based rather than recurring in nature;
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our ability to forecast demand for our services and thereby maintain appropriate headcount in each of our geographies and workforces;
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our ability to manage attrition;
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unanticipated changes in the scope of client engagements;
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the potential for conflicts of interest that might require us to decline client engagements that we otherwise would have accepted;
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our need to devote time and resources to sales, training, professional development and other non-billable activities;
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the potential disruptive impact of acquisitions and dispositions; and
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general economic conditions.
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clients' perception of our ability to add value through our services;
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market demand for the services we provide;
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our ability to develop new services and the introduction of new services by competitors;
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the pricing policies of our competitors;
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the extent to which our clients develop in-house or other capabilities to perform the services that they might otherwise purchase from us; and
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general economic conditions.
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2016
Stock Price Range
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2015
Stock Price Range
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High
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Low
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High
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Low
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First Quarter
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$60.96
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$50.81
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$58.11
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$53.50
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Second Quarter
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$68.57
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$59.85
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$59.99
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$55.79
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Third Quarter
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$68.69
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$65.48
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$58.83
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$50.90
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Fourth Quarter
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$69.77
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$62.33
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$57.46
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$51.05
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Full Year
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$69.77
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$50.81
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$59.99
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$50.90
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Period
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Total Number
of Shares
(or Units)
Purchased
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Average Price
Paid per Share
(or Unit)
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Total Number of
Shares (or Units)
Purchased as
Part of Publicly
Announced Plans
or Programs
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Maximum Number
(or Approximate Dollar Value)
of Shares (or Units) that May
Yet Be Purchased
Under the Plans or Programs
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||||||
Oct 1-31, 2016
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1,286,132
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$
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65.91
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1,286,132
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$
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445,708,926
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Nov 1-30, 2016
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1,216,589
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$
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66.57
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1,216,589
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$
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2,450,000,602
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Dec 1-31, 2016
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134,469
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$
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68.78
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134,469
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$
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2,440,752,101
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Total
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2,637,190
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$
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66.36
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2,637,190
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$
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2,440,752,101
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For the Years Ended December 31,
(In millions, except per share figures)
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2016
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2015
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2014
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2013
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2012
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|||||
Revenue
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$
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13,211
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$
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12,893
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$
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12,951
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$
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12,261
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$
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11,924
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Expense:
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||||||||||
Compensation and Benefits
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7,461
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7,334
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7,515
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7,226
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7,134
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|||||
Other Operating Expenses
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3,086
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3,140
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3,135
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2,958
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2,961
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|||||
Operating Expenses
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10,547
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10,474
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10,650
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10,184
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10,095
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|||||
Operating Income
(a)
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2,664
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2,419
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2,301
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2,077
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1,829
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|||||
Interest Income
|
5
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|
|
13
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|
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21
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|
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18
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24
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|
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|||||
Interest Expense
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(189
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)
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|
(163
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)
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(165
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)
|
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(167
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)
|
|
(181
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)
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|||||
Cost of Extinguishment of Debt
|
—
|
|
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—
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(137
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)
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(24
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)
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—
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|
|
|||||
Investment Income
|
—
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|
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38
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37
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69
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24
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|||||
Income Before Income Taxes
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2,480
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2,307
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2,057
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1,973
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1,696
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|||||
Income Tax Expense
|
685
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|
671
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586
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|
594
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|
492
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|||||
Income From Continuing Operations
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1,795
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1,636
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1,471
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1,379
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1,204
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|||||
Discontinued Operations, Net of Tax
|
—
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—
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26
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6
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(3
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)
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|||||
Net Income Before Non-Controlling Interests
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1,795
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1,636
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1,497
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1,385
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1,201
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|||||
Less: Net Income Attributable to Non-Controlling Interests
|
27
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|
|
37
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32
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28
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|
25
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|
|||||
Net Income Attributable to the Company
|
$
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1,768
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$
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1,599
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$
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1,465
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$
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1,357
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$
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1,176
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Basic Net Income Per Share Information:
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||||||||||
Income From Continuing Operations
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$
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3.41
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$
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3.01
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$
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2.64
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$
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2.46
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$
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2.16
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Income From Discontinued Operations
|
—
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|
|
—
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0.05
|
|
|
0.01
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|
|
—
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|||||
Net Income Attributable to the Company
|
$
|
3.41
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$
|
3.01
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|
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$
|
2.69
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$
|
2.47
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$
|
2.16
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|
|
Average Number of Shares Outstanding
|
519
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|
|
531
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|
|
545
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|
|
549
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|
|
544
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|
|
|||||
Diluted Income Per Share Information:
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|
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|
|
|
|
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||||||||||
Income From Continuing Operations
|
$
|
3.38
|
|
|
$
|
2.98
|
|
|
$
|
2.61
|
|
|
$
|
2.42
|
|
|
$
|
2.13
|
|
|
Discontinued Operations, net of tax per share
|
—
|
|
|
—
|
|
|
0.04
|
|
|
0.01
|
|
|
—
|
|
|
|||||
Net Income Attributable to the Company
|
$
|
3.38
|
|
|
$
|
2.98
|
|
|
$
|
2.65
|
|
|
$
|
2.43
|
|
|
$
|
2.13
|
|
|
Average Number of Shares Outstanding
|
524
|
|
|
536
|
|
|
553
|
|
|
558
|
|
|
552
|
|
|
|||||
Dividends Paid Per Share
|
$
|
1.30
|
|
|
$
|
1.18
|
|
|
$
|
1.06
|
|
|
$
|
0.96
|
|
|
$
|
0.90
|
|
|
Return on Average Equity
|
27
|
|
%
|
23
|
|
%
|
19
|
|
%
|
19
|
|
%
|
19
|
|
%
|
|||||
Year-end Financial Position:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Working capital
|
$
|
802
|
|
|
$
|
1,336
|
|
|
$
|
1,856
|
|
|
$
|
2,027
|
|
|
$
|
2,007
|
|
|
Total assets
|
$
|
18,190
|
|
|
$
|
18,216
|
|
|
$
|
17,793
|
|
|
$
|
16,960
|
|
|
$
|
16,274
|
|
|
Long-term debt
|
$
|
4,495
|
|
|
$
|
4,402
|
|
|
$
|
3,368
|
|
|
$
|
2,619
|
|
|
$
|
2,657
|
|
|
Total equity
|
$
|
6,272
|
|
|
$
|
6,602
|
|
|
$
|
7,133
|
|
|
$
|
7,975
|
|
|
$
|
6,606
|
|
|
Total shares outstanding (net of treasury shares)
|
514
|
|
|
522
|
|
|
540
|
|
|
547
|
|
|
545
|
|
|
|||||
Other Information:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Number of employees
|
60,000
|
|
|
60,000
|
|
|
57,000
|
|
|
55,000
|
|
|
54,000
|
|
|
|||||
Stock price ranges—
|
|
|
|
|
|
|
|
|
|
|
||||||||||
U.S. exchanges — High
|
$
|
69.77
|
|
|
$
|
59.99
|
|
|
$
|
58.74
|
|
|
$
|
48.56
|
|
|
$
|
35.78
|
|
|
— Low
|
$
|
50.81
|
|
|
$
|
50.90
|
|
|
$
|
44.25
|
|
|
$
|
34.43
|
|
|
$
|
30.69
|
|
|
(a)
|
Includes the impact of net restructuring costs of $44 million, $28 million, $12 million, $22 million and $78 million in 2016, 2015, 2014, 2013 and 2012, respectively.
|
•
|
Risk and Insurance Services
includes risk management activities (risk advice, risk transfer and risk control and mitigation solutions) as well as insurance and reinsurance broking and services. The Company conducts business in this segment through Marsh and Guy Carpenter.
|
•
|
Consulting
includes health, retirement, talent and Investments consulting services and products, and specialized management, economic and brand consulting services. The Company conducts business in this segment through Mercer and Oliver Wyman Group.
|
For the Years Ended December 31,
(In millions, except per share figures)
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Revenue
|
$
|
13,211
|
|
|
$
|
12,893
|
|
|
$
|
12,951
|
|
Expense
|
|
|
|
|
|
||||||
Compensation and Benefits
|
7,461
|
|
|
7,334
|
|
|
7,515
|
|
|||
Other Operating Expenses
|
3,086
|
|
|
3,140
|
|
|
3,135
|
|
|||
Operating Expenses
|
10,547
|
|
|
10,474
|
|
|
10,650
|
|
|||
Operating Income
|
$
|
2,664
|
|
|
$
|
2,419
|
|
|
$
|
2,301
|
|
Income from Continuing Operations
|
$
|
1,795
|
|
|
$
|
1,636
|
|
|
$
|
1,471
|
|
Discontinued Operations, Net of Tax
|
—
|
|
|
—
|
|
|
26
|
|
|||
Net Income Before Non-Controlling Interests
|
$
|
1,795
|
|
|
$
|
1,636
|
|
|
$
|
1,497
|
|
Net Income Attributable to the Company
|
$
|
1,768
|
|
|
$
|
1,599
|
|
|
$
|
1,465
|
|
Net Income from Continuing Operations Per Share:
|
|
|
|
|
|
||||||
Basic
|
$
|
3.41
|
|
|
$
|
3.01
|
|
|
$
|
2.64
|
|
Diluted
|
$
|
3.38
|
|
|
$
|
2.98
|
|
|
$
|
2.61
|
|
Net Income Per Share Attributable to the Company:
|
|
|
|
|
|
||||||
Basic
|
$
|
3.41
|
|
|
$
|
3.01
|
|
|
$
|
2.69
|
|
Diluted
|
$
|
3.38
|
|
|
$
|
2.98
|
|
|
$
|
2.65
|
|
Average number of shares outstanding:
|
|
|
|
|
|
||||||
Basic
|
519
|
|
|
531
|
|
|
545
|
|
|||
Diluted
|
524
|
|
|
536
|
|
|
553
|
|
|||
Shares outstanding at December 31,
|
514
|
|
|
522
|
|
|
540
|
|
|
Year Ended
December 31,
|
|
|
|
Components of Revenue Change*
|
||||||||||||||
(In millions, except percentage figures)
|
2016
|
|
|
2015
|
|
|
% Change
GAAP
Revenue
|
|
Currency
Impact
|
|
Acquisitions/
Dispositions
Impact
|
|
Underlying
Revenue
|
||||||
Risk and Insurance Services
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Marsh
|
$
|
5,976
|
|
|
$
|
5,727
|
|
|
4
|
%
|
|
(2
|
)%
|
|
4
|
%
|
|
3
|
%
|
Guy Carpenter
|
1,141
|
|
|
1,121
|
|
|
2
|
%
|
|
—
|
|
|
—
|
|
|
2
|
%
|
||
Subtotal
|
7,117
|
|
|
6,848
|
|
|
4
|
%
|
|
(2
|
)%
|
|
3
|
%
|
|
3
|
%
|
||
Fiduciary Interest Income
|
26
|
|
|
21
|
|
|
|
|
|
|
|
|
|
||||||
Total Risk and Insurance Services
|
7,143
|
|
|
6,869
|
|
|
4
|
%
|
|
(2
|
)%
|
|
3
|
%
|
|
3
|
%
|
||
Consulting
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Mercer
|
4,323
|
|
|
4,313
|
|
|
—
|
|
|
(2
|
)%
|
|
—
|
|
|
3
|
%
|
||
Oliver Wyman Group
|
1,789
|
|
|
1,751
|
|
|
2
|
%
|
|
(2
|
)%
|
|
—
|
|
|
3
|
%
|
||
Total Consulting
|
6,112
|
|
|
6,064
|
|
|
1
|
%
|
|
(2
|
)%
|
|
—
|
|
|
3
|
%
|
||
Corporate/Eliminations
|
(44
|
)
|
|
(40
|
)
|
|
|
|
|
|
|
|
|
||||||
Total Revenue
|
$
|
13,211
|
|
|
$
|
12,893
|
|
|
2
|
%
|
|
(2
|
)%
|
|
2
|
%
|
|
3
|
%
|
*
|
Components of revenue change may not add due to rounding.
|
|
Year Ended
December 31,
|
|
|
|
Components of Revenue Change*
|
||||||||||||||
(In millions, except percentage figures)
|
2016
|
|
|
2015
|
|
|
% Change
GAAP
Revenue
|
|
Currency
Impact
|
|
Acquisitions/
Dispositions
Impact
|
|
Underlying
Revenue
|
||||||
Marsh:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
EMEA
|
$
|
1,924
|
|
|
$
|
1,848
|
|
|
4
|
%
|
|
(4
|
)%
|
|
6
|
%
|
|
2
|
%
|
Asia Pacific
|
635
|
|
|
636
|
|
|
—
|
|
|
—
|
|
|
(3
|
)%
|
|
3
|
%
|
||
Latin America
|
374
|
|
|
380
|
|
|
(2
|
)%
|
|
(10
|
)%
|
|
—
|
|
|
8
|
%
|
||
Total International
|
2,933
|
|
|
2,864
|
|
|
2
|
%
|
|
(4
|
)%
|
|
4
|
%
|
|
3
|
%
|
||
U.S. / Canada
|
3,043
|
|
|
2,863
|
|
|
6
|
%
|
|
—
|
|
|
4
|
%
|
|
2
|
%
|
||
Total Marsh
|
$
|
5,976
|
|
|
$
|
5,727
|
|
|
4
|
%
|
|
(2
|
)%
|
|
4
|
%
|
|
3
|
%
|
Mercer:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Health
|
$
|
1,588
|
|
|
$
|
1,558
|
|
|
2
|
%
|
|
(1
|
)%
|
|
—
|
|
|
3
|
%
|
Retirement
|
1,215
|
|
|
1,345
|
|
|
(10
|
)%
|
|
(3
|
)%
|
|
(6
|
)%
|
|
—
|
|
||
Investments
|
838
|
|
|
818
|
|
|
2
|
%
|
|
(3
|
)%
|
|
—
|
|
|
6
|
%
|
||
Talent
|
682
|
|
|
592
|
|
|
15
|
%
|
|
(2
|
)%
|
|
12
|
%
|
|
5
|
%
|
||
Total Mercer
|
$
|
4,323
|
|
|
$
|
4,313
|
|
|
—
|
|
|
(2
|
)%
|
|
—
|
|
|
3
|
%
|
Underlying revenue measures the change in revenue using consistent currency exchange rates, excluding the impact of certain items that affect comparability such as: acquisitions, dispositions, transfers among businesses and the deconsolidation of Marsh India. For 2015, the impact of the gain from the disposal of Mercer's U.S. defined contribution recordkeeping business is included in acquisitions/dispositions in Mercer's Retirement business.
|
|
*
|
Components of revenue change may not add due to rounding.
|
|
Year Ended
December 31,
|
|
|
|
Components of Revenue Change*
|
||||||||||||||
(In millions, except percentage figures)
|
2015
|
|
|
2014
|
|
|
% Change
GAAP
Revenue
|
|
Currency
Impact
|
|
Acquisitions/
Dispositions
Impact
|
|
Underlying
Revenue
|
||||||
Risk and Insurance Services
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Marsh
|
$
|
5,727
|
|
|
$
|
5,753
|
|
|
—
|
|
|
(7
|
)%
|
|
3
|
%
|
|
3
|
%
|
Guy Carpenter
|
1,121
|
|
|
1,154
|
|
|
(3
|
)%
|
|
(4
|
)%
|
|
(1
|
)%
|
|
2
|
%
|
||
Subtotal
|
6,848
|
|
|
6,907
|
|
|
(1
|
)%
|
|
(6
|
)%
|
|
2
|
%
|
|
3
|
%
|
||
Fiduciary Interest Income
|
21
|
|
|
24
|
|
|
|
|
|
|
|
|
|
||||||
Total Risk and Insurance Services
|
6,869
|
|
|
6,931
|
|
|
(1
|
)%
|
|
(6
|
)%
|
|
2
|
%
|
|
3
|
%
|
||
Consulting
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Mercer
|
4,313
|
|
|
4,350
|
|
|
(1
|
)%
|
|
(7
|
)%
|
|
2
|
%
|
|
4
|
%
|
||
Oliver Wyman Group
|
1,751
|
|
|
1,709
|
|
|
3
|
%
|
|
(6
|
)%
|
|
2
|
%
|
|
7
|
%
|
||
Total Consulting
|
6,064
|
|
|
6,059
|
|
|
—
|
|
|
(7
|
)%
|
|
2
|
%
|
|
5
|
%
|
||
Corporate/Eliminations
|
(40
|
)
|
|
(39
|
)
|
|
|
|
|
|
|
|
|
||||||
Total Revenue
|
$
|
12,893
|
|
|
$
|
12,951
|
|
|
—
|
|
|
(6
|
)%
|
|
2
|
%
|
|
4
|
%
|
*
|
Components of revenue change may not add due to rounding.
|
|
|
Year Ended
December 31,
|
|
|
|
Components of Revenue Change*
|
||||||||||||||
(In millions, except percentage figures)
|
|
2015
|
|
|
2014
|
|
|
% Change
GAAP
Revenue
|
|
Currency
Impact
|
|
Acquisitions/
Dispositions
Impact
|
|
Underlying
Revenue
|
||||||
Marsh:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
EMEA
|
|
$
|
1,848
|
|
|
$
|
1,980
|
|
|
(7
|
)%
|
|
(10
|
)%
|
|
1
|
%
|
|
2
|
%
|
Asia Pacific
|
|
636
|
|
|
683
|
|
|
(7
|
)%
|
|
(10
|
)%
|
|
1
|
%
|
|
2
|
%
|
||
Latin America
|
|
380
|
|
|
413
|
|
|
(8
|
)%
|
|
(18
|
)%
|
|
2
|
%
|
|
8
|
%
|
||
Total International
|
|
2,864
|
|
|
3,076
|
|
|
(7
|
)%
|
|
(11
|
)%
|
|
1
|
%
|
|
3
|
%
|
||
U.S. / Canada
|
|
2,863
|
|
|
2,677
|
|
|
7
|
%
|
|
(1
|
)%
|
|
5
|
%
|
|
3
|
%
|
||
Total Marsh
|
|
$
|
5,727
|
|
|
$
|
5,753
|
|
|
—
|
|
|
(7
|
)%
|
|
3
|
%
|
|
3
|
%
|
Mercer:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Health
|
|
$
|
1,558
|
|
|
$
|
1,553
|
|
|
—
|
|
|
(3
|
)%
|
|
(2
|
)%
|
|
6
|
%
|
Retirement
|
|
1,345
|
|
|
1,375
|
|
|
(2
|
)%
|
|
(7
|
)%
|
|
5
|
%
|
|
—
|
|
||
Investments
|
|
818
|
|
|
836
|
|
|
(2
|
)%
|
|
(12
|
)%
|
|
2
|
%
|
|
7
|
%
|
||
Talent
|
|
592
|
|
|
586
|
|
|
1
|
%
|
|
(7
|
)%
|
|
3
|
%
|
|
5
|
%
|
||
Total Mercer
|
|
$
|
4,313
|
|
|
$
|
4,350
|
|
|
(1
|
)%
|
|
(7
|
)%
|
|
2
|
%
|
|
4
|
%
|
Underlying revenue measures the change in revenue using consistent currency exchange rates, excluding the impact of certain items that affect comparability such as: acquisitions, dispositions and transfers among businesses. For 2015, the impact of a $37 million gain from the disposal of Mercer's U.S. defined contribution recordkeeping business is included in acquisitions/dispositions in Mercer's Retirement business.
|
|
*
|
Components of revenue change may not add due to rounding.
|
(In millions of dollars, except percentages)
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Revenue
|
$
|
7,143
|
|
|
$
|
6,869
|
|
|
$
|
6,931
|
|
Compensation and Benefits
|
3,732
|
|
|
3,629
|
|
|
3,781
|
|
|||
Other Operating Expenses
|
1,658
|
|
|
1,701
|
|
|
1,641
|
|
|||
Operating Expenses
|
5,390
|
|
|
5,330
|
|
|
5,422
|
|
|||
Operating Income
|
$
|
1,753
|
|
|
$
|
1,539
|
|
|
$
|
1,509
|
|
Operating Income Margin
|
24.5
|
%
|
|
22.4
|
%
|
|
21.8
|
%
|
(In millions of dollars, except percentages)
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Revenue
|
$
|
6,112
|
|
|
$
|
6,064
|
|
|
$
|
6,059
|
|
Compensation and Benefits
|
3,385
|
|
|
3,354
|
|
|
3,398
|
|
|||
Other Operating Expenses
|
1,624
|
|
|
1,635
|
|
|
1,665
|
|
|||
Operating Expenses
|
5,009
|
|
|
4,989
|
|
|
5,063
|
|
|||
Operating Income
|
$
|
1,103
|
|
|
$
|
1,075
|
|
|
$
|
996
|
|
Operating Income Margin
|
18.1
|
%
|
|
17.7
|
%
|
|
16.4
|
%
|
|
|
|
|
|
|
For the Years Ended December 31,
(In millions of dollars, except per share figures)
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Income (loss) from discontinued operations, net of tax
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Disposals of discontinued operations
|
—
|
|
|
(5
|
)
|
|
42
|
|
|||
Income tax (credit) expense
|
—
|
|
|
(5
|
)
|
|
16
|
|
|||
Disposals of discontinued operations, net of tax
|
—
|
|
|
—
|
|
|
26
|
|
|||
Discontinued operations, net of tax
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
26
|
|
Discontinued operations, net of tax per share
|
|
|
|
|
|
||||||
—Basic
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.05
|
|
—Diluted
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.04
|
|
|
Payment due by Period
|
||||||||||||||||||
Contractual Obligations
(In millions of dollars)
|
Total
|
|
|
Within
1 Year
|
|
|
1-3
Years
|
|
|
4-5
Years
|
|
|
After 5
Years
|
|
|||||
Commercial paper
|
$
|
50
|
|
|
$
|
50
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Current portion of long-term debt
|
262
|
|
|
262
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Long-term debt
|
5,520
|
|
|
—
|
|
|
575
|
|
|
1,029
|
|
|
3,916
|
|
|||||
Interest on long-term debt
|
2,128
|
|
|
193
|
|
|
405
|
|
|
363
|
|
|
1,167
|
|
|||||
Net operating leases
|
2,173
|
|
|
326
|
|
|
564
|
|
|
424
|
|
|
859
|
|
|||||
Service agreements
|
351
|
|
|
225
|
|
|
115
|
|
|
10
|
|
|
1
|
|
|||||
Other long-term obligations
|
385
|
|
|
164
|
|
|
204
|
|
|
12
|
|
|
5
|
|
|||||
Total
|
$
|
10,869
|
|
|
$
|
1,220
|
|
|
$
|
1,863
|
|
|
$
|
1,838
|
|
|
$
|
5,948
|
|
|
Total Company
|
|
U.S.
|
|
ROW
|
|||
Assumed Rate of Return on Plan Assets
|
6.64
|
%
|
|
7.95
|
%
|
|
6.07
|
%
|
Discount Rate
|
3.40
|
%
|
|
4.58
|
%
|
|
2.69
|
%
|
|
0.5 Percentage
Point Increase
|
|
0.5 Percentage
Point Decrease
|
||||||||||||
(In millions of dollars)
|
U.S.
|
|
|
U.K.
|
|
|
U.S.
|
|
|
U.K.
