imperialoverseasequitypool interimfinancialreports(unaudited)...xc ur en ta s xi nv estm (o-dr iaf...

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

Imperial Overseas Equity Pool

Interim Financial Reports (unaudited)for the period ended June 30, 2016

† Securities LendingThe tables that follow indicate the Pool had assets involved in securities lending transactionsoutstanding as at June 30, 2016 and December 31, 2015.

Aggregate Valueof Securities

on Loan($000s)

AggregateValue

of Collateralfor Loan

($000s)x

x

June 30, 2016 12,821 14,510x

December 31, 2015 13,999 14,826x

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

xx

June 30, 2016 – 14,510 – –x

December 31, 2015 – 14,793 – 33x

x

* See note 2j for Collateral Type definitions.

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

Inception Datexx

Class A November 24, 2003xx

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

As at June 30, 2016 and December 31, 2015 (note 1)

June 30, 2016 December 31, 2015x

xxx

Assetsxxx

Current assetsx

Investments (non-derivative financial assets) † (notes2 and 3) $ 207,029 $ 233,861

x

Cash including foreign currency holdings, at fair value 8,214 5,142x

Dividends receivable 860 711x

Receivable for portfolio securities sold 2,686 1,192x

Receivable for units issued 107 169xxx

Total Assets 218,896 241,075xxx

Liabilitiesxxx

Current liabilitiesx

Payable for portfolio securities purchased 4,896 1,019xxx

Total Liabilities 4,896 1,019xxx

Net Assets Attributable to Holders ofRedeemable Units (note 5) $ 214,000 $ 240,056

xxx

Net Assets Attributable to Holders ofRedeemable Units per Class

x

Class A $ 214,000 $ 240,056xxx

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

x

Class A $ 16.87 $ 18.76x

1



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

For the periods ended June 30, 2016 and 2015 (note 1)

June 30, 2016 June 30, 2015x

x

Net Gain (loss) on Financial Instrumentsx

Interest for distribution purposes $ – $ 2x

Dividend revenue 4,192 3,894x

Other changes in fair value of investments andderivatives

x

Net realized gain (loss) on sale of investments andderivatives 328 5,664

x

Net realized gain (loss) on foreign currency (notes 2fand g) (58) 64

x

Net change in unrealized appreciation (depreciation)of investments and derivatives (27,584) 17,287

xxx

Net Gain (loss) on Financial Instruments ± (23,122) 26,911xx

x

Other Incomex

Foreign exchange gain (loss) on cash (38) 112x

Securities lending revenue ±± 40 30xxx

2 142xx

x

Expenses (note 6)x

Management fees ±±± 300 282x

Audit fees 6 5x

Custodial fees 177 193x

Independent review committee fees – –x

Legal fees 1 1x

Regulatory fees 13 9x

Transaction costs ±±±± 181 182x

Unitholder reporting costs 16 13x

Withholding taxes (note 7) 375 380x

Other expenses 1 1xxx

1,070 1,066xx

x

Expenses waived/absorbed by the Manager (271) (278)xx

x

799 788xx

x

Increase (Decrease) in Net Assets Attributable toHolders of Redeemable Units (excludingdistributions) (23,919) 26,265

xx

x

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

x

Class A $ (23,919) $ 26,265xxx

Average Number of Units Outstanding for theperiod per Class

x

Class A 12,805 11,623xxx

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

x

Class A $ (1.86) $ 2.26x

x

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

Net gains (losses)

Category June 30, 2016 June 30, 2015x..

Financial assets at FVTPL..

Held for Trading $ (22) $ (68)..

Designated at Inception (23,100) 26,979......

Total financial assets at FVTPL $ (23,122) $ 26,911..

±± Securities Lending Revenue (note 2j)June 30, 2016 June 30, 2015

(in 000s)

% of Grosssecurities

lending revenue (in 000s)

% of Grosssecurities

lending revenuexx

Gross securities lending revenue $ 59 100.0 $ 44 100.0x

Interest paid on collateral – – – –x

Withholding taxes 2 3.4 1 2.3x

Agent fees - Bank of New YorkMellon Corp. (The) 17 28.8 13 29.5

xxx

Securities lending revenue $ 40 67.8 $ 30 68.2xx

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

Class A 0.25%xx

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

2016 2015x

x

Brokerage commissions and other fees ($000s)x

Total Paid 95 99x

Paid to CIBC World Markets Inc. – –x

Paid to CIBC World Markets Corp. – –x

Soft dollars ($000s)x

Total Paid 33 27x

Paid to CIBC World Markets Inc. and CIBC World Markets Corp. – –xx

Service Provider (note 9)The amounts paid by the Pool (including all applicable taxes) to CIBC Mellon Trust Company forcustodial fees, and to CIBC Mellon Global Securities Services Company (CIBC GSS) for securitieslending, fund accounting and reporting, and portfolio valuation (all net of absorptions) for the periodsended June 30, 2016 and 2015 were as follows:

2016 2015x

x

($000s) 17 13xx

2


Imperial Overseas Equity Poolx

Statements of Changes in Net Assets Attributable to Holders of Redeemable Units (unaudited)(in 000s)For the periods ended June 30, 2016 and 2015 (note 1)

Class A Units

June 30, 2016 June 30, 2015xx.

Increase (Decrease) in Net Assets Attributable toHolders of Redeemable Units (excludingdistributions) $ (23,919) $ 26,265

xxx.

Redeemable Unit Transactionsx.

Amount received from the issuance of units 22,491 39,306x.

Amount paid on redemptions of units (24,628) (16,756)x.xx

(2,137) 22,550xxx.

Increase (Decrease) in Net Assets Attributable toHolders of Redeemable Units (26,056) 48,815

x.

Net Assets Attributable to Holders of Redeemable Unitsat Beginning of Period 240,056 177,893

x.xx

Net Assets Attributable to Holders of Redeemable Unitsat End of Period $ 214,000 $ 226,708

xxx.

Redeemable Units Issued and Outstanding (note 5)x.

As at June 30, 2016 and 2015x.

Balance - beginning of period 12,796 11,182x.

Redeemable units issued 1,327 2,173x.xx

14,123 13,355x.

Redeemable units redeemed (1,435) (935)x.xx

Balance - end of period 12,688 12,420xx

x

Net Capital and Non-Capital Losses (note 7)As at December 2015, the Pool had non-capital and capital losses (in $000s) for income tax purposes available to be carried forward as follows:

Total Net Capital Losses

Total Non-Capital Lossesthat Expire in:

2026 to 2035x..

217,514 –.

.

3


Imperial Overseas Equity Poolx

x

Statements of Cash Flows (unaudited)(in 000s)For the periods ended June 30, 2016 and 2015 (note 1)

June 30, 2016 June 30, 2015xx.

Cash Flows from Operating Activitiesx.

Increase (Decrease) in Net Assets Attributable to Holders of Redeemable Units from Operations (excluding distributions) $ (23,919) $ 26,265x.

Adjustments for:x.

Foreign exchange loss (gain) on cash 38 (112)x.

Net realized (gain) loss on sale of investments and derivatives (328) (5,664)x.

