Table of Contents


 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549 
FORM 10-K
(Mark One)
þANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended August 31, 20132016
OR
¨

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from                 to                 
Commission File Number: 001-34448

Accenture plc
(Exact name of registrant as specified in its charter)
Ireland98-0627530
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer Identification No.)
1 Grand Canal Square,
Grand Canal Harbour,
Dublin 2, Ireland
(Address of principal executive offices)
(353) (1) 646-2000
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each className of each exchange on which registered
Class A ordinary shares, par value $0.0000225 per shareNew York Stock Exchange
 
Securities registered pursuant to Section 12(g) of the Act:
Class X ordinary shares, par value $0.0000225 per share
(Title of Class)
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes þ      No o
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934.  Yes o No þ
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes þ     No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes þ     No o
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.   oþ
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filerþ
 
Accelerated filer o
 
Non-accelerated filero
 
Smaller reporting companyo
    (Do not check if a smaller reporting company)  
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).    Yes o    No þ
The aggregate market value of the common equity of the registrant held by non-affiliates of the registrant on February 28, 201329, 2016 was approximately $48,317,496,293$62,548,022,041 based on the closing price of the registrant’s Class A ordinary shares, par value $0.0000225$0.0000225 per share, reported on the New York Stock Exchange on such date of $74.36$100.26 per share and on the par value of the registrant’s Class X ordinary shares, par value $0.0000225$0.0000225 per share.
The number of shares of the registrant’s Class A ordinary shares, par value $0.0000225 per share, outstanding as of October 15, 201314, 2016 was 773,411,718655,397,748 (which number includes 137,679,44635,089,236 issued shares held by the registrant). The number of shares of the registrant’s Class X ordinary shares, par value $0.0000225$0.0000225 per share, outstanding as of October 15, 201314, 2016 was 30,282,564.21,875,907.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the definitive proxy statement to be filed with the Securities and Exchange Commission pursuant to Regulation 14A relating to the registrant’s Annual General Meeting of Shareholders, to be held on January 30, 2014,February 10, 2017, will be incorporated by reference in this Form 10-K in response to Items 10, 11, 12, 13 and 14 of Part III. The definitive proxy statement will be filed with the SEC not later than 120 days after the registrant’s fiscal year ended August 31, 2013.2016.
 




TABLE OF CONTENTS
 
   
  Page
Part I  
Item 1.
Item 1A.
Item 1B.
Item 2.
Item 3.
Item 4.
Part II  
Item 5.
Item 6.
Item 7.
Item 7A.
Item 8.
Item 9.
Item 9A.
Item 9B.
Part III  
Item 10.
Item 11.
Item 12.
Item 13.
Item 14.
Part IV  
Item 15.





PART I
Disclosure Regarding Forward-Looking Statements
This Annual Report on Form 10-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 (the “Exchange Act”) relating to our operations, results of operations and other matters that are based on our current expectations, estimates, assumptions and projections. Words such as “may,” “will,” “should,” “likely,” “anticipates,” “expects,” “intends,” “plans,” “projects,” “believes,” “estimates,” “positioned,” “outlook” and similar expressions are used to identify these forward-looking statements. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Forward-looking statements are based upon assumptions as to future events that may not prove to be accurate. Actual outcomes and results may differ materially from what is expressed or forecast in these forward-looking statements. Risks, uncertainties and other factors that might cause such differences, some of which could be material, include, but are not limited to, the factors discussed below under the section entitled “Risk Factors.” Our forward-looking statements speak only as of the date of this report or as of the date they are made, and we undertake no obligation to update them.
Available Information
Our website address is www.accenture.com. We use our website as a channel of distribution for company information. We make available free of charge on the Investor Relations section of our website (http://investor.accenture.com) our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and all amendments to those reports as soon as reasonably practicable after such material is electronically filed with or furnished to the Securities and Exchange Commission (the “SEC”) pursuant to Section 13(a) or 15(d) of the Exchange Act. We also make available through our website other reports filed with or furnished to the SEC under the Exchange Act, including our proxy statements and reports filed by officers and directors under Section 16(a) of the Exchange Act, as well as our Code of Business Ethics. Financial and other material information regarding us is routinely posted on and accessible at http://investor.accenture.com. We do not intend for information contained in our website to be part of this Annual Report on Form 10-K.
Any materials we file with the SEC may be read and copied at the SEC’s Public Reference Room at 100 F Street, NE, Washington, DC, 20549. Information on the operation of the Public Reference Room may be obtained by calling the SEC at 1-800-SEC-0330. The SEC maintains an Internet site (http://www.sec.gov) that contains reports, proxy and information statements and other information regarding issuers that file electronically with the SEC.
In this Annual Report on Form 10-K, we use the terms “Accenture,” “we,” the “Company,” “our” and “us” to refer to Accenture plc and its subsidiaries or, prior to September 1, 2009, to Accenture Ltd and its subsidiaries. All references to years, unless otherwise noted, refer to our fiscal year, which ends on August 31.
ITEM 1.    BUSINESS
Overview

We areAccenture is one of the world’s leading organizations providing management consulting, technology and outsourcingprofessional services companies with approximately 275,000 employees; offices384,000 people serving clients in a broad range of industries and in three geographic regions: North America, Europe and Growth Markets (Asia Pacific, Latin America, Africa, the Middle East, Russia and Turkey). Our five operating groups, organized by industry, bring together expertise from across the organization to deliver services and solutions in strategy, consulting, digital, technology including application services, and operations in more than 200 cities in 56 countries;to our clients. Digital-, cloud- and security-related services are increasingly important components of the services we provide. For fiscal 2016, our revenues before reimbursements (“net revenues”) of $28.56 billion for fiscal 2013.
Our “high performance business” strategy is to use our expertise in consulting, technology and outsourcing to help clients achieve performance at higher levels so they can create sustainable value for their customers and stakeholders. We use our industry and business-process knowledge, our service offering expertise and our insight into, and understanding of, emerging technologies and new business and technology trends to formulate and implement solutions with and for our clients. Our strategy is focused on helping clients improve operational performance, deliver their products and services more effectively and efficiently, and grow their businesses in existing and new markets.were $32.9 billion.
We operate globally with one common brand and business model, designed to enableallowing us to provide clients around the world with the same high level of service. Drawing on a combination of industry and functional expertise, functionaltechnology capabilities and alliances, and our global delivery resources, and technology, we seek to deliver competitively priced, high-valueprovide differentiated services that help our clients measurably improve their business performance.performance and create sustainable value for their customers and stakeholders. Our global delivery model enables us to provide an end-to-end delivery capability by drawing on our global resources to deliver high-quality, cost-effective solutions to our clients.
In fiscal 2013,2016, we continued to implement a strategy focused on industry and technology differentiation, as well as geographic expansion.leveraging our global organization to serve clients in locally relevant ways. We combine our capabilities across management consulting, technology and business process outsourcingcontinued to provide differentiated, industry- and function-based, end-to-end business services. We continue to invest make significant investments—in strategic initiatives including analytics, cloud computing, insight-driven health, interactive/digital marketing, mobility and smart grid. In fiscal 2013, these investments included a number of acquisitions, in interactive/digital marketing. Our geographic expansion strategy focuses on emergingassets and mature markets with significant growth potential for us. Our priority emerging markets are theofferings, in branding and thought leadership, and in attracting and developing talent—to further enhance our differentiation and competitiveness.

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ASEAN (Association of Southeast Asian Nations) countries, Brazil, China, India, Mexico, the Middle East, Russia, South Africa, South Korea and Turkey.
Consulting, Technology and Outsourcing Services and SolutionsOperating Groups
Our business is structured around five operating groups which together comprise 19are Accenture’s reporting segments and primary market channel, organized around 13 industry groups servingthat serve clients globally in major industries around the world.more than 40 industries. Our industry focus gives us an understanding of industry evolution, business issues and applicable technologies, enabling us to deliver innovative solutions tailored to each client or, as appropriate, more standardized capabilities to multiple clients.
Our three growth platforms—management consulting, technology and business process outsourcing—are the innovation engines through which we build world-class skills and capabilities; develop our knowledge capital; and create, acquire and manage key assets central to the development of solutions for our clients. The professionals within these areas work closely with those in our operating groups to develop and deliverassemble integrated services and solutions to clients.
Clientclient engagement teams—teams, which typically consist of industry experts, capability specialists and professionals with local market knowledge—leverageknowledge. The operating groups have primary responsibility for building and sustaining long-term client relationships; providing management and technology consulting services; working with the capabilitiesother parts of our global delivery modelbusiness to sell and deliver price-competitivethe full range of our services and solutions. In certain instances, ourcapabilities; ensuring client engagement teams include subcontractors, who supplement our professionals with additional resources in a specific skill, service or product area, as needed.
Operating Groupssatisfaction; and achieving revenue and profitability objectives.
The following table shows the current organization of our five operating groups and their 1913 industry groups. Our operating groups are our reportable operating segments. We do not allocate total assets by operating group, although our operating groups do manage and control certain assets. For certain historical financial information regarding our operating groups (including certain asset information), as well as financial information by geography (including long-lived asset information), see Note 16 (Segment Reporting) to our Consolidated Financial Statements under Item 8, “Financial Statements and Supplementary Data.”
Operating Groups and Industry Groups
Communications, Media & Technology
Financial
Services
Health &
Public Service
ProductsResources
•  Communications
•  Electronics & High Tech
•  Media & Entertainment

•  Banking
& Capital Markets
•  Insurance
•  Health
•  Public Service
•  Air, FreightConsumer Goods, Retail & Travel Services
•  Automotive
•  Consumer Goods & Services
•  Industrial Equipment
•  Infrastructure & Transportation Services
•  Life Sciences
•  Retail
•  Chemicals & Natural Resources
•  Energy
•  Natural Resources
•  Utilities
Communications, Media & Technology
Our Communications, Media & Technology operating group serves the communications, electronics, high technology, media and entertainment industries. Professionals in this operating group help clients accelerate and deliver digital transformation, enhance their business results through industry-specific solutions and seize the opportunities made possible by the convergence of communications, computing and content. Examples of our services include helping clients developrun cost-effective operations, create business model innovations, introduce new products and services, and digitally engage and entertain their customers. Our Communications, Media & Technology operating group comprises the following industry groups:
Communications.Our Our Communicationsindustry group serves most of the world’s leading wireline, wireless, cable and satellite communications and service providers. We provide a range of services designed to help our communications clients grow revenues, increase profitability and improve customer satisfaction. We offer a portfolio of consulting, technology and outsourcing services designed to address major business and operational issues related to sales and service channels, billing and revenue management, new product innovation, network services, corporate and enterprise functions and information technology. Our Communications industryThis group represented approximately 54%49% of our Communications, Media & Technology operating group’s net revenues in fiscal 2013.2016. 
Electronics & High Tech.Our Our Electronics & High Tech industry group serves the following industries: information and communications technology, software, semiconductor, consumer electronics, aerospace and defense, and medical equipment. We provide services in areas such as strategy, enterprise resource management, customer relationship management, integrated mobile services, embedded software services, product lifecycle management, sales transformation, digital marketing services, supply chain management, and merger/acquisition integration. Our Electronics & High Tech industryequipment industries. This group represented approximately 35%37% of our Communications, Media & Technology operating group’s net revenues in fiscal 2013.2016.

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Media & Entertainment.  EntertainmentOur Media & Entertainment industry group serves the broadcast, entertainment, print, publishing and Internet/social media industries. We provide a wide rangeThis group represented approximately 14% of digital services, including video solutions, marketing, performance advertising, intellectual property management, and content and media technologies designed to help clients effectively manage, access, distribute, sell and protect content across multiple platforms and devices. We also provide additional comprehensive turn-key solutions that help content owners and distributors adapt business processes and systems to enable digital monetization.our Communications, Media & Technology operating group’s net revenues in fiscal 2016.
Financial Services
Our Financial Services operating group serves the banking, capital markets and insurance industries. Professionals in this operating group work with clients in a dynamic global market environment to address growth, cost and profitability pressures, industry consolidation, regulatory changes and the need to continually adapt to new, digital technologies. We offer services designed to help our clients increase cost efficiency, grow their customer base, manage risk and transform their operations. Our Financial Services operating group comprises the following industry groups:
Banking.Our Our Banking & Capital Markets industry group works withserves retail and commercial banks, mortgage lenders, payment providers, investment banks, wealth and asset management firms, broker/dealers, depositories, exchanges, clearing and settlement organizations, and other diversified financial enterprises. We help these organizations execute strategies to lower costs; acquire and retain customers; expand product and service offerings; manage risks; comply with new regulations; and leverage new technologies and distribution channels. We also provide software and services to improve the performance of our clients’ core banking, credit and payments operations. Our Banking industryThis group represented approximately 51%72% of our Financial Services operating group’s net revenues in fiscal 2013.2016.
Capital Markets.Our Our Capital Markets Insurance industry group helps investment banks, broker/dealers, asset management firms, depositories, exchanges and clearing and settlement organizations by providing consulting and outsourcing services to improve business performance. We also help clients develop and implement trading, wealth and asset-management, and market infrastructure systems and solutions.
Insurance.  Our Insurance industry group helpsserves property and casualty insurers, life insurers, reinsurance firms and insurance brokers improve business processes, modernize their technologies and improve the quality and consistency of risk underwriting decisions. We offer claims and policy management software and services designed to enable better customer service while optimizing costs and delivering products faster. We also provide outsourcing solutions designed to help insurers improve working capital and cash flow, deliver cost savings and enhance long-term growth. Our Insurance industrybrokers. This group represented approximately 32%28% of our Financial Services operating group’s net revenues in fiscal 2013.2016.

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Health & Public Service
Our Health & Public Service operating group serves healthcare payers and providers, as well as government departments and agencies, public service organizations, educational institutions and non-profit organizations around the world. The group’s serviceresearch-based insights and offerings, including consulting services and research-based insightsdigital solutions, are designed to help clients deliver better social, economic and health outcomes to the people they serve. Our Health & Public Service operating group comprises the following industry groups:
Health.Our Our Health industry group works with healthcare providers, such as hospitals, public health systems, policy-making authorities, health insurers (payers), and industry organizations and associations around the world to improve the quality, accessibility and productivity of healthcare. Our key industry business services address a variety of areas, including clinical services, such as electronic medical records; health management and administration services, such as health insurance exchanges; claims excellence/cost containment, and improving and connecting health information technology systems. Our Health industryThis group represented approximately 31%39% of our Health & Public Service operating group’s net revenues in fiscal 2013.2016.
Public Service.Our Our Public Service industry group helps governments position themselves for the future by transformingtransform the way they deliver public services and engage with citizens. We provide services designed to help them increase the efficiency of their operations, improve service delivery to citizens and reduce their overall costs. We work primarily with defense departments and military forces; public safety authorities, such as police forces and border management agencies; justice departments; human services agencies; educational institutions, such as universities; non-profit organizations; and postal, customs, revenue and tax agencies. Our work with clients include national, statein the U.S. federal government is delivered through Accenture Federal Services, a U.S. company and local-level governments as well as multilateral organizations.a wholly owned subsidiary of Accenture LLP. Our Public Service industry group represented approximately 69%61% of our Health & Public Service operating group’s net revenues in fiscal 2013. In addition, our2016. Our work with clients in the U.S. federal government represented approximately 28%35% of our Health & Public Service operating group’s net revenues in fiscal 2013.2016.

