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Guarantee of Registered Securities | 12 Months Ended
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Dec. 31, 2016
Guarantee of Registered Securities |
Guarantee of Registered Securities | Guarantee of Registered Securities As described in Note 14 “Commitments and Contingencies,” in connection with the Redomestication, Aon plc entered into various agreements pursuant to which it agreed to guarantee the obligations of Aon Corporation arising under issued and outstanding debt securities, including the 5.00% Notes due September 2020, the 8.205% Notes due January 2027 and the 6.25% Notes due September 2040 (collectively, the “Aon Corp Notes”). Aon Corporation is a 100% indirectly owned subsidiary of Aon plc. All guarantees of Aon plc are full and unconditional. There are no other subsidiaries of Aon plc that are guarantors of the Aon Corp Notes. In addition, Aon Corporation entered into an agreement pursuant to which it agreed to guarantee the obligations of Aon plc arising under the 4.250% Notes due 2042 exchanged for Aon Corporation’s outstanding 8.205% Notes due January 2027 and also agreed to guarantee the obligations of Aon plc arising under the 4.45% Notes due 2043, the 4.00% Notes due November 2023, the 2.875% Notes due May 2026, the 3.50% Notes due June 2024, the 4.60% Notes due June 2044, the 4.75% Notes due May 2045, the 2.80% Notes due March 2021, and the 3.875% Notes due December 2025 (collectively, the “Aon plc Notes”). In each case, the guarantee of Aon Corporation is full and unconditional. There are no subsidiaries of Aon plc, other than Aon Corporation, that are guarantors of the Aon plc Notes. As a result of the existence of these guarantees, the Company has elected to present the financial information set forth in this footnote in accordance with Rule 3-10 of Regulation S-X. The following tables set forth Condensed Consolidating Statements of Income and Condensed Consolidating Statements of Comprehensive Income for the years ended December 31, 2016, 2015, and 2014, Condensed Consolidating Statements of Financial Position as of December 31, 2016 and December 31, 2015, and Condensed Consolidating Statements of Cash Flows for the years ended December 31, 2016, 2015, and 2014, in accordance with Rule 3-10 of Regulation S-X. The condensed consolidating financial information includes the accounts of Aon plc, the accounts of Aon Corporation, and the combined accounts of the non-guarantor subsidiaries. The condensed consolidating financial statements are presented in all periods as a merger under common control. The principal consolidating adjustments are to eliminate the investment in subsidiaries and intercompany balances and transactions. In January 2015, Aon plc transferred its ownership of all of its directly held subsidiaries to Aon Global Holdings Limited, an intermediate holding company. The financial results of Aon Global Holdings Limited are included in the Other Non-Guarantor Subsidiaries column of the Condensed Consolidating Financial Statements. The Company has reflected the transfer of Aon Corporation from Aon plc to Aon Global Holdings Limited below for all periods presented. Certain amounts in prior year’s consolidating statements of income have been reclassified and adjusted to conform to the 2016 presentation. In prior periods, other income (expense) from intercompany transactions were recognized in Compensation and benefits and Other general expenses. These amounts are now included in Intercompany other income (expense) in the Condensed Consolidating Statements of Income. The Company believes this provides greater clarity into the income generated from operations and intercompany transactions. Condensed Consolidating Statement of Income