|
|
||||
Assumed Rate of Return on Plan Assets
|
$
|
(23
|
)
|
|
$
|
(36
|
)
|
|
$
|
23
|
|
|
$
|
36
|
|
Discount Rate
|
$
|
(2
|
)
|
|
$
|
(5
|
)
|
|
$
|
2
|
|
|
$
|
2
|
|
(In millions of dollars)
|
December 31, 2016
|
|
|
Cash and cash equivalents invested in money market funds, certificates of deposit and time deposits
|
$
|
1,026
|
|
Fiduciary cash and investments
|
$
|
4,241
|
|
For the Years Ended December 31,
|
|
|
|
|
|
|
||||||
(In millions, except per share figures)
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Revenue
|
|
$
|
13,211
|
|
|
$
|
12,893
|
|
|
$
|
12,951
|
|
Expense:
|
|
|
|
|
|
|
||||||
Compensation and benefits
|
|
7,461
|
|
|
7,334
|
|
|
7,515
|
|
|||
Other operating expenses
|
|
3,086
|
|
|
3,140
|
|
|
3,135
|
|
|||
Operating expenses
|
|
10,547
|
|
|
10,474
|
|
|
10,650
|
|
|||
Operating income
|
|
2,664
|
|
|
2,419
|
|
|
2,301
|
|
|||
Interest income
|
|
5
|
|
|
13
|
|
|
21
|
|
|||
Interest expense
|
|
(189
|
)
|
|
(163
|
)
|
|
(165
|
)
|
|||
Cost of extinguishment of debt
|
|
—
|
|
|
—
|
|
|
(137
|
)
|
|||
Investment income
|
|
—
|
|
|
38
|
|
|
37
|
|
|||
Income before income taxes
|
|
2,480
|
|
|
2,307
|
|
|
2,057
|
|
|||
Income tax expense
|
|
685
|
|
|
671
|
|
|
586
|
|
|||
Income from continuing operations
|
|
1,795
|
|
|
1,636
|
|
|
1,471
|
|
|||
Discontinued operations, net of tax
|
|
—
|
|
|
—
|
|
|
26
|
|
|||
Net income before non-controlling interests
|
|
1,795
|
|
|
1,636
|
|
|
1,497
|
|
|||
Less: Net income attributable to non-controlling interests
|
|
27
|
|
|
37
|
|
|
32
|
|
|||
Net income attributable to the Company
|
|
$
|
1,768
|
|
|
$
|
1,599
|
|
|
$
|
1,465
|
|
Basic net income per share – Continuing operations
|
|
$
|
3.41
|
|
|
$
|
3.01
|
|
|
$
|
2.64
|
|
– Net income attributable to the Company
|
|
$
|
3.41
|
|
|
$
|
3.01
|
|
|
$
|
2.69
|
|
Diluted net income per share – Continuing operations
|
|
$
|
3.38
|
|
|
$
|
2.98
|
|
|
$
|
2.61
|
|
– Net income attributable to the Company
|
|
$
|
3.38
|
|
|
$
|
2.98
|
|
|
$
|
2.65
|
|
Average number of shares outstanding – Basic
|
|
519
|
|
|
531
|
|
|
545
|
|
|||
– Diluted
|
|
524
|
|
|
536
|
|
|
553
|
|
|||
Shares outstanding at December 31,
|
|
514
|
|
|
522
|
|
|
540
|
|
For the Years Ended December 31,
(In millions)
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Net income before non-controlling interests
|
$
|
1,795
|
|
|
$
|
1,636
|
|
|
$
|
1,497
|
|
Other comprehensive (loss) income, before tax:
|
|
|
|
|
|
||||||
Foreign currency translation adjustments
|
(742
|
)
|
|
(639
|
)
|
|
(527
|
)
|
|||
Unrealized investment income
|
21
|
|
|
1
|
|
|
—
|
|
|||
Gain (loss) related to pension/post-retirement plans
|
(119
|
)
|
|
337
|
|
|
(1,085
|
)
|
|||
Other comprehensive loss, before tax
|
(840
|
)
|
|
(301
|
)
|
|
(1,612
|
)
|
|||
Income tax (credit) expense on other comprehensive (loss) income
|
33
|
|
|
72
|
|
|
(386
|
)
|
|||
Other comprehensive loss, net of tax
|
(873
|
)
|
|
(373
|
)
|
|
(1,226
|
)
|
|||
Comprehensive income
|
922
|
|
|
1,263
|
|
|
271
|
|
|||
Less: Comprehensive income attributable to non-controlling interests
|
27
|
|
|
37
|
|
|
32
|
|
|||
Comprehensive income attributable to the Company
|
$
|
895
|
|
|
$
|
1,226
|
|
|
$
|
239
|
|
December 31,
|
|
|
|
||||
(In millions, except share figures)
|
2016
|
|
|
2015
|
|
||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
1,026
|
|
|
$
|
1,374
|
|
Receivables
|
|
|
|
||||
Commissions and fees
|
3,370
|
|
|
3,198
|
|
||
Advanced premiums and claims
|
83
|
|
|
51
|
|
||
Other
|
286
|
|
|
309
|
|
||
|
3,739
|
|
|
3,558
|
|
||
Less-allowance for doubtful accounts and cancellations
|
(96
|
)
|
|
(87
|
)
|
||
Net receivables
|
3,643
|
|
|
3,471
|
|
||
Other current assets
|
215
|
|
|
199
|
|
||
Total current assets
|
4,884
|
|
|
5,044
|
|
||
Goodwill
|
8,369
|
|
|
7,889
|
|
||
Other intangible assets
|
1,126
|
|
|
1,036
|
|
||
Fixed assets, net
|
725
|
|
|
773
|
|
||
Pension related assets
|
776
|
|
|
1,159
|
|
||
Deferred tax assets
|
1,097
|
|
|
1,138
|
|
||
Other assets
|
1,213
|
|
|
1,177
|
|
||
|
$
|
18,190
|
|
|
$
|
18,216
|
|
LIABILITIES AND EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Short-term debt
|
$
|
312
|
|
|
$
|
12
|
|
Accounts payable and accrued liabilities
|
1,969
|
|
|
1,886
|
|
||
Accrued compensation and employee benefits
|
1,655
|
|
|
1,656
|
|
||
Accrued income taxes
|
146
|
|
|
154
|
|
||
Total current liabilities
|
4,082
|
|
|
3,708
|
|
||
Fiduciary liabilities
|
4,241
|
|
|
4,146
|
|
||
Less – cash and investments held in a fiduciary capacity
|
(4,241
|
)
|
|
(4,146
|
)
|
||
|
—
|
|
|
—
|
|
||
Long-term debt
|
4,495
|
|
|
4,402
|
|
||
Pension, postretirement and postemployment benefits
|
2,076
|
|
|
2,058
|
|
||
Liability for errors and omissions
|
308
|
|
|
318
|
|
||
Other liabilities
|
957
|
|
|
1,128
|
|
||
Commitments and contingencies
|
—
|
|
|
—
|
|
||
Equity:
|
|
|
|
||||
Preferred stock, $1 par value, authorized 6,000,000 shares, none issued
|
—
|
|
|
—
|
|
||
Common stock, $1 par value, authorized
|
|
|
|
||||
1,600,000,000 shares, issued 560,641,640 shares at December 31, 2016 and December 31, 2015
|
561
|
|
|
561
|
|
||
Additional paid-in capital
|
842
|
|
|
861
|
|
||
Retained earnings
|
12,388
|
|
|
11,302
|
|
||
Accumulated other comprehensive loss
|
(5,093
|
)
|
|
(4,220
|
)
|
||
Non-controlling interests
|
80
|
|
|
89
|
|
||
|
8,778
|
|
|
8,593
|
|
||
Less – treasury shares, at cost, 46,150,415 shares at December 31, 2016 and 38,743,686 shares at December 31, 2015
|
(2,506
|
)
|
|
(1,991
|
)
|
||
Total equity
|
6,272
|
|
|
6,602
|
|
||
|
$
|
18,190
|
|
|
$
|
18,216
|
|
For the Years Ended December 31,
|
|
|
|
|
|
||||||
(In millions)
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Operating cash flows:
|
|
|
|
|
|
||||||
Net income before non-controlling interests
|
$
|
1,795
|
|
|
$
|
1,636
|
|
|
$
|
1,497
|
|
Adjustments to reconcile net income to cash provided by operations:
|
|
|
|
|
|
||||||
Depreciation and amortization of fixed assets and capitalized software
|
308
|
|
|
314
|
|
|
302
|
|
|||
Amortization of intangible assets
|
130
|
|
|
109
|
|
|
86
|
|
|||
Adjustments and payments related to contingent consideration liability
|
(33
|
)
|
|
11
|
|
|
19
|
|
|||
Gain on deconsolidation of entity
|
(11
|
)
|
|
—
|
|
|
—
|
|
|||
Cost of early extinguishment of debt
|
—
|
|
|
—
|
|
|
137
|
|
|||
Provision for deferred income taxes
|
68
|
|
|
178
|
|
|
127
|
|
|||
Gain on investments
|
—
|
|
|
(38
|
)
|
|
(37
|
)
|
|||
(Gain) Loss on disposition of assets
|
6
|
|
|
(13
|
)
|
|
(38
|
)
|
|||
Share-based compensation expense
|
109
|
|
|
88
|
|
|
93
|
|
|||
Changes in assets and liabilities:
|
|
|
|
|
|
||||||
Net receivables
|
(154
|
)
|
|
(52
|
)
|
|
(58
|
)
|
|||
Other current assets
|
(9
|
)
|
|
3
|
|
|
8
|
|
|||
Other assets
|
34
|
|
|
(10
|
)
|
|
13
|
|
|||
Accounts payable and accrued liabilities
|
55
|
|
|
(125
|
)
|
|
45
|
|
|||
Accrued compensation and employee benefits
|
2
|
|
|
23
|
|
|
167
|
|
|||
Accrued income taxes
|
(21
|
)
|
|
(15
|
)
|
|
33
|
|
|||
Contributions to pension and other benefit plans in excess of current year expense/credit
|
(279
|
)
|
|
(231
|
)
|
|
(152
|
)
|
|||
Other liabilities
|
(97
|
)
|
|
(60
|
)
|
|
(196
|
)
|
|||
Effect of exchange rate changes
|
104
|
|
|
70
|
|
|
73
|
|
|||
Net cash provided by operations
|
2,007
|
|
|
1,888
|
|
|
2,119
|
|
|||
Financing cash flows:
|
|
|
|
|
|
||||||
Purchase of treasury shares
|
(800
|
)
|
|
(1,400
|
)
|
|
(800
|
)
|
|||
Net increase in commercial paper
|
50
|
|
|
—
|
|
|
—
|
|
|||
Proceeds from debt
|
347
|
|
|
1,091
|
|
|
1,386
|
|
|||
Repayments of debt
|
(12
|
)
|
|
(61
|
)
|
|
(331
|
)
|
|||
Payments for early extinguishment of debt
|
—
|
|
|
—
|
|
|
(765
|
)
|
|||
Shares withheld for taxes on vested units – treasury shares
|
(39
|
)
|
|
(49
|
)
|
|
(64
|
)
|
|||
Issuance of common stock from treasury shares
|
188
|
|
|
224
|
|
|
263
|
|
|||
Payments of deferred and contingent consideration for acquisitions
|
(98
|
)
|
|
(49
|
)
|
|
(55
|
)
|
|||
Distributions of non-controlling interests
|
(21
|
)
|
|
(30
|
)
|
|
(20
|
)
|
|||
Dividends paid
|
(682
|
)
|
|
(632
|
)
|
|
(582
|
)
|
|||
Net cash used for financing activities
|
(1,067
|
)
|
|
(906
|
)
|
|
(968
|
)
|
|||
Investing cash flows:
|
|
|
|
|
|
||||||
Capital expenditures
|
(253
|
)
|
|
(325
|
)
|
|
(368
|
)
|
|||
Net (purchases) sales of long-term investments
|
2
|
|
|
(65
|
)
|
|
6
|
|
|||
Purchase of equity investment
|
—
|
|
|
—
|
|
|
(304
|
)
|
|||
Proceeds from sales of fixed assets
|
4
|
|
|
2
|
|
|
3
|
|
|||
Dispositions
|
—
|
|
|
71
|
|
|
—
|
|
|||
Acquisitions
|
(813
|
)
|
|
(952
|
)
|
|
(554
|
)
|
|||
Other, net
|
4
|
|
|
4
|
|
|
(5
|
)
|
|||
Net cash used for investing activities
|
(1,056
|
)
|
|
(1,265
|
)
|
|
(1,222
|
)
|
|||
Effect of exchange rate changes on cash and cash equivalents
|
(232
|
)
|
|
(301
|
)
|
|
(274
|
)
|
|||
Decrease in cash and cash equivalents
|
(348
|
)
|
|
(584
|
)
|
|
(345
|
)
|
|||
Cash and cash equivalents at beginning of year
|
1,374
|
|
|
1,958
|
|
|
2,303
|
|
|||
Cash and cash equivalents at end of year
|
$
|
1,026
|
|
|
$
|
1,374
|
|
|
$
|
1,958
|
|
For the Years Ended December 31,
|
|
|
|
|
|
||||||
(In millions, except per share figures)
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
COMMON STOCK
|
|
|
|
|
|
||||||
Balance, beginning and end of year
|
$
|
561
|
|
|
$
|
561
|
|
|
$
|
561
|
|
ADDITIONAL PAID-IN CAPITAL
|
|
|
|
|
|
||||||
Balance, beginning of year
|
$
|
861
|
|
|
$
|
930
|
|
|
$
|
1,028
|
|
Change in accrued stock compensation costs
|
44
|
|
|
16
|
|
|
(15
|
)
|
|||
Issuance of shares under stock compensation plans and employee stock purchase plans and related tax impact
|
(63
|
)
|
|
(85
|
)
|
|
(83
|
)
|
|||
Balance, end of year
|
$
|
842
|
|
|
$
|
861
|
|
|
$
|
930
|
|
RETAINED EARNINGS
|
|
|
|
|
|
||||||
Balance, beginning of year
|
$
|
11,302
|
|
|
$
|
10,335
|
|
|
$
|
9,452
|
|
Net income attributable to the Company
|
1,768
|
|
|
1,599
|
|
|
1,465
|
|
|||
Dividend equivalents declared - (per share amounts: $1.30 in 2016, $1.18 in 2015, and $1.06 in 2014)
|
(7
|
)
|
|
(4
|
)
|
|
(3
|
)
|
|||
Dividends declared – (per share amounts: $1.30 in 2016, $1.18 in 2015, and $1.06 in 2014)
|
(675
|
)
|
|
(628
|
)
|
|
(579
|
)
|
|||
Balance, end of year
|
$
|
12,388
|
|
|
$
|
11,302
|
|
|
$
|
10,335
|
|
ACCUMULATED OTHER COMPREHENSIVE LOSS
|
|
|
|
|
|
||||||
Balance, beginning of year
|
$
|
(4,220
|
)
|
|
$
|
(3,847
|
)
|
|
$
|
(2,621
|
)
|
Other comprehensive loss, net of tax
|
(873
|
)
|
|
(373
|
)
|
|
(1,226
|
)
|
|||
Balance, end of year
|
$
|
(5,093
|
)
|
|
$
|
(4,220
|
)
|
|
$
|
(3,847
|
)
|
TREASURY SHARES
|
|
|
|
|
|
||||||
Balance, beginning of year
|
$
|
(1,991
|
)
|
|
$
|
(925
|
)
|
|
$
|
(515
|
)
|
Issuance of shares under stock compensation plans and employee stock purchase plans
|
285
|
|
|
334
|
|
|
387
|
|
|||
Issuance of shares for acquisitions
|
—
|
|
|
—
|
|
|
3
|
|
|||
Purchase of treasury shares
|
(800
|
)
|
|
(1,400
|
)
|
|
(800
|
)
|
|||
Balance, end of year
|
$
|
(2,506
|
)
|
|
$
|
(1,991
|
)
|
|
$
|
(925
|
)
|
NON-CONTROLLING INTERESTS
|
|
|
|
|
|
||||||
Balance, beginning of year
|
$
|
89
|
|
|
$
|
79
|
|
|
$
|
70
|
|
Net income attributable to non-controlling interests
|
27
|
|
|
37
|
|
|
32
|
|
|||
Distributions and other changes
|
(22
|
)
|
|
(27
|
)
|
|
(23
|
)
|
|||
Deconsolidation of subsidiary
|
(14
|
)
|
|
—
|
|
|
—
|
|
|||
Balance, end of year
|
$
|
80
|
|
|
$
|
89
|
|
|
$
|
79
|
|
TOTAL EQUITY
|
$
|
6,272
|
|
|
$
|
6,602
|
|
|
$
|
7,133
|
|
December 31,
|
|
|
|
|
||||
(In millions of dollars)
|
|
2016
|
|
|
2015
|
|
||
Furniture and equipment
|
|
$
|
1,113
|
|
|
$
|
1,133
|
|
Land and buildings
|
|
389
|
|
|
396
|
|
||
Leasehold and building improvements
|
|
906
|
|
|
865
|
|
||
|
|
2,408
|
|
|
2,394
|
|
||
Less-accumulated depreciation and amortization
|
|
(1,683
|
)
|
|
(1,621
|
)
|
||
|
|
$
|
725
|
|
|
$
|
773
|
|
(In millions of dollars)
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Assets acquired, excluding cash
|
$
|
960
|
|
|
$
|
1,327
|
|
|
$
|
815
|
|
Liabilities assumed
|
(111
|
)
|
|
(199
|
)
|
|
(64
|
)
|
|||
Contingent/deferred purchase consideration
|
(36
|
)
|
|
(176
|
)
|
|
(197
|
)
|
|||
Net cash outflow for acquisitions
|
$
|
813
|
|
|
$
|
952
|
|
|
$
|
554
|
|
(In millions of dollars)
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Interest paid
|
$
|
178
|
|
|
$
|
146
|
|
|
$
|
172
|
|
Income taxes paid, net of refunds
|
$
|
642
|
|
|
$
|
433
|
|
|
$
|
426
|
|
For the Years Ended December 31,
|
|||||||||||
(In millions of dollars)
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Balance at beginning of year
|
$
|
87
|
|
|
$
|
95
|
|
|
$
|
98
|
|
Provision charged to operations
|
31
|
|
|
14
|
|
|
20
|
|
|||
Accounts written-off, net of recoveries
|
(20
|
)
|
|
(18
|
)
|
|
(17
|
)
|
|||
Effect of exchange rate changes and other
|
(2
|
)
|
|
(4
|
)
|
|
(6
|
)
|
|||
Balance at end of year
|
$
|
96
|
|
|
$
|
87
|
|
|
$
|
95
|
|
(In millions of dollars)
|
Unrealized Investment Gains
|
|
Pension/Post-Retirement Plans Gains (Losses)
|
|
Foreign Currency Translation Adjustments
|
|
Total
|
||||||||
Balance as of January 1, 2016
|
$
|
6
|
|
|
$
|
(3,124
|
)
|
|
$
|
(1,102
|
)
|
|
$
|
(4,220
|
)
|
Other comprehensive income (loss) before reclassifications
|
13
|
|
|
(294
|
)
|
|
(778
|
)
|
|
(1,059
|
)
|
||||
Amounts reclassified from accumulated other comprehensive loss
|
—
|
|
|
186
|
|
|
—
|
|
|
186
|
|
||||
Net current period other comprehensive income (loss)
|
13
|
|
|
(108
|
)
|
|
(778
|
)
|
|
(873
|
)
|
||||
Balance as of December 31, 2016
|
$
|
19
|
|
|
$
|
(3,232
|
)
|
|
$
|
(1,880
|
)
|
|
$
|
(5,093
|
)
|
(In millions of dollars)
|
Unrealized Investment Gains
|
|
Pension/Post-Retirement Plans Gains (Losses)
|
|
Foreign Currency Translation Adjustments
|
|
Total
|
||||||||
Balance as of January 1, 2015
|
$
|
5
|
|
|
$
|
(3,393
|
)
|
|
$
|
(459
|
)
|
|
$
|
(3,847
|
)
|
Other comprehensive income (loss) before reclassifications
|
1
|
|
|
101
|
|
|
(643
|
)
|
|
(541
|
)
|
||||
Amounts reclassified from accumulated other comprehensive loss
|
—
|
|
|
168
|
|
|
—
|
|
|
168
|
|
||||
Net current period other comprehensive income (loss)
|
1
|
|
|
269
|
|
|
(643
|
)
|
|
(373
|
)
|
||||
Balance as of December 31, 2015
|
$
|
6
|
|
|
$
|
(3,124
|
)
|
|
$
|
(1,102
|
)
|
|
$
|
(4,220
|
)
|
For the Year Ended December 31,
|
2016
|
||||||||
(In millions of dollars)
|
Pre-Tax
|
Tax (Credit)
|
Net of Tax
|
||||||
Foreign currency translation adjustments
|
$
|
(742
|
)
|
$
|
36
|
|
$
|
(778
|
)
|
Unrealized investment gains
|
21
|
|
8
|
|
13
|
|
|||
Pension/post-retirement plans:
|
|
|
|
||||||
Amortization of losses included in net periodic pension cost:
|
|
|
|
||||||
Prior service losses (a)
|
3
|
|
1
|
|
2
|
|
|||
Net actuarial losses (a)
|
166
|
|
46
|
|
120
|
|
|||
Subtotal
|
169
|
|
47
|
|
122
|
|
|||
Effect of curtailment
|
102
|
|
38
|
|
64
|
|
|||
Net losses arising during period
|
(855
|
)
|
(175
|
)
|
(680
|
)
|
|||
Foreign currency translation adjustments
|
416
|
|
70
|
|
346
|
|
|||
Other adjustments
|
49
|
|
9
|
|
40
|
|
|||
Pension/post-retirement plans losses
|
(119
|
)
|
(11
|
)
|
(108
|
)
|
|||
Other comprehensive (loss) income
|
$
|
(840
|
)
|
$
|
33
|
|
$
|
(873
|
)
|
For the Year Ended December 31,
|
2015
|
||||||||
(In millions of dollars)
|
Pre-Tax
|
Tax (Credit)
|
Net of Tax
|
||||||
Foreign currency translation adjustments
|
$
|
(639
|
)
|
$
|
4
|
|
$
|
(643
|
)
|
Unrealized investment gains
|
1
|
|
—
|
|
1
|
|
|||
Pension/post-retirement plans:
|
|
|
|
||||||
Amortization of losses (gains) included in net periodic pension cost:
|
|
|
|
||||||
Prior service credits (a)
|
(1
|
)
|
—
|
|
(1
|
)
|
|||
Net actuarial losses (a)
|
271
|
|
96
|
|
175
|
|
|||
Subtotal
|
270
|
|
96
|
|
174
|
|
|||
Effect of curtailment
|
(3
|
)
|
—
|
|
(3
|
)
|
|||
Plan Termination
|
(6
|
)
|
(3
|
)
|
(3
|
)
|
|||
Net losses arising during period
|
(125
|
)
|
(62
|
)
|
(63
|
)
|
|||
Foreign currency translation adjustments
|
214
|
|
43
|
|
171
|
|
|||
Other adjustments
|
(13
|
)
|
(6
|
)
|
(7
|
)
|
|||
Pension/post-retirement plans gains
|
337
|
|
68
|
|
269
|
|
|||
Other comprehensive (loss) income
|
$
|
(301
|
)
|
$
|
72
|
|
$
|
(373
|
)
|
For the Year Ended December 31,
|
2014
|
||||||||
(In millions of dollars)
|
Pre-Tax
|
Tax (Credit)
|
Net of Tax
|
||||||
Foreign currency translation adjustments
|
$
|
(527
|
)
|
$
|
(12
|
)
|
$
|
(515
|
)
|
Pension/post-retirement plans:
|
|
|
|
||||||
Amortization of losses (gains) included in net periodic pension cost:
|
|
|
|
||||||
Prior service credits (a)
|
(16
|
)
|
(5
|
)
|
(11
|
)
|
|||
Net actuarial losses (a)
|
242
|
|
74
|
|
168
|
|
|||
Subtotal
|
226
|
|
69
|
|
157
|
|
|||
Effect of curtailment
|
(65
|
)
|
(13
|
)
|
(52
|
)
|
|||
Net losses arising during period
|
(1,418
|
)
|
(466
|
)
|
(952
|
)
|
|||
Foreign currency translation adjustments
|
180
|
|
39
|
|
141
|
|
|||
Other
|
(8
|
)
|
(3
|
)
|
(5
|
)
|
|||
Pension/post-retirement plans losses
|
(1,085
|
)
|
(374
|
)
|
(711
|
)
|
|||
Other comprehensive loss
|
$
|
(1,612
|
)
|
$
|
(386
|
)
|
$
|
(1,226
|
)
|
(In millions of dollars)
|
December 31, 2016
|
|
|
December 31, 2015
|
|
||
Foreign currency translation adjustments (net of deferred tax adjustments of $(9) in 2016 and deferred tax adjustments of $8 in 2015, respectively)
|
$
|
(1,880
|
)
|
|
$
|
(1,102
|
)
|
Net unrealized investment gains (net of deferred tax liability of $10 in 2016 and $2 in 2015)
|
19
|
|
|
6
|
|
||
Net charges related to pension / post-retirement plans (net of deferred tax asset of $1,530 and $1,519 in 2016 and 2015, respectively)
|
(3,232
|
)
|
|
(3,124
|
)
|
||
|
$
|
(5,093
|
)
|
|
$
|
(4,220
|
)
|
•
|
February – Marsh & McLennan Agency ("MMA") acquired The Celedinas Agency, Inc., a Florida-based brokerage firm providing property and casualty and marine insurance as well as employee benefits services, and Aviation Solutions, LLC, a Missouri-based aviation risk advisor and insurance broker.