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Products
Our Products operating group serves a set of increasingly interconnected consumer-relevant industries. Our offerings are designed to help clients transform their organizations and increase their relevance in the digital world. We help clients enhance their performance in distribution and sales and marketing; in research and development and manufacturing; and in business functions such as finance, human resources, procurement and supply chain while leveraging technology. Our Products operating group comprises the following industry groups:
Air, FreightOur Consumer Goods, Retail & Travel Services.  ServicesOur Air, Freight & Travel Services industry group serves airlines, freight and logistics companies, and travel services companies, including hotels, tour operators, rental car companies and cruise operators. We help clients address organizational effectiveness by developing and implementing more efficient networks, optimizing back-office functions, integrating supply chains, developing procurement strategies and building improved customer relationship management capabilities. We also offer industry-specific solutions, such as Navitaire for the airline industry and a proprietary end-to-end shipment management solution for the freight and logistics industry. For hospitality and travel services companies, we provide services ranging from multichannel commerce and global personalization services to transforming and automating back-office functions such as IT and finance and accounting.
Automotive.  Our Automotive industry group works with original equipment manufacturers and suppliers. We help clients respond to the evolving needs of their customers with offerings that range from in-vehicle infotainment to customer-centered sales and marketing. In addition, our global capabilities are designed to improve efficiencies and drive value in areas including global manufacturing, aftersales and services and product lifecycle optimization.
Consumer Goods & Services.  Our Consumer Goods & Services industry group serves food and beverage, alcoholic beverage, household goods, personal care, tobacco, fashion/apparel, agribusiness and consumer health companies around the world. Our offerings are designed to help companies improve their performance by addressing core IT, enterprise services, channel and sales management, consumer engagement, working capital productivity improvement and supply chain collaboration. We also help clients build operating models that support end-to-end processes needed to improve business results.
Industrial Equipment.  Our Industrial Equipment industry group serves the industrial and electrical equipment, automotive supplier, consumer durable and heavy equipment industries. We help our clients increase operating and supply chain efficiencies by improving processes and leveraging technology, and also help clients generate value from strategic mergers and acquisitions. In addition, our Industrial Equipment industry group develops and deploys solutions in the areas of cloud computing, product lifecycle management, channel management, collaborative product design, remote field maintenance, enterprise application integration and outsourcing.
Infrastructure & Transportation Services.  Our Infrastructure & Transportation Services industry group serves companies in the construction, infrastructure management (ports, airports, seaports and road-tolling facilities) and mass transportation industries. We help clients develop and implement strategies and solutions designed to improve their information technology and customer relationship management capabilities, operate more efficient networks, integrate supply chains, develop procurement and electronic business marketplace strategies, and more effectively manage maintenance, repair and overhaul processes and expenses—all in the context of increasing priorities around mobility services and sustainability.
Life Sciences.  Our Life Sciences industry group works with pharmaceutical, medical technology and biotechnology companies. We provide services in large-scale business and technology transformation, business performance improvement, post-merger integration, and business process and technology outsourcing. Our life sciences expertise covers the key business areas of research and development, marketing and sales/commercial services, supply chain, manufacturing and select back-office functions.
Retail.  Our Retail industry group serves a wide range of companies, includingcompanies; supermarkets, hardline retailers, mass-merchandise discounters, department stores and fashionspecialty retailers; as well as airlines and other specialty retailers. We provide offerings designed to help retailers become integrated digital enterpriseshospitality and provide a seamless shopping experience across multiple channels for their customers. We use analytics to revamp traditional approaches to marketing, pricing, promotion, assortmenttravel services companies. This group represented approximately 55% of our Products operating group’s net revenues in fiscal 2016.
Our Industrial industry group works with automotive manufacturers and fulfillment.suppliers; freight and logistics companies; industrial and electrical equipment, consumer durable and heavy equipment companies; and construction and infrastructure management companies. This group represented approximately 24% of our Products operating group’s net revenues in fiscal 2016. 

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Resources
Our Resources operating group serves the chemicals, energy, forest products, metals and mining, utilities and related industries. Market conditions are driving energy companies to seek new ways of creating value for shareholders; deregulation and climate change are fundamentally reforming the utilities industry and yielding cross-border opportunities; and there is an intensive focus on productivity and portfolio management in the chemicals and natural resources industries. We work with clients to address all of these challengesdevelop and to create solutionsexecute innovative strategies, improve operations, manage complex change initiatives and integrate digital technologies designed to help them differentiate themselves in the marketplace, gain competitive advantage and manage their large-scale capital investments. We also work with clients across all industry groups on sustainability to help them meet emission targets and increase energy efficiency. Our Resources operating group comprises the following industry groups:
Chemicals.Our Our Chemicals & Natural Resources industry group works with a wide cross-sectionrange of industry segments, including petrochemicals, specialty chemicals, polymers and plastics, gases and agricultural chemicals, among others. We help chemical companies developothers, as well as the metals, mining, forest products and implement new business strategies, redesign business processes, manage complex change initiatives, and integrate processes and technologies to achieve higher levelsbuilding materials industries. This group represented approximately 28% of performance.our Resources operating group’s net revenues in fiscal 2016.
Energy.Our Our Energyindustry group serves a wide range of companies in the oil and gas industry, including upstream, downstream, oil services and clean-energynew energy companies. We help our clients optimize production, manage their hydrocarbon and non-hydrocarbon supply chains, streamline marketing operations and realize the potential of third-party enterprise-wide technology solutions. Our Energy industryThis group represented approximately 33%29% of our Resources operating group’s net revenues in fiscal 2013.2016.
Natural Resources.Our Our Natural Resources industry group serves the metals, mining, forest products and building materials industries. We help our clients—which primarily include mining companies in the coal, iron ore, copper and precious metals sectors, as well as steel and aluminum producers—develop and execute innovative strategies, improve operations and reduce risk.
Utilities.Utilities Our Utilities industry group works with electric, gas and water utilities around the world to respond to an evolving marketplace. Our services and solutions enable transformation across the entire value chain for generation and energy markets, transmission and distribution, retail and customer operations. These offerings include customer relationship management, workforce enablement, smart-grid development, supply chain optimization, and trading and risk management. Accenture’s capabilities additionally support corporate services and outsourcing for our utilities clients. Our Utilities industryworld. This group represented approximately 32%43% of our Resources operating group’s net revenues in fiscal 2013.2016.
Growth Platforms
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Services and Solutions
Our management consulting, technologyoperating groups bring together expertise from Accenture Strategy, Accenture Consulting, Accenture Digital, Accenture Technology and business process outsourcing (“BPO”) growth platforms are the skill-based innovation engines through which we build world-class skills and capabilities; develop our knowledge capital; and create, acquire and manage key assets central to the development of solutions for our clients. The professionals within these areas work closely with those in our operating groupsAccenture Operations to develop and deliver integrated services and solutions tofor our clients.
ManagementAccenture Strategy
Accenture Strategy helps clients achieve specific business outcomes and enhance shareholder value by defining and executing industry-specific strategies enabled by technology. We bring together our strategy capabilities in business and technology to help senior management teams shape and execute their transformation objectives, focusing on issues related to digital disruption, competitive agility, global operating models and the future workforce. We provide a range of strategy services focused on areas such as digital technologies; enterprise architecture and applications; CFO and enterprise value; IT; security; mergers and acquisitions; operations; advanced customer services; sustainability; and talent and organization.
Accenture Consulting
OurAccenture Consulting provides industry experts with the insights and management consulting growth platform is responsible for the development and delivery of our strategic, operational, functional, industry, process and changetechnology consulting capabilities working closely withto transform the professionals inworld’s leading companies. Accenture Consulting has primary responsibility for orchestrating expertise from across our operating groups and the other growth platforms. entire organization to enable our clients to transform their businesses.
Our management consulting professionals help large, complex organizationscapabilities enable our clients to design and execute changes to their business and operating models,implement transformational change programs, either for one or more functions or business units, or across thetheir entire organization. This growth platform comprises seven function-based service areas,We provide industry-specific consulting services across 13 industry groups, as well as industry-focused teamsfunctional and technology consulting services. Our functional and technology consulting services include finance and enterprise performance; supply chain and operations; talent and organization; customers and channels; applications and architecture advisory; and technology advisory. We help our clients with the digital transformation of managementindustries, enhancing our consulting professionalsservices with deep skillsdigital, cloud, cybersecurity, artificial intelligence and blockchain capabilities.
Accenture Digital
Accenture Digital combines our capabilities in digital marketing, mobility and analytics to help clients provide better experiences for the customers they serve, create new products and business models, and enhance their digital enterprise capabilities and connections. We provide digital services across three broad areas:
Accenture Interactive. Our end-to-end marketing solutions help clients deliver seamless multi-channel customer experiences and enhance their marketing performance. Our services span customer experience design, digital marketing, personalization and commerce, as well as digital content production and operations.
Accenture Mobility. We provide clients with practical innovations in connectivity and the Internet of Things to transform business processes and enable new operating models. Our end-to-end mobility capabilities include collecting and exchanging valuable data through connected devices, mobile applications, embedded software and sensor technology.
Accenture Analytics. We deliver insight-driven outcomes at scale to help clients improve performance. Our capabilities range from implementing analytics technologies such as big data to advanced mathematical modeling and sophisticated statistical analysis. Our services enhance business performance and productivity outcomes through advanced analytics, artificial intelligence and collaboration capabilities.
Accenture Technology
Accenture Technology comprises two primary areas: technology services and technology innovation & ecosystem.
Technology Services. Technology Services includes our application services spanning systems integration and application outsourcing and covering the full application lifecycle, from custom systems to all emerging technologies, across every leading technology platform (both traditional and cloud/software-as-a-service-based). It also includes our global delivery capability in Technology and portfolio of products and platforms. We continuously innovate new services and capabilities through early adoption of technologies such as artificial intelligence to enhance productivity and create new growth opportunities.
Technology Innovation & Ecosystem. We harness innovation through the research and development activities in the numerous industry segments that we serve. The majorityAccenture Labs and through emerging technologies. We also manage our technology platforms and our alliance relationships across a broad range of management consulting professionals have a primary focus on either one of the seven service areas or on an industry, with a secondary focus on the other (i.e., industry or service area).technology providers, including SAP, Oracle, Microsoft,
The service areas are as follows:
Finance & Enterprise Performance.  The professionals in Finance & Enterprise Performance work with our clients’ finance and business unit executives to develop financial transaction processing, corporate finance and business performance reporting capabilities. Among the services we provide are strategic consulting on the design and structure of the finance function and the establishment of shared service centers for multiple business functions. Our finance capability services also address revenue cycle management, billing, credit and collection effectiveness, electronic invoicing and settlement, tax processing, treasury operations, trading operations, lending and debt recovery, real estate optimization and benchmarking. Our performance management services address shareholder value targeting, scorecard and performance metrics development, performance reporting solutions and applied business analytics to improve profitability. Our professionals work with finance executives to develop and implement solutions designed to help them

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align their companies’ investments with their business objectivessalesforce.com, Workday, Pegasystems and establish security relatingmany others, to the exchange of information with reporting institutions.
Operations.  The professionals in Operations work with clients across a broad range of industries to develop and implement measurable, lasting improvements in all aspects of operations to enable profitable growth in new and existing markets. Our professionals combine global industry expertise and skills in a variety of areas, including operations and process transformation; sourcing and procurement; innovation and product development; manufacturing strategy and operations; service strategy and operations; integrated planning and fulfillment; and supply chain education. We work with clients to help align underlying process and operating models to support business strategies; optimize global operations; support profitable product launches; and enhance the skillsvalue that we and capabilities of the operations and supply chain workforce.
Risk Management.  The professionals in Risk Management work with clients to develop risk management capabilities to help protect and grow the economic value of their organizations. Our Risk Management services help our clients alignrealize from the technology ecosystem.
Accenture Operations
Accenture Operations provides business strategy and risk capabilities to evaluate market options and drive profitable growth; develop a risk-conscious culture across their organizations; adapt to industry and geographic regulations to drive positive business impact; and develop capabilities to collect, model and analyze business information for better risk-based decision-making.
Sales & Customer Services.  The professionals in Sales & Customer Services (formerly Customer Relationship Management) help companies acquire, develop and retain more profitable customer relationships to accelerate growth, improve sales and profitability, and reduce sales operations and customer service costs. We offer a full range of capabilities that address every aspect of sales and post-sales customer service, including pricing strategy and profitability assessment, customer analytics, direct and indirect salesforce performance improvement, customer service, field support and customer contact operations.
Strategy.  Our Strategy professionals combine their strategy and operating model experience to help clients turn insights into results at both the enterprise and business unit level. With deep skills and capabilities in corporate strategy, corporate restructuring, growth and innovation strategies, mergers and acquisitions, and merger integration, we help clients develop and execute pragmatic ways to transform organizations and drive sustained high performance.
Sustainability. Our Sustainability professionals work with clients to integrate sustainability approaches into their business strategies, operating models, critical processes andprocess services, infrastructure including technical operations and support, to help them balance positive economic, environmental and social impact.
Talent & Organization.  The professionals in Talent & Organization work with clients on a wide range of talent management, human resources, organizational effectiveness, human capital, learning and change issues to deliver improved business and operational results. Our integrated approach and end-to-end capabilities includeservices, security services and solutions in organization and change management, human resources transformation, learning and collaboration, organizational performance management, talent management and overall transformation of key workforces. We help companies and governments improve the efficiency and effectiveness of talent and organization capabilities while lowering associated costs; deliver improvements in employee, workforce and business performance; improve the efficiency and effectiveness of the human resources function and transform organizations through project-, program- and enterprise-level change management.
In addition to our function-based service areas, we have specialized teams that provide industry-specific management consulting services, which draw from our functional service areas but are customized and adapted to each industry. The majority of our management consultants—whether in a function-based service area or on an industry management consulting team—have a specific industry alignment, underscoring the strength of our industry assets and experience.
Technology
Our technology growth platform comprises three service areas: systems integration consulting, technology consulting and technology outsourcing.
Systems Integration Consulting
Our systems integration consulting services and solutions include:
Enterprise Solutions and Enterprise Resource Planning (“ERP”).  We implement a variety of application software—including SAP, Oracle, Salesforce.com and Workday, among others—to consolidate operations, streamline business processes, connect geographies and manage and exploit data to make more informed business decisions.
Industry and Functional Solutions.  We provide clients with industry and functional solutions that streamline, integrate and manage business processes, systems and information, based on other vendors’ software assets or our own assets. These are typically “add-ons” to our clients’ core ERP systems or software to support industry-unique functions such as trading solutions and billing systems. From design to implementation, these end-to-end services help our clients improve

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analytics-based decision-making, financial management, customer service excellence, supply chain management and human resource management.
Information Management Services.  We provide services to help organizations manage the full range of their information needs to improve data quality, enhance decision-making capabilities and meet compliance requirements across social media, cloud and mobile platforms, as well as legacy environments. Our services include business intelligence; content management and portals; data management; and data quality solutions.
Custom Solutions.  With deep skills and expertise in both J2EE (Java-based) and .NET technology architectures, we work with clients to develop custom solutions that meet unique business needs, often using open-source technology products and platforms.
Microsoft Solutions.  Together with our alliance partner Microsoft and our Avanade subsidiary, we develop and deliver cost-efficient, innovative business solutions across the Microsoft platform and full set of software, leveraging our deep industry expertise and practical applications of technologies. We have also helped a significant number of clients implement Microsoft’s BPOS (Business Productivity Online Standard Suite) and other cloud-based tools using Microsoft’s Azure platform.
Technology Consulting
Our key technology consulting services and solutions include:
Information Technology (“IT”) Strategy.  We help client CEOs and CIOs link IT investments to business results and help manage those investments to ensure that the planned business impact is achieved. We also help CIOs transform how IT works, both internally and with business partners, so that IT is “run like a business” to deliver high performance.
Infrastructure Consulting.  We provide solutions to help clients optimize their IT infrastructures—whether on-premise, in the cloud, or a hybrid—while reducing costs. From virtualization of servers and desktops and service integration, to data center operations engineering and enterprise network design and implementation, our services are designed to enable clients to rationalize, standardize, optimize, secure and transform their IT infrastructures for improved performance of mission-critical business processes, applications and end-users.
IT Security Consulting.  We help clients integrate security into key business processes and implement security tools and processes so they can become more agile in response to changing market forces and evolving threats. Working with us, our clients are better able to secure data and applications, protect identities, address threats and vulnerabilities, and meet compliance demands while reducing costs and improving efficiency.
Application Modernization and Optimization.  We specialize in defining and executing strategies that transform our clients’ application portfolios into rationalized, flexible, cost-efficient and reliable assets. Our services and solutions help clients define and implement innovative approaches to extending the useful life of legacy applications at a significantly reduced cost or help to retire platforms and replace them with more modern, sustainable solutions.
Technology Outsourcing
Our approach to technology outsourcing goes beyond traditional cost-cutting measures to help clients improve the total performance of application and infrastructure development and maintenance. We provide a full range of application outsourcing and infrastructure outsourcing services and solutions:
Application Outsourcing.  We provide a wide array of application outsourcing services under flexible arrangements, managing custom or packaged software applications—including enterprise-wide applications such as SAP and Oracle—over their complete development and maintenance lifecycles. Our scope of services ranges from standardized, discrete application outsourcing services—including application testing, application management of enterprise-wide software programs, and capacity services—to large-scale application enhancement and development for individual or multiple applications, or an entire portfolio of applications.
Infrastructure Outsourcing.  We provide ongoing management of clients’ IT infrastructure capabilities and functions, with expertise in six service areas: service desk; workplace services; data-center services; network services; security services; and IT spend management. We provide discrete skills (e.g., capacity services) as well as fully managed services. Our services offer clients a more cost-effective, secure and responsive infrastructure that can be scaled and adapted to their business needs.
Accenture helps business leaders and IT leaders define and execute a digital agenda to support their business strategy, harnessing the power of digital technology innovation, including social media, cloud, big data and analytics, and mobility to help the entire organization better compete, innovate and expand. The following initiatives span our three service areas described above:
Cloud Computing.  We provide cloud services, in three areas to help clients improve IT efficiency and agility: we help clients plan, implement and manage services from our provider ecosystem; we develop Software as a Service (SaaS)