| Year Ended December 31, 2016
(millions) | Aon plc |  | Aon Corporation |  | Other Non-Guarantor Subsidiaries |  | Consolidating Adjustments |  | Consolidated
Revenue |  |  |  |  |  |  |  |  |
Commissions, fees and other | $ | — |  |  | $ | — |  |  | $ | 11,605 |  |  | $ | — |  |  | $ | 11,605 |
Fiduciary investment income | — |  |  | — |  |  | 22 |  |  | — |  |  | 22 |
Total revenue | — |  |  | — |  |  | 11,627 |  |  | — |  |  | 11,627 |
Expenses |  |  |  |  |  |  |  |  |
Compensation and benefits | 130 |  |  | 171 |  |  | 6,613 |  |  | — |  |  | 6,914 |
Other general expenses | — |  |  | 2 |  |  | 2,805 |  |  | — |  |  | 2,807 |
Total operating expenses | 130 |  |  | 173 |  |  | 9,418 |  |  | — |  |  | 9,721 |
Operating (loss) income | (130 | ) |  | (173 | ) |  | 2,209 |  |  | — |  |  | 1,906 |
Interest income | — |  |  | 16 |  |  | 22 |  |  | (29 | ) |  | 9 |
Interest expense | (196 | ) |  | (101 | ) |  | (14 | ) |  | 29 |  |  | (282 | )
Intercompany interest income (expense) | 14 |  |  | (541 | ) |  | 527 |  |  | — |  |  | — |
Intercompany other income (expense) | 274 |  |  | (361 | ) |  | 87 |  |  | — |  |  | — |
Other income (expense) | 15 |  |  | (5 | ) |  | 44 |  |  | (18 | ) |  | 36 |
Income (loss) before taxes | (23 | ) |  | (1,165 | ) |  | 2,875 |  |  | (18 | ) |  | 1,669 |
Income tax expense (benefit) | (55 | ) |  | (325 | ) |  | 619 |  |  | — |  |  | 239 |
Income (loss) before equity in earnings of subsidiaries | 32 |  |  | (840 | ) |  | 2,256 |  |  | (18 | ) |  | 1,430 |
Equity in earnings of subsidiaries, net of tax | 1,382 |  |  | 1,219 |  |  | 379 |  |  | (2,980 | ) |  | — |
Net income | 1,414 |  |  | 379 |  |  | 2,635 |  |  | (2,998 | ) |  | 1,430 |
Less: Net income attributable to noncontrolling interests | — |  |  | — |  |  | 34 |  |  | — |  |  | 34 |
Net income attributable to Aon shareholders | $ | 1,414 |  |  | $ | 379 |  |  | $ | 2,601 |  |  | $ | (2,998 | ) |  | $ | 1,396 |
Condensed Consolidating Statement of Income
| Year Ended December 31, 2015
(millions) | Aon plc |  | Aon Corporation |  | Other Non-Guarantor Subsidiaries |  | Consolidating Adjustments |  | Consolidated
Revenue |  |  |  |  |  |  |  |  |
Commissions, fees and other | $ | — |  |  | $ | — |  |  | $ | 11,661 |  |  | $ | — |  |  | $ | 11,661 |
Fiduciary investment income | — |  |  | — |  |  | 21 |  |  | — |  |  | 21 |
Total revenue | — |  |  | — |  |  | 11,682 |  |  | — |  |  | 11,682 |
Expenses |  |  |  |  |  |  |  |  |
Compensation and benefits | 136 |  |  | 32 |  |  | 6,669 |  |  | — |  |  | 6,837 |
Other general expenses | 8 |  |  | 7 |  |  | 2,982 |  |  | — |  |  | 2,997 |
Total operating expenses | 144 |  |  | 39 |  |  | 9,651 |  |  | — |  |  | 9,834 |
Operating (loss) income | (144 | ) |  | (39 | ) |  | 2,031 |  |  | — |  |  | 1,848 |
Interest income | — |  |  | 14 |  |  | 19 |  |  | (19 | ) |  | 14 |
Interest expense | (140 | ) |  | (130 | ) |  | (22 | ) |  | 19 |  |  | (273 | )
Intercompany interest income (expense) | 429 |  |  | (479 | ) |  | 50 |  |  | — |  |  | — |
Intercompany other income (expense) | 302 |  |  | (422 | ) |  | 120 |  |  | — |  |  | — |
Other income (expense) | (1 | ) |  | — |  |  | 101 |  |  | — |  |  | 100 |