|
•
|
March – MMA acquired Corporate Consulting Services, Ltd., a New York-based insurance brokerage and human resource consulting firm.
|
•
|
August – MMA acquired Benefits Advisory Group LLC, an Atlanta-based employee benefits consulting firm.
|
•
|
September – MMA acquired Vero Insurance, Inc., a Florida-based agency specializing in private client insurance services.
|
•
|
November – MMA acquired Benefits Resource Group Agency, LLC, an Ohio-based benefits consulting firm and Presidio Benefits Group, Inc., a California-based employee benefits consulting firm.
|
•
|
December – Marsh acquired AD Corretora, a multi-line broker located in Brazil, and Bluefin Insurance Group, Ltd, a U.K.-based insurance brokerage.
|
•
|
January – Mercer acquired The Positive Ageing Company Limited, a U.K.-based firm providing advice on issues surrounding the aging workforce.
|
•
|
April – Mercer acquired the Extratextual software system and related client contracts. Extratextual is a web based compliance system that helps clients manage and meet their compliance and risk management obligations.
|
•
|
December – Oliver Wyman acquired LShift Limited, a software development company, and Mercer acquired Sirota Consulting LLC, a global provider of employee benefit solutions; Pillar Administration, a superannuation provider located in Australia; and Thomsons Online Benefits, a U.K.-based global benefits software business.
|
(In millions)
|
2016
|
|
|
Cash
|
$
|
865
|
|
Estimated fair value of deferred/contingent consideration
|
36
|
|
|
Total consideration
|
$
|
901
|
|
Allocation of purchase price:
|
|
||
Cash and cash equivalents
|
$
|
52
|
|
Accounts receivable, net
|
49
|
|
|
Other current assets
|
8
|
|
|
Property, plant, and equipment
|
22
|
|
|
Other intangible assets
|
307
|
|
|
Goodwill
|
556
|
|
|
Other assets
|
18
|
|
|
Total assets acquired
|
1,012
|
|
|
Current liabilities
|
57
|
|
|
Other liabilities
|
54
|
|
|
Total liabilities assumed
|
111
|
|
|
Net assets acquired
|
$
|
901
|
|
|
|
Amount
|
|
Weighted Average Amortization Period
|
||
Client relationships
|
|
$
|
241
|
|
|
13 years
|
Other (a)
|
|
66
|
|
|
7 years
|
|
|
|
$
|
307
|
|
|
|
•
|
January – Marsh acquired INGESEG S.A., an insurance brokerage located in Argentina.
|
•
|
May – Marsh acquired Sylvite Financial Services, Inc., a Canada-based insurance consulting firm and Sumitomo Life Insurance Agency America, Inc., an employee benefits brokerage and consulting firm providing employee benefit and other services to U.S.-based subsidiaries of Japanese companies.
|
•
|
June – MMA acquired MHBT, Inc., a Texas-based insurance broker and Marsh acquired SIS Co. Ltd., a Korea-based insurance broker and advisor.
|
•
|
July – MMA acquired Vezina, a Canada-based independent insurance brokerage firm, Tequesta Insurance Advisors, an employee benefits insurance provider based in Florida, Cline Wood Agency, a Kansas City-based independent specialty insurance agency and J.W. Terrill, a Missouri-based independent insurance agency. Marsh acquired SMEI Group Ltd., a U.K.-based insurance broker providing specialist commercial insurance to small and medium-sized firms.
|
•
|
August – Marsh acquired Dovetail Insurance, a leading provider of insurance technology services to the U.S. small commercial market.
|
•
|
October – MMA acquired Dawson Insurance Agency, a North Dakota-based agency providing commercial and personal insurance, surety bonds, safety and loss control programs, and employee benefits services.
|
•
|
December – Marsh acquired Jelf Group, PLC, a U.K.-based insurance broking and financial consulting firm.
|
•
|
February – Oliver Wyman acquired TeamSAI, a Georgia-based provider of consulting and technical services to the transportation industry, and Mercer acquired Strategic Capital Management AG, a Switzerland-based institutional investment advisor.
|
•
|
June – Mercer acquired Kepler Associates, a U.K.-based executive remuneration specialist.
|
•
|
August – Oliver Wyman acquired the Hong Kong and Shanghai franchises of OC&C Strategy Consultants.
|
•
|
September – Mercer acquired Comptryx, a global pay and workforce metrics business specializing in the technology sector.
|
•
|
November – Mercer acquired HR Business Solutions (Asia) Limited, a Hong Kong-based compensation and employee benefits consulting firm, and Gama Consultores Associados Ltda, a Brazil-based retirement consulting firm.
|
•
|
December – Mercer acquired CPSG Partners, a Workday Services partner assisting clients worldwide to maximize the value of Workday Financial Management and Human Capital Management.
|
|
Years Ended December 31,
|
||||||||||
(In millions, except per share data)
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Revenue
|
$
|
13,503
|
|
|
$
|
13,528
|
|
|
$
|
13,395
|
|
Income from continuing operations
|
$
|
1,792
|
|
|
$
|
1,643
|
|
|
$
|
1,475
|
|
Net income attributable to the Company
|
$
|
1,765
|
|
|
$
|
1,606
|
|
|
$
|
1,469
|
|
Basic net income per share:
|
|
|
|
|
|
||||||
– Continuing operations
|
$
|
3.40
|
|
|
$
|
3.02
|
|
|
$
|
2.65
|
|
– Net income attributable to the Company
|
$
|
3.40
|
|
|
$
|
3.02
|
|
|
$
|
2.69
|
|
Diluted net income per share:
|
|
|
|
|
|
||||||
– Continuing operations
|
$
|
3.37
|
|
|
$
|
2.99
|
|
|
$
|
2.61
|
|
– Net income attributable to the Company
|
$
|
3.37
|
|
|
$
|
2.99
|
|
|
$
|
2.66
|
|
For the Years Ended December 31,
|
|||||||||||
(In millions of dollars)
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Income (loss) from discontinued operations, net of tax
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Disposals of discontinued operations
|
—
|
|
|
(5
|
)
|
|
42
|
|
|||
Income tax (credit) expense
|
—
|
|
|
(5
|
)
|
|
16
|
|
|||
Disposals of discontinued operations, net of tax
|
—
|
|
|
—
|
|
|
26
|
|
|||
Discontinued operations, net of tax
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
26
|
|
Discontinued operations, net of tax per share
|
|
|
|
|
|
||||||
– Basic
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.05
|
|
– Diluted
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.04
|
|
(In millions of dollars)
|
2016
|
|
|
2015
|
|
||
Balance as of January 1, as reported
|
$
|
7,889
|
|
|
$
|
7,241
|
|
Goodwill acquired
|
556
|
|
|
783
|
|
||
Other adjustments
(a)
|
(76
|
)
|
|
(135
|
)
|
||
Balance at December 31,
|
$
|
8,369
|
|
|
$
|
7,889
|
|
(a)
|
Primarily due to the impact of foreign exchange in both years.
|
(In millions of dollars)
|
2016
|
|
2015
|
||||||||||||||||||||
|
Gross
Cost
|
|
|
Accumulated
Amortization
|
|
|
Net
Carrying
Amount
|
|
|
Gross
Cost
|
|
|
Accumulated
Amortization
|
|
|
Net
Carrying
Amount
|
|
||||||
Client relationships
|
$
|
1,390
|
|
|
$
|
392
|
|
|
$
|
998
|
|
|
$
|
1,281
|
|
|
$
|
347
|
|
|
$
|
934
|
|
Other (a)
|
204
|
|
|
76
|
|
|
128
|
|
|
176
|
|
|
74
|
|
|
102
|
|
||||||
Amortized intangibles
|
$
|
1,594
|
|
|
$
|
468
|
|
|
$
|
1,126
|
|
|
$
|
1,457
|
|
|
$
|
421
|
|
|
$
|
1,036
|
|
For the Years Ended December 31,
|
|||||||||||
(In millions of dollars)
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Income before income taxes:
|
|
|
|
|
|
||||||
U.S.
|
$
|
725
|
|
|
$
|
702
|
|
|
$
|
313
|
|
Other
|
1,755
|
|
|
1,605
|
|
|
1,744
|
|
|||
|
$
|
2,480
|
|
|
$
|
2,307
|
|
|
$
|
2,057
|
|
|
|
|
|
|
|
||||||
The expense for income taxes is comprised of:
|
|
|
|
|
|||||||
Income taxes:
|
|
|
|
|
|
||||||
Current–
|
|
|
|
|
|
||||||
U.S. Federal
|
$
|
208
|
|
|
$
|
90
|
|
|
$
|
80
|
|
Other national governments
|
366
|
|
|
385
|
|
|
369
|
|
|||
U.S. state and local
|
43
|
|
|
52
|
|
|
26
|
|
|||
|
617
|
|
|
527
|
|
|
475
|
|
|||
Deferred–
|
|
|
|
|
|
||||||
U.S. Federal
|
26
|
|
|
125
|
|
|
27
|
|
|||
Other national governments
|
32
|
|
|
15
|
|
|
62
|
|
|||
U.S. state and local
|
10
|
|
|
4
|
|
|
22
|
|
|||
|
68
|
|
|
144
|
|
|
111
|
|
|||
Total income taxes
|
$
|
685
|
|
|
$
|
671
|
|
|
$
|
586
|
|
December 31,
|
|||||||
(In millions of dollars)
|
2016
|
|
|
2015
|
|
||
Deferred tax assets:
|
|
|
|
||||
Accrued expenses not currently deductible
|
$
|
582
|
|
|
$
|
586
|
|
Differences related to non-U.S. operations
(a)
|
127
|
|
|
120
|
|
||
Accrued U.S. retirement benefits
|
629
|
|
|
630
|
|
||
Net operating losses
(b)
|
56
|
|
|
70
|
|
||
Income currently recognized for tax
|
71
|
|
|
70
|
|
||
Foreign tax credit carryforwards
|
—
|
|
|
20
|
|
||
Other
|
50
|
|
|
49
|
|
||
|
$
|
1,515
|
|
|
$
|
1,545
|
|
Deferred tax liabilities:
|
|
|
|
||||
Differences related to non-U.S. operations
|
$
|
217
|
|
|
$
|
176
|
|
Depreciation and amortization
|
377
|
|
|
368
|
|
||
Accrued retirement & postretirement benefits - non-U.S. operations
|
10
|
|
|
94
|
|
||
Other
|
14
|
|
|
6
|
|
||
|
$
|
618
|
|
|
$
|
644
|
|
(a)
|
Net of valuation allowances of
$3 million
in
2016
and
$9 million
in
2015
.
|
(b)
|
Net of valuation allowances of
$17 million
in
2016
and
$19 million
in
2015
.
|
December 31,
|
|||||||
(In millions of dollars)
|
2016
|
|
|
2015
|
|
||
Balance sheet classifications:
|
|
|
|
||||
Deferred tax assets
|
$
|
1,097
|
|
|
$
|
1,138
|
|
Other liabilities
|
$
|
200
|
|
|
$
|
237
|
|
For the Years Ended December 31,
|
2016
|
|
|
2015
|
|
|
2014
|
|
U.S. Federal statutory rate
|
35.0
|
%
|
|
35.0
|
%
|
|
35.0
|
%
|
U.S. state and local income taxes—net of U.S. Federal income tax benefit
|
1.5
|
|
|
1.6
|
|
|
1.7
|
|
Differences related to non-U.S. operations
|
(9.2
|
)
|
|
(8.0
|
)
|
|
(7.5
|
)
|
Other
|
0.3
|
|
|
0.5
|
|
|
(0.7
|
)
|
Effective tax rate
|
27.6
|
%
|
|
29.1
|
%
|
|
28.5
|
%
|
(In millions of dollars)
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Balance at January 1,
|
$
|
74
|
|
|
$
|
97
|
|
|
$
|
128
|
|
Additions, based on tax positions related to current year
|
2
|
|
|
3
|
|
|
13
|
|
|||
Additions for tax positions of prior years
|
6
|
|
|
22
|
|
|
3
|
|
|||
Reductions for tax positions of prior years
|
(6
|
)
|
|
(10
|
)
|
|
(29
|
)
|
|||
Settlements
|
(7
|
)
|
|
(20
|
)
|
|
(4
|
)
|
|||
Lapses in statutes of limitation
|
(4
|
)
|
|
(18
|
)
|
|
(14
|
)
|
|||
Balance at December 31,
|
$
|
65
|
|
|
$
|
74
|
|
|
$
|
97
|
|
|
Pension
Benefits
|
|
Postretirement
Benefits
|
||||||||
|
2016
|
|
|
2015
|
|
|
2016
|
|
|
2015
|
|
Weighted average assumptions:
|
|
|
|
|
|
|
|
||||
Discount rate (for expense)
|
4.10
|
%
|
|
3.83
|
%
|
|
4.12
|
%
|
|
3.87
|
%
|
Expected return on plan assets
|
7.06
|
%
|
|
7.23
|
%
|
|
—
|
|
|
—
|
|
Rate of compensation increase (for expense)
|
2.44
|
%
|
|
2.42
|
%
|
|
—
|
|
|
—
|
|
Discount rate (for benefit obligation)
|
3.40
|
%
|
|
4.11
|
%
|
|
3.64
|
%
|
|
4.12
|
%
|
Rate of compensation increase (for benefit obligation)*
|
1.77
|
%
|
|
2.44
|
%
|
|
—
|
|
|
—
|
|
Combined U.S. and significant non-U.S. Plans
|
Pension
|
|
Postretirement
|
||||||||||||||||||||
For the Years Ended December 31,
|
Benefits
|
|
Benefits
|
||||||||||||||||||||
(In millions of dollars)
|
2016
|
|
|
2015
|
|
|
2014
|
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
||||||
Service cost
|
$
|
178
|
|
|
$
|
196
|
|
|
$
|
213
|
|
|
$
|
2
|
|
|
$
|
3
|
|
|
$
|
4
|
|
Interest cost
|
537
|
|
|
587
|
|
|
641
|
|
|
5
|
|
|
5
|
|
|
11
|
|
||||||
Expected return on plan assets
|
(940
|
)
|
|
(977
|
)
|
|
(990
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Amortization of prior service (credit) cost
|
(1
|
)
|
|
(1
|
)
|
|
(16
|
)
|
|
4
|
|
|
3
|
|
|
—
|
|
||||||
Recognized actuarial loss (gain)
|
168
|
|
|
271
|
|
|
243
|
|
|
(2
|
)
|
|
(1
|
)
|
|
(1
|
)
|
||||||
Net periodic benefit (credit) cost
|
$
|
(58
|
)
|
|
$
|
76
|
|
|
$
|
91
|
|
|
$
|
9
|
|
|
$
|
10
|
|
|
$
|
14
|
|
Curtailment (loss) gain
|
(4
|
)
|
|
5
|
|
|
(65
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Plan termination
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(128
|
)
|
|
—
|
|
||||||
Settlement loss
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Total (credit) cost
|
$
|
(62
|
)
|
|
$
|
82
|
|
|
$
|
26
|
|
|
$
|
9
|
|
|
$
|
(118
|
)
|
|
$
|
14
|
|
|
U.S. Pension
Benefits
|
|
U.S. Postretirement
Benefits
|
||||||||||||
(In millions of dollars)
|
2016
|
|
|
2015
|
|
|
2016
|
|
|
2015
|
|
||||
Change in benefit obligation:
|
|
|
|
|
|
|
|
||||||||
Benefit obligation at beginning of year
|
$
|
5,685
|
|
|
$
|
5,924
|
|
|
$
|
40
|
|
|
$
|
177
|
|
Service cost
|
106
|
|
|
114
|
|
|
—
|
|
|
1
|
|
||||
Interest cost
|
264
|
|
|
254
|
|
|
2
|
|
|
2
|
|
||||
Employee contributions
|
—
|
|
|
—
|
|
|
3
|
|
|
3
|
|
||||
Effect of curtailment
|
(98
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Plan termination
|
—
|
|
|
—
|
|
|
—
|
|
|
(128
|
)
|
||||
Actuarial loss (gain)
|
160
|
|
|
(392
|
)
|
|
—
|
|
|
(5
|
)
|
||||
Benefits paid
|
(223
|
)
|
|
(215
|
)
|
|
(8
|
)
|
|
(10
|
)
|
||||
Benefit obligation, December 31
|
$
|
5,894
|
|
|
$
|
5,685
|
|
|
$
|
37
|
|
|
$
|
40
|
|
Change in plan assets:
|
|
|
|
|
|
|
|
||||||||
Fair value of plan assets at beginning of year
|
$
|
4,160
|
|
|
$
|
4,516
|
|
|
$
|
3
|
|
|
$
|
18
|
|
Actual return on plan assets
|
401
|
|
|
(170
|
)
|
|
—
|
|
|
—
|
|
||||
Employer contributions
|
27
|
|
|
29
|
|
|
5
|
|
|
4
|
|
||||
Employee contributions
|
—
|
|
|
—
|
|
|
3
|
|
|
3
|
|
||||
Benefits paid
|
(223
|
)
|
|
(215
|
)
|
|
(8
|
)
|
|
(10
|
)
|
||||
Other
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
(12
|
)
|
||||
Fair value of plan assets, December 31
|
$
|
4,365
|
|
|
$
|
4,160
|
|
|
$
|
2
|
|
|
$
|
3
|
|
Net funded status, December 31
|
$
|
(1,529
|
)
|
|
$
|
(1,525
|
)
|
|
$
|
(35
|
)
|
|
$
|
(37
|
)
|
Amounts recognized in the consolidated balance sheets:
|
|
|
|
|
|
|
|
||||||||
Current liabilities
|
$
|
(27
|
)
|
|
$
|
(26
|
)
|
|
$
|
(2
|
)
|
|
$
|
(2
|
)
|
Non-current liabilities
|
(1,502
|
)
|
|
(1,499
|
)
|
|
(33
|
)
|
|
(35
|
)
|
||||
Net liability recognized, December 31
|
$
|
(1,529
|
)
|
|
$
|
(1,525
|
)
|
|
$
|
(35
|
)
|
|
$
|
(37
|
)
|
Amounts recognized in other comprehensive income (loss):
|
|
|
|
|
|
|
|
||||||||
Prior service (cost) credit
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(3
|
)
|
|
$
|
(7
|
)
|
Net actuarial (loss) gain
|
(1,720
|
)
|
|
(1,754
|
)
|
|
11
|
|
|
13
|
|
||||
Total recognized accumulated other comprehensive (loss) income, December 31
|
$
|
(1,720
|
)
|
|
$
|
(1,754
|
)
|
|
$
|
8
|
|
|
$
|
6
|
|
Cumulative employer contributions in excess of (less than) net periodic cost
|
191
|
|
|
229
|
|
|
(43
|
)
|
|
(43
|
)
|
||||
Net amount recognized in consolidated balance sheet
|
$
|
(1,529
|
)
|
|
$
|
(1,525
|
)
|
|
$
|
(35
|
)
|
|
$
|
(37
|
)
|
Accumulated benefit obligation at December 31
|
$
|
5,894
|
|
|
$
|
5,600
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
U.S. Pension
Benefits
|
|
U.S. Postretirement
Benefits
|
||||||||||||
(In millions of dollars)
|
2016
|
|
|
2015
|
|
|
2016
|
|
|
2015
|
|
||||
Reconciliation of prior service credit (cost) recognized in accumulated other comprehensive income (loss):
|
|
|
|
|
|
|
|
||||||||
Beginning balance
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(7
|
)
|
|
$
|
4
|
|
Recognized as component of net periodic benefit cost
|
—
|
|
|
—
|
|
|
4
|
|
|
3
|
|
||||
Plan termination
|
—
|
|
|
—
|
|
|
—
|
|
|
(14
|
)
|
||||
Prior service cost, December 31
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(3
|
)
|
|
$
|
(7
|
)
|
|
U.S. Pension
Benefits
|
|
U.S. Postretirement
Benefits
|
||||||||||||
(In millions of dollars)
|
2016
|
|
|
2015
|
|
|
2016
|
|
|
2015
|
|
||||
Reconciliation of net actuarial (loss) gain recognized in accumulated other comprehensive income (loss):
|
|
|
|
|
|
|
|
||||||||
Beginning balance
|
$
|
(1,754
|
)
|
|
$
|
(1,749
|
)
|
|
$
|
13
|
|
|
$
|
2
|
|
Recognized as component of net periodic benefit cost (credit)
|
74
|
|
|
146
|
|
|
(2
|
)
|
|
(2
|
)
|
||||
Changes in plan assets and benefit obligations recognized in other comprehensive income (loss):
|
|
|
|
|
|
|
|
||||||||
Effect of curtailment
|
98
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Other
|
—
|
|
|
—
|
|
|
—
|
|
|
8
|
|
||||
Liability experience
|
(160
|
)
|
|
392
|
|
|
—
|
|
|
5
|
|
||||
Asset experience
|
22
|
|
|
(543
|
)
|
|
—
|
|
|
—
|
|
||||
Total (loss) gain recognized as change in plan assets and benefit obligations
|
(40
|
)
|
|
(151
|
)
|
|
—
|
|
|
5
|
|
||||
Net actuarial (loss) gain, December 31
|
$
|
(1,720
|
)
|
|
$
|
(1,754
|
)
|
|
$
|
11
|
|
|
$
|
13
|
|
For the Years Ended December 31,
|
U.S. Pension
Benefits
|
|
U.S. Postretirement
Benefits
|
||||||||||||||||||||
(In millions of dollars)
|
2016
|
|
|
2015
|
|
|
2014
|
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
||||||
Total recognized in net periodic benefit cost and other comprehensive loss (income)
|
$
|
31
|
|
|
$
|
146
|
|
|
$
|
885
|
|
|
$
|
2
|
|
|
$
|
(138
|
)
|
|
$
|
14
|
|
|
U.S. Pension
Benefits
|
|
U.S. Postretirement
Benefits
|
||||
(In millions of dollars)
|
2017
|
|
|
2017
|
|
||
Prior service credit
|
$
|
—
|
|
|
$
|
(3
|
)
|
Net actuarial loss
|
37
|
|
|
1
|
|
||
Projected cost (credit)
|
$
|
37
|
|
|
$
|
(2
|
)
|
|
U.S. Pension
Benefits
|
|
U.S. Postretirement Benefits
|
||||||||
|
2016
|
|
|
2015
|
|
|
2016
|
|
|
2015
|
|
Weighted average assumptions:
|
|
|
|
|
|
|
|
||||
Discount rate (for expense)
|
4.71
|
%
|
|
4.41
|
%
|
|
4.36
|
%
|
|
3.90
|
%
|
Expected return on plan assets
|
8.72
|
%
|
|
8.75
|
%
|
|
—
|
|
|
—
|
|
Rate of compensation increase (for expense)
|
2.00
|
%
|
|
2.00
|
%
|
|
—
|
|
|
—
|
|
Discount rate (for benefit obligation)
|
4.58
|
%
|
|
4.74
|
%
|
|
4.12
|
%
|
|
4.36
|
%
|
Rate of compensation increase (for benefit obligation) *
|
—
|
|
|
2.00
|
%
|
|
—
|
|
|
—
|
|
U.S. Plans only
|
Pension
Benefits
|
|
Postretirement
Benefits
|
||||||||||||||||||||
For the Years Ended December 31,
|
|
||||||||||||||||||||||
(In millions of dollars)
|
2016
|
|
|
2015
|
|
|
2014
|
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
||||||
Service cost
|
$
|
106
|
|
|
$
|
114
|
|
|
$
|
91
|
|
|
$
|
—
|
|
|
$
|
1
|
|
|
$
|
2
|
|
Interest cost
|
264
|
|
|
254
|
|
|
253
|
|
|
2
|
|
|
2
|
|
|
7
|
|
||||||
Expected return on plan assets
|
(379
|
)
|
|
(373
|
)
|
|
(346
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Amortization of prior service (credit) cost
|
—
|
|
|
—
|
|
|
(7
|
)
|
|
4
|
|
|
3
|
|
|
—
|
|
||||||
Recognized actuarial loss (gain)
|
74
|
|
|
146
|
|
|
112
|
|
|
(2
|
)
|
|
(2
|
)
|
|
(2
|
)
|
||||||
Net periodic benefit cost (credit)
|
$
|
65
|
|
|
$
|
141
|
|
|
$
|
103
|
|
|
$
|
4
|
|
|
$
|
4
|
|
|
$
|
7
|
|
Plan termination
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(128
|
)
|
|
—
|
|
||||||
Total cost (credit)
|
$
|
65
|
|
|
$
|
141
|
|
|
$
|
103
|
|
|
$
|
4
|
|
|
$
|
(124
|
)
|
|
$
|
7
|
|
|
|
|
|
|
Non-U.S. Pension
Benefits
|
|
Non-U.S.