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solutions built on our proprietary assets; and we provide provisioning, integration and management of services to bridge operations across traditional and cloud environments throughincluding the Accenture Cloud Platform. In addition, weWe operate infrastructure and business processes on behalf of clients, increasingly on an as-a-service basis, to help clients implement SaaS, Platform as a Service (PaaS)improve their productivity and Infrastructure as a Service (IaaS) solutions to meet their business needs with the added benefits of increasing flexibility and reducing total cost of ownership. Our cloud methodology and toolset enable delivery of cloud solutions across a wide range of services with leading providers including Amazon Web Services, Google, Microsoft, NetSuite, Oracle, Pivotal, Salesforce.com, SAP, Verizon and Workday.performance.
MobilityBusiness Process Services. Accenture helps clients deliver mobility solutions, which are designed to run their businesses more efficiently so they can focus on improving connections with their customers and workforces. We develop and implement enterprise mobile solutions incorporating strategies, applications, and managed services; create and deliver mobile commerce solutions; and help organizations become digital businesses.
Business Process Outsourcing
Our business process outsourcing (“BPO”) growth platform provides business process services that help clients drive business value, achieve higher levels of performance and results, and/or reduce costs. Through our BPO services, we manage specific business processes or functions for clients, providing solutions that are more efficient and cost-effective than if the functions were provided in-house while also providing business insight to drive business outcomes.
We offer clients across all industries a variety of BPO services for specific business functions, and/or processes, includingsuch as finance and accounting, procurement, marketing, human resources and learning, and procurement, among others. We also offeras well as industry-specific BPO services, such as credit services, designed to address the unique needs of client organizations and deliver business outcomes.health services. We provide these services on a global basis and across industry sectors through our Global Delivery Network.
Infrastructure and Cloud Services. We provide infrastructure and security design, implementation and operation services to help organizations take advantage of innovative technologies and improve the efficiency and effectiveness of their existing technology. Our solutions help clients optimize their IT infrastructures—whether on-premise, in the cloud or a hybrid of the two.
Global Delivery Model
A key differentiator is our global delivery model, which allows us to draw on the benefits of using people and other resources from around the world—including scalable, standardized processes, methods and tools; automation and artificial intelligence; industry expertise and specialized management consulting, business process and technology skills;capabilities; cost advantages; foreign language fluency; proximity to clients; and time zone advantages—to deliver high-quality solutions. Emphasizing quality, productivity, reduced risk, speed to market and predictability, our global delivery model enables ussupports all parts of our business to provide clients with price-competitive services and solutions.
Our Global Delivery Network continues to be a competitive differentiator for us. As of August 31, 2013,2016, we had more than 182,000 peopleapproximately 285,000 professionals in our network globally andin more than 50 delivery centers around the world.world, as well as Accenture offices and client locations.
Alliances
We have sales and delivery alliances with companies whose capabilities complement our own by, among other things, enhancing a service offering, delivering a new technology or helping us extend our services to new geographies. By combining our alliance partners’ products and services with our own capabilities and expertise, we create innovative, high-value business solutions for our clients. Most of our alliances are non-exclusive. These alliances can generate significant revenues from services we provide to implement our alliance partners’ products as well as revenue from the resale of their products. We also receive as reimbursement some direct payments, which are not material to our business, from our alliance partners to cover costs we incur for marketing and other assistance.
Research and Innovation
We are committed to developing leading-edge ideas. Research and innovation, which is a component of our overall investment in our business, have been major factors in our success, and we believe they will help us continue to grow in the future. We use our investment in research and development—on which we spent $715$643 million, $560$626 million and $482$640 million in fiscal 2013, 20122016, 2015 and 2011,2014, respectively—to help create, commercialize and disseminate innovative business strategies and technology solutions. We spend a significant portion of our research and development investment to develop market-ready solutions for our clients.
Our research and innovation program is designed to generate early insights into how knowledge can be harnessed to create innovative business solutions for our clients and to develop business strategies with significant value. One component of this is ourOur innovation capabilities include research and thought leadership to identify market and technology trends. We also partner with and invest in growth-stage companies that create innovative enterprise technologies. Our Accenture Labs incubate and prototype new concepts through applied research and development organization, Accenture Technology Labs, which identifiesprojects. In addition, our studios, innovation centers and develops new technologies that we believe will bedelivery centers build, scale and industrialize the driversdelivery of our clients’ growth and enable them to be first to market with unique capabilities.innovations.
We also promote the creation of knowledge capital and thought leadership through the Accenture Institute for High Performance. In addition, we spendEmployees
As a significant portiontalent-led organization, one of our research and development investment directly through our operating groups and our consulting, technology and outsourcing growth platformskey goals is to develop market-ready solutions for our clients.
Employees
Our most important asset is our people. The diverse and global makeuphave the best talent, with highly specialized skills in each part of our workforce enables usbusiness, at the right levels in the right locations, to serveenhance our diversedifferentiation and global client base.competitiveness. We are deeply committed to the continuedcareer development of our employees, who receive significant and focused technical, functional, industry, managerial and leadership skill development and training appropriate for their roles and levels within the Company. We provide our people with expert content and opportunities to collaborate in a broad range of

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levels within our company throughout their careers with us.physical and virtual learning environments. We seek to reinforce our employees’ commitments to our clients, culture and values through a comprehensive performance management and compensation system and a career philosophy that provides rewards bothbased on individual performance and teamwork. WeCompany performance. With our commitment to inclusion and diversity, we strive to maintain a work environment that reinforces collaboration, motivation and innovation and is consistent with our core values and Code of Business Ethics.
As of August 31, 2013,2016, we employed approximately 384,000 people and had approximately 275,000 employees worldwide.offices and operations in more than 200 cities in 55 countries.
Competition
We operate in a highly competitive and rapidly changing global marketplace and compete with a variety of organizations that offer services and solutions competitive with those we offer. Our competitors include:
large multinational providers, including the services arms of large global technology providers (hardware, equipment and software), that offer some or all of the services and solutions that we do;
off-shore service providers in lower-cost locations, particularly in India, the Philippines and China, that offer services globally that are similar to thosethe services and solutions we offer, often at highly competitive prices and on more aggressive contractual terms;offer;
accounting firms that have expanded or are in the process of expanding, including through acquisitions, theirprovide consulting and other services and solutions in areas that compete with us;
niche solution or service providers or local competitors that compete with us in a specific geographic market, industry segment or service area, including digital agencies and emerging start-ups and other companies that can scale rapidly to focus on certain markets and provide new or alternative products, services or delivery models; and
in-house departments of large corporations that use their own resources, rather than engage an outside firm for the types of services and solutions we provide.
Our revenues are derived primarily from Fortune Global 500 and Fortune 1000 companies, medium-sized companies, governments, government agencies and other enterprises. We believe that the principal competitive factors in the industries in which we compete include:
skills and capabilities of people;
technical and industry expertise;
innovative service and product offerings;
ability to add business value and improve performance;
reputation and client references;
contractual terms, including competitive pricing;
ability to deliver results reliably and on a timely basis;
scope of services;
service delivery approach;
quality of services and solutions;
availability of appropriate resources; and
global reach and scale, including level of presence in key emerging markets.
Our clients typically retain us on a non-exclusive basis.
Intellectual Property
We provide value to our clients based in part on a differentiated range of proprietary inventions, methodologies, software, reusable knowledge capital and other intellectual property. We recognize the increasing value of intellectual property in the marketplace and create, harvest, and protect this intellectual property. We leverage patent, trade secret, copyright and trademark laws as well as contractual arrangements to protect our intellectual property. We have also established policies to respect the intellectual property rights of third parties, such as our clients, partners and others.
As of August 31, 2013,2016, we had 2,632over 2,475 patent applications pending in the United States and other jurisdictionsworldwide and had been issued 855over 1,250 U.S. patents and 1,0001,750 non-U.S. patents.
Trademarks appearing in this report are the trademarks or registered trademarks of Accenture Global Services Ltd or third parties, as applicable.

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Organizational Structure
Accenture plc is an Irish public limited company with no material assets other than Class I commonordinary and deferred shares in its subsidiary, Accenture SCA, a Luxembourg partnershipHoldings plc, an Irish public limited by shares (“Accenture SCA”). Accenture plc’s only business is to hold these

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shares.company. Accenture plc owns a majority voting interest in Accenture SCA. As the general partner of Accenture SCAHoldings plc, and as a result of Accenture plc’s majority voting interest in Accenture SCA,only business is to hold these shares. As a result, Accenture plc controls Accenture SCA’sHoldings plc’s management and operations and consolidates Accenture SCA’sHoldings plc’s results in its Consolidated Financial Statements. We operate our business through subsidiaries of Accenture SCA.Holdings plc. Accenture SCAHoldings plc generally reimburses Accenture plc for its expenses but does not pay Accenture plc any fees.
History
Prior to our transition to a corporate structure in fiscal 2001, we operated as a series of related partnerships and corporations under the control of our partners. In connection with our transition to a corporate structure, our partners generally exchanged all of their interests in these partnerships and corporations for Accenture Ltd Class A common shares or, in the case of partners in certain countries, Accenture SCA Class I common shares of Accenture SCA, a Luxembourg partnership limited by shares and direct subsidiary of Accenture Ltd (“Accenture SCA”), or exchangeable shares issued by Accenture Canada Holdings Inc., an indirect subsidiary of Accenture SCA. Generally, partners who received Accenture SCA Class I common shares or Accenture Canada Holdings Inc. exchangeable shares also received a corresponding number of Accenture Ltd Class X common shares, which entitled their holders to vote at Accenture Ltd shareholder meetings but did not carry any economic rights. The combination of the Accenture Ltd Class X common shares and the Accenture SCA Class I common shares or Accenture Canada Holdings Inc. exchangeable shares gave these partners substantially similar economic and governance rights as holders of Accenture Ltd Class A common shares.
On June 10, 2009, Accenture plc was incorporated in Ireland, as a public limited company, in order to effect moving the place of incorporation of our parent holding company from Bermuda to Ireland (the “Transaction”). The TransactionIreland. This transaction was completed on September 1, 2009, at which time Accenture Ltd, our predecessor holding company, became a wholly owned subsidiary of Accenture plc and Accenture plc became our parent holding company. Accenture Ltd was dissolved on December 29, 2009.
On December 1, 2012, we ceased usingApril 10, 2015, Accenture Holdings plc was incorporated in Ireland, as a public limited company, in order to further consolidate Accenture’s presence in Ireland. On August 26, 2015, Accenture SCA merged with and into Accenture Holdings plc, with Accenture Holdings plc as the designation “senior executive.”surviving entity. This merger was a transaction between entities under common control and had no effect on the Company’s Consolidated Financial Statements.
All references to Accenture Holdings plc included in this report with respect to periods prior to August 26, 2015 reflect the activity and/or balances of Accenture SCA (the predecessor of Accenture Holdings plc). The majority of our leaders are now designated “managing directors,”Consolidated Financial Statements reflect the ownership interests in Accenture Holdings plc and a select group of our most experienced leaders are “senior managing directors.” Managing directorsAccenture Canada Holdings Inc. held by certain current and senior managing directors, along withformer members of the Accenture Leadership as noncontrolling interests. “Accenture Leadership” is comprised of members of our global management committee (the Company’s primary management and leadership team, which consists of 17approximately 20 of our most senior leaders), comprise “Accenture Leadership.”
The selected financial data included in Item 6, “Selected Financial Data,” of this report with respect to periods prior to September 1, 2009 reflect the consolidated operations of Accenture Ltd (the predecessor registrant of Accenture plc)senior managing directors and its subsidiaries. The Consolidated Financial Statements included in this report reflect the ownership interests in Accenture SCA and Accenture Canada Holdings Inc. held by certain of our current and former members of Accenture Leadership as noncontrolling interests.managing directors. The noncontrolling ownership interests percentage was 6%4% as of August 31, 2013.2016.
Accenture plc Class A and Class X Ordinary Shares
Each Class A ordinary share and each Class X ordinary share of Accenture plc entitles its holder to one vote on all matters submitted to a vote of shareholders of Accenture plc. A Class X ordinary share does not, however, entitle its holder to receive dividends or to receive payments upon a liquidation of Accenture plc. As described above under “—History,” Class X ordinary shares generally provide the holders of Accenture SCA Class I commonHoldings plc ordinary shares and Accenture Canada Holdings Inc. exchangeable shares with a vote at Accenture plc shareholder meetings that is equivalent to the voting rights held by Accenture plc Class A ordinary shareholders, while their economic rights consist of interests in Accenture SCA Class I commonHoldings plc ordinary shares or in Accenture Canada Holdings Inc. exchangeable shares.
Under its memorandum and articles of association, Accenture plc may redeem, at its option, any Class X ordinary share for a redemption price equal to the nominal value of the Class X ordinary share, or $0.0000225 per share. Accenture plc, as successor to Accenture Ltd, has separately agreed with the original holders of Accenture SCA Class I commonHoldings plc ordinary shares and Accenture Canada Holdings Inc. exchangeable shares not to redeem any Class X ordinary share of such holder if the redemption would reduce the number of Class X ordinary shares held by that holder to a number that is less than the number of Accenture SCA Class I commonHoldings plc ordinary shares or Accenture Canada Holdings Inc. exchangeable shares owned by that holder. Accenture plc will redeem Class X ordinary shares upon the redemption or exchange of Accenture SCA Class I commonHoldings plc ordinary shares and Accenture Canada Holdings Inc. exchangeable shares so that the aggregate number of Class X ordinary shares outstanding at any time does not exceed the aggregate number

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of Accenture SCA Class I commonHoldings plc ordinary shares and Accenture Canada Holdings Inc. exchangeable shares outstanding. Class X ordinary shares are not transferable without the consent of Accenture plc.
A transfer of Accenture plc Class A ordinary shares effected by transfer of a book-entry interest in The Depository Trust Company will not be subject to Irish stamp duty. Other transfers of Accenture plc Class A ordinary shares may be subject to Irish stamp duty (currently at the rate of 1% of the price paid or the market value of the Class A ordinary shares acquired, if higher) payable by the buyer.
Accenture SCA Class I CommonHoldings plc Ordinary and Deferred Shares
Only Accenture plc, Accenture Holdings plc, Accenture International S.à.r.l.and thecertain current and former members of Accenture Leadership and their permitted transferees hold Accenture SCA Class I commonHoldings plc ordinary shares. Each Class I commonordinary share entitles its holder to one vote on all matters submitted to the shareholders