Net change in unrealized (appreciation) depreciation of investments and derivatives 27,584 (17,287)x.

Purchase of investments (50,757) (65,728)x.

Proceeds from the sale of investments 52,716 44,598x.

Dividends receivable (149) (426)x.xx

5,185 (18,354)xxx.

Cash Flows from Financing Activitiesx.

Amount received from the issuance of units 22,553 39,008x.

Amount paid on redemptions of units (24,628) (16,913)x.xx

(2,075) 22,095xxx.

Increase (Decrease) in Cash during the Period 3,110 3,741xxx.

Foreign exchange loss (gain) on cash (38) 112xxx.

Cash (Bank Overdraft) at Beginning of Period 5,142 2,296xxx.

Cash (Bank Overdraft) at End of Period $ 8,214 $ 6,149x

x.

Interest received $ – $ 2x.

Dividends received, net of withholding taxes $ 3,668 $ 3,088

4



x

Schedule of Investment Portfolio (unaudited) As at June 30, 2016

SecurityNumber

of Shares

AverageCost

($000s)

FairValue

($000s)

% ofNet

Assetsx

CANADIAN EQUITIES..

Canadian Pacific Railway Ltd. 5,630 1,018 937..

Constellation Software Inc. 1,300 738 650..

....

TOTAL CANADIAN EQUITIES 1,756 1,587 0.7%..x

INTERNATIONAL EQUITIES..

Australia..

AGL Energy Ltd. 5,492 96 103..

Alumina Ltd. 11,678 15 15..

Amcor Ltd. 2,452 35 36..

AMP Ltd. 1,910 10 10..

APA Group 2,519 18 23..

Aristocrat Leisure Ltd. 8,657 87 116..

Asciano Ltd. 1,103 9 9..

ASX Ltd. 368 15 16..

Bank of Queensland Ltd. 1,025 14 11..

Boral Ltd. 10,145 61 62..

Brambles Ltd. 4,522 56 55..

Caltex Australia Ltd. 2,205 72 69..

Challenger Ltd. 13,150 104 111..

CIMIC Group Ltd. 2,667 65 93..

Coca-Cola Amatil Ltd. 898 8 7..

Cochlear Ltd. 801 86 94..

Crown Resorts Ltd. 1,011 12 12..

CSL Ltd. 13,080 1,128 1,425..

Dexus Property Group 7,821 67 69..

Domino's Pizza Enterprises Ltd. 126 8 8..

DUET Group 32,041 71 78..

Flight Centre Travel Group Ltd. 331 14 10..

Fortescue Metals Group Ltd. 33,014 81 114..

Goodman Group 5,922 41 41..

GPT Group 3,018 14 16..

Insurance Australia Group Ltd. 1,679 10 9..

LendLease Group 730 9 9..

Macquarie Group Ltd. 1,895 115 127..

Newcrest Mining Ltd. 1,312 22 29..

Orica Ltd. 678 10 8..

Origin Energy Ltd. 6,764 38 38..

Ramsay Health Care Ltd. 2,892 160 202..

REA Group Ltd. 1,042 54 60..

Rio Tinto Ltd. 191 8 9..

Santos Ltd. 2,376 10 11..

Scentre Group 13,679 60 66..

Seek Ltd. 8,174 123 121..

Sonic Healthcare Ltd. 408 8 9..

South32 Ltd. 11,171 17 17..

Stockland 16,786 75 77..

Suncorp Group Ltd. 520 6 6..

Tabcorp Holdings Ltd. 1,604 7 7..

Tatts Group Ltd. 2,470 10 9..

Telstra Corp. Ltd. 1,804 10 10..

TPG Telecom Ltd. 10,991 109 127..

Transurban Group 12,746 121 148..

Treasury Wine Estates Ltd. 13,117 117 118..

Vicinity Centres 33,020 103 106..

Vocus Communications Ltd. 9,771 74 82..

Wesfarmers Ltd. 1,300 52 51..

Westfield Corp., Stapled Units 61,389 570 637..

Westpac Banking Corp. Ltd. 425 12 12..

....

4,097 4,708 2.2%..x

Austria..

Andritz AG 147 10 9..

Erste Group Bank AG 15,461 589 455..

OMV AG 559 19 20..

Raiffeisen International Bank-Holding AG 567 10 9..

....

628 493 0.2%..x

Belgium..

Ageas NV 2,759 154 124..

Anheuser-Busch InBev NV 12,730 1,390 2,175..

Colruyt NV 388 25 28..

Delhaize Group 91 13 12..

Groupe Bruxelles Lambert SA 116 12 12..

KBC Groep NV 17,233 1,090 1,095..

Proximus SA 3,694 139 152..

UCB SA 97 10 9..

Umicore 188 12 13..

....

2,845 3,620 1.7%..x

Bermuda..

Lazard Ltd., Class 'A' 10,812 655 416..

....

655 416 0.2%..

5



Schedule of Investment Portfolio (unaudited) As at June 30, 2016 (cont'd)

SecurityNumber

of Shares

AverageCost

($000s)

FairValue

($000s)

% ofNet

Assetsx

China..

Alibaba Group Holding Ltd. 3,120 306 321..

Baidu Inc., ADR 6,805 1,459 1,452..

China Shenhua Energy Co. Ltd. 72,500 146 174..

Ctrip.com International Ltd., ADR 14,131 806 752..

Lenovo Group Ltd. 212,000 185 167..

Tencent Holdings Ltd. 58,655 1,096 1,738..

....

3,998 4,604 2.2%..x

Denmark..

Carlsberg AS, Series 'B' 71 9 9..

Christian Hansen Holdings AS 8,884 615 754..

Coloplast AS, Class 'B' 8,732 806 845..

Danske Bank AS 9,525 302 324..

DSV AS 8,339 466 453..

Genmab AS, Bearer 82 13 19..

ISS AS 230 10 11..

Novo Nordisk AS, ADR 15,233 1,098 1,058..

Novo Nordisk AS, Series 'B' 26,489 1,507 1,843..

Novozymes AS, Class 'B' 13,117 767 814..

Pandora AS 5,912 570 1,040..

Vestas Wind Systems AS 2,151 148 189..

William Demant Holding AS 1,110 27 28..

....

6,338 7,387 3.5%..x

Finland..

Elisa OYJ 4,479 172 222..

Fortum OYJ 2,232 46 46..

Kone OYJ, Class 'B' 315 19 19..

Metso OYJ 192 6 6..

Neste Oil OYJ 3,786 132 175..

Sampo OYJ, Series 'A' 3,859 210 204..

Stora Enso OYJ, Series 'R' 11,617 148 121..

UPM-Kymmene Corp. OYJ 2,051 51 49..

Wärtsilä OYJ, Series 'B' 182 10 10..

....

794 852 0.4%..x

France..

Accor SA 5,613 340 278..

Aéroports de Paris 207 32 29..

Arkema 3,570 348 353..

Atos SE 331 36 35..

AXA SA 1,630 58 42..

BNP Paribas SA 17,419 1,140 987..

Bouygues SA 16,804 712 622..

Bureau Veritas SA 736 21 20..