Postretirement Benefits
|
||||||||||||
(In millions of dollars)
|
2016
|
|
|
2015
|
|
|
2016
|
|
|
2015
|
|
||||
Change in benefit obligation:
|
|
|
|
|
|
|
|
||||||||
Benefit obligation at beginning of year
|
$
|
9,076
|
|
|
$
|
10,018
|
|
|
$
|
79
|
|
|
$
|
93
|
|
Service cost
|
72
|
|
|
82
|
|
|
2
|
|
|
2
|
|
||||
Interest cost
|
273
|
|
|
333
|
|
|
3
|
|
|
3
|
|
||||
Employee contributions
|
7
|
|
|
8
|
|
|
—
|
|
|
—
|
|
||||
Actuarial loss (gain)
|
1,966
|
|
|
(432
|
)
|
|
5
|
|
|
(6
|
)
|
||||
Plan amendments
|
(49
|
)
|
|
(5
|
)
|
|
—
|
|
|
—
|
|
||||
Effect of settlement
|
(27
|
)
|
|
(12
|
)
|
|
—
|
|
|
—
|
|
||||
Effect of curtailment
|
(7
|
)
|
|
8
|
|
|
—
|
|
|
—
|
|
||||
Benefits paid
|
(352
|
)
|
|
(337
|
)
|
|
(3
|
)
|
|
(3
|
)
|
||||
Foreign currency changes
|
(1,290
|
)
|
|
(632
|
)
|
|
(5
|
)
|
|
(10
|
)
|
||||
Other
|
1
|
|
|
45
|
|
|
—
|
|
|
—
|
|
||||
Benefit obligation December 31
|
$
|
9,670
|
|
|
$
|
9,076
|
|
|
$
|
81
|
|
|
$
|
79
|
|
Change in plan assets:
|
|
|
|
|
|
|
|
||||||||
Fair value of plan assets at beginning of year
|
$
|
9,826
|
|
|
$
|
10,410
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Actual return on plan assets
|
1,815
|
|
|
187
|
|
|
—
|
|
|
—
|
|
||||
Effect of settlement
|
(27
|
)
|
|
(12
|
)
|
|
—
|
|
|
—
|
|
||||
Company contributions
|
187
|
|
|
166
|
|
|
3
|
|
|
3
|
|
||||
Employee contributions
|
7
|
|
|
8
|
|
|
—
|
|
|
—
|
|
||||
Benefits paid
|
(352
|
)
|
|
(337
|
)
|
|
(3
|
)
|
|
(3
|
)
|
||||
Foreign currency changes
|
(1,439
|
)
|
|
(620
|
)
|
|
—
|
|
|
—
|
|
||||
Other
|
—
|
|
|
24
|
|
|
—
|
|
|
—
|
|
||||
Fair value of plan assets, December 31
|
$
|
10,017
|
|
|
$
|
9,826
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Net funded status, December 31
|
$
|
347
|
|
|
$
|
750
|
|
|
$
|
(81
|
)
|
|
$
|
(79
|
)
|
Amounts recognized in the consolidated balance sheets:
|
|
|
|
|
|
|
|
||||||||
Non-current assets
|
$
|
766
|
|
|
$
|
1,144
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Current liabilities
|
(5
|
)
|
|
(5
|
)
|
|
(3
|
)
|
|
(3
|
)
|
||||
Non-current liabilities
|
(414
|
)
|
|
(389
|
)
|
|
(78
|
)
|
|
(76
|
)
|
||||
Net asset (liability) recognized, December 31
|
$
|
347
|
|
|
$
|
750
|
|
|
$
|
(81
|
)
|
|
$
|
(79
|
)
|
Amounts recognized in other comprehensive (loss) income:
|
|
|
|
|
|
|
|
||||||||
Prior service (cost) credit
|
$
|
43
|
|
|
$
|
(3
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
Net actuarial loss
|
(3,081
|
)
|
|
(2,887
|
)
|
|
(11
|
)
|
|
(6
|
)
|
||||
Total recognized accumulated other comprehensive (loss) income, December 31
|
$
|
(3,038
|
)
|
|
$
|
(2,890
|
)
|
|
$
|
(11
|
)
|
|
$
|
(6
|
)
|
Cumulative employer contributions in excess of (less than) net periodic cost
|
3,385
|
|
|
3,640
|
|
|
(70
|
)
|
|
(73
|
)
|
||||
Net asset (liability) recognized in consolidated balance sheet, December 31
|
$
|
347
|
|
|
$
|
750
|
|
|
$
|
(81
|
)
|
|
$
|
(79
|
)
|
Accumulated benefit obligation, December 31
|
$
|
9,397
|
|
|
$
|
8,830
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Non-U.S. Pension
Benefits
|
|
Non-U.S.
Postretirement Benefits
|
||||||||||||
(In millions of dollars)
|
2016
|
|
|
2015
|
|
|
2016
|
|
|
2015
|
|
||||
Reconciliation of prior service credit (cost) recognized in accumulated other comprehensive income (loss):
|
|
|
|
|
|
|
|
||||||||
Beginning balance
|
$
|
(3
|
)
|
|
$
|
(2
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
Recognized as component of net periodic benefit credit
|
(1
|
)
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
||||
Effect of curtailment
|
—
|
|
|
(5
|
)
|
|
—
|
|
|
—
|
|
||||
Changes in plan assets and benefit obligations recognized in other comprehensive income:
|
|
|
|
|
|
|
|
||||||||
Plan amendments
|
49
|
|
|
5
|
|
|
—
|
|
|
—
|
|
||||
Exchange rate adjustments
|
(2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Prior service (cost) credit, December 31
|
$
|
43
|
|
|
$
|
(3
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Non-U.S. Pension
Benefits
|
|
Non-U.S.
Postretirement Benefits
|
||||||||||||
(In millions of dollars)
|
2016
|
|
|
2015
|
|
|
2016
|
|
|
2015
|
|
||||
Reconciliation of net actuarial gain (loss) recognized in accumulated other comprehensive income (loss):
|
|
|
|
|
|
|
|
||||||||
Beginning balance
|
$
|
(2,887
|
)
|
|
$
|
(3,215
|
)
|
|
$
|
(6
|
)
|
|
$
|
(14
|
)
|
Recognized as component of net periodic benefit cost
|
94
|
|
|
125
|
|
|
—
|
|
|
1
|
|
||||
Effect of settlement
|
—
|
|
|
2
|
|
|
—
|
|
|
—
|
|
||||
Changes in plan assets and benefit obligations recognized in other comprehensive (loss) income:
|
|
|
|
|
|
|
|
||||||||
Liability experience
|
(1,966
|
)
|
|
432
|
|
|
(5
|
)
|
|
6
|
|
||||
Asset experience
|
1,254
|
|
|
(417
|
)
|
|
—
|
|
|
—
|
|
||||
Other
|
—
|
|
|
(20
|
)
|
|
—
|
|
|
—
|
|
||||
Effect of curtailment
|
3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Total amount recognized as change in plan assets and benefit obligations
|
(709
|
)
|
|
(5
|
)
|
|
(5
|
)
|
|
6
|
|
||||
Exchange rate adjustments
|
421
|
|
|
206
|
|
|
—
|
|
|
1
|
|
||||
Net actuarial loss, December 31
|
$
|
(3,081
|
)
|
|
$
|
(2,887
|
)
|
|
$
|
(11
|
)
|
|
$
|
(6
|
)
|
For the Years Ended December 31,
|
Non-U.S. Pension
Benefits
|
|
Non-U.S. Postretirement
Benefits
|
||||||||||||||||||||
(In millions of dollars)
|
2016
|
|
|
2015
|
|
|
2014
|
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
||||||
Total recognized in net periodic benefit cost and other comprehensive loss (income)
|
$
|
21
|
|
|
$
|
(407
|
)
|
|
$
|
201
|
|
|
$
|
10
|
|
|
$
|
(2
|
)
|
|
$
|
5
|
|
|
Non-U.S. Pension
Benefits
|
|
Non-U.S.
Postretirement Benefits
|
||||
(In millions of dollars)
|
2017
|
|
|
2017
|
|
||
Prior service credit
|
$
|
(2
|
)
|
|
$
|
—
|
|
Net actuarial loss
|
126
|
|
|
1
|
|
||
Projected cost
|
$
|
124
|
|
|
$
|
1
|
|
|
Non-U.S. Pension
Benefits
|
|
Non-U.S.
Postretirement Benefits
|
||||||||
|
2016
|
|
|
2015
|
|
|
2016
|
|
|
2015
|
|
Weighted average assumptions:
|
|
|
|
|
|
|
|
||||
Discount rate (for expense)
|
3.71
|
%
|
|
3.49
|
%
|
|
4.00
|
%
|
|
3.85
|
%
|
Expected return on plan assets
|
6.36
|
%
|
|
6.57
|
%
|
|
—
|
|
|
—
|
|
Rate of compensation increase (for expense)
|
2.72
|
%
|
|
2.67
|
%
|
|
—
|
|
|
—
|
|
Discount rate (for benefit obligation)
|
2.69
|
%
|
|
3.71
|
%
|
|
3.42
|
%
|
|
4.00
|
%
|
Rate of compensation increase (for benefit obligation)
|
2.85
|
%
|
|
2.72
|
%
|
|
—
|
|
|
—
|
|
For the Years Ended December 31,
|
Non-U.S. Pension
Benefits
|
|
Non-U.S. Postretirement
Benefits
|
||||||||||||||||||||
(In millions of dollars)
|
2016
|
|
|
2015
|
|
|
2014
|
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
||||||
Service cost
|
$
|
72
|
|
|
$
|
82
|
|
|
$
|
122
|
|
|
$
|
2
|
|
|
$
|
2
|
|
|
$
|
2
|
|
Interest cost
|
273
|
|
|
333
|
|
|
388
|
|
|
3
|
|
|
3
|
|
|
4
|
|
||||||
Expected return on plan assets
|
(561
|
)
|
|
(604
|
)
|
|
(644
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Amortization of prior service cost
|
(1
|
)
|
|
(1
|
)
|
|
(9
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Recognized actuarial loss
|
94
|
|
|
125
|
|
|
131
|
|
|
—
|
|
|
1
|
|
|
1
|
|
||||||
Net periodic benefit (credit) cost
|
(123
|
)
|
|
(65
|
)
|
|
(12
|
)
|
|
5
|
|
|
6
|
|
|
7
|
|
||||||
Settlement loss
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Curtailment (gain) loss
|
(4
|
)
|
|
5
|
|
|
(65
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Total (credit) cost
|
$
|
(127
|
)
|
|
$
|
(59
|
)
|
|
$
|
(77
|
)
|
|
$
|
5
|
|
|
$
|
6
|
|
|
$
|
7
|
|
(In millions of dollars)
|
1 Percentage
Point Increase
|
|
1 Percentage
Point Decrease
|
||||
Effect on total of service and interest cost components
|
$
|
1
|
|
|
$
|
—
|
|
Effect on postretirement benefit obligation
|
$
|
8
|
|
|
$
|
(7
|
)
|
For the Years Ended December 31,
|
Pension
Benefits
|
|
Postretirement
Benefits
|
||||||||||||
(In millions of dollars)
|
U.S.
|
|
Non-U.S.
|
|
U.S.
|
|
Non-U.S.
|
||||||||
2017
|
$
|
244
|
|
|
$
|
240
|
|
|
$
|
4
|
|
|
$
|
3
|
|
2018
|
$
|
259
|
|
|
$
|
272
|
|
|
$
|
4
|
|
|
$
|
3
|
|
2019
|
$
|
276
|
|
|
$
|
281
|
|
|
$
|
4
|
|
|
$
|
3
|
|
2020
|
$
|
287
|
|
|
$
|
293
|
|
|
$
|
4
|
|
|
$
|
3
|
|
2021
|
$
|
297
|
|
|
$
|
303
|
|
|
$
|
3
|
|
|
$
|
4
|
|
2022-2026
|
$
|
1,641
|
|
|
$
|
1,719
|
|
|
$
|
14
|
|
|
$
|
19
|
|
|
Fair Value Measurements at December 31, 2016
|
||||||||||||||||||
Assets
(In millions of dollars)
|
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
|
NAV
|
|
Total
|
||||||||||
Common/collective trusts
|
$
|
16
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
6,805
|
|
|
$
|
6,821
|
|
Corporate obligations
|
—
|
|
|
3,024
|
|
|
9
|
|
|
—
|
|
|
3,033
|
|
|||||
Corporate stocks
|
2,009
|
|
|
3
|
|
|
2
|
|
|
—
|
|
|
2,014
|
|
|||||
Private equity/partnerships
|
—
|
|
|
—
|
|
|
—
|
|
|
722
|
|
|
722
|
|
|||||
Government securities
|
11
|
|
|
380
|
|
|
—
|
|
|
—
|
|
|
391
|
|
|||||
Real estate
|
—
|
|
|
—
|
|
|
—
|
|
|
412
|
|
|
412
|
|
|||||
Short-term investment funds
|
297
|
|
|
22
|
|
|
—
|
|
|
—
|
|
|
319
|
|
|||||
Company common stock
|
270
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
270
|
|
|||||
Other investments
|
15
|
|
|
23
|
|
|
312
|
|
|
—
|
|
|
350
|
|
|||||
Total investments
|
$
|
2,618
|
|
|
$
|
3,452
|
|
|
$
|
323
|
|
|
$
|
7,939
|
|
|
$
|
14,332
|
|
|
Fair Value Measurements at December 31, 2015
|
||||||||||||||||||
Assets
(In millions of dollars)
|
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
|
NAV
|
|
Total
|
||||||||||
Common/collective trusts
|
$
|
175
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
6,861
|
|
|
$
|
7,036
|
|
Corporate obligations
|
—
|
|
|
2,651
|
|
|
1
|
|
|
—
|
|
|
2,652
|
|
|||||
Corporate stocks
|
1,844
|
|
|
6
|
|
|
2
|
|
|
—
|
|
|
1,852
|
|
|||||
Private equity/partnerships
|
—
|
|
|
—
|
|
|
—
|
|
|
710
|
|
|
710
|
|
|||||
Government securities
|
10
|
|
|
415
|
|
|
—
|
|
|
—
|
|
|
425
|
|
|||||
Real estate
|
—
|
|
|
—
|
|
|
—
|
|
|
442
|
|
|
442
|
|
|||||
Short-term investment funds
|
312
|
|
|
4
|
|
|
—
|
|
|
—
|
|
|
316
|
|
|||||
Company common stock
|
222
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
222
|
|
|||||
Other investments
|
13
|
|
|
47
|
|
|
257
|
|
|
—
|
|
|
317
|
|
|||||
Total investments
|
$
|
2,576
|
|
|
$
|
3,123
|
|
|
$
|
260
|
|
|
$
|
8,013
|
|
|
$
|
13,972
|
|
Assets (In millions)
|
Fair Value,
January 1, 2016
|
|
Purchases
|
|
Sales
|
|
Unrealized
Gain/
(Loss)
|
|
Realized
Gain/
(Loss)
|
|
Exchange
Rate
Impact
|
|
Transfers
in/(out)
and
Other
|
|
Fair
Value, December 31, 2016
|
||||||||||||||||
Other investments
|
257
|
|
|
27
|
|
|
(28
|
)
|
|
67
|
|
|
1
|
|
|
(12
|
)
|
|
—
|
|
|
312
|
|
||||||||
Corporate stocks
|
2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2
|
|
||||||||
Corporate obligations
|
1
|
|
|
8
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
9
|
|
||||||||
Total assets
|
$
|
260
|
|
|
$
|
35
|
|
|
$
|
(28
|
)
|
|
$
|
68
|
|
|
$
|
1
|
|
|
$
|
(13
|
)
|
|
$
|
—
|
|
|
$
|
323
|
|
Assets
(In millions)
|
Fair Value,
January 1, 2015
|
|
Purchases
|
|
Sales
|
|
Unrealized
Gain/
(Loss)
|
|
Realized
Gain/
(Loss)
|
|
Exchange
Rate
Impact
|
|
Transfers
in/(out)
and
Other
|
|
Fair
Value,
December 31, 2015
|
||||||||||||||||
Other investments
|
239
|
|
|
47
|
|
|
(13
|
)
|
|
14
|
|
|
—
|
|
|
(30
|
)
|
|
—
|
|
|
257
|
|
||||||||
Corporate stocks
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2
|
|
||||||||
Corporate obligations
|
3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
1
|
|
||||||||
Total assets
|
$
|
243
|
|
|
$
|
47
|
|
|
$
|
(13
|
)
|
|
$
|
15
|
|
|
$
|
—
|
|
|
$
|
(30
|
)
|
|
$
|
(2
|
)
|
|
$
|
260
|
|
|
2016
|
|
2015
|
|
2014
|
Risk-free interest rate
|
1.39%
|
|
1.78%
|
|
1.88%
|
Expected life (in years)
|
6.0
|
|
6.0
|
|
6.0
|
Expected volatility
|
25.55%
|
|
23.75%
|
|
24.2%
|
Expected dividend yield
|
2.15%
|
|
1.97%
|
|
2.08%
|
|
Shares
|
|
|
Weighted
Average Exercise
Price
|
|
Weighted
Average
Remaining
Contractual
Term
|
|
Aggregate
Intrinsic Value
($000)
|
||||
Balance at January 1, 2016
|
14,776,804
|
|
|
$
|
34.14
|
|
|
|
|
|
||
Granted
|
2,167,645
|
|
|
$
|
57.55
|
|
|
|
|
|
||
Exercised
|
(3,593,033
|
)
|
|
$
|
29.32
|
|
|
|
|
|
||
Forfeited
|
(91,016
|
)
|
|
$
|
53.58
|
|
|
|
|
|
||
Expired
|
(17,871
|
)
|
|
$
|
30.13
|
|
|
|
|
|
||
Balance at December 31, 2016
|
13,242,529
|
|
|
$
|
39.15
|
|
|
5.7 years
|
|
$
|
377,580
|
|
Options vested or expected to vest at December 31, 2016
|
13,055,049
|
|
|
$
|
38.95
|
|
|
5.7 years
|
|
$
|
374,871
|
|
Options exercisable at December 31, 2016
|
8,598,826
|
|
|
$
|
31.63
|
|
|
4.4 years
|
|
$
|
309,778
|
|
|
Restricted Stock Units
|
|
Performance Stock Units
|
||||||||
|
Shares
|
|
Weighted Average
Grant Date
Fair Value
|
|
|
Shares
|
|
Weighted Average Grant Date Fair Value
|
|
||
Non-vested balance at January 1, 2016
|
2,459,293
|
|
$
|
52.51
|
|
|
678,165
|
|
$
|
46.25
|
|
Granted
|
1,844,661
|
|
$
|
57.54
|
|
|
323,990
|
|
$
|
57.47
|
|
Vested
|
(1,100,706
|
)
|
$
|
49.62
|
|
|
(260,089
|
)
|
$
|
36.56
|
|
Forfeited
|
(159,219
|
)
|
$
|
56.41
|
|
|
(20,049
|
)
|
$
|
54.49
|
|
Non-vested balance at December 31, 2016
|
3,044,029
|
|
$
|
56.40
|
|
|
722,017
|
|
$
|
54.68
|
|
Level 1.
|
Assets and liabilities whose values are based on unadjusted quoted prices for identical assets or liabilities in an active market (examples include active exchange-traded equity securities and exchange-traded money market mutual funds).
|
Level 2.
|
Assets and liabilities whose values are based on the following:
|
a)
|
Quoted prices for similar assets or liabilities in active markets;
|
b)
|
Quoted prices for identical or similar assets or liabilities in non-active markets (examples include corporate and municipal bonds, which trade infrequently);
|
c)
|
Pricing models whose inputs are observable for substantially the full term of the asset or liability (examples include most over-the-counter derivatives, including interest rate and currency swaps); and
|
d)
|
Pricing models whose inputs are derived principally from or corroborated by observable market data through correlation or other means for substantially the full asset or liability (for example, certain mortgage loans).
|
Level 3.
|
Assets and liabilities whose values are based on prices, or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. These inputs reflect management’s own assumptions about the assumptions a market participant would use in pricing the asset or liability (certain commercial mortgage whole loans, and long-dated or complex derivatives including certain foreign exchange options and long-dated options on gas and power).