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of Accenture SCAHoldings plc and entitles its holder to dividends and liquidation payments. As of October 15, 2013,14, 2016, Accenture plc holds a voting interest of approximately 94%96% of the aggregate outstanding Accenture SCA Class I commonHoldings plc ordinary shares entitled to vote, with the remaining 6%4% of the voting interest held by thecertain current and former members of Accenture Leadership and their permitted transferees.
Only Accenture SCAplc beneficially holds Accenture Holdings plc deferred shares. The deferred shares were issued solely to ensure that Accenture Holdings plc satisfies Irish law minimum share capital requirements for public limited companies at all times and carry no voting rights or income rights and have only limited rights on a return of capital equal to the nominal value of those shares.
Holders of ordinary shares of Accenture Holdings plc have the ability, subject to the restrictions on redemption contained in Accenture Holdings plc’s articles of association and the Companies Act 2014 of Ireland (the “Companies Act”) and any contractual restrictions on redemption that may be applicable to a holder, to require that Accenture Holdings plc redeem all or a portion of such holder’s ordinary shares of Accenture Holdings plc. In that case, Accenture Holdings plc is obligated, atsubject to the optionavailability of the holder,distributable reserves, to redeem any outstandingsuch ordinary shares of Accenture SCA Class I common share at aHoldings plc. The redemption price per share generally equal to its current market value as determined in accordance with Accenture SCA’s articles of association. Under Accenture SCA’s articles of association, the market value of a Class I common share that is not subject to transfer restrictions will be deemed to be equal to (i)equals the average of the high and low salessale prices of an Accenture plca Class A ordinary share of Accenture plc as reported on the New York Stock Exchange (or on such other designated marketthe trading day on which the Class AAccenture Holdings plc receives an irrevocable notice of redemption from a holder of ordinary shares trade), net of customary brokerage and similar transaction costs,Accenture Holdings plc if received prior to close of trading for that day, or (ii)on the following trading day if Accenture Holdings plc sells its Class A ordinary sharesreceives the irrevocable notice of redemption later than the close of trading on the date that the redemption price is determined (other than in a transaction with any employee or an affiliate or pursuant to a preexisting obligation), the weighted average sales price of anday. Accenture Holdings plc Class A ordinary share on the New York Stock Exchange (or on such other market on which the Class A ordinary shares primarily trade), net of customary brokerage and similar transaction costs. Accenture SCA may, at its option, pay thisthe redemption price within cash or by deliveringinstructing Accenture plc to deliver Class A ordinary shares on a one-for-one basis.basis, subject to adjustment for dividends and share splits. In order to maintain Accenture plc’s economic interest in Accenture SCA,Holdings plc, Accenture plc generally will acquire additional Accenture SCA commonHoldings plc ordinary shares each time additional Accenture plc Class A ordinary shares are issued.
Except in the case of a redemption of Class I commonAccenture Holdings plc ordinary shares or a transfer of Class I commonAccenture Holdings plc ordinary shares to Accenture plc or one of its subsidiaries, Accenture SCA’sHoldings plc’s articles of association provide that Accenture SCA Class I commonHoldings plc ordinary shares may be transferred only with the consent of the general partnerBoard of Directors of Accenture SCA.Holdings plc. In addition, all holders of Class I commonordinary shares (except Accenture)Accenture plc) are precluded from having their shares redeemed by Accenture SCAHoldings plc or transferred to Accenture SCA,Holdings plc, Accenture plc or a subsidiary of Accenture plc at any time or during any period when Accenture SCAHoldings plc determines, based on the advice of counsel, that there is material non-public information that may affect the average price per share of Accenture plc Class A ordinary shares, if the redemption would be prohibited by applicable law during an underwritten offering due to an underwriters lock-upor regulation, or during the period from the announcement of a tender offer by Accenture SCAHoldings plc or its affiliates for Accenture SCA Class I commonHoldings plc ordinary shares, or any securities convertible into, or exchangeable or exercisable for, ordinary shares, until the expiration of ten business days after the termination of the tender offer (other than to tender the holder’s Accenture SCA Class I commonHoldings plc ordinary shares in the tender offer).
Accenture Canada Holdings Inc. Exchangeable Shares
Holders of Accenture Canada Holdings Inc. exchangeable shares may exchange their shares for Accenture plc Class A ordinary shares at any time on a one-for-one basis. Accenture may, at its option, satisfy this exchange with cash at a price per share generally equal to the market price of an Accenture plc Class A ordinary share at the time of the exchange. Each exchangeable share of Accenture Canada Holdings Inc. entitles its holder to receive distributions equal to any distributions to which an Accenture plc Class A ordinary share entitles its holder. The exchange of all of the outstanding Accenture Canada Holdings Inc. exchangeable shares for Accenture plc Class A ordinary shares would not have a material impact on the equity ownership position of Accenture or the other shareholders of Accenture SCA.Holdings plc.

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ITEM 1A.    RISK FACTORS
In addition to the other information set forth in this report, you should carefully consider the following factors which could materially adversely affect our business, financial condition, results of operations (including revenues and profitability) and/or stock price. Our business is also subject to general risks and uncertainties that may broadly affect companies, including us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also could materially adversely affect our business, financial condition, results of operations and/or stock price.
Our results of operations could be adversely affected by volatile, negative or uncertain economic conditions and the effects of these conditions on our clients’ businesses and levels of business activity.
Global macroeconomic conditions affect our clients’ businesses and the markets they serve. Volatile, negative or uncertain economic conditions in our significant markets have undermined and could in the future undermine business confidence in our significant markets or in other markets, which are increasingly interdependent, and cause our clients to reduce or defer their spending on new initiatives and technologies, or may result in clients reducing, delaying or eliminating spending under existing contracts with us, which would negatively affect our business. Growth in the markets we serve could be at a slow rate, or could stagnate or contract, in each case, for an extended period of time. Differing economic conditions and patterns of economic growth and contraction in the geographical regions in which we operate and the industries we serve have affected and may in the future affect demand for our services. For example, revenue growth in local currency during fiscal 2013 was lower than we expected due, in large part, to lower than expected demand, particularly in certain geographies experiencing challenging macroeconomic conditions, such as certain countries in Europeservices and in Brazil.solutions. A material portion of our revenues and profitability is derived from our clients in EuropeNorth America and North America.Europe. Weak demand or a slower than expected recovery in these markets could have a material adverse effect on our results of operations. In addition, because we operate globally and have significant businesses in markets outside of North America and Europe, an economic slowdown in key emergingone or more of those other markets where we typically grow faster than in more mature markets, also

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could adversely affect our results of operations as we experienced.well. Ongoing economic volatility and uncertainty and changing demand patterns affect our business in a number of other ways, including making it more difficult to accurately forecast client demand and effectively build our revenue and resource plans, particularly in consulting. This could result, for example, in us having to use involuntary terminations as means to keep our supply of skills and resources in balance.
Economic volatility and uncertainty is particularly challenging because it may take some time for the effects and changes in demand patterns resulting from these and other factors to manifest themselves in our business and results of operations. Changing demand patterns from economic volatility and uncertainty could have a significant negative impact on our results of operations.
Our business depends on generating and maintaining ongoing, profitable client demand for our services and solutions, including through the adaptation and expansion of our services and solutions in response to ongoing changes in technology and offerings, and a significant reduction in such demand or an inability to respond to the evolving technological environment could materially affect our results of operations.
Our revenue and profitability depend on the demand for our services and solutions with favorable margins, which could be negatively affected by numerous factors, many of which are beyond our control and unrelated to our work product. As described above, volatile, negative or uncertain global economic conditions and lower growth in the markets we serve have adversely affected and could in the future adversely affect client demand for our services and solutions. In addition,Our success depends, in part, on our ability to continue to develop and implement services and solutions that anticipate and respond to rapid and continuing changes in technology and offerings to serve the evolving needs of our clients. Examples of areas of significant change include digital-, cloud- and security-related offerings, which are continually evolving as new technologies become available,developments such as Softwareartificial intelligence, automation, blockchain, Internet of Things and as-a-service solutions are commercialized. Technological developments such as a Service (SaaS), which continually changethese may materially affect the cost and use of technology by our clients and, in the case of as-a-service solutions, could affect the nature of how we generate revenue. Some of these technologies, such as cloud-based services, artificial intelligence and automation, and others that may emerge, have reduced and replaced some of our business,historical services and solutions and may continue to do so in the future. This has caused, and may in the future cause, clients may slowto delay spending under existing contracts and engagements and to delay entering into new contracts while they evaluate new technologies. Such delays can negatively impact our results of operations if the pace and level of spending on legacynew technologies in anticipation of implementing these new technologies. is not sufficient to make up any shortfall.
Developments in the industries we serve, which may be rapid, also could shift demand to new services and solutions. If, as a result of new technologies or changes in the industries we serve, our clients demand new services and solutions, we may be less competitive in these new areas or need to make significant investment to meet that demand. CompaniesOur growth strategy focuses on responding to these types of developments by driving innovation that will enable us to expand our business into new growth areas. If we do not sufficiently invest in new technology and adapt to industry developments, or evolve and expand our business at sufficient speed and scale, or if we do not make the right strategic investments to respond to these developments and successfully drive innovation, our services and

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solutions, our results of operations, and our ability to develop and maintain a competitive advantage and to execute on our growth strategy could be negatively affected.
We operate in a rapidly evolving environment in which there currently are, and we expect will continue to be, new technology entrants. New services or technologies offered by competitors or new entrants may make our offerings less differentiated or less competitive when compared to other alternatives, which may adversely affect our results of operations. In addition, companies in the industries we serve sometimes seek to achieve economies of scale and other synergies by combining with or acquiring other companies. If one of our current clients merges or consolidates with a company that relies on another provider for its consulting, systems integrationthe services and technology, or outsourcing services,solutions we offer, we may lose work from that client or lose the opportunity to gain additional work if we are not successful in generating new opportunities from the merger or consolidation. At any given time in a particular industry or geography, one or a small number of clients could contribute a significant portion of our revenues, and any decision by such a client to delay, reduce, or eliminate spending on our services and solutions could have a disproportionate impact on the results of operations in the relevant industry and/or geography.
Many of our consulting contracts are less than 12 months in duration, and these contracts typically permit a client to terminate the agreement with as little as 30 days’ notice. Longer-term, larger and more complex contracts, such as the majority of our outsourcing contracts, generally require a longer notice period for termination and often include an early termination charge to be paid to us, but this charge might not be sufficient to cover our costs or make up for anticipated ongoing revenues and profits lost upon termination of the contract. Many of our contracts allow clients to terminate, or delay, reduce or eliminate spending on the services and solutions we provide. Additionally, a client could choose not to retain us for additional stages of a project, try to renegotiate the terms of its contract or cancel or delay additional planned work. When contracts are terminated or not renewed, we lose the anticipated revenues, and it may take significant time to replace the level of revenues lost. Consequently, our results of operations in subsequent periods could be materially lower than expected. The specific business or financial condition of a client, changes in management and changes in a client’s strategy are also are all factors that can result in terminations, cancellations or delays.
If we are unable to keep our supply of skills and resources in balance with client demand around the world and attract and retain professionals with strong leadership skills, our business, the utilization rate of our professionals and our results of operations may be materially adversely affected.
Our success is dependent, in large part, on our ability to keep our supply of skills and resources in balance with client demand around the world and our ability to attract and retain personnel with the knowledge and skills to lead our business globally. Experienced personnel in our industry are in high demand, and competition for talent is intense. We must hire, retain and motivate appropriate numbers of talented people with diverse skills in order to serve clients across the globe, respond quickly to rapid and ongoing technology, industry and macroeconomic developments and grow and manage our business. For example, if we are unable to hire or continually train our employees to keep pace with the rapid and continuing changes in technology and the industries we serve or changes in the types of services and solutions clients are demanding, such as the increase in demand for outsourcing services, we may not be able to develop and deliver new services and solutions to fulfill client demand. As we expand our services and solutions, we must also hire and retain an increasing number of professionals with different skills and professional expectations than those of the professionals we have historically hired and retained. Additionally, if we are unable to successfully integrate, motivate and retain these professionals, our ability to continue to secure work in those industries and for our services and solutions may suffer.
We are particularly dependent on retaining members of Accenture Leadership and other experienced managers, and if we are unable to do so, our ability to develop new business and effectively leadmanage our current projectscontracts and client relationships could be jeopardized. We depend on identifying, developing and retaining key employees to provide leadership and direction for our businesses. This includes developing talent and leadership capabilities in emerging markets, where the depth of skilled employees is often limited and competition for these resources is intense. Our geographic expansion strategyability to expand geographically depends, in emerging markets dependslarge part, on our ability to attract, retain and integrate both leaders for the local business leaders and people with the appropriate skills.
Similarly, our profitability depends on our ability to effectively utilize personnel with the right mix of skills and experience to perform services for our clients, including our ability to transition employees to new assignments on a timely basis. If we are unable to effectively deploy our employees globally on a timely basis to fulfill the needs of our clients, our ability to perform our

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work profitablyprofitability could suffer. If the utilization rate of our professionals is too high, it could have an adverse effect on employee engagement and attrition, the quality of the work performed as well as our ability to staff projects. If our utilization rate is too low, our profitability and the engagement of our employees could suffer. The costs associated with recruiting and training employees are significant. An important element of our global business model is the deployment of our employees around the world, which allows us to move talent as needed, particularly in emerging markets.needed. Therefore, if we are not able to deploy the talent we need because of increased regulation of immigration or work visas, including limitations

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placed on the number of visas granted, limitations on the type of work performed or location in which the work can be performed, and new or higher minimum salary requirements, it could be more difficult to staff our employees on client engagements and could increase our costs.
Our equity-based incentive compensation plans are designed to reward high-performing personnel for their contributions and provide incentives for them to remain with us. If the anticipated value of such incentives does not materialize because of volatility or lack of positive performance in our stock price, or if our total compensation package is not viewed as being competitive, our ability to attract and retain the personnel we need could be adversely affected. In addition, if we do not obtain the shareholder approval needed to continue granting equity awards under our share plans in the amounts we believe are necessary, our ability to attract and retain personnel could be negatively affected.
There is a risk that at certain points in time, and in certain geographical regions, we will find it difficult to hire and retain a sufficient number of employees with the skills or backgrounds to meet current and/or future demand. In these cases, we might need to redeploy existing personnel or increase our reliance on subcontractors to fill certain labor needs, and if not done effectively, our profitability could be negatively impacted. Additionally, if demand for our services and solutions were to escalate at a high rate, we may need to adjust our compensation practices, which could put upward pressure on our costs and adversely affect our profitability if we are unable to recover these increased costs. At certain times, however, we may also have more personnel than we need in certain skill sets or geographies.geographies or at compensation levels that are not aligned with skill sets. In these situations, we must evaluate voluntary attritionhave engaged, and usemay in the future engage, in actions to rebalance our resources, including through reduced levels of new hiring and increased involuntary terminations as a means to keep our supply of skills and resources in balance with client demanddemand. If we are not successful in those geographies.these initiatives, our results of operations could be adversely affected.
The markets in which we compete are highly competitive, and we might not be able to compete effectively.
The markets in which we offer our services and solutions are highly competitive. Our competitors include:
large multinational providers, including the services arms of large global technology providers (hardware, equipment and software), that offer some or all of the services and solutions that we do;
off-shore service providers in lower-cost locations, particularly in India, the Philippines and China, that offer services globally that are similar to thosethe services and solutions we offer, often at highly competitive prices and on more aggressive contractual terms;offer;
accounting firms that have expanded or are in the process of expanding, including through acquisitions, theirprovide consulting and other services and solutions in areas that compete with us;
niche solution or service providers or local competitors that compete with us in a specific geographic market, industry segment or service area, including digital agencies and emerging start-ups and other companies that can scale rapidly to focus on certain markets and provide new or alternative products, services or delivery models; and
in-house departments of large corporations that use their own resources, rather than engage an outside firm for the types of services and solutions we provide.
Some competitors are companies that may have greater financial, marketing or other resources than we do and, therefore, may be better able to compete for new work and skilled professionals.professionals, may be able to innovate and provide new services and solutions faster than we can or may be able to anticipate the need for services and solutions before we do.
Even if we have potential offerings that address marketplace or client needs, competitors may be more successful at selling similar services they offer, including to companies that are our clients. Some competitors are more established in certain emerging markets, and that may make executing our geographic expansion strategy in these markets more challenging. Additionally, competitors may also offer more aggressive contractual terms, which may affect our ability to win work. Our future performance is largely dependent on our ability to compete successfully in the markets we currently serve, while expanding into additional markets. If we are unable to compete successfully, we could lose market share and clients to competitors, which could materially adversely affect our results of operations.
In addition, we may face greater competition due to consolidation of companies in the technology sector through strategic mergers or acquisitions. Consolidation activity may result in new competitors with greater scale, a broader footprint or offerings that are more attractive than ours. For example, there has been a trend toward consolidation among hardware manufacturers, software developers and vendors, and service providers, which has resulted in the convergence of products and services. Over time, our access to suchcertain technology products and services may be reduced as a result of this consolidation. Additionally, vertically integrated companies are able to offer as a single provider more integrated services (software and hardware) to clients than we can in some cases and therefore may represent a more attractive alternative to clients. If buyers of services favor using a single provider for an integrated technology stack, such buyers may direct more business to such competitors, and this could materially adversely affect our competitive position and our results of operations.

