Great West Lifeco : Notice annuelle 2021 (Disponible en anglais seulement. La version française sera disponible sous peu.)

2021 Annual Information Form

DATED February 9, 2022

Great‐West Lifeco Inc. 100 Osborne Street North Winnipeg MB C a n a d a R3C 1V3

A MEMBER OF THE POWER CORPORATION GROUP OF COMPANIES®

Great-West Lifeco Inc.2021 Annual Information Form

Great‐West Lifeco Inc.

Table of Contents

		Page Reference of Information
	Annual	Incorporated by Reference from 2021
	Annual Management's Discussion and
	Information	Analysis dated February 9, 2022
	Form
GENERAL	1
CORPORATE STRUCTURE
Name, Address and Incorporation	2
Intercorporate Relationships	3
DESCRIPTION OF THE BUSINESS
General	3	1 - 121
Risk Factors	5	70 - 95
GENERAL DEVELOPMENT OF THE BUSINESS	17	1 - 121
CAPITAL STRUCTURE
General	21
Ratings	26
DIVIDENDS	29
MARKET FOR SECURITIES	30
DIRECTORS AND OFFICERS
Directors	35
Executive Officers	38
Shareholdings of Directors and Executive Officers	39
LEGAL AND REGULATORY PROCEEDINGS	39
TRANSFER AGENT AND REGISTRAR	39
MATERIAL CONTRACTS	40
INTERESTS OF EXPERTS	40
AUDIT COMMITTEE INFORMATION	40
ADDITIONAL INFORMATION	43
APPENDIX A
Audit Committee Charter	44

Great‐West Lifeco Inc.

2021 Annual Information Form ‐ 1

GENERAL

This Annual Information Form ("AIF") is intended to provide material information about Great‐West Lifeco Inc. ("Lifeco" or the "Corporation") and its business.

Unless otherwise indicated, all information in this AIF is presented as at December 31, 2021 and all amounts are expressed in Canadian dollars.

Incorporation by Reference

Lifeco's 2021 Management's Discussion and Analysis dated February 9, 2022 (the "MD&A") is hereby incorporated by reference into this AIF and is available for review at www.sedar.com.

Cautionary Note Regarding Forward‐Looking Information

This AIF and the documents incorporated by reference may contain forward‐looking information. Forward‐looking information includes statements that are predictive in nature, depend upon or refer to future events or conditions, or include words such as "will", "may", "expects", "anticipates", "intends", "plans", "believes", "estimates", "objective", "target", "potential" and other similar expressions or negative versions thereof. These statements include, without limitation, statements about the Corporation's operations, business, financial condition, expected financial performance (including revenues, earnings or growth rates), ongoing business strategies or prospects, climate‐related goals, anticipated global economic conditions and possible future actions by the Corporation, including statements made with respect to the expected cost (including deferred consideration), benefits, timing of integration activities and revenue and expense synergies of acquisitions and divestitures, including but not limited to the proposed acquisition of the full‐service retirement business of Prudential Financial Inc. (Prudential) and the acquisitions of Personal Capital Corporation (Personal Capital) and the retirement services business of Massachusetts Mutual Life Insurance Company (MassMutual), the timing and completion of the proposed acquisition of the retirement business of Prudential, expected capital management activities and use of capital, estimates of risk sensitivities affecting capital adequacy ratios, expected dividend levels, expected cost reductions and savings, expected expenditures or investments (including but not limited to investment in technology infrastructure and digital capabilities and solutions), the expected benefits of the Corporation's strategic relationship with Sagard Holdings Inc., the timing and completion of the joint venture between Allied Irish Banks plc and Canada Life Irish Holding Company Limited, the impact of regulatory developments on the Corporation's business strategy and growth objectives, the expected impact of the current pandemic health event resulting from the coronavirus ("COVID‐19") and related economic and market impacts on the Corporation's business operations, financial results and financial condition.