|
(In millions of dollars)
|
Identical Assets
(Level 1)
|
|
Observable Inputs
(Level 2)
|
|
Unobservable
Inputs
(Level 3)
|
|
Total
|
||||||||||||||||||||||||
|
12/31/16
|
|
|
12/31/15
|
|
|
12/31/16
|
|
|
12/31/15
|
|
|
12/31/16
|
|
|
12/31/15
|
|
|
12/31/16
|
|
|
12/31/15
|
|
||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Financial instruments owned:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Exchange traded equity securities
(a)
|
$
|
89
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
89
|
|
|
$
|
—
|
|
Mutual funds
(a)
|
141
|
|
|
142
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
141
|
|
|
142
|
|
||||||||
Money market funds
(b)
|
22
|
|
|
140
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
22
|
|
|
140
|
|
||||||||
Total assets measured at fair value
|
$
|
252
|
|
|
$
|
282
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
252
|
|
|
$
|
282
|
|
Fiduciary Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Money market funds
|
$
|
90
|
|
|
$
|
48
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
90
|
|
|
$
|
48
|
|
Total fiduciary assets measured at fair value
|
$
|
90
|
|
|
$
|
48
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
90
|
|
|
$
|
48
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Contingent purchase consideration liability
(c)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
241
|
|
|
$
|
309
|
|
|
$
|
241
|
|
|
$
|
309
|
|
Total liabilities measured at fair value
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
241
|
|
|
$
|
309
|
|
|
$
|
241
|
|
|
$
|
309
|
|
(In millions)
|
2016
|
|
|
2015
|
|
||
Balance at January 1,
|
$
|
309
|
|
|
$
|
207
|
|
Additions
|
17
|
|
|
104
|
|
||
Payments
|
(86
|
)
|
|
(47
|
)
|
||
Revaluation Impact
|
9
|
|
|
45
|
|
||
Other
(a)
|
(8
|
)
|
|
—
|
|
||
Balance at December 31,
|
$
|
241
|
|
|
$
|
309
|
|
As of September 30,
|
|
|
|
|
||||
(In millions of dollars)
|
|
2016
|
|
|
2015
|
|
||
Total assets
|
|
$
|
22,997
|
|
|
$
|
21,101
|
|
Total liabilities
|
|
$
|
21,087
|
|
|
$
|
19,348
|
|
Non-controlling interests
|
|
$
|
12
|
|
|
$
|
12
|
|
For the Years Ended December 31,
|
Gross
Rental
Commitments
|
|
Rentals
from
Subleases
|
|
Net
Rental
Commitments
|
||||||
(In millions of dollars)
|
|
|
|||||||||
2017
|
$
|
372
|
|
|
$
|
46
|
|
|
$
|
326
|
|
2018
|
$
|
345
|
|
|
$
|
42
|
|
|
$
|
303
|
|
2019
|
$
|
297
|
|
|
$
|
36
|
|
|
$
|
261
|
|
2020
|
$
|
262
|
|
|
$
|
32
|
|
|
$
|
230
|
|
2021
|
$
|
198
|
|
|
$
|
4
|
|
|
$
|
194
|
|
Subsequent years
|
$
|
862
|
|
|
$
|
3
|
|
|
$
|
859
|
|
For the Years Ended December 31,
|
Future
Minimum
Commitments
|
||
(In millions of dollars)
|
|||
2017
|
$
|
225
|
|
2018
|
79
|
|
|
2019
|
36
|
|
|
Subsequent years
|
11
|
|
|
|
$
|
351
|
|
December 31,
|
|
|
|
||||
(In millions)
|
2016
|
|
|
2015
|
|
||
Short-term:
|
|
|
|
||||
Commercial paper
|
$
|
50
|
|
|
$
|
—
|
|
Current portion of long-term debt
|
262
|
|
|
12
|
|
||
|
312
|
|
|
12
|
|
||
Long-term:
|
|
|
|
||||
Senior notes – 2.30% due 2017
|
250
|
|
|
249
|
|
||
Senior notes – 2.55% due 2018
|
249
|
|
|
249
|
|
||
Senior notes – 2.35% due 2019
|
299
|
|
|
298
|
|
||
Senior notes – 2.35% due 2020
|
497
|
|
|
496
|
|
||
Senior notes – 4.80% due 2021
|
498
|
|
|
497
|
|
||
Senior notes – 3.30% due 2023
|
347
|
|
|
—
|
|
||
Senior notes – 4.05% due 2023
|
248
|
|
|
248
|
|
||
Senior notes – 3.50% due 2024
|
596
|
|
|
595
|
|
||
Senior notes – 3.50% due 2025
|
495
|
|
|
495
|
|
||
Senior notes – 3.75% due 2026
|
596
|
|
|
595
|
|
||
Senior notes – 5.875% due 2033
|
297
|
|
|
297
|
|
||
Mortgage – 5.70% due 2035
|
382
|
|
|
393
|
|
||
Other
|
3
|
|
|
2
|
|
||
|
4,757
|
|
|
4,414
|
|
||
Less current portion
|
262
|
|
|
12
|
|
||
|
$
|
4,495
|
|
|
$
|
4,402
|
|
|
December 31, 2016
|
|
December 31, 2015
|
||||||||||||
(In millions of dollars)
|
Carrying
Amount |
|
Fair
Value |
|
Carrying
Amount |
|
Fair
Value |
||||||||
Short-term debt
|
$
|
312
|
|
|
$
|
313
|
|
|
$
|
12
|
|
|
$
|
12
|
|
Long-term debt
|
$
|
4,495
|
|
|
$
|
4,625
|
|
|
$
|
4,402
|
|
|
$
|
4,513
|
|
(In millions)
|
Balance at
1/1/15
|
|
|
Expense
Incurred
|
|
|
Cash
Paid
|
|
|
Other
|
|
Balance at
12/31/15
|
|
|
Expense
Incurred
|
|
|
Cash
Paid
|
|
|
Other
|
|
|
Balance at
12/31/16
|
|
||||||||||
Severance
|
$
|
7
|
|
|
$
|
17
|
|
|
$
|
(7
|
)
|
|
$
|
(2
|
)
|
|
$
|
15
|
|
|
$
|
40
|
|
|
$
|
(22
|
)
|
|
$
|
(1
|
)
|
|
$
|
32
|
|
Future rent under non-cancelable leases and other costs
|
85
|
|
|
11
|
|
|
(21
|
)
|
|
3
|
|
|
78
|
|
|
4
|
|
|
(17
|
)
|
|
(4
|
)
|
|
61
|
|
|||||||||
Total
|
$
|
92
|
|
|
$
|
28
|
|
|
$
|
(28
|
)
|
|
$
|
1
|
|
|
$
|
93
|
|
|
$
|
44
|
|
|
$
|
(39
|
)
|
|
$
|
(5
|
)
|
|
$
|
93
|
|
▪
|
Risk and Insurance Services
, comprising insurance services (Marsh) and reinsurance services (Guy Carpenter); and
|
▪
|
Consulting
, comprising Mercer and Oliver Wyman Group
|
For the Year Ended December 31,
(In millions of dollars)
|
Revenue
|
|
|
Operating
Income
(Loss)
|
|
Total
Assets
|
|
Depreciation
and
Amortization
|
|
Capital
Expenditures
|
|||||||||
2016 –
|
|
|
|
|
|
|
|
|
|
||||||||||
Risk and Insurance Services
|
$
|
7,143
|
|
(a)
|
$
|
1,753
|
|
|
$
|
14,728
|
|
|
$
|
248
|
|
|
$
|
128
|
|
Consulting
|
6,112
|
|
(b)
|
1,103
|
|
|
6,770
|
|
|
121
|
|
|
68
|
|
|||||
Total Segments
|
13,255
|
|
|
2,856
|
|
|
21,498
|
|
|
369
|
|
|
196
|
|
|||||
Corporate/Eliminations
|
(44
|
)
|
|
(192
|
)
|
|
(3,308
|
)
|
(c)
|
69
|
|
|
57
|
|
|||||
Total Consolidated
|
$
|
13,211
|
|
|
$
|
2,664
|
|
|
$
|
18,190
|
|
|
$
|
438
|
|
|
$
|
253
|
|
2015 –
|
|
|
|
|
|
|
|
|
|
||||||||||
Risk and Insurance Services
|
$
|
6,869
|
|
(a)
|
$
|
1,539
|
|
|
$
|
13,290
|
|
|
$
|
240
|
|
|
$
|
136
|
|
Consulting
|
6,064
|
|
(b)
|
1,075
|
|
|
6,485
|
|
|
120
|
|
|
108
|
|
|||||
Total Segments
|
12,933
|
|
|
2,614
|
|
|
19,775
|
|
|
360
|
|
|
244
|
|
|||||
Corporate/Eliminations
|
(40
|
)
|
|
(195
|
)
|
|
(1,559
|
)
|
(c)
|
63
|
|
|
81
|
|
|||||
Total Consolidated
|
$
|
12,893
|
|
|
$
|
2,419
|
|
|
$
|
18,216
|
|
|
$
|
423
|
|
|
$
|
325
|
|
2014 –
|
|
|
|
|
|
|
|
|
|
||||||||||
Risk and Insurance Services
|
$
|
6,931
|
|
(a)
|
$
|
1,509
|
|
|
$
|
12,211
|
|
|
$
|
213
|
|
|
$
|
173
|
|
Consulting
|
6,059
|
|
(b)
|
996
|
|
|
5,916
|
|
|
119
|
|
|
92
|
|
|||||
Total Segments
|
12,990
|
|
|
2,505
|
|
|
18,127
|
|
|
332
|
|
|
265
|
|
|||||
Corporate/Eliminations
|
(39
|
)
|
|
(204
|
)
|
|
(334
|
)
|
(c)
|
56
|
|
|
103
|
|
|||||
Total Consolidated
|
$
|
12,951
|
|
|
$
|
2,301
|
|
|
$
|
17,793
|
|
|
$
|
388
|
|
|
$
|
368
|
|
(a)
|
Includes inter-segment revenue of
$6 million
in both
2016
and
2015
and
$4 million
in
2014
, interest income on fiduciary funds of
$26 million
,
$21 million
and
$24 million
in
2016
,
2015
and
2014
, respectively, and equity method income of
$12 million
,
$6 million
and
$9 million
in
2016
,
2015
and
2014
, respectively.
|
(b)
|
Includes inter-segment revenue of
$38 million
,
$34 million
and
$35 million
in
2016
,
2015
and
2014
, respectively, interest income on fiduciary funds of
$3 million
in
2016
,
$4 million
in
2015
and
$6 million
in
2014
and equity method income of
$19 million
in
2016
,
$21 million
in
2015
and
$2 million
in
2014
.
|
(c)
|
Corporate assets primarily include insurance recoverables, pension related assets, the owned portion of the Company headquarters building and intercompany eliminations.
|
For the Years Ended December 31,
|
|||||||||||
(In millions of dollars)
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Risk and Insurance Services
|
|
|
|
|
|
||||||
Marsh
|
$
|
5,997
|
|
|
$
|
5,745
|
|
|
$
|
5,774
|
|
Guy Carpenter
|
1,146
|
|
|
1,124
|
|
|
1,157
|
|
|||
Total Risk and Insurance Services
|
7,143
|
|
|
6,869
|
|
|
6,931
|
|
|||
Consulting
|
|
|
|
|
|
||||||
Mercer
|
4,323
|
|
|
4,313
|
|
|
4,350
|
|
|||
Oliver Wyman Group
|
1,789
|
|
|
1,751
|
|
|
1,709
|
|
|||
Total Consulting
|
6,112
|
|
|
6,064
|
|
|
6,059
|
|
|||
Total Segments
|
13,255
|
|
|
12,933
|
|
|
12,990
|
|
|||
Corporate/Eliminations
|
(44
|
)
|
|
(40
|
)
|
|
(39
|
)
|
|||
Total
|
$
|
13,211
|
|
|
$
|
12,893
|
|
|
$
|
12,951
|
|
|
First
Quarter
|
|
Second
Quarter
|
|
Third
Quarter
|
|
Fourth
Quarter
|
||||||||
(In millions, except per share figures)
|
|
||||||||||||||
2016:
|
|
|
|
|
|
|
|
||||||||
Revenue
|
$
|
3,336
|
|
|
$
|
3,376
|
|
|
$
|
3,135
|
|
|
$
|
3,364
|
|
Operating income
|
$
|
733
|
|
|
$
|
726
|
|
|
$
|
572
|
|
|
$
|
633
|
|
Income from continuing operations
|
$
|
490
|
|
|
$
|
480
|
|
|
$
|
384
|
|
|
$
|
441
|
|
Discontinued operations, net of tax
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Net income attributable to the Company
|
$
|
481
|
|
|
$
|
472
|
|
|
$
|
379
|
|
|
$
|
436
|
|
Basic Per Share Data:
|
|
|
|
|
|
|
|
||||||||
Continuing operations
|
$
|
0.92
|
|
|
$
|
0.91
|
|
|
$
|
0.73
|
|
|
$
|
0.85
|
|
Discontinued operations, net of tax
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Net income attributable to the Company
|
$
|
0.92
|
|
|
$
|
0.91
|
|
|
$
|
0.73
|
|
|
$
|
0.85
|
|
Diluted Per Share Data:
|
|
|
|
|
|
|
|
||||||||
Continuing operations
|
$
|
0.91
|
|
|
$
|
0.90
|
|
|
$
|
0.73
|
|
|
$
|
0.84
|
|
Discontinued operations, net of tax
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Net income attributable to the Company
|
$
|
0.91
|
|
|
$
|
0.90
|
|
|
$
|
0.73
|
|
|
$
|
0.84
|
|
Dividends Paid Per Share
|
$
|
0.31
|
|
|
$
|
0.31
|
|
|
$
|
0.34
|
|
|
$
|
0.34
|
|
2015:
|
|
|
|
|
|
|
|
||||||||
Revenue
|
$
|
3,215
|
|
|
$
|
3,225
|
|
|
$
|
3,115
|
|
|
$
|
3,338
|
|
Operating income
|
$
|
735
|
|
|
$
|
629
|
|
|
$
|
461
|
|
|
$
|
594
|
|
Income from continuing operations
|
$
|
498
|
|
|
$
|
429
|
|
|
$
|
329
|
|
|
$
|
380
|
|
Discontinued operations, net of tax
|
$
|
(3
|
)
|
|
$
|
—
|
|
|
$
|
2
|
|
|
$
|
1
|
|
Net income attributable to the Company
|
$
|
482
|
|
|
$
|
419
|
|
|
$
|
323
|
|
|
$
|
375
|
|
Basic Per Share Data:
|
|
|
|
|
|
|
|
||||||||
Continuing operations
|
$
|
0.90
|
|
|
$
|
0.78
|
|
|
$
|
0.61
|
|
|
$
|
0.72
|
|
Discontinued operations, net of tax
|
$
|
(0.01
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Net income attributable to the Company
|
$
|
0.89
|
|
|
$
|
0.78
|
|
|
$
|
0.61
|
|
|
$
|
0.72
|
|
Diluted Per Share Data:
|
|
|
|
|
|
|
|
||||||||
Continuing operations
|
$
|
0.89
|
|
|
$
|
0.77
|
|
|
$
|
0.60
|
|
|
$
|
0.71
|
|
Discontinued operations, net of tax
|
$
|
(0.01
|
)
|
|
$
|
—
|
|
|
$
|
0.01
|
|
|
$
|
—
|
|
Net income attributable to the Company
|
$
|
0.88
|
|
|
$
|
0.77
|
|
|
$
|
0.61
|
|
|
$
|
0.71
|
|
Dividends Paid Per Share
|
$
|
0.28
|
|
|
$
|
0.28
|
|
|
$
|
0.31
|
|
|
$
|
0.31
|
|
(a)
|
Management’s Annual Report on Internal Control Over Financial Reporting
|
(b)
|
Audit Report of the Registered Public Accounting Firm.
|
(c)
|
Changes in Internal Control Over Financial Reporting
|
(1)
|
Consolidated Financial Statements:
|
(2)
|
All required Financial Statement Schedules are included in the Consolidated Financial Statements or the Notes to Consolidated Financial Statements.
|
(3)
|
The following exhibits are filed as a part of this report:
|
(2.1)
|
Stock Purchase Agreement, dated as of June 6, 2010, by and between Marsh & McLennan Companies, Inc. and Altegrity, Inc. (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2010)
|
|
|
(3.1)
|
Restated Certificate of Incorporation of Marsh & McLennan Companies, Inc. (incorporated by reference to the Company’s Current Report on Form 8-K dated July 17, 2008)
|
(3.2)
|
Amended and Restated By-Laws of Marsh & McLennan Companies, Inc. (incorporated by reference to the Company’s Current Report on Form 8-K dated January 12, 2017)
|
(4.1)
|
Indenture dated as of June 14, 1999 between Marsh & McLennan Companies, Inc. and State Street Bank and Trust Company, as trustee (incorporated by reference to the Company’s Registration Statement on Form S-3, Registration No. 333-108566)
|
(4.2)
|
Third Supplemental Indenture dated as of July 30, 2003 between Marsh & McLennan Companies, Inc. and U.S. Bank National Association (as successor to State Street Bank and Trust Company), as trustee (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2003)
|
(4.3)
|
Indenture dated as of March 19, 2002 between Marsh & McLennan Companies, Inc. and State Street Bank and Trust Company, as trustee (incorporated by reference to the Company’s Registration Statement on Form S-4, Registration No. 333-87510)
|
(4.4)
|
Indenture, dated as of July 15, 2011, between Marsh & McLennan Companies, Inc. and The Bank of New York Mellon, as trustee (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2011)
|
(4.5)
|
First Supplemental Indenture, dated as of July 15, 2011, between Marsh & McLennan Companies, Inc. and The Bank of New York Mellon, as trustee (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2011)
|
(4.6)
|
Form of Second Supplemental Indenture between Marsh & McLennan Companies, Inc. and The Bank of New York Mellon, as trustee (incorporated by reference to the Company’s Current Report on Form 8-K dated March 7, 2012)
|
(4.7)
|
Form of Third Supplemental Indenture between Marsh & McLennan Companies, Inc. and The Bank of New York Mellon, as trustee (incorporated by reference to the Company’s Current Report on Form 8-K dated September 24, 2013)
|
(4.8)
|
Form of Fourth Supplemental Indenture between Marsh & McLennan Companies, Inc. and The Bank of New York Mellon, as trustee (incorporated by reference to the Company’s Current Report on Form 8-K dated May 27, 2014)
|
(4.9)
|
Form of Fifth Supplemental Indenture between Marsh & McLennan Companies, Inc. and The Bank of New York Mellon, as trustee (incorporated by reference to the Company’s Current Report on Form 8-K dated September 10, 2014)
|
(4.10)
|
Sixth Supplemental Indenture, dated as of March 6, 2015, between Marsh & McLennan Companies, Inc. and The Bank of New York Mellon, as trustee (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015)
|
(4.11)
|
Seventh Supplemental Indenture, dated as of September 14, 2015, between Marsh & McLennan Companies, Inc. and The Bank of New York Mellon, as trustee (incorporated by reference to the Company's Current Report on Form 8-K filed on September 14, 2015)
|
(4.12)
|
Eighth Supplemental Indenture, dated as of March 14, 2016, between Marsh & McLennan Companies, Inc. and The Bank of New York Mellon, as trustee (incorporated by reference to the Company's Quarterly Report on Form 10-Q filed on May 2, 2016)
|
(4.13)
|
Ninth Supplemental Indenture, dated as of January 12, 2017, between Marsh & McLennan Companies, Inc. and The Bank of New York Mellon, as trustee
|
(10.1)
|
*Marsh & McLennan Companies, Inc. U.S. Employee 1996 Cash Bonus Award Voluntary Deferral Plan (incorporated by reference to the Company's Annual Report on Form 10-K for the year ended December 31, 1996)
|
(10.2)
|
*Marsh & McLennan Companies, Inc. U.S. Employee 1997 Cash Bonus Award Voluntary Deferral Plan (incorporated by reference to the Company's Annual Report on Form 10-K for the year ended December 31, 1997)
|
(10.3)
|
*Marsh & McLennan Companies, Inc. U.S. Employee 1998 Cash Bonus Award Voluntary Deferral Plan (incorporated by reference to the Company's Annual Report on Form 10-K for the year ended December 31, 1998)
|
(10.4)
|
*Marsh & McLennan Companies, Inc. 2000 Senior Executive Incentive and Stock Award Plan (incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 1999)
|
(10.5)
|
*Amendments to Marsh & McLennan Companies, Inc. 2000 Senior Executive Incentive and Stock Award Plan and the Marsh & McLennan Companies, Inc. 2000 Employee Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2005)
|
(10.6)
|
*Form of Awards under the Marsh & McLennan Companies, Inc. 2000 Senior Executive Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2004)
|
(10.7)
|
*Additional Forms of Awards under the Marsh & McLennan Companies, Inc. 2000 Senior Executive Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2005)
|
|
|
(10.8)
|
*Marsh & McLennan Companies, Inc. 2000 Employee Incentive and Stock Award Plan (incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2001)
|
(10.9)
|
*Form of Awards under the Marsh & McLennan Companies, Inc. 2000 Employee Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2004)
|
(10.10)
|
*Additional Forms of Awards under the Marsh & McLennan Companies, Inc. 2000 Employee Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2005)
|
(10.11)
|
*Form of Long-term Incentive Award under the Marsh & McLennan Companies, Inc. 2000 Senior Executive Incentive and Stock Award Plan and the Marsh & McLennan Companies, Inc. 2000 Employee Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2006)
|
(10.12)
|
*Form of 2007 Long-term Incentive Award under the Marsh & McLennan Companies, Inc. 2000 Senior Executive Incentive and Stock Award Plan and the Marsh & McLennan Companies, Inc. 2000 Employee Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2007)
|
(10.13)
|
*Form of 2008 Long-term Incentive Award under the Marsh & McLennan Companies, Inc. 2000 Senior Executive Incentive and Stock Award Plan and the Marsh & McLennan Companies, Inc. 2000 Employee Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2008)
|
(10.14)
|
*Form of 2009 Long-term Incentive Award under the Marsh & McLennan Companies, Inc. 2000 Senior Executive Incentive and Stock Award Plan and the Marsh & McLennan Companies, Inc. 2000 Employee Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2009)
|
|
|
(10.15)
|
*Form of 2010 Long-term Incentive Award under the Marsh & McLennan Companies, Inc. 2000 Senior Executive Incentive and Stock Award Plan and the Marsh & McLennan Companies, Inc. 2000 Employee Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2010)
|
(10.16)
|
*Form of 2011 Long-term Incentive Award under the Marsh & McLennan Companies, Inc. 2000 Senior Executive Incentive and Stock Award Plan and the Marsh & McLennan Companies, Inc. 2000 Employee Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2011)
|
(10.17)
|
*Form of 2011 Long-term Incentive Award dated as of June 1, 2011 under the Marsh & McLennan Companies, Inc. 2011 Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2011)
|
(10.18)
|
*Form of 2012 Long-term Incentive Award under the Marsh & McLennan Companies, Inc. 2011 Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2012)
|
(10.19)
|
*Form of 2013 Long-term Incentive Award under the Marsh & McLennan Companies, Inc. 2011 Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2013)
|
(10.20)
|
*Form of 2014 Long-term Incentive Award under the Marsh & McLennan Companies, Inc. 2011 Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2014)
|
(10.21)
|
*Form of 2015 Long-term Incentive Award under the Marsh & McLennan Companies, Inc. 2011 Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015)
|
(10.22)
|
*Form of 2016 Long-term Incentive Award under the Marsh & McLennan Companies, Inc. 2011 Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016)
|
(10.23)
|
*Form of Deferred Stock Unit Award, dated as of February 24, 2012, under the Marsh & McLennan Companies, Inc. 2011 Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2012)
|
|
|
(10.24)
|
*Form of Deferred Stock Unit Award, dated as of March 1, 2013, under the Marsh & McLennan Companies, Inc. 2011 Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2013)
|
(10.25)
|
*Form of Deferred Stock Unit Award, dated as of March 1, 2014, under the Marsh & McLennan Companies, Inc. 2011 Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2014)
|
(10.26)
|
*
Form of Deferred Stock Unit Award, dated as of March 1, 2015, under the Marsh & McLennan Companies, Inc. 2011 Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015)
|
(10.27)
|
*
Form of Deferred Stock Unit Award, dated as of March 1, 2016 under the Marsh & McLennan Companies, Inc. 2011 Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016)
|
(10.28)
|
*
Form of Restricted Stock Unit Awards, dated as of April 1, 2016 under the Marsh & McLennan Companies, Inc. 2011 Incentive and Stock Award Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2016)
|
(10.29)
|
*Marsh & McLennan Companies, Inc. 2011 Incentive and Stock Award Plan (incorporated by reference to the Company’s Registration Statement on Form S-8 dated August 5, 2011, Registration No. 333-176084)
|
(10.30)
|
*Amendments to Certain Marsh & McLennan Companies Equity-Based Awards Due to U.S. Tax Law Changes Affecting Equity-Based Awards granted under the Marsh & McLennan Companies, Inc. 2000 Senior Executive Incentive and Stock Award Plan and the Marsh & McLennan Companies, Inc. 2000 Employee Incentive and Stock Award Plan, effective January 1, 2009 (incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2008)
|
(10.31)
|
*Section 409A Amendment Document, effective as of January 1, 2009 (incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2008)