Capgemini SA 3,667 455 409..

Christian Dior SA 521 126 108..

CNP Assurances 1,589 34 30..

Compagnie de Saint-Gobain SA 639 40 31..

Compagnie Générale des Établissements Michelin, Series 'B',Registered 211 29 26

..

Crédit Agricole SA 35,670 559 387..

Criteo SA, ADR 4,219 234 250..

Danone 135 13 12..

Dassault Systèmes SA 446 31 43..

Eiffage SA 174 16 16..

Engie 64,981 1,542 1,348..

Essilor International SA 8,752 1,296 1,486..

Eurazeo 162 14 12..

Eutelsat Communications SA 257 10 6..

Faurecia 11,295 510 463..

Fonciere des Regions 209 26 24..

Gecina SA 60 10 11..

Groupe Eurotunnel SA 624 9 9..

Hermes International 1,137 525 548..

Iliad SA 1,089 334 284..

Imerys SA 107 10 9..

JC Decaux SA 1,203 57 52..

Kering 2,070 494 431..

Lagardère SCA, Registered 2,427 93 68..

Legrand SA 18,557 1,114 1,227..

L'Oréal SA 295 70 73..

LVMH Moët Hennessy-Louis Vuitton SA 3,180 678 619..

Natixis SA 32,050 230 156..

Orange SA 2,293 52 48..

Pernod-Ricard SA 4,797 684 686..

PSA Peugeot Citroën SA 10,984 258 170..

Publicis Groupe 11,546 1,025 998..

Rémy Cointreau SA 81 8 9..

Renault SA 562 68 55..

Rexel SA 11,130 214 181..

Sanofi SA 13,543 1,316 1,454..

Schneider Electric SE 28,668 2,538 2,161..

SCOR SA 4,767 237 182

6




SecurityNumber

of Shares

AverageCost

($000s)

FairValue

($000s)

% ofNet

Assets..

Societe BIC SA 804 153 146..

Sodexho Alliance SA 87 12 12..

Suez 1,104 26 22..

Technip SA 96 7 7..

Thales SA 5,101 550 547..

Total SA 49,979 3,103 3,097..

Unibail-Rodamco SE 18 6 6..

Valeo SA 12,152 720 697..

Vallourec SA 56,118 1,048 256..

Veolia Environnement SA 17,614 548 491..

Vinci SA 5,749 534 524..

Vivendi SA 12,350 289 299..

Wendel Investissement 708 113 95..

....

24,755 22,647 10.6%..x

Germany..

Adidas AG 4,904 694 909..

Bayer AG 9,613 1,147 1,247..

Bayerische Motoren Werke (BMW) AG, Preferred 79 8 6..

Beiersdorf AG 356 43 44..

Continental AG 3,337 789 816..

Daimler AG, Registered 30 4 2..

Deutsche Boerse AG 9,060 927 962..

Deutsche Lufthansa AG 585 11 9..

Deutsche Telekom AG, Registered 3,438 82 76..

Deutsche Wohnen AG 6,565 199 289..

Fresenius Medical Care AG 5,381 559 606..

Fresenius SE 5,613 340 533..

FUCHS PETROLUB SE, Preferred 684 43 35..

GEA Group AG 166 10 10..

Hannover Rueckversicherungs SE 1,556 203 211..

HeidelbergCement AG 5,966 629 581..

Henkel AG & Co. KGaA 996 106 139..

Henkel AG & Co. KGaA, Preferred 2,977 414 470..

Hochtief AG 63 10 11..

Infineon Technologies AG 2,141 36 40..

K+S AG, Registered 236 8 6..

Lanxess AG 16 1 1..

Linde AG 6,690 1,336 1,204..

Merck KGaA 156 19 20..

Muenchener Rueckversicherungs-Gesellschaft AG, Registered 42 11 9..

Osram Licht AG 1,481 89 99..

Porsche AG, Preferred 1,225 81 73..

ProSiebenSat.1 Media SE 5,164 332 292..

RWE AG, Class 'A' 285 6 6..

SAP AG 16,009 1,237 1,553..

Siemens AG, Registered 4,775 625 633..

Symrise AG, Bearer 4,192 258 369..

Telefonica Deutschland Holding AG 171 1 1..

ThyssenKrupp AG 228 6 6..

United Internet AG, Registered 382 20 21..

Volkswagen AG 277 52 47..

Volkswagen AG, Preferred 14,542 3,415 2,276..

Zalando SE 19,432 799 664..

....

14,550 14,276 6.7%..x

Hong Kong..

AIA Group Ltd. 197,800 1,475 1,537..

BOC Hong Kong (Holdings) Ltd. 1,500 6 6..

Cheung Kong Infrastructure Holdings Ltd. 19,000 190 212..

China Merchants Holdings International Co. Ltd. 121,932 438 422..

China Mobile Ltd. 128,001 1,380 1,911..

CLP Holdings Ltd. 8,500 93 112..

CNOOC Ltd. 754,000 1,299 1,216..

Galaxy Entertainment Group Ltd. 10,000 40 39..

Hang Seng Bank Ltd. 4,200 95 93..

HK Electric Investments and HK Electric Investments Ltd. 64,500 74 78..

HKT Trust and HKT Ltd. 36,000 67 67..

Hysan Development Co. Ltd. 1,000 5 6..

Link REIT 5,000 40 44..

MTR Corp. Ltd. 13,500 76 88..

New World Development Co. Ltd. 5,000 6 6..

Power Assets Holdings Ltd. 6,000 68 71..

Swire Properties Ltd. 12,600 43 43..

Techtronic Industries Co. Ltd. 4,000 14 22..

Wheelock and Co. Ltd. 2,000 11 12..

....

5,420 5,985 2.8%..x

India..

HDFC Bank Ltd., ADR 9,438 773 809..

Tata Motors Ltd., ADR 7,900 324 354..

....

1,097 1,163 0.6%..

7




SecurityNumber

of Shares

AverageCost

($000s)

FairValue

($000s)

% ofNet

Assetsx

Indonesia..

PT Astra International TBK 440,500 319 321..

PT Bank Mandiri 203,500 198 190..

....

517 511 0.2%..x

Ireland..

Accenture PLC, Class 'A' 3,431 501 502..

Bank of Ireland 492,863 169 131..

CRH PLC 16,688 626 628..

Experian PLC 32,611 700 800..

ICON PLC 8,059 808 729..

James Hardie Industries SE 6,246 99 125..

Kerry Group PLC, Class 'A' 284 30 33..

Paddy Power Betfair PLC 458 80 62..

Ryanair Holdings PLC, ADR 4,140 375 372..

Shire PLC 10,760 894 859..

Smurfit Kappa Group PLC 11,146 437 317..

Willis Towers Watson PLC 3,133 486 503..

XL Group PLC 7,500 291 323..

....

5,496 5,384 2.5%..x

Israel..

Azrieli Group Ltd. 107 6 6..

Bank Hapoalim Ltd. 18,920 130 123..

Bank Leumi Le Israel 18,211 91 83..

Bezeq Israel Telecommunication Corp. Ltd. 47,782 144 122..