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We could have liability or our reputation could be damaged if we fail to protect client and/or Accenture data from security breaches or information systems as obligated by law or contract or if our information systems are breached.cyberattacks.
We are dependent on information technology networks and systems to securely process, transmit and store electronic information and to communicate among our locations around the world and with our clients, alliance partners and vendors. As the breadth and complexity of this infrastructure continuecontinues to grow, including as a result of the use of mobile technologies, social media and cloud-based services, the potential risk of security breaches and cyberattacks increases. Such breaches could lead to shutdowns or disruptions of our systems and potential unauthorized disclosure of sensitive or confidential information.information, including personal data.
In providing services and solutions to clients, we often manage, utilize and store sensitive or confidential client or Accenture data, including personal data. Asdata, and we expect these activities to increase, including through the use of analytics. Unauthorized disclosure of sensitive or confidential client or Accenture data, whether through systems failure, employee negligence, fraud or misappropriation, could damage our reputation, cause us to lose clients and could result in significant financial exposure. Similarly, unauthorized access to or through our information systems or those we develop for our clients, whether by our employees or third parties, including a cyberattack by computer programmers, hackers, members of organized crime and/or state-sponsored organizations, who may develop and deploy viruses or other malicious software programs or social engineering attacks, could result wein negative publicity, significant remediation costs, legal liability, damage to our reputation and government sanctions and could have a material adverse effect on our results of operations. Cybersecurity threats are constantly evolving, thereby increasing the difficulty of detecting and defending against them.
We are subject to numerous laws and regulations designed to protect this information, such as the national laws implementing the European Union Directive on Data Protection and(which will be replaced by the European Union General Data Protection Regulation from 2018 onwards), various U.S. federal and state laws governing the protection of health or other personally identifiable information.information and data privacy and cybersecurity laws in other regions. These laws and regulations are increasing in complexity and number, change frequently and sometimes conflict among the various countries in which we operate. If any person, including any of our employees, negligently disregards or intentionally breaches our established controls with respect to client or Accenture data, or otherwise mismanages or misappropriates that data, we could be subject to significant litigation, monetary damages, regulatory enforcement actions, fines and/or criminal prosecution in one or more jurisdictions. These monetary damages might not be subject to a contractual limit of liability or an exclusion of consequential or indirect damages and could be significant. Unauthorized disclosure of sensitive or confidential client or Accenture data, whether through systems failure, employee negligence, fraud or misappropriation, could damage our reputation and cause us to lose clients. Similarly, unauthorized access to or through our information systems or those we develop for our clients, whether by our employees or third parties, including a cyberattack by computer programmers and hackers who may develop and deploy viruses, worms or other malicious software programs, could result in negative publicity, significant remediation costs, legal liability, damage to our reputation and government sanctions and could have a material adverse effect on our results of operations. In addition, our liability insurance, which includes cyber insurance, might not be sufficient in type or amount to cover us against claims related to security breaches, cyberattacks and other related breaches.
Our profitability could materially suffer if we are unable to obtain favorable pricing for our services and solutions, if we are unable to remain competitive, if our cost-management strategies are unsuccessful or if we experience delivery inefficiencies.
Our profitability is highly dependent on a variety of factors and could be materially impacted by any of the following:
Our results of operations could materially suffer if we are not able to obtain sufficient pricing to meet our profitability expectations. If we are not able to obtain favorable pricing for our services and solutions, our revenues and profitability could materially suffer. The rates we are able to charge for our services and solutions are affected by a number of factors, including:
general economic and political conditions;
our clients’ desire to reduce their costs;
the competitive environment in our industry;
our ability to growaccurately estimate our service delivery costs, upon which our pricing is sometimes determined, includes our ability to estimate the impact of inflation and foreign exchange on our service delivery costs over long-term contracts; and
the procurement practices of clients and their use of third-party advisors.
Our profitability could suffer if we are not able to remain competitive. The competitive environment in our industry affects our ability to secure new contracts at our target economics in a number of ways, any of which could have a material negative impact on our results of operations. The less we are able to differentiate our services and solutions and/or clearly convey the value of our services and solutions, the more risk we have in winning new work in sufficient volumes and at our target pricing and overall economics. In addition, the introduction of new services or products by competitors could reduce our ability to obtain favorable pricing and impact our overall economics for the services or solutions we offer. Competitors may be willing, at times, to price contracts lower than us in an effort to enter the market or increase market share.

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Our profitability could suffer if our cost-management strategies are unsuccessful, and we may not be able to improve our profitability to the degree we have done in the past. Our ability to improve or maintain our profitability is dependent on our being able to successfully manage our costs. Our cost management strategies include maintaining appropriate alignment between the demand for our services and solutions and our resource capacity. We have also taken actions to reduce certain costs, and these initiatives include, without limitation, re-alignment of portions of our workforce to lower-cost locations and the use of involuntary terminations as a means to keep our supply of skills and resources in balance. These actions and our other cost-management efforts may not be successful, our efficiency may not be enhanced and we may not achieve desired levels of profitability. Because of the significant steps taken in the past to manage costs, it may become increasingly difficult to continue to manage our cost structure to the same degree as in the past. If we are not effective in managing our operating costs in response to changes in demand or pricing, or if we are unable to recover employee compensation increases through improved pricing, automation or the movement ofwork to lower-cost locations, we may not be able to continue to invest in our business in an amount necessary to achieve our planned rates of growth, we may not be able to reward our people in the manner we believe is necessary to attract or retain personnel at desired levels, and our results of operations could be materially negativelyadversely affected.
If we do not accurately anticipate the cost, risk and complexity of performing our work or if third parties upon whom we rely do not meet their commitments, then our contracts could have delivery inefficiencies and be less profitable than expected or unprofitable. Our contract profitability is highly dependent on our forecasts regarding the effort and cost necessary to deliver our services and solutions, which are based on available data and could turn out to be materially inaccurate. If we do not accurately estimate the effort, costs or timing for meeting our contractual commitments and/or completing engagements to a client’s satisfaction, our contracts could yield lower profit margins than planned or be unprofitable. Similarly, if we experience unanticipated delivery difficulties due to our management, the failure of third parties to meet their commitments or for any other reason, our contracts could yield lower profit margins than planned or be unprofitable. In particular, large and complex arrangements often require that we utilize subcontractors or that our services and solutions incorporate or coordinate with the software, systems or infrastructure requirements of other vendors and service providers, including companies with which we have alliances. Our profitability depends on the ability of these subcontractors, vendors and service providers to deliver their products and services in a timely manner and in accordance with the project requirements, as well as on our effective oversight of their performance. In some cases, these subcontractors are small firms, and they might not have the resources or experience to successfully integrate their services or products with large-scale engagements or enterprises. Some of this work involves new technologies, which may not work as intended or may take more effort to implement than initially predicted. In addition, certain client work requires the use of unique and complex structures and alliances, some of which require us to assume responsibility for the performance of third parties whom we do not control. Any of these factors could adversely affect our ability to perform and subject us to additional liabilities, which could have a material adverse effect on our relationships with clients and on our results of operations.
Changes in our level of taxes, as well as audits, investigations and tax proceedings, or changes in tax laws or in their interpretation or enforcement, could have a material adverse effect on our effective tax rate, results of operations, cash flows and financial condition.
We are subject to taxes in numerous jurisdictions. We calculate and provide for taxes in each tax jurisdiction in which we operate. Tax accounting often involves complex matters and requires our judgment to determine our worldwide provision for income taxes and other tax liabilities. We are subject to ongoing audits, investigations and tax proceedings in various jurisdictions. Tax authorities have disagreed, and may in the future disagree, with our judgments, or may take increasingly aggressive positions opposing the judgments we make, including with respect to our intercompany transactions. We regularly assess the likely outcomes of our audits, investigations and tax proceedings to determine the appropriateness of our tax liabilities. However, our judgments might not be sustained as a result of these audits, investigations and tax proceedings, and the amounts ultimately paid could be materially different from the amounts previously recorded. In addition, our effective tax rate in the future could be adversely affected by the expiration of current tax benefits, changes in the mix of earnings in countries with differing statutory tax rates, challenges to our intercompany transactions, changes in the valuation of deferred tax assets and liabilities and changes in tax laws or in their interpretation or enforcement. Tax rates in the jurisdictions in which we operate may change as a result of macroeconomic or other factors outside of our control. In addition, changes in tax laws, treaties or regulations, or their interpretation or enforcement, have become more unpredictable and may become more stringent, which could materially adversely affect our tax position.
The overall tax environment has made it increasingly challenging for multinational corporations to operate with certainty about taxation in many jurisdictions. For example, the European Commission has been conducting investigations, focusing on whether local country tax rulings or tax legislation provide preferential tax treatment that violates European Union state aid rules. In addition, the Organization for Economic Co-operation and Development,

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which represents a coalition of member countries, is supporting changes to numerous long-standing tax principles through its base erosion and profit shifting project, which is focused on a number of issues, including the shifting of profits among affiliated entities located in different tax jurisdictions. Furthermore, a number of countries where we do business, including the United States and many countries in the European Union, are considering changes in relevant tax, accounting and other laws, regulations and interpretations, including changes to tax laws applicable to multinational corporations. The increasingly complex global tax environment could have a material adverse effect on our effective tax rate, results of operations, cash flows and financial condition.
Although we expect to be able to rely on the tax treaty between the United States and Ireland, legislative or diplomatic action could be taken, or the treaty may be amended in such a way, that would prevent us from being able to rely on such treaty. Our inability to rely on the treaty would subject us to increased taxation or significant additional expense. In addition, congressional proposals could change the definition of a U.S. person for U.S. federal income tax purposes, which could also subject us to increased taxation. In addition, we could be materially adversely affected by future changes in tax law or policy (or in their interpretation or enforcement) in Ireland or other jurisdictions where we operate, including their treaties with Ireland or the United States. These changes could be exacerbated by economic, budget or other challenges facing Ireland or these other jurisdictions.
Our results of operations could be materially adversely affected by fluctuations in foreign currency exchange rates.
Although we report our results of operations in U.S. dollars, a majority of our net revenues is denominated in currencies other than the U.S. dollar. Unfavorable fluctuations in foreign currency exchange rates have had an adverse effect, and could in the future have a material adverse effect, on our results of operations.
Because our consolidated financial statements are presented in U.S. dollars, we must translate revenues, expenses and income, as well as assets and liabilities, into U.S. dollars at exchange rates in effect during or at the end of each reporting period. Therefore, changes in the value of the U.S. dollar against other currencies will affect our net revenues, operating income and the value of balance-sheet items, including intercompany payables and receivables, originally denominated in other currencies. These changes cause our growth in consolidated earnings stated in U.S. dollars to be higher or lower than our growth in local currency when compared against other periods. Our currency hedging programs, which are designed to partially offset the impact on consolidated earnings related to the changes in value of certain balance sheet items, might not be successful. Additionally, some transactions and balances may be denominated in currencies for which there is no available market to hedge.
As we continue to leverage our global delivery model, more of our expenses are incurred in currencies other than those in which we bill for the related services. An increase in the value of certain currencies, such as the Indian rupee or Philippine peso, against the currencies in which our revenue is recorded could increase costs for delivery of services at off-shore sites by increasing labor and other costs that are denominated in local currency. Our contractual provisions or cost management efforts might not be able to offset their impact, and our currency hedging activities, which are designed to partially offset this impact, might not be successful. This could result in a decrease in the profitability of our contracts that are utilizing delivery center resources. Conversely, a decrease in the value of certain currencies, such as the Indian rupee or Philippine peso, against the currencies in which our revenue is recorded could place us at a competitive disadvantage compared to service providers that benefit to a greater degree from such a decrease and can, as a result, deliver services at a lower cost. In addition, our currency hedging activities are themselves subject to risk. These include risks related to counterparty performance under hedging contracts, risks related to ineffective hedges and risks related to currency fluctuations. We also face risks that extreme economic conditions, political instability, or hostilities or disasters of the type described below could impact or perhaps eliminate the underlying exposures that we are hedging. Such an event could lead to losses being recognized on the currency hedges then in place that are not offset by anticipated changes in the underlying hedge exposure.
Our business could be materially adversely affected if we incur legal liability.
We are subject to, and may become a party to, a variety of litigation or other claims and suits that arise from time to time in the ordinary course of our business. Our business is subject to the risk of litigation involving current and former employees, clients, alliance partners, subcontractors, suppliers, competitors, shareholders, government agencies or others through private actions, class actions, whistleblower claims, administrative proceedings, regulatory actions or other litigation. Regardless of the merits of the claims, the cost to defend current and future litigation may be significant, and such matters can be time-consuming and divert management’s attention and resources. The results of litigation and other legal proceedings are inherently uncertain, and adverse judgments or settlements in some or all of these legal disputes may result in materially adverse monetary damages, penalties or injunctive relief against us. Any claims or litigation, even if fully indemnified or insured, could damage our reputation and make it more difficult to compete effectively or to obtain adequate insurance in the future.

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For example, we could be subject to significant legal liability and litigation expense if we fail to meet our contractual obligations, contribute to internal control deficiencies of a client or otherwise breach obligations to third parties, including clients, alliance partners, employees and former employees, and other parties with whom we conduct business, or if our subcontractors breach or dispute the terms of our agreements with them and impede our ability to meet our obligations to our clients. We may enter into agreements with non-standard terms because we perceive an important economic opportunity or because our personnel did not adequately follow our contracting guidelines. In addition, the contracting practices of competitors, along with the demands of increasingly sophisticated clients, may cause contract terms and conditions that are unfavorable to us to become new standards in the marketplace. We may find ourselves committed to providing services or solutions that we are unable to deliver or whose delivery will reduce our profitability or cause us financial loss. If we cannot adaptor do not meet our contractual obligations and if our potential liability is not adequately limited through the terms of our agreements, liability limitations are not enforced or a third party alleges fraud or other wrongdoing to prevent us from relying upon those contractual protections, we might face significant legal liability and litigation expense and our results of operations could be materially adversely affected. In addition, as we expand our services and solutions into new areas, such as taking over the operation of certain portions of our clients’ businesses, which increasingly include the operation of functions and systems that are critical to the core businesses of our clients, we may be exposed to additional operational, regulatory or other risks specific to these new areas, including risks related to data security. A failure of a client’s system based on our services or solutions could also subject us to a claim for significant damages that could materially adversely affect our results of operations.
While we maintain insurance for certain potential liabilities, such insurance does not cover all types and amounts of potential liabilities and is subject to various exclusions as well as caps on amounts recoverable. Even if we believe a claim is covered by insurance, insurers may dispute our entitlement to recovery for a variety of potential reasons, which may affect the timing and, if they prevail, the amount of our recovery.
Our work with government clients exposes us to additional risks inherent in responsethe government contracting environment.
Our clients include national, provincial, state and local governmental entities. Our government work carries various risks inherent in the government contracting process. These risks include, but are not limited to, ongoingthe following:
Government entities, particularly in the United States, often reserve the right to audit our contract costs and conduct inquiries and investigations of our business practices and compliance with government contract requirements. U.S. government agencies, including the Defense Contract Audit Agency, routinely audit our contract costs, including allocated indirect costs, for compliance with the Cost Accounting Standards and the Federal Acquisition Regulation. These agencies also conduct reviews and investigations and make inquiries regarding our accounting and other systems in connection with our performance and business practices with respect to our government contracts. Negative findings from existing and future audits, investigations or inquiries could affect our future sales and profitability by preventing us, by operation of law or in practice, from receiving new government contracts for some period of time. In addition, if the U.S. government concludes that certain costs are not reimbursable, have not been properly determined or are based on outdated estimates of our work, then we will not be allowed to bill for such costs, may have to refund money that has already been paid to us or could be required to retroactively and prospectively adjust previously agreed to billing or pricing rates for our work. Negative findings from existing and future audits of our business systems, including our accounting system, may result in the U.S. government preventing us from billing, at least temporarily, a percentage of our costs. As a result of prior negative findings in connection with audits, investigations and inquiries, we have from time to time experienced some of the adverse consequences described above and may in the future experience further adverse consequences, which could materially adversely affect our future results of operations.
If a government client discovers improper or illegal activities in the course of audits or investigations, we may become subject to various civil and criminal penalties, including those under the civil U.S. False Claims Act, and administrative sanctions, which may include termination of contracts, forfeiture of profits, suspension of payments, fines and suspensions or debarment from doing business with other agencies of that government. The inherent limitations of internal controls may not prevent or detect all improper or illegal activities.
U.S. government contracting regulations impose strict compliance and disclosure obligations. Disclosure is required if certain company personnel have knowledge of “credible evidence” of a violation of federal criminal laws involving fraud, conflict of interest, bribery or improper gratuity, a violation of the civil U.S. False Claims Act or receipt of a significant overpayment from the government. Failure to make required disclosures could be a basis for suspension and/or debarment from federal government contracting in addition to breach of the specific contract and could also impact contracting beyond the U.S. federal level. Reported matters also could lead to audits or investigations and other civil, criminal or administrative sanctions.