Income (loss) before taxes | 446 |  |  | (1,056 | ) |  | 2,299 |  |  | — |  |  | 1,689 |
Income tax expense (benefit) | 45 |  |  | (262 | ) |  | 484 |  |  | — |  |  | 267 |
Income (loss) before equity in earnings of subsidiaries | 401 |  |  | (794 | ) |  | 1,815 |  |  | — |  |  | 1,422 |
Equity in earnings of subsidiaries, net of tax | 984 |  |  | 1,290 |  |  | 496 |  |  | (2,770 | ) |  | — |
Net income | 1,385 |  |  | 496 |  |  | 2,311 |  |  | (2,770 | ) |  | 1,422 |
Less: Net income attributable to noncontrolling interests | — |  |  | — |  |  | 37 |  |  | — |  |  | 37 |
Net income attributable to Aon shareholders | $ | 1,385 |  |  | $ | 496 |  |  | $ | 2,274 |  |  | $ | (2,770 | ) |  | $ | 1,385 |
Condensed Consolidating Statement of Income
| Year Ended December 31, 2014
(millions) | Aon plc |  | Aon Corporation |  | Other Non-Guarantor Subsidiaries |  | Consolidating Adjustment |  | Consolidated
Revenue |  |  |  |  |  |  |  |  |
Commissions, fees and other | $ | — |  |  | $ | — |  |  | $ | 12,019 |  |  | $ | — |  |  | $ | 12,019 |
Fiduciary investment income | — |  |  | — |  |  | 26 |  |  | — |  |  | 26 |
Total revenue | — |  |  | — |  |  | 12,045 |  |  | — |  |  | 12,045 |
Expenses |  |  |  |  |  |  |  |  |
Compensation and benefits | 140 |  |  | 16 |  |  | 6,858 |  |  | — |  |  | 7,014 |
Other general expenses | 3 |  |  | 5 |  |  | 3,057 |  |  | — |  |  | 3,065 |
Total operating expenses | 143 |  |  | 21 |  |  | 9,915 |  |  | — |  |  | 10,079 |
Operating (loss) income | (143 | ) |  | (21 | ) |  | 2,130 |  |  | — |  |  | 1,966 |
Interest income | — |  |  | 2 |  |  | 17 |  |  | (9 | ) |  | 10 |
Interest expense | (84 | ) |  | (139 | ) |  | (41 | ) |  | 9 |  |  | (255 | )
Intercompany interest (expense) income | 449 |  |  | (298 | ) |  | (151 | ) |  | — |  |  | — |
Intercompany other (expense) income | 342 |  |  | (390 | ) |  | 48 |  |  | — |  |  | — |
Other income | 2 |  |  | 5 |  |  | 37 |  |  | — |  |  | 44 |
Income (loss) before taxes | 566 |  |  | (841 | ) |  | 2,040 |  |  | — |  |  | 1,765 |
Income tax (benefit) expense | 74 |  |  | (192 | ) |  | 452 |  |  | — |  |  | 334 |
Income (loss) before equity in earnings of subsidiaries | 492 |  |  | (649 | ) |  | 1,588 |  |  | — |  |  | 1,431 |
Equity in earnings of subsidiaries, net of tax | 905 |  |  | 1,195 |  |  | 546 |  |  | (2,646 | ) |  | — |
Net income | 1,397 |  |  | 546 |  |  | 2,134 |  |  | (2,646 | ) |  | 1,431 |
Less: Net income attributable to noncontrolling interests | — |  |  | — |  |  | 34 |  |  | — |  |  | 34 |
Net income attributable to Aon shareholders | $ | 1,397 |  |  | $ | 546 |  |  | $ | 2,100 |  |  | $ | (2,646 | ) |  | $ | 1,397 |
Condensed Consolidating Statement of Comprehensive Income
| Year Ended December 31, 2016
(millions) | Aon plc |  | Aon Corporation |  | Other Non-Guarantor Subsidiaries |  | Consolidating Adjustments |  | Consolidated
Net income | $ | 1,414 |  |  | $ | 379 |  |  | $ | 2,635 |  |  | $ | (2,998 | ) |  | $ | 1,430 |
Less: Net income attributable to noncontrolling interests | — |  |  | — |  |  | 34 |  |  | — |  |  | 34 |
Net income attributable to Aon shareholders | $ | 1,414 |  |  | $ | 379 |  |  | $ | 2,601 |  |  | $ | (2,998 | ) |  | $ | 1,396 |
Other comprehensive (loss) income, net of tax: |  |  |  |  |  |  |  |  |
Change in fair value of financial instruments | — |  |  | (1 | ) |  | (11 | ) |  | — |  |  | (12 | )
Foreign currency translation adjustments | (2 | ) |  | 21 |  |  | (532 | ) |  | 18 |  |  | (495 | )