NICE Ltd. 625 42 51..

Teva Pharmaceutical Industries Ltd., ADR 5,264 411 342..

....

824 727 0.3%..x

Italy..

Atlantia SPA 5,590 160 180..

Enel SPA 131,768 759 756..

Eni SPA 31,725 808 660..

Leonardo-Finmeccanica SPA 10,058 163 131..

Luxottica Group SPA 106 9 7..

Prysmian SPA 4,757 125 135..

Snam SPA 2,276 15 17..

Telecom Italia SPA 133,575 175 142..

Terna SPA 17,481 120 126..

....

2,334 2,154 1.0%..x

Japan..

ABC-Mart Inc. 100 8 9..

Aisin Seiki Co. Ltd. 300 16 16..

Alfresa Holdings Corp. 7,500 153 202..

Amada Co. Ltd. 2,500 32 33..

Bandai Namco Holdings Inc. 1,800 55 60..

Benesse Holdings Inc. 500 17 15..

CALBEE Inc. 9,400 503 508..

Casio Computer Co. Ltd. 1,900 37 35..

Central Japan Railway Co. 700 128 161..

CYBERDYNE Inc. 600 18 17..

Dai Nippon Printing Co. Ltd. 6,000 80 86..

Daihatsu Motor Co. Ltd. 1,500 26 25..

Dai-ichi Life Insurance Co. (The) 22,100 339 320..

Daiichi Sankyo Co. Ltd. 6,000 144 188..

Daikin Industries Ltd. 3,400 353 369..

Daito Trust Construction Co. Ltd. 2,600 361 545..

Daiwa House Industry Co. Ltd. 4,100 141 156..

East Japan Railway Co. 14,000 1,467 1,676..

Fanuc Corp. 1,800 394 378..

Fuji Heavy Industries Ltd. 3,400 172 151..

Fujitsu Ltd. 186,000 1,237 884..

Hamamatsu Photonics K.K. 300 11 11..

Hirose Electric Co. Ltd. 100 16 16..

Hisamitsu Pharmaceutical Co. Inc. 1,100 62 82..

Hitachi High-Technologies Corp. 1,400 52 49..

Hitachi Ltd. 253,000 1,804 1,369..

Honda Motor Co. Ltd. 27,900 1,087 904..

HOSHIZAKI ELECTRIC CO. LTD. 100 11 13..

Idemitsu Kosan Co. Ltd. 200 5 6..

Iida Group Holdings Co. Ltd. 9,900 169 262..

Isuzu Motors Ltd. 36,400 574 579..

ITOCHU Corp. 52,000 749 822..

Japan Airlines Co. Ltd. 23,700 1,141 985..

Japan Prime Realty Investment Corp. 2 10 11..

Japan Real Estate Investment Corp. 6 47 48..

Japan Retail Fund Investment Corp. 3 9 10..

Japan Tobacco Inc. 11,900 541 620..

JFE Holdings Inc. 400 7 7..

JGC Corp. 1,000 21 18..

JX Holdings Inc. 5,700 30 29..

Kakaku.com Inc. 500 12 13..

Kaneka Corp. 9,000 96 78

8




SecurityNumber

of Shares

AverageCost

($000s)

FairValue

($000s)

% ofNet

Assets..

Kansai Paint Co. Ltd. 2,100 51 55..

Kao Corp. 3,800 254 286..

KDDI Corp. 62,300 1,128 2,448..

Keihan Holdings Co. Ltd. 11,000 84 98..

Keio Corp. 5,000 55 61..

Keisei Electric Railway Co. Ltd. 1,000 18 17..

Keiyu Corp. 1,000 11 13..

Keyence Corp. 1,955 1,074 1,723..

Kikkoman Corp. 4,000 133 191..

Kintetsu Group Holdings Co. Ltd. 4,000 22 22..

Koito Manufacturing Co. Ltd. 2,900 128 172..

Komatsu Ltd. 26,100 595 586..

Konami Holdings Corp. 2,300 71 113..

Kubota Corp. 48,000 901 839..

Kuraray Co. Ltd. 400 6 6..

Kurita Water Industries Ltd. 300 9 9..

Kyocera Corp. 200 12 12..

Kyowa Hakko Kirin Co. Ltd. 4,000 75 88..

Lixil Group Corp. 1,700 50 36..

Mabuchi Motor Co. Ltd. 1,400 62 77..

Makita Corp. 4,600 331 395..

Marui Group Co. Ltd. 4,800 79 83..

Maruichi Steel Tube Ltd. 200 9 9..

Medipal Holdings Corp. 5,700 121 121..

Meiji Holdings Co. Ltd. 2,700 149 358..

Mitsubishi Chemical Holdings Corp. 1,800 12 11..

Mitsubishi Estate Co. Ltd. 9,000 237 213..

Mitsubishi UFJ Financial Group Inc. 78,500 483 455..

Mitsui Chemicals Inc. 21,000 79 100..

Nabtesco Corp. 200 6 6..

Nagoya Railroad Ltd. 6,000 37 44..

Nexon Co. Ltd. 400 8 8..

NGK Insulators Ltd. 1,000 31 26..

Nidec Corp. 500 34 49..

Nikon Corp. 31,600 602 553..

Nippon Building Fund Inc. 8 63 64..

Nippon Electric Glass Co. Ltd. 5,000 31 27..

Nippon Paint Holdings Co. Ltd. 1,100 35 35..

Nippon Prologis REIT Inc. 3 8 9..

Nippon Telegraph & Telephone Corp. 1,500 72 91..

Nisshin Seifun Group Inc. 4,600 96 95..

Nitori Holdings Co. Ltd. 7,100 606 1,112..

Nitto Denko Corp. 4,300 356 352..

Nomura Real Estate Master Fund Inc. 4 7 8..

NTT Data Corp. 2,000 112 122..

NTT DOCOMO INC. 7,100 244 247..

Obayashi Corp. 9,000 105 124..

Odakyu Electric Railway Co. Ltd. 1,000 17 15..

Olympus Corp. 8,200 421 396..

Ono Pharmaceutical Co. Ltd. 10,600 326 596..

Oracle Corp. Japan 300 17 21..

Oriental Land Co. Ltd. 200 12 17..

Orix Corp. 43,300 588 724..

Park24 Co. Ltd. 2,100 78 93..

Ricoh Co. Ltd. 500 7 6..

Rinnai Corp. 700 80 80..

Ryohin Keikaku Co. Ltd. 2,200 523 693..

Sankyo Co. Ltd. 700 35 34..

Santen Pharmaceutical Co. Ltd. 400 8 8..

SBI Holdings Inc. 800 10 10..

SECOM Co. Ltd. 300 26 29..

Sekisui Chemical Co. Ltd. 2,000 33 32..

Sekisui House Ltd. 2,800 59 63..

Seven & I Holdings Co. Ltd. 10,800 528 585..

Shimadzu Corp. 5,000 95 97..

Shimamura Co. Ltd. 100 17 19..

Shimano Inc. 2,300 444 454..

Shionogi & Co. 3,500 95 247..

Shiseido Co. Ltd. 11,400 336 384..