Forward‐looking statements are based on expectations, forecasts, estimates, predictions, projections and conclusions about future events that were current at the time of the statements and are inherently subject to, among other things, risks, uncertainties and assumptions about the Corporation, economic factors and the financial services industry generally, including the insurance, mutual fund and retirement solutions industries. They are not guarantees of future performance, and the reader is cautioned that actual events and results could differ materially from those expressed or implied by forward‐looking statements. Many of these assumptions are based on factors and events that are not within the control of the Corporation and there is no assurance that they will prove to be correct. Whether or not actual results differ from forward‐looking information may depend on numerous factors, developments and assumptions, including, without limitation, the severity, magnitude and impact of the COVID‐19 pandemic (including the effects of the COVID‐19 pandemic and the effects of governments' and other businesses' responses to the COVID‐19 pandemic on the economy and the Corporation's financial results, financial condition and operations), the duration of COVID‐19 impacts and the availability and adoption of vaccines, the effectiveness of vaccines, the emergence of COVID‐19 variants, assumptions around sales, fee rates, asset breakdowns, lapses, plan contributions, redemptions and market returns, the ability to integrate the acquisitions of Personal Capital and the retirement services business of MassMutual and Prudential, the ability to leverage Empower's, Personal Capital's and MassMutual's and Prudential's retirement services businesses and achieve anticipated synergies, customer behaviour (including customer response to new products), the Corporation's reputation, market prices for products provided, sales levels, premium income, fee income, expense levels, mortality experience, morbidity experience, policy and plan lapse rates, participant net contribution, reinsurance arrangements, liquidity requirements, capital requirements, credit ratings, taxes, inflation, interest and foreign exchange rates, investment values, hedging activities, global equity and capital markets (including

Great‐West Lifeco Inc.

2021 Annual Information Form ‐ 2

continued access to equity and debt markets), industry sector and individual debt issuers' financial conditions (including developments and volatility arising from the COVID‐19 pandemic, particularly in certain industries that may comprise part of the Corporation's investment portfolio), business competition, impairments of goodwill and other intangible assets, the Corporation's ability to execute strategic plans and changes to strategic plans, technological changes, breaches or failure of information systems and security (including cyber attacks), payments required under investment products, changes in local and international laws and regulations, changes in accounting policies and the effect of applying future accounting policy changes, changes in actuarial standards, unexpected judicial or regulatory proceedings, catastrophic events, continuity and availability of personnel and third party service providers, the Corporation's ability to complete strategic transactions and integrate acquisitions, unplanned material changes to the Corporation's facilities, customer and employee relations or credit arrangements, levels of administrative and operational efficiencies, changes in trade organizations, and other general economic, political and market factors in North America and internationally. In addition, as Lifeco works to advance its climate goals, external factors outside of Lifeco's reasonable control may act as constraints on their achievement, including varying decarbonization efforts across economies, the need for thoughtful climate policies around the world, more and better data, reasonably supported methodologies, technological advancements, the evolution of consumer behaviour, the challenges of balancing interim emissions goals with an orderly and just transition, and other significant considerations such as legal and regulatory obligations.

The reader is cautioned that the foregoing list of assumptions and factors is not exhaustive, and there may be other factors, including those set out herein under "Risk Factors", and any listed in other filings with securities regulators, including factors set out under "Risk Management and Control Practices" and "Summary of Critical Accounting Estimates" in the MD&A, which, along with other filings, is available for review at www.sedar.com. The reader is also cautioned to consider these and other factors, uncertainties and potential events carefully and not to place undue reliance on forward‐looking information.

Other than as specifically required by applicable law, Lifeco does not intend to update any forward‐looking information whether as a result of new information, future events or otherwise.

Cautionary Note Regarding Non‐International Financial Reporting Standards ("IFRS") Financial Measures and Ratios

This AIF and the documents incorporated by reference contain some non‐GAAP financial measures and non‐GAAP ratios as defined in National Instrument 52‐112 "Non‐GAAP and Other Financial Measures Disclosure". Terms by which non‐GAAP financial measures are identified include, but are not limited to, "base earnings (loss)", "base earnings (loss) (US$)", "core net earnings (loss)", "premiums and deposits", "assets under management" and "assets under administration". Terms by which non‐GAAP ratios are identified include, but are not limited to, "base earnings per common share (EPS)", "base return on equity (ROE)", "effective income tax rate - base earnings - common shareholders "and "effective income tax rate - base earnings - total Lifeco". Non‐GAAP financial measures and ratios are used to provide management and investors with additional measures of performance to help assess results where no comparable GAAP (IFRS) measure exists. However, non‐GAAP financial measures and ratios do not have standard meanings prescribed by GAAP (IFRS) and are not directly comparable to similar measures used by other companies. Refer to the "Non‐GAAP Financial Measures and Ratios" section in the MD&A for the appropriate reconciliations of these non‐GAAP financial measures to measures prescribed by GAAP as well as additional details on each measure and ratio, which are incorporated by reference in this AIF.