Post-retirement benefit obligation | — |  |  | 68 |  |  | (52 | ) |  | — |  |  | 16 |
Total other comprehensive income (loss) | (2 | ) |  | 88 |  |  | (595 | ) |  | 18 |  |  | (491 | )
Equity in other comprehensive loss of subsidiaries, net of tax | (505 | ) |  | (547 | ) |  | (459 | ) |  | 1,511 |  |  | — |
Less: Other comprehensive loss attributable to noncontrolling interests | — |  |  | — |  |  | (2 | ) |  | — |  |  | (2 | )
Total other comprehensive loss attributable to Aon shareholders | (507 | ) |  | (459 | ) |  | (1,052 | ) |  | 1,529 |  |  | (489 | )
Comprehensive income (loss) attributable to Aon shareholders | $ | 907 |  |  | $ | (80 | ) |  | $ | 1,549 |  |  | $ | (1,469 | ) |  | $ | 907 |
Condensed Consolidating Statement of Comprehensive Income
| Year Ended December 31, 2015
(millions) | Aon plc |  | Aon Corporation |  | Other Non-Guarantor Subsidiaries |  | Consolidating Adjustments |  | Consolidated
Net income | $ | 1,385 |  |  | $ | 496 |  |  | $ | 2,311 |  |  | $ | (2,770 | ) |  | $ | 1,422 |
Less: Net income attributable to noncontrolling interests | — |  |  | — |  |  | 37 |  |  | — |  |  | 37 |
Net income attributable to Aon shareholders | $ | 1,385 |  |  | $ | 496 |  |  | $ | 2,274 |  |  | $ | (2,770 | ) |  | $ | 1,385 |
Other comprehensive income (loss), net of tax: |  |  |  |  |  |  |  |  |
Change in fair value of financial instruments | — |  |  | — |  |  | (8 | ) |  | — |  |  | (8 | )
Foreign currency translation adjustments | — |  |  | (47 | ) |  | (395 | ) |  | — |  |  | (442 | )
Post-retirement benefit obligation | — |  |  | 12 |  |  | 143 |  |  | — |  |  | 155 |
Total other comprehensive loss | — |  |  | (35 | ) |  | (260 | ) |  | — |  |  | (295 | )
Equity in other comprehensive loss of subsidiaries, net of tax | (289 | ) |  | (259 | ) |  | (294 | ) |  | 842 |  |  | — |
Less: Other comprehensive loss attributable to noncontrolling interests | — |  |  | — |  |  | (6 | ) |  | — |  |  | (6 | )
Total other comprehensive loss attributable to Aon shareholders | (289 | ) |  | (294 | ) |  | (548 | ) |  | 842 |  |  | (289 | )
Comprehensive income attributable to Aon shareholders | $ | 1,096 |  |  | $ | 202 |  |  | $ | 1,726 |  |  | $ | (1,928 | ) |  | $ | 1,096 |
Condensed Consolidating Statement of Comprehensive Income
| Year Ended December 31, 2014
(millions) | Aon plc |  | Aon Corporation |  | Other Non-Guarantor Subsidiaries |  | Consolidating Adjustments |  | Consolidated
Net income | $ | 1,397 |  |  | $ | 546 |  |  | $ | 2,134 |  |  | $ | (2,646 | ) |  | $ | 1,431 |
Less: Net income attributable to noncontrolling interests | — |  |  | — |  |  | 34 |  |  | — |  |  | 34 |
Net income attributable to Aon shareholders | $ | 1,397 |  |  | $ | 546 |  |  | $ | 2,100 |  |  | $ | (2,646 | ) |  | $ | 1,397 |
Other comprehensive income (loss), net of tax: |  |  |  |  |  |  |  |  |
Change in fair value of financial instruments | — |  |  | (3 | ) |  | 7 |  |  | — |  |  | 4 |
Foreign currency translation adjustments | — |  |  | (31 | ) |  | (476 | ) |  | — |  |  | (507 | )
Post-retirement benefit obligation | — |  |  | (315 | ) |  | 55 |  |  | — |  |  | (260 | )
Total other comprehensive loss | — |  |  | (349 | ) |  | (414 | ) |  | — |  |  | (763 | )
Equity in other comprehensive loss of subsidiaries, net of tax | (760 | ) |  | (409 | ) |  | (758 | ) |  | 1,927 |  |  | — |
Less: Other comprehensive loss attributable to noncontrolling interests | — |  |  | — |  |  | (3 | ) |  | — |  |  | (3 | )