Showa Shell Sekiyu K.K. 2,700 37 33..

Sohgo Security Services Co. Ltd. 700 45 45..

Sompo Japan Nipponkoa Holdings Inc. 4,700 133 162..

So-net M3 Inc. 200 8 9..

Sony Corp. 13,000 470 495..

START TODAY CO. LTD. 200 13 14..

SUGI Holdings Co. Ltd. 4,700 279 339..

Sumitomo Chemical Co. Ltd. 21,000 142 112..

Sumitomo Dainippon Pharma Co. Ltd. 2,100 41 47..

Sumitomo Heavy Industries Ltd. 1,000 5 6..

Sumitomo Mitsui Financial Group Inc. 42,500 1,865 1,585..

SUNDRUG CO. LTD. 100 11 12..

Suntory Beverage & Food Ltd. 9,100 552 532..

Suzuken Co. Ltd. 3,300 130 134..

Sysmex Corp. 7,735 600 688..

Taiheiyo Cement Corp. 4,000 16 12

9




SecurityNumber

of Shares

AverageCost

($000s)

FairValue

($000s)

% ofNet

Assets..

Taisei Corp. 1,000 8 11..

Taisho Pharmaceutical Holdings Co. Ltd. 100 11 14..

Teijin Ltd. 35,000 160 150..

Terumo Corp. 700 30 39..

THK Co. Ltd. 2,200 50 48..

Tobu Railway Co. 2,000 13 14..

Toho Co. Ltd. 300 10 11..

Toho Gas Co. Ltd. 7,000 58 74..

Tokyo Electron Ltd. 4,000 292 437..

Tokyu Corp. 2,000 20 23..

Toppan Printing Co. Ltd. 13,000 143 144..

Toto Ltd. 2,399 95 124..

Toyo Seikan Group Holdings Ltd. 6,900 147 170..

Toyota Motor Corp. 3,700 242 236..

Trend Micro Inc. 1,400 71 65..

United Urban Investment Corp. REIT 3 7 7..

West Japan Railway Co. 2,700 179 221..

Yahoo Japan Corp. 1,800 11 10..

Yamada Denki Co. Ltd. 1,500 10 10..

Yamaha Corp. 2,500 72 87..

Yamazaki Baking Co. Ltd. 1,000 27 36..

Yokogawa Electric Corp. 200 3 3..

....

30,588 34,097 15.9%..x

Jersey, Channel Islands..

Randgold Resources Ltd. 80 10 12..

....

10 12 0.0%..x

Luxembourg..

ArcelorMittal SA 28,588 195 168..

Millicom International Cellular SA 182 13 14..

Tenaris SA 559 10 11..

....

218 193 0.1%..x

Macau..

Sands China Ltd. 98,800 467 432..

....

467 432 0.2%..x

Mexico..

Cemex SAB de CV, ADR 37,466 318 299..

Fomento Economico Mexicano SAB de CV, ADR 1,090 132 130..

Fresnillo PLC 3,037 53 86..

Wal-Mart de Mexico SAB de CV, Series 'V' 143,980 459 448..

....

962 963 0.5%..x

Netherlands..

Airbus Group 334 30 25..

Akzo Nobel NV 27,343 2,048 2,195..

Altice NV, Class 'A' 14,736 281 284..

ASML Holding NV 6,075 700 773..

Core Laboratories NV 5,738 879 918..

Heineken Holding NV 513 48 54..

Heineken NV 347 41 41..

ING Groep NV 87,668 1,283 1,172..

Koninklijke Ahold NV 579 17 17..

Koninklijke DSM NV 4,263 327 318..

Koninklijke KPN NV 128,425 454 591..

Koninklijke Vopak NV 4,545 312 292..

Mobileye NV 5,600 307 334..

NN Group NV 2,324 101 83..

NXP Semiconductors NV 6,751 673 683..

PostNL NV 74,593 862 393..

QIAGEN NV 3,421 99 96..

Randstad Holding NV 2,473 205 128..

RELX NV 98,134 1,407 2,193..

Royal Dutch Shell PLC, Class 'A' 34,980 1,284 1,240..

Royal Dutch Shell PLC, Class 'B' 47,017 1,462 1,678..

Unilever NV 6,026 273 364..

Wolters Kluwer NV 2,646 97 138..

Yandex NV, Class 'A' 21,977 378 620..

....

13,568 14,630 6.8%..x

New Zealand..

Fletcher Building Ltd. 8,077 60 64..

Meridian Energy Ltd. 45,337 102 110..

Ryman Healthcare Ltd. 10,974 90 95..

Spark New Zealand Ltd. 25,023 80 82..

....

332 351 0.2%..

10




SecurityNumber

of Shares

AverageCost

($000s)

FairValue

($000s)

% ofNet

Assetsx

Norway..

Gjensidige Forsikring ASA 2,210 49 48..

Marine Harvest 270 6 6..

Norsk Hydro ASA 4,140 22 20..

Orkla ASA 3,687 39 42..

Statoil ASA 20,809 511 464..

Telenor ASA 14,137 352 302..

....

979 882 0.4%..x

Portugal..

Galp Energia, SGPS SA, Class 'B' 4,542 78 81..

Jeronimo Martins SGPS SA 26,833 466 547..

....

544 628 0.3%..x

Russia..

Gazprom PAO, ADR 71,925 582 402..

....

582 402 0.2%..x

Singapore..

CapitaLand Commercial Trust Ltd. 6,600 9 9..

Capitaland Ltd. 18,300 53 54..

ComfortDelGro Corp. Ltd. 30,000 67 80..

Jardine Cycle & Carriage Ltd. 4,200 144 149..

Oversea-Chinese Banking Corp. Ltd. 1,000 8 8..

Singapore Airlines Ltd. 1,200 13 12..

Singapore Exchange Ltd. 1,800 13 13..

Singapore Press Holdings Ltd. 1,700 7 7..

Singapore Technologies Engineering Ltd. 12,400 37 38..

Suntec REIT 35,900 58 61..

Wilmar International Ltd. 164,000 495 516..

....

904 947 0.4%..x

South Africa..

Naspers Ltd., Series 'N' 1,684 279 332..

Shoprite Holdings Ltd. 21,514 344 315..

....

623 647 0.3%..x

South Korea..

Amorepacific Corp. 600 287 292..

Hana Financial Group Inc. 11,730 401 308..

KT&G Corp. 4,995 373 764..

POSCO 2,050 395 469..

Samsung Electronics Co. Ltd. 1,318 1,762 2,121..

Samsung Electronics Co. Ltd., GDR, Registered 374 235 302..

SK Telecom Co. Ltd. 5,731 1,377 1,391..

....

4,830 5,647 2.6%..x

Spain..

Aena SA 338 58 58..

Amadeus IT Holding SA, Class 'A' 2,781 141 158..

Bankinter SA 4,687 46 39..

CaixaBank SA 188,656 1,035 537..

Cellnex Telecom SAU 11,422 263 232..

Enagas 5,391 195 213..

Ferrovial SA 13,889 364 351..

Gas Natural SDG SA 298 8 8..

Grifols SA 688 22 20..