|
|
|
(10.32)
|
*Section 409A Amendment Regarding Payments Conditioned Upon Employment-Related Action to Any and All Plans or Arrangements Entered into by the Marsh & McLennan Companies, Inc., or any of its Direct or Indirect Subsidiaries, that Provide for the Payment of Section 409A Nonqualified Deferred Compensation, effective December 21, 2012 (incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2012)
|
(10.33)
|
*Marsh & McLennan Companies Supplemental Savings & Investment Plan (formerly the Marsh & McLennan Companies Stock Investment Supplemental Plan) Restatement, effective January 1, 2012 (incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2012)
|
(10.34)
|
*First Amendment to the Marsh & McLennan Companies Supplemental Savings & Investment Plan Restatement effective January 1, 2012
|
(10.35)
|
*Marsh & McLennan Companies, Inc. Special Severance Pay Plan (incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 1996)
|
(10.36)
|
*Marsh & McLennan Companies Benefit Equalization Plan and Marsh & McLennan Companies Supplemental Retirement Plan as Restated, effective January 1, 2012 (incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2012)
|
(10.37)
|
*First Amendment to the Marsh & McLennan Companies Benefit Equalization Plan and Marsh & McLennan Companies Supplemental Retirement Plan as Restated effective January 1, 2012
|
(10.38)
|
*Second Amendment to the Marsh & McLennan Companies Benefit Equalization Plan and Marsh & McLennan Companies Supplemental Retirement Plan as Restated effective January 1, 2012
|
(10.39)
|
*Marsh & McLennan Companies, Inc. Senior Executive Severance Pay Plan (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the Quarter ended March 31, 2008)
|
(10.40)
|
*Amendment to the Marsh & McLennan Companies, Inc. Senior Executive Severance Pay Plan, effective December 31, 2009 (incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2009)
|
|
|
(10.41)
|
*Marsh & McLennan Companies, Inc. Senior Management Incentive Compensation Plan (incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 1994)
|
(10.42)
|
*Marsh & McLennan Companies, Inc. Directors' Stock Compensation Plan - May 31, 2009 Restatement (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2009)
|
(10.43)
|
*Marsh & McLennan Companies International Retirement Plan As Amended and Restated Effective January 1, 2009 (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2014)
|
(10.44)
|
*Description of compensation arrangements for independent directors of Marsh & McLennan Companies, Inc. effective June 1, 2016 (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2016)
|
(10.45)
|
*Letter Agreement, effective as of March 20, 2013, between Marsh & McLennan Companies, Inc. and Daniel S. Glaser (incorporated by reference to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2013)
|
(10.46)
|
*Non-Competition and Non-Solicitation Agreement, effective as of September 18, 2013, between Marsh & McLennan Companies, Inc. and Daniel S. Glaser (incorporated by reference to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2013)
|
(10.47)
|
*Letter Agreement, effective as of May 14, 2014, between Marsh & McLennan Companies, Inc. and Daniel S. Glaser (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2014)
|
(10.48)
|
*Letter Agreement, effective as of February 22, 2016, between Marsh & McLennan Companies, Inc. and Daniel S. Glaser (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2016)
|
(10.49)
|
*Letter Agreement, effective as of March 20, 2013, between Marsh & McLennan Companies, Inc. and J. Michael Bischoff (incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2013)
|
(10.50)
|
*Non-Competition and Non-Solicitation Agreement, effective as of November 21, 2013, between Marsh & McLennan Companies, Inc. and J. Michael Bischoff (incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2013)
|
|
|
(10.51)
|
*Letter Agreement, effective as of May 14, 2014, between Marsh & McLennan Companies, Inc. and J. Michael Bischoff (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2014)
|
(10.52)
|
*Waiver and Release Agreement, dated April 5, 2016, between Marsh & McLennan Companies, Inc. and J. Michael Bischoff (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2016)
|
(10.53)
|
*Letter Agreement, effective as of March 20, 2013, between Marsh & McLennan Companies, Inc. and Peter Zaffino (incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2013)
|
(10.54)
|
*Non-Competition and Non-Solicitation Agreement, effective as of November 21, 2013, between Marsh & McLennan Companies, Inc. and Peter Zaffino (incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2013)
|
(10.55)
|
*Letter Agreement, effective as of May 14, 2014, between Marsh & McLennan Companies, Inc. and Peter Zaffino (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2014)
|
(10.56)
|
*Letter Agreement, effective as of May 18, 2016, between Marsh & McLennan Companies, Inc. and Peter Zaffino (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2016)
|
(10.57)
|
*Letter Agreement, effective as of March 20, 2013, between Marsh & McLennan Companies, Inc. and Julio A. Portalatin (incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2013)
|
(10.58)
|
*Non-Competition and Non-Solicitation Agreement, effective as of November 21, 2013, between Marsh & McLennan Companies, Inc. and Julio A. Portalatin (incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2013)
|
(10.59)
|
*Letter Agreement, effective as of May 14, 2014, between Marsh & McLennan Companies, Inc. and Julio A. Portalatin (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2014)
|
(10.60)
|
*Letter Agreement, effective as of May 18, 2016, between Marsh & McLennan Companies, Inc. and Julio A. Portalatin (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2016)
|
|
|
(10.61)
|
*Letter Agreement, effective as of March 20, 2013, between Marsh & McLennan Companies, Inc. and Peter J. Beshar (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015)
|
(10.62)
|
*Non-Competition and Non-Solicitation Agreement, effective as of November 21, 2013, between Marsh & McLennan Companies, Inc. and Peter J. Beshar (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015)
|
(10.63)
|
*Letter Agreement, effective as of January 1, 2016, between Marsh & McLennan Companies, Inc. and Mark C. McGivney (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2015)
|
(10.64)
|
*Non-Competition and Non-Solicitation Agreement, effective as of January 1, 2016, between Marsh & McLennan Companies, Inc. and Mark C. McGivney (incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2015)
|
(12.1)
|
Statement Re: Computation of Ratio of Earnings to Fixed Charges
|
(14.1)
|
Code of Ethics for Chief Executive and Senior Financial Officers (incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2002)
|
(21.1)
|
List of Subsidiaries of Marsh & McLennan Companies, Inc. (as of February 17, 2017)
|
(23.1)
|
Consent of Independent Registered Public Accounting Firm
|
(24.1)
|
Power of Attorney (included on signature page)
|
(31.1)
|
Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer
|
(31.2)
|
Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer
|
(32.1)
|
Section 1350 Certifications
|
101.INS
|
XBRL Instance Document
|
101.SCH
|
XBRL Taxonomy Extension Schema
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase
|
|
|
|
|
|
|
|
|
|
MARSH & McLENNAN COMPANIES, INC.
|
||
|
|
|
|
|
Dated:
|
February 24, 2017
|
By
|
|
/
S
/ D
ANIEL
S
.
G
LASER
|
|
|
|
|
Daniel S. Glaser
President and Chief Executive Officer
|
|
|
|
|
|
Name
|
|
Title
|
|
Date
|
|
|
|
||
/
S
/ D
ANIEL
S. G
LASER
Daniel S. Glaser
|
|
Director, President &
Chief Executive Officer
|
|
February 24, 2017
|
|
|
|
||
/
S
/ M
ARK
C. M
C
G
IVNEY
Mark C. McGivney
|
|
Chief Financial Officer
|
|
February 24, 2017
|
|
|
|
||
/
S
/ R
OBERT
J. R
APPORT
Robert J. Rapport
|
|
Senior Vice President & Controller
(Chief Accounting Officer)
|
|
February 24, 2017
|
|
|
|
||
/
S
/
A
NTHONY
K.
A
NDERSON
Anthony K. Anderson
|
|
Director
|
|
February 24, 2017
|
|
|
|
||
/
S
/ O
SCAR
F
ANJUL
Oscar Fanjul
|
|
Director
|
|
February 24, 2017
|
|
|
|
||
/
S
/ H. E
DWARD
H
ANWAY
H. Edward Hanway
|
|
Director
|
|
February 24, 2017
|
|
|
|
||
/
S
/ D
EBORAH
C
.
H
OPKINS
Deborah C. Hopkins
|
|
Director
|
|
February 24, 2017
|
|
|
|
||
/
S
/ E
LAINE
L
A
R
OCHE
Elaine La Roche
|
|
Director
|
|
February 24, 2017
|
|
|
|
|
|
/
S
/ S
TEVEN
A. M
ILLS
Steven A. Mills
|
|
Director
|
|
February 24, 2017
|
|
|
|
|
|
Name
|
|
Title
|
|
Date
|
|
|
|
||
/
S
/ B
RUCE
P. N
OLOP
Bruce P. Nolop
|
|
Director
|
|
February 24, 2017
|
|
|
|
|
|
/
S
/ M
ARC
D. O
KEN
Marc D. Oken
|
|
Director
|
|
February 24, 2017
|
|
|
|
||
/
S
/ M
ORTON
O. S
CHAPIRO
Morton O. Schapiro
|
|
Director
|
|
February 24, 2017
|
|
|
|
||
/
S
/ L
LOYD
M. Y
ATES
Lloyd M. Yates
|
|
Director
|
|
February 24, 2017
|
|
|
|
||
/S/
R. D
AVID
Y
OST
R. David Yost
|
|
Director
|
|
February 24, 2017
|
|
|
MARSH & McLENNAN COMPANIES, INC.
|
||
By:
|
/s/ Ferdinand Jahnel
|
|
|
Name:
|
Ferdinand Jahnel
|
|
Title:
|
Vice President & Treasurer
|
Attest:
By:
|
/s/ Carey Roberts
|
|
|
Name:
|
Carey Roberts
|
|
Title:
|
Deputy General Counsel, Chief Compliance Officer & Corporate Secretary
|
THE BANK OF NEW YORK MELLON, as Trustee
|
||
By:
|
/s/ Francine Kincaid
|
|
|
Name:
|
Francine Kincaid
|
|
Title:
|
Vice President
|
MARSH & McLENNAN COMPANIES, INC.
|
||
By:
|
|
|
|
Name:
|
Mark C. McGivney
|
|
Title:
|
Chief Financial Officer
|
|
|
|
By:
|
|
|
|
Name:
|
Ferdinand Jahnel
|
|
Title:
|
Vice President & Treasurer
|
|
|
|
|
|
|
Attest:
By:
|
|
|
|
Name:
|
Carey Roberts
|
|
Title:
|
Deputy General Counsel, Chief Compliance Officer & Corporate Secretary
|
(Insert Social Security number or other identifying number of assignee)
|
|
|
(Please print or typewrite name and address, including zip code of assignee)
|
|
|
|
Attorney to transfer said Note on the books of the within‑named Issuer with full power of substitution in the premises.
|
||
|
||
Dated:
|
|
|
Date
|
Principal Amount of this Global Security
|
Notation Explaining Principal Amount Recorded
|
Signature of authorized officer of Trustee or Depositary
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MARSH & McLENNAN COMPANIES, INC.
|
||
By:
|
|
|
|
Name:
|
Mark C. McGivney
|
|
Title:
|
Chief Financial Officer
|
|
|
|
By:
|
|
|
|
Name:
|
Ferdinand Jahnel
|
|
Title:
|
Vice President & Treasurer
|
|
|
|
|
|
|
Attest:
By:
|
|
|
|
Name:
|
Carey Roberts
|
|
Title:
|
Deputy General Counsel, Chief Compliance Officer & Corporate Secretary
|
(Insert Social Security number or other identifying number of assignee)
|
|
|
(Please print or typewrite name and address, including zip code of assignee)
|
|
|
|
Attorney to transfer said Note on the books of the within‑named Issuer with full power of substitution in the premises.
|
||
|
||
Dated:
|
|
|
Date
|
Principal Amount of this Global Security
|
Notation Explaining Principal Amount Recorded
|
Signature of authorized officer of Trustee or Depositary
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
By:
|
/s/ Laurie Ledford
|
|
Laurie Ledford
|
|
Senior Vice President and Chief Human Resources Officer
|
1.
|
The last sentence of Section 2.2 of Part I of the Plans is restated, effective on September 1, 2015, to read as follows:
|
2.
|
Section 2.25 of Part I of the Plans is restated in its entirety, effective as of June 26, 2013, to read as follows:
|
3.
|
Section 2.26 of Part I of the Plans is restated in its entirety, effective on September 1, 2015, to read as follows:
|
4.
|
The introductory language of Section 4.1(a)(1) of the SRP is restated, effective on September 1, 2015, to read as follows:
|
5.
|
Effective on September 1, 2015, the Plans are amended to add to Part III a new Section 3.10, immediately following Section 3.9 of Part III, to read in its entirety as follows:
|
By:
|
/s/ Laurie Ledford
|
|
Laurie Ledford
|
|
Senior Vice President and Chief Human Resources Officer
|
1.
|
Section 2.26 of Part I of the Plans is restated in its entirety, effective December 30, 2016, to read as follows:
|
2.
|
Section 2.32 of Part I of the Plans is restated in its entirety, effective December 31, 2016, to read as follows:
|
3.
|
Effective December 31, 2016, Section 2.6 of Part II of the Plans is amended by adding a new Section 2.6(d), immediately following Section 2.6(c), to read in its entirety as follows:
|
4.
|
Section 3.10 of Part III of the Plans (as added to the Plans by the First Amendment) is restated in its entirety, effective December 30, 2016, to read as follows:
|
(a)
|
Spinoff Transaction
. It is intended that the transfer of assets and liabilities under the Retirement Plan, effective September 1, 2015, that resulted in the creation of Plan B and the renaming of the Retirement Plan (as in effect immediately prior to such transfer) as Plan A (the 'Spinoff Transaction') not change in any way the benefits to which any Participant is entitled under the Supplemental Plan and the Benefit Equalization Plan (collectively referred to as the 'Plans'), and the Plans shall be interpreted in a manner consistent with this intent. With respect to the period from September 1, 2015 through December 29, 2016: (i) in respect of any Participant in Plan A who is not a Participant in Plan B, references in the Plans to 'Retirement Plan' shall be interpreted to refer to Plan A and its predecessors; (ii) in respect of any Participant in Plan B, references in the Plans to 'Retirement Plan' shall be interpreted to refer to Plan B and its predecessors; and (iii) all references in the Plans to the 'Retirement Plan prior to October 3, 2004' shall be interpreted to refer to Plan A.
|
(b)
|
Subsequent Merger
. It is intended that the subsequent merger of Plan B into Plan A, effective December 30, 2016, not change in any way the benefits to which any Participant is entitled under the Supplemental Plan and the Benefit Equalization Plan (collectively referred to as the 'Plans'), and the Plans shall be interpreted in a manner consistent with this intent."
|
5.
|
Effective December 31, 2016, the Plans are amended to add to Part III a new Section 3.11, immediately following Section 3.10 of Part III, to read in its entirety as follows:
|
(a)
|
Effective December 31, 2016, the Plans shall be frozen, such that a Participant's Equalization Benefit and Supplemental Benefit after December 31, 2016, shall, except as otherwise expressly provided in this Section 3.11, be equal to such Participant's Equalization Benefit and/or Supplemental Benefit determined as though December 31, 2016, were the date of such Participant's Separation from Service.
|
(b)
|
Effective December 31, 2016, no Participant shall be credited with any Months of Benefit Service with respect to any employment of the Participant after December 31, 2016.
|
(c)
|
A Participant's Vesting Service under the Retirement Plan after December 31, 2016 shall continue to be taken into account for purposes of determining such Participant's Vesting Service as referred to in Article V of Part I and Article V of Part II of the Plans, relating to vesting.
|
(d)
|
Amounts paid to or received by a Participant after December 31, 2016 (other than any amounts paid to or received by a Participant in January 2017 that are attributable to services performed by such Participant in December 2016) shall not be taken into account when determining a Participant's Equalization Benefit or Supplemental Benefit.
|
(e)
|
No actuarial increase shall be provided with respect to a Participant's Equalization Benefit or Supplemental Benefit on account of periods of continued employment after such Participant's Normal Retirement Date during which the benefit is not distributed (unless such actuarial increase is otherwise provided with respect to such Participant's Accrued Benefit under the Retirement Plan).
|
(f)
|
For the avoidance of doubt, the cessation of benefit accruals under the Plans is not intended and shall not be construed as a termination and liquidation of the Plans for purposes of Section 409A of the Code and Treasury Regulations thereunder, or to accelerate the time and form of any payment under the Plans or otherwise cause the Plans to violate any of such provisions of the Code and Treasury Regulations."
|
By:
|
/s/ Laurie Ledford
|
|
Laurie Ledford
|
|
Senior Vice President and Chief Human Resources Officer
|
|
|
|
Years Ended December 31,
|
|||||||||||||||||
|
2016
|
|
|
2015
|
|
|
2014
|
|
|
2013
|
|
|
2012
|
|
||||||
Earnings
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income before income taxes
|
$
|
2,480
|
|
|
$
|
2,307
|
|
|
$
|
2,057
|
|
|
$
|
1,973
|
|
|
$
|
1,696
|
|
|
Interest expense
|
189
|
|
|
163
|
|
|
165
|
|
|
167
|
|
|
181
|
|
|
|||||
Portion of rents representative of the interest factor
|
122
|
|
|
127
|
|
|
131
|
|
|
134
|
|
|
139
|
|
|
|||||
|
$
|
2,791
|
|
|
$
|
2,597
|
|
|
$
|
2,353
|
|
|
$
|
2,274
|
|
|
$
|
2,016
|
|
|
Fixed Charges
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest expense
|
$
|
189
|
|
|
$
|
163
|
|
|
$
|
165
|
|
|
$
|
167
|
|
|
$
|
181
|
|
|
Portion of rents representative of the interest factor
|
122
|
|
|
127
|
|
|
131
|
|
|
134
|
|
|
139
|
|
|
|||||
|
$
|
311
|
|
|
$
|
290
|
|
|
$
|
296
|
|
|
$
|
301
|
|
|
$
|
320
|
|
|
Ratio of Earnings to Fixed Charges
|
9.0
|
|
|
9.0
|
|
|
7.9
|
|
|
7.6
|
|
|
6.3
|
|
|
|
Company Name
|
Country
|
1
|
A Wills & Co Limited
|
United Kingdom
|
2
|
A. Constantinidi & CIA. S.C.
|
Uruguay
|
3
|
A.C.N. 000 951 146 Pty Limited
|
Australia
|
4
|
A.C.N. 001 572 961 Pty Limited
|
Australia
|
5
|
A.C.N. 076 935 683 Pty Limited
|
Australia
|
6
|
A.C.N. 102 322 574 Pty Limited
|
Australia
|
7
|
Access Equity Enhanced Fund GP, LLC
|
United States
|
8
|
AD Corretora de Seguros Ltda.
|
Brazil
|
9
|
AD Gestao de Riscos Ltda.
|
Brazil
|
10
|
AD Holding Participacoes Ltda.
|
Brazil
|
11
|
AD Participacoes e Investimentos Ltda.
|
Brazil
|
12
|
AD5 Corretora de Seguros Ltda.
|
Brazil
|
13
|
Admiral Holdings Limited
|
United Kingdom
|
14
|
AFCO Premium Acceptance, Inc.
|
United States
|
15
|
AFCO Premium Credit LLC
|
United States
|
16
|
Aldgate Investments Limited
|
Bermuda
|
17
|
Alexander Forbes Group Holdings Limited
|
South Africa
|
18
|
Alliance Insurance Holdings Limited
|
United Kingdom
|
19
|
Amal Insurance Brokers Limited
|
Saudi Arabia
|
20
|
Assivalo Prestao de Servios Auxiliares do Setor de Seguros Ltda.
|
Brazil
|
21
|
Assur Conseils Marsh S.A.
|
Senegal
|
22
|
Assurance Capital Corporation
|
United States
|
23
|
Assurance Services Corporation
|
United States
|
24
|
Australian World Underwriters Pty Ltd.
|
Australia
|
25
|
Barney & Barney Orange County, LLC
|
United States
|
26
|
BBPS Limited
|
United Kingdom
|
27
|
Beaumont Investments Limited
|
United Kingdom
|
28
|
Beaumonts (Leeds) Limited
|
United Kingdom
|
29
|
Beaumonts Bradford Limited
|
United Kingdom
|
30
|
Beaumonts Guiseley Limited
|
United Kingdom
|
31
|
Beaumonts Insurance Brokers Limited
|
United Kingdom
|
32
|
Beaumonts Insurance Group Limited
|
United Kingdom
|
33
|
Benefitfocus, Inc.
|
United States
|
34
|
Blue Marble Micro Limited
|
United Kingdom
|
35
|
Blue Marble Microinsurance, Inc.
|
United States
|
36
|
Bluefin Insurance Group Limited
|
United Kingdom
|
37
|
Bluefin Insurance Services Limited
|
United Kingdom
|
38
|
Bluefin Underwriting Limited
|
United Kingdom
|
39
|
Bowring (Bermuda) Investments Ltd.
|
Bermuda
|
40
|
Bowring Marine Limited
|
United Kingdom
|
41
|
Bowring Marsh (Bermuda) Ltd.
|
Bermuda
|
42
|
Bowring Marsh (Dublin) Limited
|
Ireland
|
43
|
Bowring Marsh (Hong Kong) Limited
|
Hong Kong
|
44
|
Bowring Marsh Asia Pte. Ltd.
|
Singapore
|
45
|
Bowring Marsh Corretora de Resseguros Ltda.
|
Brazil
|
46
|
Bowring Marsh Limited
|
United Kingdom
|
47
|
Broker 2 Broker Limited
|
United Kingdom
|
48
|
BuildPay, LLC
|
United States
|
49
|
C.T. Bowring Limited
|
United Kingdom
|
50
|
Carpenter Turner Cyprus Ltd
|
Cyprus
|
51
|
Carpenter Turner S.A.
|
Greece
|
52
|
Cascade International Holdings C.V.
|
Netherlands
|
53
|
Cascade Regional Holdings Limited
|
United Kingdom
|
54
|
Castle Cairn (Insurance Brokers) Limited
|
United Kingdom
|
55
|
Central Insurance Services (Holdings) Limited
|
United Kingdom
|
56
|
Central Insurance Services Limited
|
United Kingdom
|
57
|
CH&B (Holdings) Limited
|
United Kingdom
|
58
|
Chronos Insurance Brokers Pty Limited
|
Australia
|
59
|
Claims and Recovery Management (Australia) Pty Limited
|
Australia
|
60
|
Clarke Roxburgh Insurance Brokers Limited
|
United Kingdom
|
61
|
Collins Halden & Burnett Limited
|
United Kingdom
|
62
|
Companias DeLima S.A.