Total other comprehensive loss attributable to Aon shareholders | (760 | ) |  | (758 | ) |  | (1,169 | ) |  | 1,927 |  |  | (760 | )
Comprehensive income (loss) attributable to Aon shareholders | $ | 637 |  |  | $ | (212 | ) |  | $ | 931 |  |  | $ | (719 | ) |  | $ | 637 |
Condensed Consolidating Statement of Financial Position
| As of December 31, 2016
(millions) | Aon plc |  | Aon Corporation |  | Other Non-Guarantor Subsidiaries |  | Consolidating Adjustments |  | Consolidated
ASSETS |  |  |  |  |  |  |  |  |
Cash and cash equivalents | $ | — |  |  | $ | 1,633 |  |  | $ | 660 |  |  | $ | (1,862 | ) |  | $ | 431 |
Short-term investments | — |  |  | 140 |  |  | 150 |  |  | — |  |  | 290 |
Receivables, net | — |  |  | 3 |  |  | 2,586 |  |  | — |  |  | 2,589 |
Fiduciary assets | — |  |  | — |  |  | 9,485 |  |  | — |  |  | 9,485 |
Intercompany receivables | 105 |  |  | 1,880 |  |  | 9,825 |  |  | (11,810 | ) |  | — |
Other current assets | — |  |  | 25 |  |  | 326 |  |  | — |  |  | 351 |
Total Current Assets | 105 |  |  | 3,681 |  |  | 23,032 |  |  | (13,672 | ) |  | 13,146 |
Goodwill | — |  |  | — |  |  | 8,747 |  |  | — |  |  | 8,747 |
Intangible assets, net | — |  |  | — |  |  | 2,223 |  |  | — |  |  | 2,223 |
Fixed assets, net | — |  |  | — |  |  | 765 |  |  | — |  |  | 765 |
Deferred tax assets | 134 |  |  | 726 |  |  | 168 |  |  | (706 | ) |  | 322 |
Intercompany receivables | 366 |  |  | 261 |  |  | 8,711 |  |  | (9,338 | ) |  | — |
Prepaid Pension | — |  |  | 5 |  |  | 853 |  |  | — |  |  | 858 |
Other non-current assets | 2 |  |  | 119 |  |  | 433 |  |  | — |  |  | 554 |
Investment in subsidiary | 10,107 |  |  | 17,137 |  |  | (350 | ) |  | (26,894 | ) |  | — |
TOTAL ASSETS | $ | 10,714 |  |  | $ | 21,929 |  |  | $ | 44,582 |  |  | $ | (50,610 | ) |  | $ | 26,615 |
LIABILITIES AND EQUITY |  |  |  |  |  |  |  |  |
Accounts payable and accrued liabilities | $ | 585 |  |  | $ | 44 |  |  | $ | 3,034 |  |  | $ | (1,862 | ) |  | $ | 1,801 |
Short-term debt and current portion of long-term debt | 279 |  |  | 50 |  |  | 7 |  |  | — |  |  | 336 |
Fiduciary Liabilities | — |  |  | — |  |  | 9,485 |  |  | — |  |  | 9,485 |
Intercompany payables | 142 |  |  | 10,399 |  |  | 1,269 |  |  | (11,810 | ) |  | — |
Other current liabilities | — |  |  | 63 |  |  | 810 |  |  | — |  |  | 873 |
Total Current Liabilities | 1,006 |  |  | 10,556 |  |  | 14,605 |  |  | (13,672 | ) |  | 12,495 |
Long-term debt | 4,177 |  |  | 1,413 |  |  | 279 |  |  | — |  |  | 5,869 |
Deferred tax liabilities | — |  |  | — |  |  | 759 |  |  | (658 | ) |  | 101 |
Pension, other post-retirement and other post-employment liabilities | — |  |  | 1,356 |  |  | 418 |  |  | — |  |  | 1,774 |
Intercompany payables | — |  |  | 8,877 |  |  | 461 |  |  | (9,338 | ) |  | — |
Other non-current liabilities | 8 |  |  | 77 |  |  | 759 |  |  | — |  |  | 844 |
TOTAL LIABILITIES | 5,191 |  |  | 22,279 |  |  | 17,281 |  |  | (23,668 | ) |  | 21,083 |
TOTAL AON SHAREHOLDERS’ EQUITY | 5,523 |  |  | (350 | ) |  | 27,244 |  |  | (26,942 | ) |  | 5,475 |
Noncontrolling interests | — |  |  | — |  |  | 57 |  |  | — |  |  | 57 |
TOTAL EQUITY | 5,523 |  |  | (350 | ) |  | 27,301 |  |  | (26,942 | ) |  | 5,532 |
TOTAL LIABILITIES AND EQUITY | $ | 10,714 |  |  | $ | 21,929 |  |  | $ | 44,582 |  |  | $ | (50,610 | ) |  | $ | 26,615 |
Condensed Consolidating Statement of Financial Position
| As of December 31, 2015