Grifols SA, ADR 14,482 297 312..

Iberdrola SA 14,921 131 132..

Industria de Diseno Textil SA 26,297 880 1,141..

Red Electrica Corporacion SA 1,318 116 152..

Repsol SA 509 9 8..

Zardoya Otis SA 1,726 27 21..

....

3,592 3,382 1.6%..x

Sweden..

Alfa Laval AB 702 15 14..

Assa Abloy AB, Class 'B' 2,327 55 62..

Atlas Copco AB, Series 'A' 11,827 386 397..

Electrolux AB, Series 'B' 97 4 3..

Hexagon AB, Series 'B' 10,583 516 500..

Husqvarna AB 7,621 75 73..

ICA Gruppen AB 343 16 15..

Industrivarden AB, Series 'C' 383 8 8..

Investor AB, Series 'B' 3,927 174 171..

Lundin Petroleum AB 16,710 351 393..

Sandvik AB 570 7 7..

Securitas AB, Series 'B' 2,770 54 55..

Skanska AB, Series 'B' 2,549 72 69..

Svenska Cellulosa AB, Series 'B' 12,402 470 515..

Swedish Match AB 2,541 111 115..

Tele2 AB, Class 'B' 573 7 7..

Volvo AB, Series 'B' 455 7 6..

....

2,328 2,410 1.1%..

11




SecurityNumber

of Shares

AverageCost

($000s)

FairValue

($000s)

% ofNet

Assetsx

Switzerland..

ABB Ltd., Registered 14,000 378 358..

Actelion Ltd., Registered 4,700 751 1,022..

Adecco SA, Registered 1,092 104 71..

Aryzta AG, Registered 16,760 1,114 800..

Baloise Holding AG, Registered 570 85 82..

Chubb Ltd. 9,183 1,204 1,550..

Clariant AG, Registered 19,214 413 419..

Coca-Cola HBC AG 4,003 113 105..

Compagnie Financiere Richemont SA, Registered 15,164 1,497 1,147..

Credit Suisse Group AG 33,604 865 462..

Ems-Chemie Holding AG, Registered 10 6 7..

Galenica AG, Registered 44 90 77..

GAM Holding AG 10,250 191 141..

Geberit AG, Registered 258 103 126..

Givaudan SA, Registered 35 72 91..

Glencore PLC 5,611 15 15..

Julius Baer Group Ltd. 8,015 465 417..

LafargeHolcim Ltd., Registered 6,269 481 339..

Lindt & Spruengli AG 19 123 146..

Lindt & Spruengli AG, Registered 2 135 185..

Lonza Group AG, Registered 1,942 301 417..

Nestlé SA, Registered, Series 'B' 14,622 1,117 1,464..

Novartis AG, Registered 28,169 2,382 3,004..

Pargesa Holding SA, Class 'B' 86 7 7..

Partners Group Holding AG 417 168 231..

Roche Holding AG Genusscheine 14,502 3,974 4,944..

Schindler Holding AG 450 97 105..

Schindler Holding AG, Registered 538 119 126..

SGS SA, Registered 299 713 885..

Sika AG 14 71 76..

Sonova Holding AG, Registered 100 17 17..

STMicroelectronics NV 59,150 570 446..

Swiss Life Holding AG, Registered 222 74 66..

Swiss Prime Site AG, Registered 792 89 93..

Swiss Re AG 2,319 242 262..

UBS Group AG 73,056 1,447 1,225..

Wolseley PLC 10,236 770 685..

Zurich Insurance Services AG 4,302 1,295 1,375..

....

21,658 22,988 10.7%..x

Taiwan..

Hon Hai Precision Industry Co. Ltd., GDR, Registered 21,837 118 143..

Taiwan Semiconductor Manufacturing Co. Ltd., ADR 46,035 1,226 1,560..

....

1,344 1,703 0.8%..x

United Kingdom..

3i Group PLC 13,636 126 129..

Admiral Group PLC 11,926 397 419..

Amec Foster Wheeler PLC 19,375 270 165..

Antofagasta PLC 69,100 617 558..

ARM Holdings PLC 35,468 1,183 1,210..

Ashtead Group PLC 28,010 418 517..

ASOS PLC 4,216 291 291..

Associated British Foods PLC 4,997 241 235..

Auto Trader Group PLC 91,651 661 560..

Aviva PLC 343,016 3,007 2,336..

BAE Systems PLC 6,431 60 58..

Balfour Beatty PLC 133,917 632 497..

Barclays PLC 671,341 2,661 1,613..

Booker Group PLC 86,957 311 260..

BP PLC 85,950 700 650..

British American Tobacco PLC 29,329 1,713 2,456..

British Land Co. PLC 1,158 15 12..

Bunzl PLC 21,536 690 856..

Burberry Group PLC 13,245 354 266..

Carnival PLC 28,570 1,334 1,637..

Carphone Warehouse Group PLC 8,706 71 48..

CNH Industrial NV 822 8 8..

Cobham PLC 79,158 203 215..

Compass Group PLC 63,334 1,354 1,557..

Diageo PLC 28,104 1,011 1,014..

Direct Line Insurance Group PLC 21,910 171 131..

Fiat Chrysler Automobiles NV 120 2 1..

GKN PLC 1,216 6 6..

GlaxoSmithKline PLC 44,150 1,198 1,225..

Hargreaves Lansdown PLC 7,886 203 170..

HSBC Holdings PLC 62,325 667 499..

ICAP PLC 2,357 22 17..

IMI PLC 15,334 308 257..

Imperial Brands PLC 9,821 492 688..

Inmarsat PLC 6,730 121 94..

International Consolidated Airlines Group SA 18,211 187 117..

Intertek Group PLC 7,252 346 437..

Investec PLC 22,313 223 179

12




SecurityNumber

of Shares

AverageCost

($000s)

FairValue

($000s)

% ofNet

Assets..

ITV PLC 67,067 267 208..

J Sainsbury PLC 1,626 8 7..

Johnson Matthey PLC 246 13 12..

Land Securities Group PLC 7,345 179 132..

Legal & General Group PLC 61,914 269 205..

Liberty Global PLC LiLAC, Class 'A' 550 25 23..

Lloyds Banking Group PLC 907,156 1,141 849..

London Stock Exchange Group PLC 15,412 745 677..

Fiat Chrysler Automobiles NV 30,433 235 168..

Meggitt PLC 41,124 388 289..

Mondi PLC 4,993 144 121..

National Grid PLC 5,263 87 100..

Next PLC 1,796 231 153..

PageGroup PLC 41,695 184 214..

Pearson PLC 13,960 230 235..

Persimmon PLC 11,789 449 295..

Petrofac Ltd. 3,408 55 46..

Prudential PLC 63,371 1,451 1,389..

Reckitt Benckiser Group PLC 25,258 2,804 3,272..

RELX PLC 11,563 243 275..

Rexam PLC 1,118 12 13..

Rio Tinto PLC, Registered 11,870 595 476..

Royal Bank of Scotland Group PLC 150,600 776 441..

RSA Insurance Group PLC 58,864 497 510..

Sage Group PLC (The) 7,791 79 87..