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Government contracts are subject to heightened reputational and contractual risks compared to contracts with commercial clients. For example, government contracts and the proceedings surrounding them are often subject to more extensive scrutiny and publicity. Negative publicity, including an allegation of improper or illegal activity, regardless of its accuracy, may adversely affect our reputation.
Terms and conditions of government contracts also tend to be more onerous and are often more difficult to negotiate. For example, these contracts often contain high or unlimited liability for breaches and feature less favorable payment terms and sometimes require us to take on liability for the performance of third parties.
Government entities typically fund projects through appropriated monies. While these projects are often planned and executed as multi-year projects, government entities usually reserve the right to change the scope of or terminate these projects for lack of approved funding and/or at their convenience. Changes in government or political developments, including budget deficits, shortfalls or uncertainties, government spending reductions or other debt constraints could result in our projects being reduced in price or scope or terminated altogether, which also could limit our recovery of incurred costs, reimbursable expenses and profits on work completed prior to the termination. Furthermore, if insufficient funding is appropriated to the government entity to cover termination costs, we may not be able to fully recover our investments.
Political and economic factors such as pending elections, the outcome of recent elections, changes in technologyleadership among key executive or legislative decision makers, revisions to governmental tax or other policies and offerings byreduced tax revenues can affect the number and terms of new entrants.government contracts signed or the speed at which new contracts are signed, decrease future levels of spending and authorizations for programs that we bid, shift spending priorities to programs in areas for which we do not provide services and/or lead to changes in enforcement or how compliance with relevant rules or laws is assessed.
Our success dependsLegislative and executive proposals remain under consideration or could be proposed in the future, which, if enacted, could limit or even prohibit our eligibility to be awarded state or federal government contracts in the United States in the future or could include requirements that would otherwise affect our results of operations. Various U.S. federal and state legislative proposals have been introduced and/or enacted in recent years that deny government contracts to certain U.S. companies that reincorporate or have reincorporated outside the United States. While Accenture was not a U.S. company that reincorporated outside the United States, it is possible that these contract bans and other legislative proposals could be applied in a way that negatively affects Accenture.
The occurrences or conditions described above could affect not only our business with the particular government entities involved, but also our business with other entities of the same or other governmental bodies or with certain commercial clients, and could have a material adverse effect on our abilitybusiness or our results of operations.
We might not be successful at identifying, acquiring, investing in or integrating businesses, entering into joint ventures or divesting businesses.
We expect to continue pursuing strategic and targeted acquisitions, investments and joint ventures to developenhance or add to our skills and implementcapabilities or offerings of services and solutions, or to enable us to expand in certain geographic and other markets. Depending on the opportunities available, we may increase the amount of capital invested in such opportunities. We may not successfully identify suitable investment opportunities. We also might not succeed in completing targeted transactions or achieve desired results of operations. Furthermore, we face risks in successfully integrating any businesses we might acquire or create through a joint venture. Ongoing business may be disrupted, and our management’s attention may be diverted by acquisition, investment, transition or integration activities. In addition, we might need to dedicate additional management and other resources, and our organizational structure could make it difficult for us to efficiently integrate acquired businesses into our ongoing operations and assimilate and retain employees of those businesses into our culture and operations. Acquisitions or joint ventures may result in significant costs and expenses, including those related to retention payments, equity compensation, severance pay, early retirement costs, intangible asset amortization and asset impairment charges, assumed litigation and other liabilities, and legal, accounting and financial advisory fees, which could negatively affect our profitability. We may have difficulties as a result of entering into new markets where we have limited or no direct prior experience or where competitors may have stronger market positions.
We might fail to realize the expected benefits or strategic objectives of any acquisition, investment or joint venture we undertake. We might not achieve our expected return on investment or may lose money. We may be adversely impacted by liabilities that anticipatewe assume from a company we acquire or in which we invest, including from that company’s known and respondunknown obligations, intellectual property or other assets, terminated employees, current or former clients or other third parties. In addition, we may fail to rapid and continuing changesidentify or adequately assess the magnitude of certain liabilities, shortcomings or other circumstances prior to acquiring, investing in technology and industry developments and offerings by new entrantsor partnering with a company, including potential

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exposure to serve the evolving needsregulatory sanctions or liabilities resulting from an acquisition target’s previous activities. If any of our clients. Current areas of significant change include mobility, cloud-based computing and the processing and analyzing of large amounts of data. Technological developments such as these may materially affect the cost and use of technology bycircumstances occurs, they could result in unexpected legal or regulatory exposure, unfavorable accounting treatment, unexpected increases in taxes or other adverse effects on our clients. These technologies, and others that may emerge, could reduce, and over time, replace some of our legacy business. In addition, we have seen some clients delaying spending under existing contractsa lesser degree of control over the business operations of the joint ventures and engagements and entering into new contracts more slowly while they evaluate the new technologies. Our growth strategy focuses on responding to these typesbusinesses in which we have made minority investments. This lesser degree of developments by driving innovation that will enablecontrol may expose us to expand our business into new growth areas.additional reputational, financial, legal, compliance or operational risks. Litigation, indemnification claims and other unforeseen claims and liabilities may arise from the acquisition or operation of acquired businesses. For example, we may face litigation or other claims as a result of certain terms and conditions of the acquisition agreement, such as earnout payments or closing net asset adjustments. Alternatively, shareholder litigation may arise as a result of proposed acquisitions. If we do not sufficiently invest in new technologyare unable to complete the number and industry developments, or evolve and expand our business at sufficient speed and scale,kind of investments for which we plan, or if we doare inefficient or unsuccessful at integrating any acquired businesses into our operations, we may not makebe able to achieve our planned rates of growth or improve our market share, profitability or competitive position in specific markets or services.
We periodically evaluate, and have engaged in, the right strategic investmentsdisposition of assets and businesses. Divestitures could involve difficulties in the separation of operations, services, products and personnel, the diversion of management’s attention, the disruption of our business and the potential loss of key employees. After reaching an agreement with a buyer for the disposition of a business, the transaction may be subject to respondthe satisfaction of pre-closing conditions as well as to obtaining necessary regulatory and government approvals, which, if not satisfied or obtained, may prevent us from completing the transaction. Divestitures may also involve continued financial involvement in the divested assets and businesses, such as indemnities or other financial obligations, in which the performance of the divested assets or businesses could impact our results of operations. Any divestiture we undertake could adversely affect our results of operations.
Our Global Delivery Network is increasingly concentrated in India and the Philippines, which may expose us to operational risks.
Our business model is dependent on our Global Delivery Network, which includes Accenture personnel based at more than 50 delivery centers around the world. While these developmentsdelivery centers are located throughout the world, we have based large portions of our delivery network in India, where we have the largest number of people in our delivery network located, and successfully drive innovation,the Philippines, where we have the second largest number of people located. Concentrating our servicesGlobal Delivery Network in these locations presents a number of operational risks, many of which are beyond our control. For example, natural disasters of the type described below, some of which India and solutions,the Philippines have experienced and other countries may experience, could impair the ability of our people to safely travel to and work in our facilities and disrupt our ability to perform work through our delivery centers. Additionally, both India and the Philippines have experienced, and other countries may experience, political instability, worker strikes, civil unrest and hostilities with neighboring countries. Military activity or civil hostilities in the future, as well as terrorist activities and other conditions, which are described more fully below, could significantly disrupt our ability to perform work through our delivery centers. Our business continuity and disaster recovery plans may not be effective, particularly if catastrophic events occur. If any of these circumstances occurs, we have a greater risk that the interruptions in communications with our clients and other Accenture locations and personnel, and any down-time in important processes we operate for clients, could result in a material adverse effect on our results of operations and our ability to develop and maintain a competitive advantage and continue to grow could be negatively affected.
In addition, we operatereputation in a quickly evolving environment, in which there currently are, and we expect will continue to be, new technology entrants. New services or technologies offered by competitors or new entrants may make our offerings less differentiated or less competitive, when compared to other alternatives, which may adversely affect our results of operations.the marketplace.
As a result of our geographically diverse operations and our growth strategy to continue geographic expansion, we are more susceptible to certain risks.
We have offices and operations in more than 200 cities in 5655 countries around the world. One aspect of our growth strategy is to continue to expand globally, and particularly to seek significant growth in our priority emerging markets.key markets around the world. Our growth strategy might not be successful. If we are unable to manage the risks of our global operations and geographic expansion strategy, including international hostilities, terrorist activities, natural disasters, security breaches, failure to maintain compliance with our clients’ control requirements and multiple legal and regulatory systems, our results of operations and ability to grow could be materially adversely affected. In addition, emerging markets generally involve greater financial and operational risks, such as those described below, than our more mature markets. Negative or uncertain political climates in countries or geographies where we operate could also adversely affect us.
We could be subject to strict restrictions on the movement of cash and the exchange of foreign currencies.  In some countries, we could be subject to strict restrictions on the movement of cash and the exchange of foreign currencies, which would limit our ability to use this cash across our global operations. This risk could increase as we continue our geographic expansion in emerging markets, which are more likely to impose these restrictions than more established markets.

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International hostilities, terrorist activities, natural disasters, pandemics and infrastructure disruptions could prevent us from effectively serving our clients and thus adversely affect our results of operations. Acts of terrorist violence; political unrest; armed regional and international hostilities and international responses to these hostilities; natural disasters, volcanic eruptions, floods and other severe weather conditions; global health emergencies or pandemics or the threat of or perceived potential for these events; and other acts of god could have a negative impact on us. These events could adversely affect our clients’ levels of business activity and precipitate sudden and significant changes in regional and global economic conditions and cycles. These events also pose significant risks to our people and to physical facilities and operations around the world, whether the facilities are ours or those of our alliance partners

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or clients. By disrupting communications and travel and increasing the difficulty of obtaining and retaining highly skilled and qualified personnel, these events could make it difficult or impossible for us to deliver our services and solutions to our clients. Extended disruptions of electricity, other public utilities or network services at our facilities, as well as system failures at, or security breaches in, our facilities or systems, could also adversely affect our ability to serve our clients. We might be unable to protect our people, facilities and systems against all such occurrences. We generally do not have insurance for losses and interruptions caused by terrorist attacks, conflicts and wars. If these disruptions prevent us from effectively serving our clients, our results of operations could be adversely affected.
We could be subject to strict restrictions on the movement of cash and the exchange of foreign currencies. In some countries, we could be subject to strict restrictions on the movement of cash and the exchange of foreign currencies, which would limit our ability to use this cash across our global operations and expose us to more extreme currency fluctuations. This risk could increase as we continue our geographic expansion in key markets around the world, which include emerging markets that are more likely to impose these restrictions than more established markets.
Our global operations expose us to numerous and sometimes conflicting legal and regulatory requirements, and violation of these regulations could harm our business. We are subject to numerous, and sometimes conflicting, legal regimes on matters as diverse as anticorruption, import/export controls, content requirements, trade restrictions, tariffs, taxation, sanctions, immigration, internal and disclosure control obligations, securities regulation, anti-competition, anti-money-laundering, data privacy and protection, wage-and-hour standards, and employment and labor relations. The global nature of our operations, including emerging markets where legal systems may be less developed or understood by us, and the diverse nature of our operations across a number of regulated industries, further increase the difficulty of compliance. Compliance with diverse legal requirements is costly, time-consuming and requires significant resources. Violations of one or more of these regulations in the conduct of our business could result in significant fines, criminal sanctions against us and/or our officers,employees, prohibitions on doing business and damage to our reputation. Violations of these regulations in connection with the performance of our obligations to our clients also could result in liability for significant monetary damages, fines and/or criminal prosecution, unfavorable publicity and other reputational damage and restrictions on our ability to process information and allegations by our clients that we have not performedeffectively carry out our contractual obligations.obligations and thereby expose us to potential claims from our clients. Due to the varying degrees of development of the legal systems of the countries in which we operate, local laws may not be well developed or provide sufficiently clear guidance and may be insufficient to protect our rights.
In particular, in many parts of the world, including countries in which we operate and/or seek to expand, practices in the local business community might not conform to international business standards and could violate anticorruption laws, or regulations, including the U.S. Foreign Corrupt Practices Act and the UK Bribery Act 2010. Our employees, subcontractors, vendors, agents, alliance or joint venture partners, the companies we acquire and their employees, subcontractors, vendors and agents, and other third parties with which we associate, could take actions that violate policies or procedures designed to promote legal and regulatory compliance or applicable anticorruption laws or regulations. Violations of these laws or regulations by us, our employees or any of these third parties could subject us to criminal or civil enforcement actions (whether or not we participated or knew about the actions leading to the violations), including fines or penalties, disgorgement of profits and suspension or disqualification from work, including U.S. federal contracting, any of which could materially adversely affect our business, including our results of operations and our reputation.
Changes in laws and regulations could also mandate significant and costly changes to the way we implement our services and solutions or could impose additional taxes on our services and solutions. For example, changes in laws and regulations to limit using off-shore resources in connection with our work or to penalize companies that use off-shore resources, which have been proposed from time to time in various jurisdictions, could adversely affect our results of operations. Such changes may result in contracts being terminated or work being transferred on-shore, resulting in greater costs to us. In addition, these changes could have a negative impact on our ability to obtain future work from government clients.
Our Global Delivery Network is increasingly concentratedAdverse changes to our relationships with key alliance partners or in India and the Philippines, which may expose us to operational risks.
Our business model is dependent on our Global Delivery Network, which includes Accenture personnel based at more than 50 delivery centers around the world. While these delivery centers are located throughout the world, we have based large portions of our delivery network in India, where we have the largest number of people in our delivery network located, and the Philippines, where we have the second largest number of people located. Concentrating our Global Delivery Network in these locations presents a number of operational risks, many of which are beyond our control. For example, natural disasters of the type described above, some of which India and the Philippines have experienced and other countries may experience, could impair the ability of our people to safely travel to and work in our facilities and disrupt our ability to perform work through our delivery centers. Additionally, both India and the Philippines have experienced, and other countries may experience, political instability and worker strikes. India in particular has experienced civil unrest and hostilities with neighboring countries, including Pakistan. Military activity or civil hostilities in the future, as well as terrorist activities and other conditions, which are described more fully above, could significantly