(millions) | Aon plc |  | Aon Corporation |  | Other Non-Guarantor Subsidiaries |  | Consolidating Adjustments |  | Consolidated
ASSETS |  |  |  |  |  |  |  |  |
Cash and cash equivalents | $ | — |  |  | $ | 2,083 |  |  | $ | 1,242 |  |  | $ | (2,941 | ) |  | $ | 384 |
Short-term investments | — |  |  | 209 |  |  | 147 |  |  | — |  |  | 356 |
Receivables, net | 1 |  |  | — |  |  | 2,563 |  |  | — |  |  | 2,564 |
Fiduciary assets | — |  |  | — |  |  | 9,932 |  |  | — |  |  | 9,932 |
Intercompany receivables | 432 |  |  | 1,950 |  |  | 7,957 |  |  | (10,339 | ) |  | — |
Other current assets | — |  |  | 19 |  |  | 310 |  |  | — |  |  | 329 |
Total Current Assets | 433 |  |  | 4,261 |  |  | 22,151 |  |  | (13,280 | ) |  | 13,565 |
Goodwill | — |  |  | — |  |  | 8,448 |  |  | — |  |  | 8,448 |
Intangible assets, net | — |  |  | — |  |  | 2,180 |  |  | — |  |  | 2,180 |
Fixed assets, net | — |  |  | — |  |  | 765 |  |  | — |  |  | 765 |
Deferred tax assets | 154 |  |  | 756 |  |  | 207 |  |  | (817 | ) |  | 300 |
Intercompany receivables | 375 |  |  | 526 |  |  | 8,633 |  |  | (9,534 | ) |  | — |
Prepaid Pension | — |  |  | 6 |  |  | 1,027 |  |  | — |  |  | 1,033 |
Other non-current assets | — |  |  | 119 |  |  | 557 |  |  | (84 | ) |  | 592 |
Investment in subsidiary | 11,700 |  |  | 16,042 |  |  | (123 | ) |  | (27,619 | ) |  | — |
TOTAL ASSETS | $ | 12,662 |  |  | $ | 21,710 |  |  | $ | 43,845 |  |  | $ | (51,334 | ) |  | $ | 26,883 |
LIABILITIES AND EQUITY |  |  |  |  |  |  |  |  |
Accounts payable and accrued liabilities | $ | 2,988 |  |  | $ | 45 |  |  | $ | 1,680 |  |  | $ | (2,941 | ) |  | $ | 1,772 |
Short-term debt and current portion of long-term debt | — |  |  | 550 |  |  | 12 |  |  | — |  |  | 562 |
Fiduciary Liabilities | — |  |  | — |  |  | 9,932 |  |  | — |  |  | 9,932 |
Intercompany payables | 167 |  |  | 9,518 |  |  | 654 |  |  | (10,339 | ) |  | — |
Other current liabilities | 47 |  |  | 56 |  |  | 716 |  |  | — |  |  | 819 |
Total Current Liabilities | 3,202 |  |  | 10,169 |  |  | 12,994 |  |  | (13,280 | ) |  | 13,085 |
Long-term debt | 3,451 |  |  | 1,412 |  |  | 275 |  |  | — |  |  | 5,138 |
Deferred tax liabilities | — |  |  | — |  |  | 855 |  |  | (818 | ) |  | 37 |
Pension, other post-retirement and other post-employment liabilities | — |  |  | 1,313 |  |  | 482 |  |  | — |  |  | 1,795 |
Intercompany payables | — |  |  | 8,799 |  |  | 735 |  |  | (9,534 | ) |  | — |
Other non-current liabilities | 7 |  |  | 140 |  |  | 705 |  |  | (83 | ) |  | 769 |
TOTAL LIABILITIES | 6,660 |  |  | 21,833 |  |  | 16,046 |  |  | (23,715 | ) |  | 20,824 |
TOTAL AON SHAREHOLDERS’ EQUITY | 6,002 |  |  | (123 | ) |  | 27,742 |  |  | (27,619 | ) |  | 6,002 |
Noncontrolling interests | — |  |  | — |  |  | 57 |  |  | — |  |  | 57 |
TOTAL EQUITY | 6,002 |  |  | (123 | ) |  | 27,799 |  |  | (27,619 | ) |  | 6,059 |
TOTAL LIABILITIES AND EQUITY | $ | 12,662 |  |  | $ | 21,710 |  |  | $ | 43,845 |  |  | $ | (51,334 | ) |  | $ | 26,883 |
Condensed Consolidating Statement of Cash Flows
| Year Ended December 31, 2016
(millions) | Aon plc |  | Aon Corporation |  | Other Non-Guarantor Subsidiaries |  | Consolidating Adjustments |  | Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES |  |  |  |  |  |  |  |  |
CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES | $ | 2,705 |  |  | $ | (536 | ) |  | $ | 3,265 |  |  | $ | (3,108 | ) |  | $ | 2,326 |
CASH FLOWS FROM INVESTING ACTIVITIES |  |  |  |  |  |  |  |  |