SEGRO PLC 26,111 208 187..

Severn Trent PLC 1,010 41 43..

SKY PLC 218 5 3..

Smiths Group PLC 457 10 9..

SSE PLC 41,053 1,214 1,104..

St. James's Place Capital PLC 26,544 397 362..

Standard Chartered PLC 50,600 482 496..

Taylor Wimpey PLC 21,500 83 49..

Travis Perkins PLC 19,984 691 509..

Unilever PLC 17,034 911 1,054..

United Utilities Group PLC 6,773 107 121..

Vodafone Group PLC 537,511 2,383 2,117..

Weir Group PLC (The) 11,220 265 280..

William Morrison Supermarkets PLC 3,102 10 10..

Worldpay Group PLC 201,014 1,023 945..

WPP PLC 29,858 694 804..

....

41,905 39,678 18.5%..x

United States..

News Corp., Class 'A' 35,650 678 523..

....

678 523 0.3%..

..

TOTAL INTERNATIONAL EQUITIES 200,460 205,442 96.0%..

..

TOTAL EQUITIES 202,216 207,029 96.7%..

..

Less: Transaction costs included in average cost (473).

..

..

TOTAL INVESTMENTS 201,743 207,029 96.7%..

..

Derivative liabilities – 0.0%..

Other Assets, less Liabilities 6,971 3.3%..

....

TOTAL NET ASSETS ATTRIBUTABLE TO HOLDERS OFREDEEMABLE UNITS 214,000 100.0%

.

.

x

x

Schedule of Derivative Assets and Liabilities - Forward Foreign Currency Contracts (note 10)

CounterpartyCredit Rating for

Counterparty*Settlement

DateCurrency

Buys Par ValueCurrency

Sells Par Value Forward Rate Current RateUnrealized Gain

(Loss) ($000s)x..

Bank of New York Mellon (The), New York A-1+ 2016/07/11 IDR 607,955,835 CAD 59,827 0.000098 0.000098 –......

Derivative Assets and Liabilities - Forwards –..

..

* The credit rating of each counterparty (as rated by S&P Global Ratings, a division of S&P Global) of the forward foreign currency contracts held by the Pool meets or exceeds the minimum approved credit rating.

13



Supplemental Schedule to Schedule of Investment Portfolio (unaudited)

Offsetting Arrangements (note 2d)

The Pool may enter into various master netting arrangements or other similar agreements that do not meet the criteria for offsetting in the Statements of Financial Position but still allowfor the related amounts to be set off in certain circumstances, such as bankruptcy or the termination of the contracts.

As at June 30, 2016 and December 31, 2015, the Pool did not enter into any arrangements whereby the financial instruments were eligible for offset.

Interests in Underlying Funds (note 4)

As at June 30, 2016 and December 31, 2015, the Pool had no investments in underlying funds where the ownership exceeded 20% of each underlying fund.

14



Financial Instrument RisksInvestment Objective: Imperial Overseas Equity Pool (the Pool) seeks to provide long-termgrowth through capital appreciation by investing primarily in equity securities ofnon-North American issuers including preferred shares, warrants, securities convertibleinto equity securities, and other common share equivalents.

Investment Strategies: The Pool invests in high-quality small-, medium-, andlarge-capitalization non-North American corporations in order to achieve its investmentobjectives and employs a combination of investment styles that may include growth,value-oriented, and core strategies when making investment decisions.

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

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

Concentration Risk as at June 30, 2016 and December 31, 2015The Schedule of Investment Portfolio presents the securities held by the Pool as at June30, 2016.The following table presents the investment sectors held by the Pool as at December 31,2015 and groups the securities by asset type, industry sector, geographic region, orcurrency exposure:

As at December 31, 2015

Portfolio Breakdown% of Net

Assetsx

x

Canadian Equities 0.6x

International Equitiesx

Australia 1.1x

Austria 0.3x

Belgium 1.8x

Bermuda 0.3x

China 1.2x

Czech Republic 0.1x

Denmark 3.2x

Finland 0.4x

France 9.5x

Germany 7.2x

Hong Kong 2.3x

Hungary 0.1x

India 0.2x

Indonesia 0.1x

Ireland 2.8x

Israel 0.2x

Italy 1.9x

Japan 18.0x

Macau 0.1x

Mexico 0.2x

Netherlands 5.9x

Norway 0.3x

Portugal 0.3x

Russia 0.2x

South Africa 0.3x

South Korea 2.3x

Spain 1.8x

Sweden 0.7x

Switzerland 12.0x

Taiwan 0.9x

United Kingdom 20.8x

United States 0.3x

Other Assets, less Liabilities 2.6xxx

Total 100.0xx

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

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

As at June 30, 2016 and December 31, 2015, the Pool had no significant investments indebt securities.

Currency RiskThe tables that follow indicate the currencies to which the Pool had significant exposureas at June 30, 2016 and December 31, 2015, based on the market value of the Pool'sfinancial instruments (including cash and cash equivalents) and the underlying principalamounts of forward foreign currency contracts, as applicable.

As at June 30, 2016

Currency (note 2l)Total Currency

Exposure* ($000s)% of

Net Assetsx

x

EUR 60,265 28.2x

GBP 43,013 20.1x

JPY 34,154 16.0x

CHF 20,402 9.5x

USD 18,866 8.8x

HKD 8,546 4.0x

DKK 6,344 3.0x

KRW 5,363 2.5x

AUD 4,850 2.3x

SEK 2,434 1.1xxx

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

As at December 31, 2015

Currency (note 2l)Total Currency

Exposure* ($000s)% of

Net Assetsx

x

EUR 68,733 28.6x

GBP 49,249 20.5x

JPY 43,323 18.0x

CHF 25,948 10.8x

USD 19,330 8.1x

HKD 9,347 3.9x

DKK 6,455 2.7x

KRW 5,232 2.2x

AUD 2,863 1.2x

SEK 1,820 0.8xxx

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

The table that follows indicates how net assets as at June 30, 2016 and December 31,2015 would have decreased or increased had the Canadian dollar strengthened orweakened by 1% in relation to all foreign currencies. This analysis assumes that all othervariables remain unchanged. In practice, the actual results may differ from this analysisand the difference could be material.


x

Impact on Net Assets ($000s) 2,084 2,355xx

Interest Rate RiskAs at June 30, 2016 and December 31, 2015, the majority of the Pool’s financial assetsand liabilities are non-interest bearing and short-term in nature; accordingly, the Pool isnot subject to significant amounts of risk due to fluctuations in the prevailing levels ofmarket interest rates.

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

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

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

15



Other Price/Market RiskThe table that follows indicates how net assets as at June 30, 2016 and December 31,2015 would have increased or decreased had the value of the Pool’s benchmark(s)increased or decreased by 1%. This change is estimated based on the historicalcorrelation between the return of Class A units of the Pool as compared to the return ofthe Pool’s benchmark(s), using 36 monthly data points, as available, based on the monthlynet returns of the Pool. This analysis assumes that all other variables remain unchanged.The historical correlation may not be representative of the future correlation and,accordingly, the impact on net assets could be materially different..