CORPORATE STRUCTURE

Name, Address and Incorporation

Lifeco was incorporated under the Canada Business Corporations Act on November 8, 1979 as 94972 Canada Inc. Its name was changed to Great‐West Lifeco Inc. and its capital structure was reorganized by Certificate of Amendment dated May 15, 1986. Its articles, as further amended, were restated by Restated Certificate of Incorporation dated August 7, 1997 and were subsequently amended to create Non‐Cumulative First Preferred Shares Series F, Series G, Series H, Series I, Series J, Series K, Series L, Series M, Series N, Series O, Series P, Series Q, Series R, Series S, Series T, Series U and Series Y. The registered office and principal place of business of Lifeco is located at 100 Osborne Street North, Winnipeg, Manitoba, Canada R3C 1V3.

Great‐West Lifeco Inc.

2021 Annual Information Form ‐ 3

Intercorporate Relationships

The following table lists certain subsidiaries of Lifeco, including direct and indirect subsidiaries, at December 31, 2021. Lifeco beneficially owns, or exercises control or direction over, 100% of the voting securities of each subsidiary listed below.

Subsidiary	Jurisdiction of Formation
The Canada Life Assurance Company	Canada
Canada Life Capital Corporation Inc.	Canada
Canada Life International Holdings Limited	Bermuda
The Canada Life Group (U.K.) Limited	England and Wales
Canada Life Limited	England and Wales
Irish Life Group Limited	Ireland
Irish Life Assurance plc	Ireland
Canada Life Irish Holding Company Limited	Ireland
The Canada Life Insurance Company of Canada	Canada
GWL Realty Advisors Inc.	Canada
Quadrus Investment Services Ltd.	Canada
Great‐West Financial (Nova Scotia) Inc.	Nova Scotia
Great‐West Lifeco U.S. LLC	Delaware
GWL&A Financial Inc.	Delaware
Great‐West Life & Annuity Insurance Company	Colorado
Putnam Investments, LLC	Delaware

At December 31, 2021, Power Financial Corporation, a wholly‐owned subsidiary of Power Corporation of Canada, controlled, directly or indirectly, 70.7% of the outstanding common shares of Lifeco, representing approximately 65% of the voting rights attached to all of the outstanding voting shares of Lifeco.

DESCRIPTION OF THE BUSINESS

General

Lifeco is an international financial services holding company with interests in life insurance, health insurance, retirement and investment services, asset management and reinsurance businesses. Lifeco operates in Canada, the United States and Europe through The Canada Life Assurance Company ("Canada Life"), Great‐West Life & Annuity Insurance Company ("GWL&A", which operates primarily as "Empower"), Putnam Investments, LLC ("Putnam"), Canada Life Limited and Irish Life Group Limited ("Irish Life"). At December 31, 2021, Lifeco and its subsidiaries had approximately 28,000 employees worldwide. Lifeco currently has no other material holdings, and currently carries on no business or activities unrelated to its holdings in Canada Life, Empower, Putnam, Canada Life Limited, Irish Life and their subsidiaries. However, Lifeco is not restricted to investing in those companies, and may make other investments in the future.

Lifeco, through its operating subsidiaries, provides products and services under a number of brands, including Canada Life, Irish Life, Empower, Putnam Investments and PanAgora.

Lifeco's foreign currency denominated operating results were translated to Canadian dollars at prevailing market translation rates. Based on reported results for the twelve months ended December 31, 2021, of the $64.4 billion of total revenue consisting of net premium income, net investment income, and fee and other income, approximately $45.1 billion, or 70.0%, was denominated in currencies other than Canadian dollars. Similarly, $2,007 million, or 64.2% of the $3,128 million total net earnings attributable to shareholders, was denominated in foreign currencies. At December 31, 2021, approximately $426.5 billion, or 67.6% of the $630.5 billion of total general fund assets, were denominated in foreign currencies.