Proceeds from investments | — |  |  | 316 |  |  | 15 |  |  | (288 | ) |  | 43 |
Payments for investments | — |  |  | (35 | ) |  | (29 | ) |  | — |  |  | (64 | )
Net (purchases) sales of short-term investments - non-fiduciary | — |  |  | 70 |  |  | (9 | ) |  | — |  |  | 61 |
Acquisition of businesses, net of cash acquired | — |  |  | (335 | ) |  | (608 | ) |  | 64 |  |  | (879 | )
Proceeds from sale of businesses | — |  |  | — |  |  | 171 |  |  | (64 | ) |  | 107 |
Capital expenditures | — |  |  | — |  |  | (222 | ) |  | — |  |  | (222 | )
CASH USED FOR INVESTING ACTIVITIES | — |  |  | 16 |  |  | (682 | ) |  | (288 | ) |  | (954 | )
CASH FLOWS FROM FINANCING ACTIVITIES |  |  |  |  |  |  |  |  |
Share repurchase | (1,257 | ) |  | — |  |  | — |  |  | — |  |  | (1,257 | )
Advances from (to) affiliates and other (1) | (2,008 | ) |  | 570 |  |  | (3,037 | ) |  | 4,475 |  |  | — |
Issuance of shares for employee benefit plans | (129 | ) |  | — |  |  | — |  |  | — |  |  | (129 | )
Issuance of debt | 1,879 |  |  | 1,588 |  |  | — |  |  | — |  |  | 3,467 |
Repayment of debt | (845 | ) |  | (2,088 | ) |  | (12 | ) |  | — |  |  | (2,945 | )
Cash dividends to shareholders | (345 | ) |  | — |  |  | — |  |  | — |  |  | (345 | )
Noncontrolling interests and other financing activities |  |  |  | — |  |  | (77 | ) |  | — |  |  | (77 | )
CASH (USED FOR) PROVIDED BY FINANCING ACTIVITIES | (2,705 | ) |  | 70 |  |  | (3,126 | ) |  | 4,475 |  |  | (1,286 | )
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | — |  |  | — |  |  | (39 | ) |  | — |  |  | (39 | )
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | — |  |  | (450 | ) |  | (582 | ) |  | 1,079 |  |  | 47 |
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR | — |  |  | 2,083 |  |  | 1,242 |  |  | (2,941 | ) |  | 384 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | $ | — |  |  | $ | 1,633 |  |  | $ | 660 |  |  | $ | (1,862 | ) |  | $ | 431 |
(1) Advances from (to) affiliates and other includes activity related to the Company’s intercompany and cash pooling arrangements. Condensed Consolidating Statement of Cash Flows
| Year Ended December 31, 2015
(millions) | Aon plc |  | Aon Corporation |  | Other Non-Guarantor Subsidiaries |  | Consolidating Adjustments |  | Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES |  |  |  |  |  |  |  |  |
CASH PROVIDED BY OPERATING ACTIVITIES | $ | 695 |  |  | $ | 464 |  |  | $ | 2,523 |  |  | $ | (1,673 | ) |  | $ | 2,009 |
CASH FLOWS FROM INVESTING ACTIVITIES |  |  |  |  |  |  |  |  |
Proceeds from investments | — |  |  | 27 |  |  | 193 |  |  | — |  |  | 220 |
Payments for investments | (13 | ) |  | (47 | ) |  | (219 | ) |  | 13 |  |  | (266 | )
Net purchases of short-term investments - non-fiduciary | — |  |  | (42 | ) |  | 51 |  |  | — |  |  | 9 |
Acquisition of businesses, net of cash acquired | — |  |  | — |  |  | (16 | ) |  | — |  |  | (16 | )
Proceeds from sale of businesses | — |  |  | — |  |  | 205 |  |  | — |  |  | 205 |
Capital expenditures | — |  |  | — |  |  | (290 | ) |  | — |  |  | (290 | )
CASH USED FOR INVESTING ACTIVITIES | (13 | ) |  | (62 | ) |  | (76 | ) |  | 13 |  |  | (138 | )
CASH FLOWS FROM FINANCING ACTIVITIES |  |  |  |  |  |  |  |  |
Share repurchase | (1,550 | ) |  | — |  |  | — |  |  | — |  |  | (1,550 | )
Advances from (to) affiliates and other (1) | 232 |  |  | (326 | ) |  | (2,339 | ) |  | 2,433 |  |  | — |
Issuance of shares for employee benefit plans | (29 | ) |  | — |  |  | (1 | ) |  | — |  |  | (30 | )