Impact on Net Assets ($000s)

Benchmark June 30, 2016 December 31, 2015x

x

MSCI EAFE Index 2,153 2,291xx

Fair Value Measurement of Financial InstrumentsThe following is a summary of the inputs used as at June 30, 2016 and December 31,2015 in valuing the Pool’s financial assets and financial liabilities, carried at fair value:

As at June 30, 2016Level 1 (i) Level 2 (ii) Level 3 (iii) Total

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

Financial Assetsx

Equities 17,994 189,035 – 207,029x

Derivative assets – 60 – 60xxx

Total Financial Assets 17,994 189,095 – 207,089xx

x

Financial Liabilitiesx

Derivative liabilities – (60) – (60)xxx

Total Financial Liabilities – (60) – (60)xx

x

Total Financial Assets and Liabilities 17,994 189,035 – 207,029xx

x

(i) Quoted prices in active markets for identical assetsx

(ii) Significant other observable inputsx

(iii) Significant unobservable inputs

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

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

Financial Assetsx

Equities 20,201 213,660 – 233,861x

Derivative assets – – – –xxx

Total Financial Assets 20,201 213,660 – 233,861xx

x

Financial Liabilitiesx

Derivative liabilities – – – –xxx

Total Financial Liabilities – – – –xx

x

Total Financial Assets and Liabilities 20,201 213,660 – 233,861xx

x

(i) Quoted prices in active markets for identical assetsx

(ii) Significant other observable inputsx

(iii) Significant unobservable inputs

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


x

Fair value of assets transferred from Level 1 toLevel 2 during the period ($000s) 1,951 1,994

x

x

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


x

Fair value of assets transferred from Level 2 toLevel 1 during the period ($000s) – 1,742

x

x

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

16

Notes to Financial Statements (unaudited)

x

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

1. Organization of the Funds and Financial Reporting Periods

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

Conservative Income Portfolio, Balanced Income Portfolio and Enhanced Income Portfolio (individually, a Portfolio, and collectively, the Portfolios) were established on December 14, 2015.

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

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

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

The Schedule of Investment Portfolio of each Fund is as at June 30, 2016. The Statements of Financial Position of each of the Funds are as at June 30, 2016 and December 31, 2015. The Statements of ComprehensiveIncome, Statements of Changes in Net Assets Attributable to Holders of Redeemable Units, and Statements of Cash Flows of each of the Funds are for the six-month periods ended June 30, 2016 and December 31,2015, except for Funds established during either year, in which case the information presented is from the Date Established or the Inception Date to June 30, 2016 or 2015.

These financial statements were approved for issuance by the Manager on August 18, 2016.xx

2. Summary of Significant Accounting Policies

These financial statements have been prepared in accordance with International Accounting Standards Interim Financial Reporting (IAS 34) as published by the International Accounting Standards Board (IASB).The Funds adopted IFRS in 2014 as required by Canadian securities legislation and the Canadian Accounting Standards Board. Previously, the Funds prepared their financial statements in accordance with Canadiangenerally accepted accounting principles (GAAP) as defined in Part V of the CPA Canada Handbook.

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

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

a) Financial Instruments

Classification and recognition of financial instruments

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

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

This category is sub-divided into:

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

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

Loans and receivables

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

Other financial liabilities

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

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

b) Risk Management

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

Fair value of financial instruments by using valuation techniques

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

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

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

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

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

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

17

p / 2 Notes to Financial Statements (unaudited)

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

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

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

Credit risk

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

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

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

Currency risk

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

Interest rate risk

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

Liquidity risk

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

Other price/market risk

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

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

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

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

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

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

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

d) Offsetting

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

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

e) Portfolio Securities

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

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

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

f) Foreign Exchange

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

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

18

Notes to Financial Statements (unaudited) p / 3

g) Forward Foreign Currency Contracts

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

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

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

h) Futures Contracts

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

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

i) Options

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

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

j) Securities Lending

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

i) Cash.

ii) Qualified securities.

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

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

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

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

k) Loans and Receivables, Other Assets and Liabilities

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

l) Legend of Abbreviations

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

x..x

x

Currency Abbreviations

x..

ARS – Argentine Peso JPY – Japanese Yen..

AUD – Australian Dollar KES – Kenyan Shilling..

BRL – Brazilian Real KRW – South Korean Won..

CAD – Canadian Dollar MAD – Morocco Dirham..

CHF – Swiss Franc MXN – Mexican Peso..

CLP – Chilean Peso MYR – Malaysian Ringgit..

CNY – Chinese Renminbi NOK – Norwegian Krone..

COP – Colombian Peso NZD – New Zealand Dollar..

CZK – Czech Koruna PHP – Philippine Peso..

DKK – Danish Krone PLN – Polish Zloty..

EGP – Egyptian Pound RUB – Russian Ruble..

EUR – Euro SEK – Swedish Krona..

GBP – British Pound SGD – Singapore Dollar..

HKD – Hong Kong Dollar THB – Thai Baht..

HUF – Hungarian Forint TRY – New Turkish Lira..

IDR – Indonesian Rupiah TWD – Taiwan Dollar..

ILS – Israeli Shekel USD – United States Dollar..

INR – Indian Rupee ZAR – South African Rand

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..

Other Abbreviations

..

ADR – American Depositary Receipt..

CVO – Contingent Value Obligations..

ETF – Exchange-Traded Fund..

GDR – Global Depositary Receipt Securities..

NVDR – Non-Voting Depositary Receiptxxxxxxxx

m) Standards issued but not yet effective

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

IFRS 9, Financial Instruments - Classification and Measurement

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

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

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

3. Valuation of Investments

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

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

a) Cash and Other Assets

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

b) Bonds, Debentures, and Other Debt Obligations

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

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

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

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

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

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

d) Derivatives

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

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

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

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

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

e) Restricted Securities

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

f) Other Investments

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

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

4. Interest in Underlying Funds

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

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

20

Notes to Financial Statements (unaudited) p / 5

5. Redeemable Units Issued and Outstanding

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

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

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

Changes in issued and outstanding units for the six-month periods ended June 30, 2016 and 2015 can be found on the Statements of Changes in Net Assets Attributable to Holders of Redeemable Units.x

6. Management Fees and Operating Expenses

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

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

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

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

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

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

7. Income Taxes and Withholding Taxes

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

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

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

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

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

8. Brokerage Commissions and Fees

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

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

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

9. Related Party Transactions

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

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

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

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

21


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

Brokerage Arrangements and Soft Dollars

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

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

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

Custodian

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

Service Provider

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

The dollar amount paid by the Funds (including all applicable taxes) to CIBC Mellon Trust Company for custodial fees (net of absorptions) and to CIBC GSS for securities lending, fund accounting and reporting, andportfolio valuation (net of absorptions) for the six-month periods ended June 30, 2016 and 2015 is reported in footnote Service Provider on the Statements of Comprehensive Income.

10. Hedging

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

11. Collateral on Specified Derivatives

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

22

Imperial Pools

CIBC

18 York Street, Suite 1300Toronto, Ontario

M5J 2T8

1-888-357-8777

Websitewww.cibc.com/mutualfunds

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