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disrupt our ability to perform work through our delivery centers. Our business continuity and disaster recovery plans may not be effective, particularly if catastrophic events occur. If any of these circumstances occurs, we have a greater risk that the interruptions in communications with our clients and other Accenture locations and personnel, and any down-time in important processes we operate for clients, could result in a material adverse effect on our results of operations and our reputation in the marketplace.
Our results of operations could materially suffer if we are not able to obtain sufficient pricing to enable us to meet our profitability expectations.
If we are not able to obtain sufficient pricing for our services, our revenues and profitability could materially suffer. The rates we are able to charge for our services are affected by a number of factors, including:
general economic and political conditions;
the competitive environment in our industry, as described below;
our clients’ desire to reduce their costs;
our ability to accurately estimate, attain and sustain contract revenues, margins and cash flows over the full contract period, which includes our ability to estimate the impact of inflation and foreign exchange on our margins over long-term contracts; and
procurement practices of clients and their use of third-party advisors.
In addition, our profitability with respect to our services and solutions for new technologies may be different when compared to the profitability of our current business, due to factors such as the mix of work and the number of service providers, among others.
The competitive environment in our industry affects our ability to obtain favorable pricing in a number of ways, any of which could have a material negative impact on our results of operations. The less we are able to differentiate our services and solutions and/or clearly convey the value of our services and solutions, the more risk we have that they will be seen as commodities, with price being the driving factor in selecting a service provider. In addition, the introduction of new services or products by competitors could reduce our ability to obtain favorable pricing for the services or products we offer. Competitors may be willing, at times, to price contracts lower than us in an effort to enter the market or increase market share. Further, if competitors develop and implement methodologies that yield greater efficiency and productivity, they may be better positioned to offer services similar to ours at lower prices.
If our pricing estimates do not accurately anticipate the cost, risk and complexity of performing our work or third parties upon whom we rely do not meet their commitments, then our contracts could have delivery inefficiencies and be unprofitable.
Our pricing for our services and solutions is highly dependent on our forecasts and predictions about the level of effort and cost necessary to deliver such services and solutions, which is based on available data and could turn out to be materially inaccurate. If we do not accurately estimate the effort, costs or timing for meeting our contractual commitments and/or completing projects to a client’s satisfaction, our contracts could yield lower profit margins than planned, or be unprofitable. Our pricing, cost and profit margin estimates on our consulting and outsourcing work include anticipated long-term cost savings for the client that we expect to achieve and sustain over the life of the contract. We may fail to accurately assess the risks associated with potential contracts. This could result in existing contracts and contracts entered into in the future being less profitable than expected or unprofitable, which could have an adverse effect on our profitability. In addition, contracts used to deliver services and solutions for new technologies might necessitate the use of alternative pricing models, which could negatively impact our profitability. For example, in projects involving our SaaS solutions, revenue is typically generated on a usage basis, which may be more difficult to predict accurately due to our more limited historical data using this new commercial model.
Similarly, if we experience unanticipated delivery difficulties due to our management, the failure of third parties to meet their commitments, or for any other reason, our contracts could yield lower profit margins than planned or be unprofitable. In particular, large and complex arrangements often require that we utilize subcontractors or that our services and solutions incorporate or coordinate with the software, systems or infrastructure requirements of other vendors and service providers, including companies with which we have alliances. Our profitability depends on the ability of these subcontractors, vendors and service providers to deliver their products and services in a timely manner and in accordance with the project requirements, as well as on our effective oversight of their performance. Some of this work involves new technologies, which may not work as intended or may take more effort to implement than initially predicted. In some cases, these subcontractors are small firms, and they might not have the resources or experience to successfully integrate their services or products with large-scale projects or enterprises. In addition, certain client work requires the use of unique and complex structures and alliances, some of which require us to assume responsibility for the performance of third parties whom we do not control. Any of these factors could adversely affect our ability to perform and subject us to additional liabilities, which could have a material adverse effect on relationships with our clients and on our results of operations.

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Our work with government clients exposes us to additional risks inherent in the government contracting environment.
Our clients include national, provincial, state and local governmental entities. Our government work carries various risks inherent in the government contracting process. These risks include, but are not limited to, the following:
Government entities, particularly in the United States, often reserve the right to audit our contract costs and conduct inquiries and investigations of our business practices with respect to government contracts. U.S. government agencies, including the Defense Contract Audit Agency, routinely audit our contract costs, including allocated indirect costs and compliance with the Cost Accounting Standards. These agencies also conduct reviews and investigations and make inquiries regarding our accounting and other systems in connection with our performance and business practices with respect to our government contracts. Negative findings from existing and future audits, investigations or inquiries could affect our future sales and profitability by preventing us, by operation of law or in practice, from receiving new government contracts for some period of time. In addition, if the U.S. government concludes that certain costs are not reimbursable, have not been properly determined or are based on outdated estimates of our work, then we will not be allowed to bill for such costs, may have to refund money that has already been paid to us, or could be required to retroactively and prospectively adjust previously agreed to billing or pricing rates for our work. Negative findings from existing and future audits of our business systems, including our accounting system, may result in the U.S. government preventing us from billing, at least temporarily, a percentage of our costs. As a result of prior negative findings in connection with audits, investigations and inquiries, we have from time to time experienced some of the adverse consequences described above, and may in the future experience adverse consequences, which could materially adversely affect our future results of operations.
If a government client discovers improper or illegal activities in the course of audits or investigations, we may become subject to various civil and criminal penalties, including those under the civil U.S. False Claims Act, and administrative sanctions, which may include termination of contracts, forfeiture of profits, suspension of payments, fines and suspensions or debarment from doing business with other agencies of that government. The inherent limitations of internal controls may not prevent or detect all improper or illegal activities.
U.S. government contracting regulations impose strict compliance and disclosure obligations. Disclosure is required if certain company personnel have knowledge of “credible evidence” of a violation of federal criminal laws involving fraud, conflict of interest, bribery or improper gratuity, a violation of the civil U.S. False Claims Act or receipt of a significant overpayment from the government. Failure to make required disclosures could be a basis for suspension and/or debarment from federal government contracting in addition to breach of the specific contract and could also impact contracting beyond the U.S. federal level. Reported matters also could lead to audits or investigations and other civil, criminal or administrative sanctions.
Government contracts are subject to heightened reputational and contractual risks compared to contracts with commercial clients. For example, government contracts and the proceedings surrounding them are often subject to more extensive scrutiny and publicity. Negative publicity, including an allegation of improper or illegal activity, regardless of its accuracy, may adversely affect our reputation.
Terms and conditions of government contracts also tend to be more onerous and are often more difficult to negotiate. For example, these contracts often contain high or unlimited liability for breaches and feature less favorable payment terms and sometimes require us to take on liability for the performance of third parties.
Government entities typically fund projects through appropriated monies. While these projects are often planned and executed as multi-year projects, government entities usually reserve the right to change the scope of or terminate these projects for lack of approved funding and/or at their convenience. Changes in government or political developments, including budget deficits, shortfalls or uncertainties, government spending reductions (e.g., Congressional sequestration of funds under the Budget Control Act of 2011) or other debt constraints, such as those recently experienced in the United States and Europe, could result in our projects being reduced in price or scope or terminated altogether, which also could limit our recovery of incurred costs, reimbursable expenses and profits on work completed prior to the termination. Furthermore, if insufficient funding is appropriated to the government entity to cover termination costs, we may not be able to fully recover our investments.
Political and economic factors such as pending elections, the outcome of recent elections, changes in leadership among key executive or legislative decision makers, revisions to governmental tax or other policies and reduced tax revenues can affect the number and terms of new government contracts signed or the speed at which new contracts are signed, decrease future levels of spending and authorizations for programs that we bid, shift spending priorities to programs in areas for which we do not provide services and/or lead to changes in enforcement or how compliance with relevant rules or laws is assessed.
Legislative proposals remain under consideration or could be proposed in the future, which, if enacted, could limit or even prohibit our eligibility to be awarded state or federal government contracts in the United States in the future. Various

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U.S. federal and state legislative proposals have been introduced and/or enacted in recent years that deny government contracts to certain U.S. companies that reincorporate or have reincorporated outside the United States. While Accenture was not a U.S. company that reincorporated outside the United States, it is possible that these contract bans and other legislative proposals could be applied in a way to negatively affect Accenture.
The occurrences or conditions described above could affect not only our business with the particular government entities involved, but also our business with other entities of the same or other governmental bodies or with certain commercial clients, and could have a material adverse effect on our business or our results of operations.
Our business could be materially adversely affected if we incur legal liability.
We are subject to, and may become a party to, a variety of litigation or other claims and suits that arise from time to time in the ordinary course of our business. Our business is subject to the risk of litigation involving employees, clients, alliance partners subcontractors, suppliers, competitors, shareholders, government agencies or others through private actions, class actions, whistleblower claims, administrative proceedings, regulatory actions or other litigation. Regardless of the merits of the claims, the cost to defend current and future litigation may be significant, and such matters can be time-consuming and divert management’s attention and resources. The results of litigation and other legal proceedings are inherently uncertain, and adverse judgments or settlements in some or all of these legal disputes may result in materially adverse monetary damages, penalties or injunctive relief against us. Any claims or litigation, even if fully indemnified or insured, could damage our reputation and make it more difficult to compete effectively or to obtain adequate insurance in the future.
For example, we could be subject to significant legal liability and litigation expense if we fail to meet our contractual obligations, or otherwise breach obligations, to third parties, including clients, alliance partners, employees and former employees, and other parties with whom we conduct business, or if our subcontractors breach or dispute the terms of our agreements with them and impede our ability to meet our obligations to our clients. We may enter into agreements with non-standard terms because we perceive an important economic opportunity or because our personnel did not adequately follow our contracting guidelines. In addition, the contracting practices of competitors, along with the demands of increasingly sophisticated clients, may cause contract terms and conditions that are unfavorable to us to become new standards in the marketplace. We may find ourselves committed to providing services or solutions that we are unable to deliver or whose delivery will reduce our profitability or cause us financial loss. If we cannot or do not meet our contractual obligations and if our potential liability is not adequately limited through the terms of our agreements, liability limitations are not enforced or a third party alleges fraud or other wrongdoing to prevent us from relying upon those contractual protections, we might face significant legal liability and litigation expense and our results of operations could be materially adversely affected. A failure of a client’s system based on our services or solutions could also subject us to a claim for significant damages that could materially adversely affect our results of operations.
While we maintain insurance for certain potential liabilities, such insurance does not cover all types and amounts of potential liabilities and is subject to various exclusions as well as caps on amounts recoverable. Even if we believe a claim is covered by insurance, insurers may dispute our entitlement to recovery for a variety of potential reasons, which may affect the timing and, if they prevail, the amount of our recovery.
Our results of operations could be materially adversely affected by fluctuations in foreign currency exchange rates.
Although we report our results of operations in U.S. dollars, a majority of our net revenues is denominated in currencies other than the U.S. dollar. Unfavorable fluctuations in foreign currency exchange rates could have a material adverse effect on our results of operations.
Because our consolidated financial statements are presented in U.S. dollars, we must translate revenues, expenses and income, as well as assets and liabilities, into U.S. dollars at exchange rates in effect during or at the end of each reporting period. Therefore, changes in the value of the U.S. dollar against other currencies will affect our net revenues, operating income and the value of balance-sheet items, including intercompany payables and receivables, originally denominated in other currencies. These changes cause our growth in consolidated earnings stated in U.S. dollars to be higher or lower than our growth in local currency when compared against other periods. Our currency hedging program, which is designed to partially offset the impact on consolidated earnings related to the changes in value of certain balance sheet items, might not be successful.
As we continue to leverage our global delivery model, more of our expenses are incurred in currencies other than those in which we bill for the related services. An increase in the value of certain currencies, such as the Indian rupee, against the U.S. dollar could increase costs for delivery of services at off-shore sites by increasing labor and other costs that are denominated in local currency. Our contractual provisions or cost management efforts might not be able to offset their impact, and our currency hedging activities, which are designed to partially offset this impact, might not be successful. This could result in a decrease in the profitability of our contracts that are utilizing delivery center resources. Conversely, a decrease in the value of certain currencies against the U.S. dollar, such as the Indian rupee, could place us at a competitive disadvantage compared to service providers that benefit to a greater degree from such a decrease and can, as a result, deliver services at a lower cost. In addition, our currency hedging activities are themselves subject to risk. These include risks related to counterparty performance under hedging contracts and risks

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related to currency fluctuations. We also face risks that extreme economic conditions, political instability, or hostilities or disasters of the type described above could impact or perhaps eliminate the underlying exposures that we are hedging. Such an event could lead to losses being recognized on the currency hedges then in place that are not offset by anticipated changes in the underlying hedge exposure.
Our alliance relationships may not be successful or may change, which could adversely affect our results of operations.
We have alliances with companies whose capabilities complement our own. A very significant portion of our services and solutions are based on technology or software provided by a few major providers that are our alliance partners. See “Business—Alliances.” The priorities and objectives of our alliance partners may differ from ours. As most of our alliance relationships are non-exclusive, our alliance partners are not prohibited from competing with us or forming closer or preferred arrangements with our competitors. One or more of our key alliance partners may be acquired by a competitor, or key alliancesalliance partners might merge with each other, either of which could reduce our access over time to the technology or software provided by those partners. In addition, our alliance partners could experience reduced demand for their technology or software, including, for example, in response to changes in technology, which

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could lessen related demand for our services and solutions. If we do not obtain the expected benefits from our alliance relationships for any reason, we may be less competitive, our ability to offer attractive solutions to our clients may be negatively affected, and our results of operations could be adversely affected.
Outsourcing services and the continued expansion of our other services and solutions into new areas subject us to different operational risks than our consulting and systems integration services.
Outsourcing services, which represented approximately 46% of our net revenues in fiscal 2013, present different operational risks, when compared to our consulting and systems integration services. Our outsourcing services involve taking over the operation of certain portions of our clients’ businesses, which may include the operation of functions that are critical to the core businesses of our clients. Disruptions in service or other performance problems could damage our clients’ businesses, expose us to claims, and harm our reputation and our business.
We have continued to expand our services and solutions into new business areas and provide services to new types of clients, and we expect to continue to do so in the future. Expanding into new areas, and providing services to new types of clients may expose us to additional operational, regulatory or other risks specific to these new areas. We could also incur liability for failure to comply with laws or regulations applicable to the services we provide clients.
We may also face exposure in our outsourcing business if we contribute to internal controls issues of a client. If a process we manage for a client were to result in internal controls failures at the client or impair our client’s ability to comply with its own internal control requirements, there is a risk that we could face legal liability. Many of our clients request that we obtain a Service Organization Control (SOC 1 type 2) audit prepared under Statement on Standards for Attestation Engagements No. 16 and International Standard on Assurance Engagements 3402, formerly referred to as SAS 70. If we receive a qualified opinion, or do not deliver the audit reports timely, our ability to acquire new clients and retain existing clients may be adversely affected and our reputation could be harmed.
Our services or solutions could infringe upon the intellectual property rights of others or we might lose our ability to utilize the intellectual property of others.
We cannot be sure that our services and solutions, including, for example, our software solutions, or the solutions of others that we offer to our clients, do not infringe on the intellectual property rights of third parties, and these third parties could claim that we or our clients are infringing upon their intellectual property rights. These claims could harm our reputation, cause us to incur substantial costs or prevent us from offering some services or solutions in the future. Any related proceedings could require us to expend significant time and effortresources over an extended period of time. In most of our contracts, we agree to indemnify our clients for expenses and liabilities resulting from claimed infringements of the intellectual property rights of third parties. In some instances, the amount of these indemnities could be greater than the revenues we receive from the client. Any claims or litigation in this area could be time-consuming and costly, damage our reputation and/or require us to incur additional costs to obtain the right to continue to offer a service or solution to our clients. If we cannot secure this right at all or on reasonable terms, or we cannot substitute alternative technology, our results of operations could be materially adversely affected. The risk of infringement claims against us may increase as we expand our industry software solutions and continue to develop and license our software to multiple clients. Additionally, in recent years, individuals and firms have purchased intellectual property assets in order to assert claims of infringement against technology providers and customers that use such technology. Any such action naming us or our clients could be costly to defend or lead to an expensive settlement or judgment against us. Moreover, such an action could result in an injunction being ordered against our client or our own services or operations, causing further damages.
In addition, we rely on third-party software in providing some of our services and solutions. If we lose our ability to continue using such software for any reason, including because it is found to infringe the rights of others, we will need to obtain substitute software or seek alternative means of obtaining the technology necessary to continue to provide such services and solutions. Our inability to replace such software, or to replace such software in a timely or cost-effective manner, could materially adversely affect our results of operations.