|
Colombia
|
63
|
Consultores 2020 C.A.
|
Venezuela
|
64
|
CPSG Partners, LLC
|
United States
|
65
|
Cronin & Co. Corporate Insurance Brokers Limited
|
United Kingdom
|
66
|
DeLima Marsh S.A. - Los Corredores de Seguros S.A.
|
Colombia
|
67
|
Dovetail Insurance Corp.
|
United States
|
68
|
Dovetail Managing General Agency Corporation
|
United States
|
69
|
Dovetail Technology Service India Private Limited
|
India
|
70
|
DVA - Deutsche Verkehrs-Assekuranz-Vermittlungs GmbH
|
Germany
|
71
|
EnBW Versicherungs Vermittlung GmbH
|
Germany
|
72
|
Encompass Insurance Agency Pty Ltd.
|
Australia
|
73
|
Encon Group Inc./Groupe Encon Inc.
|
Canada
|
74
|
English Pension Trustees Limited
|
United Kingdom
|
75
|
Epsilon (US) Insurance Company
|
United States
|
76
|
Epsilon Insurance Company, Ltd.
|
Cayman Islands
|
77
|
Exchange Insurance Services Limited
|
United Kingdom
|
78
|
Exmoor Management Company Limited
|
Bermuda
|
79
|
Factern Limited
|
United Kingdom
|
80
|
Faulkner & Flynn, LLC
|
United States
|
81
|
Femi Johnson & Company Limited
|
Nigeria
|
82
|
Ferguson Oliver Insurance Limited
|
United Kingdom
|
83
|
Gama Consultores Associados Ltda.
|
Brazil
|
84
|
Gem Insurance Company Limited
|
Bermuda
|
85
|
Global Premium Finance Company
|
United States
|
86
|
Guian S.A.
|
France
|
87
|
Guy Carpenter & Cia (Mexico) S.A. de C.V.
|
Mexico
|
88
|
Guy Carpenter & Cia., S.A.
|
Spain
|
89
|
Guy Carpenter & Co. Labuan Ltd.
|
Malaysia
|
90
|
Guy Carpenter & Company AB
|
Sweden
|
91
|
Guy Carpenter & Company Corredores de Reaseguros Limitada
|
Chile
|
92
|
Guy Carpenter & Company Corretora de Resseguros Ltda.
|
Brazil
|
93
|
Guy Carpenter & Company GmbH
|
Germany
|
94
|
Guy Carpenter & Company Limited
|
United Kingdom
|
95
|
Guy Carpenter & Company Limited
|
New Zealand
|
96
|
Guy Carpenter & Company Participacoes Ltda.
|
Brazil
|
97
|
Guy Carpenter & Company Peru Corredores de Reaseguros S.A.
|
Peru
|
98
|
Guy Carpenter & Company Private Limited
|
Singapore
|
99
|
Guy Carpenter & Company Proprietary Limited
|
South Africa
|
100
|
Guy Carpenter & Company Pty. Ltd.
|
Australia
|
101
|
Guy Carpenter & Company S.A. (Uruguay)
|
Uruguay
|
102
|
Guy Carpenter & Company S.r.l.
|
Italy
|
103
|
Guy Carpenter & Company Venezuela, C.A. (in liquidation)
|
Venezuela
|
104
|
Guy Carpenter & Company, Limited
|
Hong Kong
|
105
|
Guy Carpenter & Company, LLC
|
United States
|
106
|
Guy Carpenter & Company, Ltd./Guy Carpenter & Compagnie, Ltee
|
Canada
|
107
|
Guy Carpenter & Company, S.A.
|
Belgium
|
108
|
Guy Carpenter & Company, S.A.
|
Argentina
|
109
|
Guy Carpenter & Company, S.A.S.
|
France
|
110
|
Guy Carpenter (Middle East) Limited
|
United Arab Emirates
|
111
|
Guy Carpenter Bermuda Ltd.
|
Bermuda
|
112
|
Guy Carpenter Broking, Inc.
|
United States
|
113
|
Guy Carpenter Colombia Corredores de Reaseguros Ltda.
|
Colombia
|
114
|
Guy Carpenter Insurance Brokers (Beijing) Co. Ltd.
|
China
|
115
|
Guy Carpenter Japan, Inc.
|
Japan
|
116
|
Guy Carpenter Mexico Intermediario de Reaseguro, S.A. de C.V.
|
Mexico
|
117
|
Guy Carpenter Reasurans Brokerligi Anonim Sirketi
|
Turkey
|
118
|
HAE Insurance Services Limited
|
United Kingdom
|
119
|
Hamilton Bond (North) Limited
|
United Kingdom
|
120
|
Hamilton Bond Group Limited
|
United Kingdom
|
121
|
Hamilton Bond Limited
|
United Kingdom
|
122
|
Hamilton Bond Midlands Limited
|
United Kingdom
|
123
|
Hansen International Limited
|
United States
|
124
|
HAPIP GP 2009, LLC
|
United States
|
125
|
HAPIP GP, LLC
|
United States
|
126
|
Health Insurance Brokers Limited
|
United Kingdom
|
127
|
Heavy Highway Insurance Solutions, Ltd.
|
Cayman Islands
|
128
|
Howell Shone Insurance Brokers Limited
|
United Kingdom
|
129
|
HSBC Insurance Brokers International (Abu Dhabi) LLC
|
United Arab Emirates
|
130
|
Industrial Risks Protection Consultants
|
Nigeria
|
131
|
Ingeseg S.A.
|
Argentina
|
132
|
Insbrokers Ltda.
|
Uruguay
|
133
|
INSIA a.s.
|
Czech Republic
|
134
|
INSIA Europe SE
|
Czech Republic
|
135
|
INSIA SK s.r.o.
|
Slovakia
|
136
|
InSolutions Limited
|
United Kingdom
|
137
|
Insurance Brokers of Nigeria Limited
|
Nigeria
|
138
|
Interlink Securities Corp.
|
United States
|
139
|
Invercol Limited
|
Bermuda
|
140
|
Irish Pensions Trust Limited
|
Ireland
|
141
|
J&H Marsh & McLennan Limited
|
Hong Kong
|
142
|
J.W. Terrill Benefit Administrators, Inc.
|
United States
|
143
|
Japan Affinity Marketing, Inc.
|
Japan
|
144
|
Jelf Commercial Finance Limited
|
United Kingdom
|
145
|
Jelf Financial Planning Limited
|
United Kingdom
|
146
|
Jelf Group Plc
|
United Kingdom
|
147
|
Jelf Insurance Brokers Limited
|
United Kingdom
|
148
|
Jelf Risk Management Limited
|
United Kingdom
|
149
|
Jelf Wellbeing Limited
|
United Kingdom
|
150
|
Jinvicta Limited
|
United Kingdom
|
151
|
John Lampier & Son Ltd
|
United Kingdom
|
152
|
Johnson & Higgins (Bermuda) Limited
|
Bermuda
|
153
|
Johnson & Higgins Limited
|
United Kingdom
|
154
|
JSL Securities, Inc.
|
United States
|
155
|
Kepler Associates Limited
|
United Kingdom
|
156
|
Kessler & Co Inc.
|
Switzerland
|
157
|
Kessler & Co Inc.
|
Liechtenstein
|
158
|
Kessler Consulting Inc.
|
Switzerland
|
159
|
Kessler Prevoyance Inc.
|
Switzerland
|
160
|
Laterlife.com Limited
|
United Kingdom
|
161
|
Law and Business Economics Limited
|
United Kingdom
|
162
|
Lemac No.7 Limited
|
United Kingdom
|
163
|
Libra Insurance Services Limited
|
United Kingdom
|
164
|
Lomond Macdonald Limited
|
United Kingdom
|
165
|
Lynch Insurance Brokers Limited
|
Barbados
|
166
|
M&M Vehicle, L.P.
|
United States
|
167
|
Mangrove Insurance Solutions PCC Limited
|
Isle of Man
|
168
|
Mangrove Insurance Solutions, PCC
|
United States
|
169
|
Manson Insurance Brokers Limited
|
United Kingdom
|
170
|
Marchant McKechnie Insurance Brokers Limited
|
United Kingdom
|
171
|
Marsh - Insurance Brokers ZAO
|
Russian Federation
|
172
|
Marsh & McLennan (PNG) Limited
|
Papua New Guinea
|
173
|
Marsh & McLennan Agencies AS
|
Norway
|
174
|
Marsh & McLennan Agencies Limited
|
Hong Kong
|
175
|
Marsh & McLennan Agency A/S
|
Denmark
|
176
|
Marsh & McLennan Agency Limited
|
New Zealand
|
177
|
Marsh & McLennan Agency LLC
|
United States
|
178
|
Marsh & McLennan Agency Pty Ltd.
|
Australia
|
179
|
Marsh & McLennan Argentina SA Corredores de Reaseguros
|
Argentina
|
180
|
Marsh & McLennan Companies Acquisition Funding Limited
|
United Kingdom
|
181
|
Marsh & McLennan Companies Acquisition Limited
|
United Kingdom
|
182
|
Marsh & McLennan Companies BVBA/SPRL
|
Belgium
|
183
|
Marsh & McLennan Companies Finance Center (Luxembourg) S.a.r.l.
|
Luxembourg
|
184
|
Marsh & McLennan Companies France S.A.S.
|
France
|
185
|
Marsh & McLennan Companies Holdings (Luxembourg) S.a.r.l.
|
Luxembourg
|
186
|
Marsh & McLennan Companies Regional Holdings S.a.r.l.
|
Luxembourg
|
187
|
Marsh & McLennan Companies Services B.V.
|
Netherlands
|
188
|
Marsh & McLennan Companies UK Limited
|
United Kingdom
|
189
|
Marsh & McLennan Companies, Inc.
|
United States
|
190
|
Marsh & McLennan Deutschland GmbH
|
Germany
|
191
|
Marsh & McLennan Europe S.a.r.l.
|
Luxembourg
|
192
|
Marsh & McLennan Global Broking (Bermuda) Ltd.
|
Bermuda
|
193
|
Marsh & McLennan GP I, Inc.
|
United States
|
194
|
Marsh & McLennan Holdings (Canada) ULC
|
Canada
|
195
|
Marsh & McLennan Holdings, Inc.
|
United States
|
196
|
Marsh & McLennan Innovation Centre
|
Ireland
|
197
|
Marsh & McLennan Innovation Centre Holdings II
|
Bermuda
|
198
|
Marsh & McLennan Innovation Centre Holdings S.a.r.l.
|
Luxembourg
|
199
|
Marsh & McLennan Insurance Services Limited
|
Hong Kong
|
200
|
Marsh & McLennan Management Services (Bermuda) Limited
|
Bermuda
|
201
|
Marsh & McLennan Risk Capital Holdings, Ltd.
|
United States
|
202
|
Marsh & McLennan Servicios, S.A. De C.V.
|
Mexico
|
203
|
Marsh & McLennan Shared Services Canada Limited
|
Canada
|
204
|
Marsh & McLennan Shared Services Corporation
|
United States
|
205
|
Marsh & McLennan, Incorporated (for dissolution)
|
United States
|
206
|
Marsh (Bahrain) Company SPC
|
Bahrain
|
207
|
Marsh (China) Insurance Brokers Co., Ltd.
|
China
|
208
|
Marsh (Hong Kong) Limited
|
Hong Kong
|
209
|
Marsh (Insurance Brokers) LLP
|
Kazakhstan
|
210
|
Marsh (Insurance Services) Limited
|
United Kingdom
|
211
|
Marsh (Isle of Man) Limited (in liquidation)
|
Isle of Man
|
212
|
Marsh (Malawi) Limited
|
Malawi
|
213
|
Marsh (Middle East) Limited
|
United Kingdom
|
214
|
Marsh (Namibia) (Proprietary) Limited
|
Namibia
|
215
|
Marsh (Pty) Ltd
|
South Africa
|
216
|
Marsh (Risk Consulting) LLP
|
Kazakhstan
|
217
|
Marsh (Singapore) Pte. Ltd.
|
Singapore
|
218
|
Marsh A/S
|
Denmark
|
219
|
Marsh AB
|
Sweden
|
220
|
Marsh Advantage Insurance Holdings Pty Ltd
|
Australia
|
221
|
Marsh Advantage Insurance Pty Ltd.
|
Australia
|
222
|
Marsh Africa (Pty) Ltd
|
South Africa
|
223
|
Marsh AG
|
Switzerland
|
224
|
Marsh Argentina S.R.L.
|
Argentina
|
225
|
Marsh AS
|
Norway
|
226
|
Marsh Associates (Pty) Ltd
|
South Africa
|
227
|
Marsh Austria G.m.b.H.
|
Austria
|
228
|
Marsh Aviation Insurance Broking Pty Ltd (for dissolution)
|
Australia
|
229
|
Marsh B.V.
|
Netherlands
|
230
|
Marsh Botswana (Proprietary) Limited
|
Botswana
|
231
|
Marsh Brockman y Schuh Agente de Seguros y de Fianzas, S.A. de C.V.
|
Mexico
|
232
|
Marsh Broker de Asigurare-Reasigurare S.R.L.
|
Romania
|
233
|
Marsh Broker Japan, Inc.
|
Japan
|
234
|
Marsh Brokers (Hong Kong) Limited
|
Hong Kong
|
235
|
Marsh Brokers Limited
|
United Kingdom
|
236
|
Marsh Canada Limited/Marsh Canada Limitee
|
Canada
|
237
|
Marsh ClearSight Limited
|
United Kingdom
|
238
|
Marsh ClearSight LLC
|
United States
|
239
|
Marsh Compensation Technologies Administration (Pty) Ltd
|
South Africa
|
240
|
Marsh Corporate Services (Barbados) Limited
|
Barbados
|
241
|
Marsh Corporate Services Isle of Man Ltd
|
Isle of Man
|
242
|
Marsh Corporate Services Limited
|
United Kingdom
|
243
|
Marsh Corporate Services Malta Limited
|
Malta
|
244
|
Marsh Corretora de Seguros Ltda.
|
Brazil
|
245
|
Marsh d.o.o. Beograd
|
Serbia
|
246
|
Marsh d.o.o. za posredovanje u osiguranju
|
Croatia
|
247
|
Marsh Egypt LLC
|
Egypt
|
248
|
Marsh Emirates Insurance Brokerage LLC
|
United Arab Emirates
|
249
|
Marsh Employee Benefits Limited
|
Ireland
|
250
|
Marsh Employee Benefits Zimbabwe (Private) Ltd
|
Zimbabwe
|
251
|
Marsh EOOD
|
Bulgaria
|
252
|
Marsh Eurofinance B.V.
|
Netherlands
|
253
|
Marsh Europe S.A.
|
Belgium
|
254
|
Marsh Financial Advisory Services Limited
|
China
|
255
|
Marsh for Insurance Services - Jordan
|
Jordan
|
256
|
Marsh For Insurance Services [Egypt]
|
Egypt
|
257
|
Marsh Franco Acra, S.A.
|
Dominican Republic
|
258
|
Marsh GmbH
|
Germany
|
259
|
Marsh GSC Servicos e Administracao de Seguros Ltda.
|
Brazil
|
260
|
Marsh Holding AB
|
Sweden
|
261
|
Marsh Holdings (Pty) Ltd
|
South Africa
|
262
|
Marsh Holdings B.V.
|
Netherlands
|
263
|
Marsh IAS Management Services (Bermuda) Ltd.
|
Bermuda
|
264
|
Marsh i-Connect (Pty) Ltd
|
South Africa
|
265
|
Marsh India Insurance Brokers Private Limited
|
India
|
266
|
Marsh Insurance & Investments LLC
|
United States
|
267
|
Marsh Insurance and Reinsurance Brokers LLC
|
Azerbaijan
|
268
|
Marsh Insurance Brokers
|
United Kingdom
|
269
|
Marsh Insurance Brokers (Macao) Limited
|
Macao
|
270
|
Marsh Insurance Brokers (Malaysia) Sdn Bhd
|
Malaysia
|
271
|
Marsh Insurance Brokers (Private) Limited
|
Zimbabwe
|
272
|
Marsh Insurance Brokers Limited
|
Cyprus
|
273
|
Marsh Insurance Consulting Saudi Arabia
|
Saudi Arabia
|
274
|
Marsh Intermediaries Inc.
|
United States
|
275
|
Marsh International Broking Holdings Limited
|
United Kingdom
|
276
|
Marsh International Holdings II, Inc.
|
United States
|
277
|
Marsh International Holdings, Inc.
|
United States
|
278
|
Marsh Investment B.V.
|
Netherlands
|
279
|
Marsh Ireland Holdings Limited
|
Ireland
|
280
|
Marsh Israel (1999) Ltd.
|
Israel
|
281
|
Marsh Israel (Holdings) Ltd.
|
Israel
|
282
|
Marsh Israel Consultants Ltd.
|
Israel
|
283
|
Marsh Israel Insurance Agency Ltd.
|
Israel
|
284
|
Marsh Israel International Brokers Ltd. (in liquidation)
|
Israel
|
285
|
Marsh Japan, Inc.
|
Japan
|
286
|
Marsh JCS Inc.
|
United States
|
287
|
Marsh Kft.
|
Hungary
|
288
|
Marsh Kindlustusmaakler AS
|
Estonia
|
289
|
Marsh Korea, Inc.
|
Korea, Republic of
|
290
|
Marsh Limited
|
United Kingdom
|
291
|
Marsh Limited [Fiji]
|
Fiji
|
292
|
Marsh Limited [New Zealand]
|
New Zealand
|
293
|
Marsh Limited [PNG]
|
Papua New Guinea
|
294
|
Marsh LLC
|
United States
|
295
|
Marsh LLC [Ukraine]
|
Ukraine
|
296
|
Marsh LLC Insurance Brokers
|
Greece
|
297
|
Marsh Ltd. [Wisconsin]
|
United States
|
298
|
Marsh Management Services (Bahamas) Ltd.
|
Bahamas
|
299
|
Marsh Management Services (Barbados) Limited
|
Barbados
|
300
|
Marsh Management Services (Dublin) Limited
|
Ireland
|
301
|
Marsh Management Services (Labuan) Limited
|
Malaysia
|
302
|
Marsh Management Services (MENA) Limited
|
United Arab Emirates
|
303
|
Marsh Management Services (USVI) Ltd.
|
United States
|
304
|
Marsh Management Services Cayman Ltd.
|
Cayman Islands
|
305
|
Marsh Management Services Guernsey Limited
|
Guernsey
|
306
|
Marsh Management Services Inc.
|
United States
|
307
|
Marsh Management Services Isle of Man Limited
|
Isle of Man
|
308
|
Marsh Management Services Jersey Limited
|
Jersey
|
309
|
Marsh Management Services Luxembourg S.a.r.l.
|
Luxembourg
|
310
|
Marsh Management Services Malta Limited
|
Malta
|
311
|
Marsh Management Services Singapore Pte. Ltd.
|
Singapore
|
312
|
Marsh Management Services Sweden AB
|
Sweden
|
313
|
Marsh Marine & Energy AB
|
Sweden
|
314
|
Marsh Marine Nederland B.V.
|
Netherlands
|
315
|
Marsh Medical Consulting GmbH
|
Germany
|
316
|
Marsh Mercer Holdings (Australia) Pty Ltd
|
Australia
|
317
|
Marsh Micronesia, Inc.
|
Guam
|
318
|
Marsh Nest Inc.
|
United States
|
319
|
Marsh Oman LLC
|
Oman
|
320
|
Marsh Oy
|
Finland
|
321
|
Marsh PB Co., Ltd.
|
Thailand
|
322
|
Marsh Philippines, Inc.
|
Philippines
|
323
|
Marsh Privat, A.I.E.
|
Spain
|
324
|
Marsh Private Client Life Insurance Services
|
United States
|
325
|
Marsh Pty. Ltd.
|
Australia
|
326
|
Marsh Qatar LLC
|
Qatar
|
327
|
Marsh RE S.A.C. Corredores de Reaseguros
|
Peru
|
328
|
Marsh Rehder Consultoria S.A. (MRC)
|
Peru
|
329
|
Marsh Rehder S.A. Corredores de Seguros
|
Peru
|
330
|
Marsh Resolutions Pty Limited
|
Australia
|
331
|
Marsh Risk and Consulting Services (Pty) Ltd
|
Namibia
|
332
|
Marsh Risk Consulting B.V.
|
Netherlands
|
333
|
Marsh Risk Consulting Limitada
|
Chile
|
334
|
Marsh Risk Consulting Ltda.
|
Colombia
|
335
|
Marsh Risk Consulting Services S.r.L.
|
Italy
|
336
|
Marsh Risk Consulting, S.L.
|
Spain
|
337
|
Marsh S.A. Corredores De Seguros
|
Chile
|
338
|
Marsh S.A.S.
|
France
|
339
|
Marsh S.p.A.
|
Italy
|
340
|
Marsh s.r.o.
|
Czech Republic
|
341
|
Marsh s.r.o.
|
Slovakia
|
342
|
Marsh SA
|
Luxembourg
|
343
|
Marsh SA [Argentina]
|
Argentina
|
344
|
Marsh SA [Belgium]
|
Belgium
|
345
|
Marsh SA [Uruguay]
|
Uruguay
|
346
|
Marsh Saldana Inc.
|
Puerto Rico
|
347
|
Marsh Saudi Arabia Insurance & Reinsurance Brokers
|
Saudi Arabia
|
348
|
Marsh Secretarial Services Limited
|
United Kingdom
|
349
|
Marsh Semusa, S.A.
|
Panama
|
350
|
Marsh Services Limited
|
United Kingdom
|
351
|
Marsh Services Spolka z.o.o.
|
Poland
|
352
|
Marsh SIA
|
Latvia
|
353
|
Marsh Sigorta ve Reasurans Brokerligi Anonim Sirketi
|
Turkey
|
354
|
Marsh Spolka z.o.o.
|
Poland
|
355
|
Marsh Szolgaltato Kft.
|
Hungary
|
356
|
Marsh Takaful Brokers (Malaysia) Sdn Bhd
|
Malaysia
|
357
|
Marsh Treasury Services (Dublin) Limited
|
Ireland
|
358
|
Marsh Treasury Services Limited
|
United Kingdom
|
359
|
Marsh Tunisia S.a.r.l.
|
Tunisia
|
360
|
Marsh Uganda Limited
|
Uganda
|
361
|
Marsh UK Limited
|
United Kingdom
|
362
|
Marsh USA (India) Inc.
|
United States
|
363
|
Marsh USA Borrower LLC
|
United States
|
364
|
Marsh USA Inc.
|
United States
|
365
|
Marsh Venezuela C.A. Sociedad de Corretaje de Seguros
|
Venezuela
|
366
|
Marsh Vietnam Insurance Broking Company Ltd
|
Vietnam
|
367
|
Marsh Zambia Limited
|
Zambia
|
368
|
Marsh Zimbabwe Holdings (Pvt) Limited
|
Zimbabwe
|
369
|
Marsh, Lda.
|
Portugal
|
370
|
Marsh, S.A. Mediadores de Seguros
|
Spain
|
371
|
Matthiessen Assurans AB
|
Sweden
|
372
|
Mees & Zoonen S.r.l.
|
Italy
|
373
|
Mercer (Argentina) S.A.
|
Argentina
|
374
|
Mercer (Australia) Pty Ltd
|
Australia
|
375
|
Mercer (Austria) GmbH
|
Austria
|
376
|
Mercer (Belgium) SA-NV
|
Belgium
|
377
|
Mercer (Canada) Limited/Mercer (Canada) Limitee
|
Canada
|
378
|
Mercer (Colombia) Ltda.