Issuance of debt | 1,318 |  |  | 4,026 |  |  | 7 |  |  | — |  |  | 5,351 |
Repayment of debt | (330 | ) |  | (4,746 | ) |  | (22 | ) |  | — |  |  | (5,098 | )
Cash dividends to shareholders | (323 | ) |  | — |  |  | — |  |  | — |  |  | (323 | )
Noncontrolling interests and other financing activities | — |  |  | — |  |  | (39 | ) |  | — |  |  | (39 | )
CASH USED FOR FINANCING ACTIVITIES | (682 | ) |  | (1,046 | ) |  | (2,394 | ) |  | 2,433 |  |  | (1,689 | )
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | — |  |  | — |  |  | (172 | ) |  | — |  |  | (172 | )
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | — |  |  | (644 | ) |  | (119 | ) |  | 773 |  |  | 10 |
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR | — |  |  | 2,727 |  |  | 1,361 |  |  | (3,714 | ) |  | 374 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | $ | — |  |  | $ | 2,083 |  |  | $ | 1,242 |  |  | $ | (2,941 | ) |  | $ | 384 |
(1) Advances from (to) affiliates and other includes activity related to the Company’s intercompany and cash pooling arrangements. Condensed Consolidating Statement of Cash Flows
| Year Ended December 31, 2014
(millions) | Aon plc |  | Aon Corporation |  | Other Non-Guarantor Subsidiaries |  | Consolidating Adjustments |  | Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES |  |  |  |  |  |  |  |  |
CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES | $ | 769 |  |  | $ | (927 | ) |  | $ | 1,970 |  |  | $ | — |  |  | $ | 1,812 |
CASH FLOWS FROM INVESTING ACTIVITIES |  |  |  |  |  |  |  |  |
Proceeds from investments | — |  |  | 39 |  |  | 13 |  |  | — |  |  | 52 |
Payments for investments | — |  |  | (20 | ) |  | — |  |  | — |  |  | (20 | )
Net sales of short-term investments - non-fiduciary | — |  |  | (3 | ) |  | 113 |  |  | — |  |  | 110 |
Acquisition of businesses, net of cash acquired | — |  |  | — |  |  | (479 | ) |  | — |  |  | (479 | )
Proceeds from sale of businesses | — |  |  | — |  |  | 48 |  |  | — |  |  | 48 |
Capital expenditures | — |  |  | — |  |  | (256 | ) |  | — |  |  | (256 | )
CASH PROVIDED BY (USED FOR) INVESTING ACTIVITIES | — |  |  | 16 |  |  | (561 | ) |  | — |  |  | (545 | )
CASH FLOWS FROM FINANCING ACTIVITIES |  |  |  |  |  |  |  |  |
Share repurchase | (2,250 | ) |  | — |  |  | — |  |  | — |  |  | (2,250 | )
Advances from (to) affiliates | 19 |  |  | 3,215 |  |  | (536 | ) |  | (2,698 | ) |  | — |
Issuance of shares for employee benefit plans | (105 | ) |  | — |  |  | — |  |  | — |  |  | (105 | )
Issuance of debt | 2,908 |  |  | 2,326 |  |  | 5 |  |  | — |  |  | 5,239 |
Repayment of debt | (1,068 | ) |  | (2,150 | ) |  | (700 | ) |  | — |  |  | (3,918 | )
Cash dividends to shareholders | (273 | ) |  | — |  |  | — |  |  | — |  |  | (273 | )
Noncontrolling interests and other financing activities | — |  |  | — |  |  | 4 |  |  | — |  |  | 4 |
CASH PROVIDED BY (USED FOR) FINANCING ACTIVITIES | (769 | ) |  | 3,391 |  |  | (1,227 | ) |  | (2,698 | ) |  | (1,303 | )
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | — |  |  | — |  |  | (67 | ) |  | — |  |  | (67 | )
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | — |  |  | 2,480 |  |  | 115 |  |  | (2,698 | ) |  | (103 | )
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR | — |  |  | 247 |  |  | 1,246 |  |  | (1,016 | ) |  | 477 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | $ | — |  |  | $ | 2,727 |  |  | $ | 1,361 |  |  | $ | (3,714 | ) |  | $ | 374 |

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