|
Colombia
|
379
|
Mercer (Danmark) A/S
|
Denmark
|
380
|
Mercer (Finland) OY
|
Finland
|
381
|
Mercer (France) SAS
|
France
|
382
|
Mercer (Hong Kong) Limited
|
Hong Kong
|
383
|
Mercer (Ireland) Limited
|
Ireland
|
384
|
Mercer (Malaysia) Sdn. Bhd.
|
Malaysia
|
385
|
Mercer (N.Z.) Limited
|
New Zealand
|
386
|
Mercer (Nederland) B.V.
|
Netherlands
|
387
|
Mercer (Norge) AS
|
Norway
|
388
|
Mercer (Polska) Sp.z o.o.
|
Poland
|
389
|
Mercer (Portugal) Lda
|
Portugal
|
390
|
Mercer (Singapore) Pte. Ltd.
|
Singapore
|
391
|
Mercer (Sweden) AB
|
Sweden
|
392
|
Mercer (Switzerland) SA
|
Switzerland
|
393
|
Mercer (Taiwan) Ltd.
|
Taiwan
|
394
|
Mercer (Thailand) Ltd.
|
Thailand
|
395
|
Mercer (US) Inc.
|
United States
|
396
|
Mercer Africa Limited
|
United Kingdom
|
397
|
Mercer Asesores de Seguros S.A.
|
Argentina
|
398
|
Mercer Broking Ltd.
|
Taiwan
|
399
|
Mercer Consultation (Quebec) Ltee.
|
Canada
|
400
|
Mercer Consulting (Australia) Pty Ltd
|
Australia
|
401
|
Mercer Consulting (Chile) Limitada
|
Chile
|
402
|
Mercer Consulting (China) Limited
|
China
|
403
|
Mercer Consulting (France) SAS
|
France
|
404
|
Mercer Consulting (India) Private Limited
|
India
|
405
|
Mercer Consulting (South Africa) Pty Limited
|
South Africa
|
406
|
Mercer Consulting B.V.
|
Netherlands
|
407
|
Mercer Consulting Group, Inc.
|
United States
|
408
|
Mercer Consulting Holdings Sdn. Bhd.
|
Malaysia
|
409
|
Mercer Consulting Limited
|
United Kingdom
|
410
|
Mercer Consulting Middle East Limited
|
United Arab Emirates
|
411
|
Mercer Consulting Venezuela, C.A.
|
Venezuela
|
412
|
Mercer Consulting, S.L.U.
|
Spain
|
413
|
Mercer Corredores de Seguros Limitada
|
Chile
|
414
|
Mercer Corretora de Seguros Ltda
|
Brazil
|
415
|
Mercer Danismanlik Anonim Sirketi
|
Turkey
|
416
|
Mercer Deutschland GmbH
|
Germany
|
417
|
Mercer Employee Benefits - Medicacao de Seguros Unipessoal Lda.
|
Portugal
|
418
|
Mercer Employee Benefits Limited
|
United Kingdom
|
419
|
Mercer Financial Advice (Australia) Pty Ltd
|
Australia
|
420
|
Mercer Financial Services Limited
|
Ireland
|
421
|
Mercer Financial Services Middle East Limited
|
United Arab Emirates
|
422
|
Mercer Global Investments Canada Limited
|
Canada
|
423
|
Mercer Global Investments Europe Limited
|
Ireland
|
424
|
Mercer Global Investments Management Limited
|
Ireland
|
425
|
Mercer Health & Benefits (Singapore) Pte. Ltd.
|
Singapore
|
426
|
Mercer Health & Benefits Administration LLC
|
United States
|
427
|
Mercer Health & Benefits LLC
|
United States
|
428
|
Mercer Holdings, Inc.
|
United States
|
429
|
Mercer Holdings, Inc. [Philippines]
|
Philippines
|
430
|
Mercer HR Consulting Borrower LLC
|
United States
|
431
|
Mercer HR Services, LLC
|
United States
|
432
|
Mercer Human Resource Consulting Ltda
|
Brazil
|
433
|
Mercer Human Resource Consulting S.A. de C.V.
|
Mexico
|
434
|
Mercer ICC Limited
|
Guernsey
|
435
|
Mercer Investment Consulting Limited
|
Ireland
|
436
|
Mercer Investment Consulting LLC
|
United States
|
437
|
Mercer Investment Management, Inc.
|
United States
|
438
|
Mercer Investment Solutions (Singapore) Pte. Ltd.
|
Singapore
|
439
|
Mercer Investment Solutions Ltd.
|
Japan
|
440
|
Mercer Investments (Australia) Limited
|
Australia
|
441
|
Mercer Investments (Hong Kong) Limited
|
Hong Kong
|
442
|
Mercer Investments (New Zealand) Limited
|
New Zealand
|
443
|
Mercer Ireland Holdings Limited
|
Ireland
|
444
|
Mercer Italia Srl Socio Unico
|
Italy
|
445
|
Mercer Japan Ltd.
|
Japan
|
446
|
Mercer Korea Co. Ltd.
|
Korea, Republic of
|
447
|
Mercer Limited
|
United Kingdom
|
448
|
Mercer LLC
|
United States
|
449
|
Mercer Marsh Beneficios S.A.
|
Argentina
|
450
|
Mercer Master Trustees Limited
|
Ireland
|
451
|
Mercer Mauritius Ltd.
|
Mauritius
|
452
|
Mercer MC Consulting Borrower LLC
|
United States
|
453
|
Mercer Oliver Wyman Holding B.V.
|
Netherlands
|
454
|
Mercer Outsourcing (Australia) Pty Ltd
|
Australia
|
455
|
Mercer Outsourcing, S.L.U.
|
Spain
|
456
|
Mercer Pensionsraadgivning A/S
|
Denmark
|
457
|
Mercer Philippines, Inc.
|
Philippines
|
458
|
Mercer Private Investment Partners IV General Partner S.a.r.l.
|
Luxembourg
|
459
|
Mercer Private Markets Advisers (US) AG
|
Switzerland
|
460
|
Mercer Private Markets AG
|
Switzerland
|
461
|
Mercer Sigorta Brokerligi Anonim Sirketi
|
Turkey
|
462
|
Mercer Superannuation (Australia) Limited
|
Australia
|
463
|
Mercer System Services LLC
|
United States
|
464
|
Mercer Treuhand GmbH
|
Germany
|
465
|
Mercer Trust Company
|
United States
|
466
|
Mercer Trustees Limited
|
Ireland
|
467
|
Mercer Trustees Limited
|
United Kingdom
|
468
|
Mercer WorkforcePro LLC
|
United States
|
469
|
Mercer, Agente de Seguros, S.A. de C.V.
|
Mexico
|
470
|
Mercury Insurance Services Pty Ltd
|
Australia
|
471
|
MM Risk Services Pty Ltd (for dissolution)
|
Australia
|
472
|
MMA Mid-Atlantic Employee LLC
|
United States
|
473
|
MMA Securities LLC
|
United States
|
474
|
MMC (Singapore) Holdings Pte. Ltd.
|
Singapore
|
475
|
MMC 28 State Street Holdings Inc.
|
United States
|
476
|
MMC Borrower LLC
|
United States
|
477
|
MMC Brazilian Holdings B.V.
|
Netherlands
|
478
|
MMC Capital, Inc.
|
United States
|
479
|
MMC Cascade Regional Holdings, LLC
|
United States
|
480
|
MMC France Holdings (Luxembourg) S.a.r.l.
|
Luxembourg
|
481
|
MMC GP III, Inc.
|
United States
|
482
|
MMC Holdings (Australia) Pty Ltd
|
Australia
|
483
|
MMC Holdings (New Zealand) ULC
|
New Zealand
|
484
|
MMC Holdings (UK) Limited
|
United Kingdom
|
485
|
MMC International Finance (Barbados) SRL
|
Barbados
|
486
|
MMC International Holdings LLC
|
United States
|
487
|
MMC International Limited
|
United Kingdom
|
488
|
MMC International Treasury Centre Limited
|
United Kingdom
|
489
|
MMC Middle East Holdings Limited
|
United Kingdom
|
490
|
MMC Realty, Inc.
|
United States
|
491
|
MMC Regional Asia Holdings B.V.
|
Netherlands
|
492
|
MMC Regional Caribbean Holdings, Ltd.
|
Bermuda
|
493
|
MMC Regional Europe Holdings B.V.
|
Netherlands
|
494
|
MMC Regional LATAM Holdings B.V.
|
Netherlands
|
495
|
MMC Securities (Europe) Limited
|
United Kingdom
|
496
|
MMC Securities LLC
|
United States
|
497
|
MMC Singapore Holdings B.V.
|
Netherlands
|
498
|
MMC Treasury Holdings (UK) Limited
|
United Kingdom
|
499
|
MMC UK Group Limited
|
United Kingdom
|
500
|
MMC UK Pension Fund Trustee Limited
|
United Kingdom
|
501
|
MMOW Limited
|
United Kingdom
|
502
|
MMRC LLC
|
United States
|
503
|
MOW Holding LLC
|
United States
|
504
|
MPIP III GP LLC
|
United States
|
505
|
MPIP IV GP LLC
|
United States
|
506
|
Muir Beddal (Zimbabwe) Limited
|
Zimbabwe
|
507
|
National Economic Research Associates, Inc.
|
United States
|
508
|
National Economic Research Associates, Inc.
|
United States
|
509
|
NERA Australia Pty. Ltd.
|
Australia
|
510
|
NERA do Brasil Ltda. (for dissolution)
|
Brazil
|
511
|
NERA Economic Consulting GmbH
|
Germany
|
512
|
NERA Economic Consulting Limited
|
New Zealand
|
513
|
NERA S.R.L.
|
Italy
|
514
|
NERA SAS
|
France
|
515
|
NERA UK Limited
|
United Kingdom
|
516
|
NetComp Insurance Corp.
|
United States
|
517
|
Neuburger Noble Lowndes GmbH
|
Germany
|
518
|
Normandy Reinsurance Company Limited
|
Bermuda
|
519
|
Northern Alliance Brokers Limited
|
United Kingdom
|
520
|
Obamadrama Limited
|
United Kingdom
|
521
|
OKD Insurance Brokers Limited
|
United Kingdom
|
522
|
Oliver Wyman (Bermuda) Limited
|
Bermuda
|
523
|
Oliver Wyman (Hong Kong) Limited
|
Hong Kong
|
524
|
Oliver Wyman AB
|
Sweden
|
525
|
Oliver Wyman Actuarial Consulting, Inc.
|
United States
|
526
|
Oliver Wyman AG
|
Switzerland
|
527
|
Oliver Wyman B.V.
|
Netherlands
|
528
|
Oliver Wyman Consulting (Shanghai) Ltd
|
China
|
529
|
Oliver Wyman Consulting Limited (in liquidation)
|
United Kingdom
|
530
|
Oliver Wyman Consultoria em Estrategia de Negocios Ltda.
|
Brazil
|
531
|
Oliver Wyman Energy Consulting Limited
|
United Kingdom
|
532
|
Oliver Wyman Energy Group Limited
|
United Kingdom
|
533
|
Oliver Wyman Energy Holdings Limited
|
United Kingdom
|
534
|
Oliver Wyman Energy US Limited
|
United Kingdom
|
535
|
Oliver Wyman FZ-LLC
|
United Arab Emirates
|
536
|
Oliver Wyman GmbH
|
Germany
|
537
|
Oliver Wyman Group KK
|
Japan
|
538
|
Oliver Wyman Limited
|
United Kingdom
|
539
|
Oliver Wyman LLC
|
Russian Federation
|
540
|
Oliver Wyman Ltd.
|
Korea, Republic of
|
541
|
Oliver Wyman Pte. Ltd.
|
Singapore
|
542
|
Oliver Wyman Pty. Ltd.
|
Australia
|
543
|
Oliver Wyman S.L.
|
Spain
|
544
|
Oliver Wyman S.r.l.
|
Italy
|
545
|
Oliver Wyman SAS
|
France
|
546
|
Oliver Wyman Sdn. Bhd.
|
Malaysia
|
547
|
Oliver Wyman Servicios, S. de R.L. de C.V.
|
Mexico
|
548
|
Oliver Wyman SNC
|
France
|
549
|
Oliver Wyman sp. z o.o.
|
Poland
|
550
|
Oliver Wyman SPRL/BVBA
|
Belgium
|
551
|
Oliver Wyman, Inc.
|
United States
|
552
|
Oliver Wyman, S. de R.L. de C.V.
|
Mexico
|
553
|
Oliver, Wyman Limited/Oliver, Wyman limitee
|
Canada
|
554
|
Omega Indemnity (Bermuda) Limited
|
Bermuda
|
555
|
Online Benefits Limited
|
United Kingdom
|
556
|
Organizacion Brockman y Schuh S.A. de C.V.
|
Mexico
|
557
|
Organization Resources Counselors Limited
|
United Kingdom
|
558
|
Osbornes Insurances Oxford Limited
|
United Kingdom
|
559
|
Pallas Marsh Servicos Ltda.
|
Brazil
|
560
|
Peart Holdings Limited
|
United Kingdom
|
561
|
Peart Insurance Brokers Limited
|
United Kingdom
|
562
|
Pension Trustees Limited
|
United Kingdom
|
563
|
Pensionsservice Benefit Network Sverige AB
|
Sweden
|
564
|
Perils AG
|
Switzerland
|
565
|
PFT Limited
|
United Kingdom
|
566
|
PI Indemnity Company, Designated Activity Company
|
Ireland
|
567
|
Pillar Administration Pty Limited
|
Australia
|
568
|
Potomac Insurance Managers, Inc.
|
United States
|
569
|
Professional Claims Handling Limited
|
United Kingdom
|
570
|
PT Marsh Indonesia
|
Indonesia
|
571
|
PT Marsh Reinsurance Brokers Indonesia
|
Indonesia
|
572
|
PT Mercer Indonesia
|
Indonesia
|
573
|
PT Oliver Wyman Indonesia
|
Indonesia
|
574
|
PT Quantum Computing Services
|
Indonesia
|
575
|
PT Quantum Investments
|
Indonesia
|
576
|
PT Quantum Support Services
|
Indonesia
|
577
|
Pymetrics, Inc.
|
United States
|
578
|
R G Ford Brokers (Essex) Limited
|
United Kingdom
|
579
|
R G Ford Brokers Limited
|
United Kingdom
|
580
|
R R B Beratungsgesellschaft fuer Altersversorgung mbh
|
Germany
|
581
|
R. Mees & Zoonen Assuradeuren B.V.
|
Netherlands
|
582
|
R. Mees & Zoonen Holdings B.V.
|
Netherlands
|
583
|
Regional Insurance Group Limited
|
United Kingdom
|
584
|
Resource Benefit Associates
|
Nigeria
|
585
|
Rightpath Reinsurance SPC, Ltd.
|
Cayman Islands
|
586
|
Rivers Group Limited
|
United Kingdom
|
587
|
Riverside Insurance Brokers Limited
|
United Kingdom
|
588
|
Rockefeller Risk Advisors, Inc.
|
United States
|
589
|
Rutherfoord International, Inc.
|
United States
|
590
|
SAFCAR-Marsh
|
Mali
|
591
|
SBJ Holdings Limited
|
United Kingdom
|
592
|
SBJ Stephenson Group Limited
|
United Kingdom
|
593
|
SCIB (Bermuda) Limited
|
Bermuda
|
594
|
SCM Global Real Estate Select GP LLC
|
United States
|
595
|
SCM Infrastructure General Partner S.a r.l.
|
Luxembourg
|
596
|
SCM International Private Equity Select III GP LLC
|
United States
|
597
|
SCM LT General Partner S.a.r.l.
|
Luxembourg
|
598
|
SCM PE General Partner S.a.r.l.
|
Luxembourg
|
599
|
SCM PE II GP Ltd.
|
Guernsey
|
600
|
SCM PE II Scotland GP Ltd.
|
United Kingdom
|
601
|
SCM Strategic Capital Management (Luxembourg) S.a.r.l.
|
Luxembourg
|
602
|
SCM Strategic Capital Management Asia Ltd
|
Hong Kong
|
603
|
Seabury & Smith Borrower LLC
|
United States
|
604
|
Seabury & Smith LLC
|
United States
|
605
|
Sedgwick (Bermuda) Limited
|
Bermuda
|
606
|
Sedgwick (Holdings) Pty. Limited
|
Australia
|
607
|
Sedgwick Consulting Group Limited
|
United Kingdom
|
608
|
Sedgwick Dineen Group Limited
|
Ireland
|
609
|
Sedgwick Financial Services Limited
|
United Kingdom
|
610
|
Sedgwick Forbes Middle East Limited
|
Jersey
|
611
|
Sedgwick Group (Australia) Pty. Limited
|
Australia
|
612
|
Sedgwick Group (Bermuda) Limited
|
Bermuda
|
613
|
Sedgwick Group (Zimbabwe) Limited
|
Zimbabwe
|
614
|
Sedgwick Group Limited
|
United Kingdom
|
615
|
Sedgwick Internationaal B.V.
|
Netherlands
|
616
|
Sedgwick Limited
|
United Kingdom
|
617
|
Sedgwick Management Services (Barbados) Limited
|
Barbados
|
618
|
Sedgwick Management Services (Singapore) Pte Limited
|
Singapore
|
619
|
Sedgwick Noble Lowndes (UK) Limited
|
United Kingdom
|
620
|
Sedgwick Noble Lowndes Group Limited
|
United Kingdom
|
621
|
Sedgwick Noble Lowndes Limited
|
United Kingdom
|
622
|
Sedgwick Noble Lowndes Limited
|
Hong Kong
|
623
|
Sedgwick Overseas Investments Limited
|
United Kingdom
|
624
|
Sedgwick Private Limited
|
Singapore
|
625
|
Sedgwick Re Asia Pacific (Consultants) Pte Ltd (for dissolution)
|
Singapore
|
626
|
Sedgwick Trustees Limited
|
United Kingdom
|
627
|
Sedgwick UK Risk Services Limited
|
United Kingdom
|
628
|
Sedgwick Ulster Pension Trustees Limited
|
United Kingdom
|
629
|
Settlement Trustees Limited
|
United Kingdom
|
630
|
Shanghai Mercer Insurance Brokers Company Ltd.
|
China
|
631
|
Shorewest Insurance Associates, LLC
|
United States
|
632
|
SICAR Marsh S.a.r.l.
|
Burkina Faso
|
633
|
Sirota Asia Pacific Pte. Ltd.
|
Singapore
|
634
|
Sirota Consulting NL B.V.
|
Netherlands
|
635
|
Sirota Consulting UK Limited
|
United Kingdom
|
636
|
Smart Insurance Service Co., Ltd.
|
Korea, Republic of
|
637
|
SME Insurance Services Limited
|
United Kingdom
|
638
|
SMEI Group Limited
|
United Kingdom
|
639
|
Smith Long Term Disability Management Group, Inc.
|
United States
|
640
|
Societe d'Assurances et de Participation Guian SA
|
France
|
641
|
Societe Normandie Conseil Assurances NCA, S.a.r.l
|
France
|
642
|
Software Underwriting Systems Limited
|
United Kingdom
|
643
|
Southern Marine & Aviation Underwriters, Inc.
|
United States
|
644
|
Southern Marine & Aviation, Inc.
|
United States
|
645
|
Sudzucker Versicherungs-Vermittlungs GmbH
|
Germany
|
646
|
Talent Tech Labs, LLC
|
United States
|
647
|
TBX Solutions Limited
|
United Kingdom
|
648
|
The Benefit Express Holdings Limited
|
United Kingdom
|
649
|
The Benefit Express Limited
|
United Kingdom
|
650
|
The Carpenter Management Corporation
|
United States
|
651
|
The Insurance Partnership Commercial Finance Limited
|
United Kingdom
|
652
|
The Insurance Partnership Holdings Limited
|
United Kingdom
|
653
|
The Insurance Partnership Inspection Services Limited
|
United Kingdom
|
654
|
The Insurance Partnership Services Limited
|
United Kingdom
|
655
|
The Positive Ageing Company Limited
|
United Kingdom
|
656
|
The Purple Partnership Limited
|
United Kingdom
|
657
|
The Schinnerer Group, Inc.
|
United States
|
658
|
Think Big I Limited
|
United Kingdom
|
659
|
Thomsons Online Benefits (HK) Ltd.
|
Hong Kong
|
660
|
Thomsons Online Benefits Inc.
|
United States
|
661
|
Thomsons Online Benefits Limited
|
United Kingdom
|
662
|
Thomsons Online Benefits Pte Ltd.
|
Singapore
|
663
|
Thomsons Online Benefits S.R.L Romania
|
Romania
|
664
|
Thomsons Online LLC
|
United States
|
665
|
Tobelan S.A.
|
Uruguay
|
666
|
Torrent Government Contracting Services, LLC
|
United States
|
667
|
Torrent Insurance Services, LLC
|
United States
|
668
|
Torrent Technologies, Inc.
|
United States
|
669
|
Tower Hill Limited
|
United Kingdom
|
670
|
Tower Place Developments (West) Limited
|
United Kingdom
|
671
|
Tower Place Developments Limited
|
United Kingdom
|
672
|
U.T.E. AMG
|
Spain
|
673
|
U.T.E. Marsh - Aon Gil y Carvajal (in liquidation)
|
Spain
|
674
|
U.T.E. Marsh - Caja Castilla La Mancha Junta de Comunidades
|
Spain
|
675
|
U.T.E. Marsh - CCM SESCAM
|
Spain
|
676
|
U.T.E. Marsh - Disbrok Diputacion de Badajoz
|
Spain
|
677
|
U.T.E. Marsh - Disbrok Junta 2006
|
Spain
|
678
|
U.T.E. Marsh - Efir Gestion
|
Spain
|
679
|
U.T.E. Marsh - Salvado Reus
|
Spain
|
680
|
U.T.E. Marsh - Salvado Reus 2012
|
Spain
|
681
|
U.T.E. Marsh - Salvado Vila-Seca 2010
|
Spain
|
682
|
U.T.E. Marsh - Verssa
|
Spain
|
683
|
U.T.E. Marsh - Zihurko (in liquidation)
|
Spain
|
684
|
UAD BB Marsh Lietuva
|
Lithuania
|
685
|
Vezina & Associes Inc.
|
Canada
|
686
|
Vezina Assurances Inc.
|
Canada
|
687
|
Victor O. Schinnerer & Co. (Bermuda), Ltd.
|
Bermuda
|
688
|
Victor O. Schinnerer & Company Limited
|
United Kingdom
|
689
|
Victor O. Schinnerer & Company, Inc.
|
United States
|
690
|
Victoria Hall Company Limited
|
Bermuda
|
691
|
William M. Mercer (Canada) Limited/William M. Mercer (Canada) Limitee
|
Canada
|
692
|
William M. Mercer AB
|
Sweden
|
693
|
William M. Mercer Comercio, Consultoria e Servicos Ltda.
|
Brazil
|
Date:
|
February 24, 2017
|
|
/s/ Daniel S. Glaser
|
|
|
|
Daniel S. Glaser
|
|
|
|
President and Chief Executive Officer
|
Date:
|
February 24, 2017
|
|
/s/ Mark C. McGivney
|
|
|
|
Mark C. McGivney
|
|
|
|
Chief Financial Officer
|
1.
|
the Report fully complies with the requirements of Section 13(a) or 15(d) of the Exchange Act; and
|
2.
|
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Marsh & McLennan Companies, Inc.
|
Date:
|
February 24, 2017
|
|
/s/ Daniel S. Glaser
|
|
|
|
Daniel S. Glaser
|
|
|
|
President and Chief Executive Officer
|
Date:
|
February 24, 2017
|
|
/s/ Mark C. McGivney
|
|
|
|
Mark C. McGivney
|
|
|
|
Chief Financial Officer
|