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If we are unable to protect our intellectual property rights from unauthorized use or infringement by third parties, our business could be adversely affected.
Our success depends, in part, upon our ability to protect our proprietary methodologies and other intellectual property. Existing laws of the various countries in which we provide services or solutions offer only limited protection of our intellectual property rights, and the protection in some countries may be very limited. We rely upon a combination of confidentiality policies, nondisclosure and other contractual arrangements, and patent, trade secret, copyright and trademark laws to protect our intellectual property rights. These laws are subject to change at any time and could further limit our ability to protect our intellectual property. There is uncertainty concerning the scope of available intellectual property protection for software and business methods, which are fields in which we rely on intellectual property laws to protect our rights. Our intellectual property rights may not prevent competitors from reverse engineering our proprietary information or independently developing products and services similar to or duplicative of ours. Further, the steps we take in this regard might not be adequate to prevent or deter infringement or other misappropriation of our intellectual property by competitors, former employees or other third parties, and we might not be able to detect unauthorized use of, or take appropriate and timely steps to enforce, our intellectual property rights. Enforcing our rights might also require considerable time, money and oversight, and we may not be successful in enforcing our rights.
Depending on the circumstances, we might need to grant a specific client greater rights in intellectual property developed in connection with a contract than we otherwise generally do. In certain situations, we might forego all rights to the use of intellectual property we create, which would limit our ability to reuse that intellectual property for other clients. Any limitation on our ability to provide a service or solution could cause us to lose revenue-generating opportunities and require us to incur additional expenses to develop new or modified solutions for future projects.
Our ability to attract and retain business and employees may depend on our reputation in the marketplace.
We believe the Accenture brand name and our reputation are important corporate assets that help distinguish our services and solutions from those of competitors and also contribute to our efforts to recruit and retain talented employees. However, our corporate reputation is potentially susceptible to material damage by events such as disputes with clients, information technology securitycybersecurity breaches or service outages, internal control deficiencies, delivery failures, compliance violations, government investigations or compliance violations.legal proceedings. Similarly, our reputation could be damaged by actions or statements of current or former clients, directors, employees, competitors, vendors, alliance partners, our joint ventures or joint venture partners, adversaries in legal proceedings, legislators or government regulators, as well as members of the investment community or the media. There is a risk that negative information about Accenture, even if based on rumor or misunderstanding, could adversely affect our business. Damage to our reputation could be difficult, expensive and time-consuming to repair, could make potential or existing clients reluctant to select us for new engagements, resulting in a loss of business, and could adversely affect our recruitment and retention efforts. Damage

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to our reputation could also reduce the value and effectiveness of the Accenture brand name and could reduce investor confidence in us, materially adversely affecting our share price.
We might not be successful at identifying, acquiring or integrating businesses or entering into joint ventures.
We expect to continue pursuing strategic and targeted acquisitions and joint ventures intended to enhance or add to our offerings of services and solutions, or to enable us to expand in certain geographic and other markets. Depending on the opportunities available, we may increase the amount of investment in such acquisitions or joint ventures. We may not successfully identify suitable acquisition candidates or joint venture opportunities. We also might not succeed in completing targeted transactions or achieve desired results of operations. Furthermore, we face risks in successfully integrating any businesses we might acquire or create through a joint venture. Ongoing business may be disrupted and our management’s attention may be diverted by acquisition, transition or integration activities. In addition, we might need to dedicate additional management and other resources, and our organizational structure could make it difficult for us to efficiently integrate acquired businesses into our ongoing operations and assimilate and retain employees of those businesses into our culture and operations. Business combination and investment transactions may result in significant costs and expenses and charges to earnings, including those related to severance pay, early retirement costs, employee benefit costs, goodwill and asset impairment charges, assumed litigation and other liabilities, and legal, accounting and financial advisory fees. We may have difficulties as a result of entering into new markets where we have limited or no direct prior experience or where competitors may have stronger market positions.
We might fail to realize the expected benefits or strategic objectives of any acquisition or joint venture we undertake. We might not achieve our expected return on investment or may lose money. We may be adversely impacted by liabilities that we assume from a company we acquire or in which we invest, including from that company’s known and unknown obligations, intellectual property or other assets, terminated employees, current or former clients, or other third parties, and may fail to identify or adequately assess the magnitude of certain liabilities, shortcomings or other circumstances prior to acquiring, investing in or partnering with a company, including potential exposure to regulatory sanctions or liabilities resulting from an acquisition target’s previous activities, any of which could result in unexpected legal or regulatory exposure, unfavorable accounting treatment, unexpected increases in taxes or other adverse effects on our business. By their nature, joint ventures involve a lesser degree of control over the business operations of the joint venture itself, particularly when we have a minority position. This lesser degree

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of control may expose us to additional reputational, financial, legal, compliance or operational risks. Litigation, indemnification claims and other unforeseen claims and liabilities may arise from the acquisition or operation of acquired businesses. For example, we may face litigation or other claims as a result of certain terms and conditions of the acquisition agreement, such as earnout payments or closing net asset adjustments. Alternatively, shareholder litigation may arise as a result of proposed acquisitions. If we are unable to complete the number and kind of acquisition and joint ventures for which we plan, or if we are inefficient or unsuccessful at integrating any acquired businesses into our operations, we may not be able to achieve our planned rates of growth or improve our market share, profitability or competitive position in specific markets or services.
Our profitability could suffer if our cost-management strategies are unsuccessful, and we may not be able to improve our profitability through improvements to cost-management to the degree we have done in the past.
Our ability to improve or maintain our profitability is dependent on our being able to successfully manage our costs. Our cost management strategies include maintaining appropriate alignment between the demand for our services and our resource capacity, optimizing the costs of service delivery and maintaining or improving our sales and marketing and general and administrative costs as a percentage of revenues. We have also taken actions to reduce certain costs, and these initiatives include, without limitation, re-alignment of portions of our non-client-facing workforce to lower-cost locations. These actions and our other cost-management efforts may not be successful, our efficiency may not be enhanced and we may not achieve desired levels of profitability. Over time, we have seen an improvement in general and administrative costs. Because of the significant steps taken in the past to reduce costs, we may not be able to continue to deliver efficiencies in our cost management, to the same degree as in the past. If we are not effective in reducing our operating costs in response to changes in demand or pricing, or if we are unable to absorb or pass on increases in the compensation of our employees by continuing to move more work to lower-cost locations or otherwise, our margins and results of operations could be materially adversely affected.
Many of our contracts include payments that link some of our fees to the attainment of performance or business targets and/or require us to meet specific service levels. This could increase the variability of our revenues and impact our margins.
Many of our contracts include clauses that tie our compensation to the achievement of agreed-upon performance standards or milestones. If we fail to satisfy these measures, it could significantly reduce or eliminate our fees under the contracts, increase the cost to us of meeting performance standards or milestones, delay expected payments or subject us to potential damage claims under the contract terms. Clients also often have the right to terminate a contract and pursue damage claims under the contract for serious or repeated failure to meet these service commitments. We also have a number of contracts, in both outsourcing and consulting, in which a portion of our compensation depends on performance measures such as cost-savings, revenue enhancement, benefits produced, business goals attained and adherence to schedule. These goals can be complex and may depend on our clients’ actual levels of business activity or may be based on assumptions that are later determined not to be achievable or accurate. These provisions could increase the variability in revenues and margins earned on those contracts.
Changes in our level of taxes, and audits, investigations and tax proceedings, or changes in our treatment as an Irish company, could have a material adverse effect on our results of operations and financial condition.
We are subject to income taxes in numerous jurisdictions. We calculate and provide for income taxes in each tax jurisdiction in which we operate. Tax accounting often involves complex matters and requires our judgment to determine our worldwide provision for income taxes and other tax liabilities. We are subject to ongoing tax audits in various jurisdictions. Tax authorities have disagreed, and may in the future disagree, with our judgments, or may take increasingly aggressive positions opposing the judgments we make. We regularly assess the likely outcomes of our audits to determine the appropriateness of our tax liabilities. However, our judgments might not be sustained as a result of these audits, and the amounts ultimately paid could be different from the amounts previously recorded. In addition, our effective tax rate in the future could be adversely affected by changes in the mix of earnings in countries with differing statutory tax rates, changes in the valuation of deferred tax assets and liabilities and changes in tax laws. Tax rates in the jurisdictions in which we operate may change as a result of macroeconomic or other factors outside of our control. Increases in the tax rate in any of the jurisdictions in which we operate could have a negative impact on our profitability. In addition, changes in tax laws, treaties or regulations, or their interpretation or enforcement, may be unpredictable, particularly in less developed markets, and could become more stringent, which could materially adversely affect our tax position. Any of these occurrences could have a material adverse effect on our results of operations and financial condition.
Although we expect to be able to rely on the tax treaty between the United States and Ireland, legislative or diplomatic action could be taken that would prevent us from being able to rely on such treaty. Our inability to rely on such treaty would subject us to increased taxation or significant additional expense. Congressional proposals could change the definition of a U.S. person for U.S. federal income tax purposes, which could subject us to increased taxation. In addition, we could be materially adversely affected by future changes in tax law or policy in Ireland or other jurisdictions where we operate, including their treaties with Ireland or the United States. These changes could be exacerbated by economic, budget or other challenges facing Ireland or these other jurisdictions.

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If we are unable to manage the organizational challenges associated with our size, we might be unable to achieve our business objectives.
As of August 31, 2013,2016, we had approximately 275,000384,000 employees worldwide. Our size and scale present significant management and organizational challenges. It might become increasingly difficult to maintain effective standards across a large enterprise and effectively institutionalize our knowledge. It might also become more difficult to maintain our culture, effectively manage and monitor our personnel and operations and effectively communicate our core values, policies and procedures, strategies and goals, particularly given our world-wide operations. The size and scope of our operations increase the possibility that we will have employees who engage in unlawful or fraudulent activity, or otherwise expose us to unacceptable business risks, despite our efforts to train them and maintain internal controls to prevent such instances. For example, employee misconduct could involve the improper use of our clients’ sensitive or confidential information or the failure to comply with legislation or regulations regarding the protection of sensitive or confidential information. Furthermore, the inappropriate use of social networking sites by our employees could result in breaches of confidentiality, unauthorized disclosure of non-public company information or damage to our reputation. If we do not continue to develop and implement the right processes and tools to manage our enterprise and instill our culture and core values into all of our employees, our ability to compete successfully and achieve our business objectives could be impaired. In addition, from time to time, we have made, and may continue to make, changes to our operating model, including how we are organized, as the needs and size of our business change, and if we do not successfully implement the changes, our business and results of operation may be negatively impacted.
If we are unable to collect our receivables or unbilled services, our results of operations, financial condition and cash flows could be adversely affected.
Our business depends on our ability to successfully obtain payment from our clients of the amounts they owe us for work performed. We evaluate the financial condition of our clients and usually bill and collect on relatively short cycles. In limited circumstances, we also extend financing to our clients. We have established allowances for losses of receivables and unbilled services. Actual losses on client balances could differ from those that we currently anticipate, and, as a result, we might need to adjust our allowances. We might not accurately assess the creditworthiness of our clients. Macroeconomic conditions could also result in financial difficulties for our clients, including bankruptcy and insolvency. This could cause clients to delay payments to us, request modifications to their payment arrangements that could increase our receivables balance, or default on their payment obligations to us. In addition, in certain geographies and industries, some clients have requested extended payment terms more frequently, and if this trend continues, our cash flows could be adversely affected. Recovery of client financing and timely collection of client balances also depend on our ability to complete our contractual commitments and bill and collect our contracted revenues. If we are unable to meet our contractual requirements, we might experience delays in collection of and/or be unable to collect our client balances, and if this occurs, our results of operations and cash flows could be adversely affected. In addition, if we experience an increase in the time to bill and collect for our services, our cash flows could be adversely affected.
Our share price and results of operations could fluctuate and be difficult to predict.
Our share price has fluctuated in the past and could continue to fluctuate in the future in response to various factors. These factors include:
changes in macroeconomic or political factors unrelated to our business;
general or industry-specific market conditions or changes in financial markets;
announcements by us or competitors about developments in our business or prospects;
projections or speculation about our business or that of competitors by the media or investment analysts;
our ability to generate enough free cash flow to return cash to our shareholders at historical levels or levels expected by our shareholders; and
our failure to meet our growth and financial objectives, including with respect to our overall revenue growth and revenue growth for our priority emerging markets and earnings per share growth.
Our results of operations have varied in the past and are likely to vary significantly from quarter to quarter in the future, making them difficult to predict. Some of the factors that could cause our results of operations to vary include:
the business decisions of our clients to begin to curtail or reduce the use of our services, including in response to changes in macroeconomic or political conditions unrelated to our business, general market conditions and new technologies;
periodic differences between our clients’ estimated and actual levels of business activity associated with ongoing work, as well as the stage of completion of existing projects and/or their termination or restructuring;
contract delivery inefficiencies, such as those due to poor delivery or changes in forecasts;
our ability to transition employees quickly from completed to new projects and maintain an appropriate headcount in each of our workforces;

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acquisition, integration and operational costs related to businesses acquired;
the introduction of new products or services by us, competitors or alliance partners;
changes in our pricing or competitors’ pricing;
our ability to manage costs, including those for our own or subcontracted personnel, travel, support services and severance;
our ability to limit and manage the incurrence of pre-contract costs, which must be expensed without corresponding revenues, which are then recognized in later periods without the corresponding costs;
changes in, or the application of changes in, accounting principles or pronouncements under U.S. generally accepted accounting principles, particularly those related to revenue recognition;
currency exchange rate fluctuations;
changes in estimates, accruals or payments of variable compensation to our employees;
global, regional and local economic and political conditions and related risks, including acts of terrorism; and
seasonality, including number of workdays and holiday and summer vacations.
As a result of any of the above factors, or any of the other risks described in this Item 1A, “Risk Factors,” our share price could be difficult to predict, and our share price in the past might not be a good indicator of the price of our shares in the future. In addition, if litigation is instituted against us following declines in our share price, we might need to devote substantial time and resources to responding to the litigation, and our share price could be materially adversely affected.
Our results of operations and share price could be adversely affected if we are unable to maintain effective internal controls.
The accuracy of our financial reporting is dependent on the effectiveness of our internal controls. We are required to provide a report from management to our shareholders on our internal control over financial reporting that includes an assessment of the effectiveness of these controls. Internal control over financial reporting has inherent limitations, including human error, the possibility that controls could be circumvented or become inadequate because of changed conditions, and fraud. Because of these inherent limitations, internal control over financial reporting might not prevent or detect all misstatements or fraud. If we cannot maintain and execute adequate internal control over financial reporting or implement required new or improved controls that provide reasonable assurance of the reliability of the financial reporting and preparation of our financial statements for external use, we could suffer harm to our reputation, fail to meet our public reporting requirements on a timely basis, be unable to properly report on our business and our results of operations, or be required to restate our financial statements, and our results of operations, the market price of our securities and our ability to obtain new business could be materially adversely affected.
We make estimates and assumptions in connection with the preparation of our consolidated financial statements, and any changes to those estimates and assumptions could adversely affect our financial results.
Our financial statements have been prepared in accordance with U.S. generally accepted accounting principles. The application of generally accepted accounting principles requires us to make estimates and assumptions about certain items and future events that affect our reported financial condition, and our accompanying disclosure with respect to, among other things, revenue recognition and income taxes. We base our estimates on historical experience, contractual commitments and on various other assumptions that we believe to be reasonable under the circumstances and at the time they are made. These estimates and assumptions involve the use of judgment and are subject to significant uncertainties, some of which are beyond our control. If our estimates, or the assumptions underlying such estimates, are not correct, actual results may differ materially from our estimates, and we may need to, among other things, adjust revenues or accrue additional charges that could adversely affect our results of operations.
Many of our contracts include payments that link some of our fees to the attainment of performance or business targets and/or require us to meet specific service levels. This could increase the variability of our revenues and impact our margins.
Many of our contracts include clauses that tie our compensation to the achievement of agreed-upon performance standards or milestones. If we fail to satisfy these measures, it could significantly reduce or eliminate our fees under the contracts, increase the cost to us of meeting performance standards or milestones, delay expected payments or subject us to potential damage claims under the contract terms. Clients also often have the right to terminate a contract and pursue damage claims under the contract for serious or repeated failure to meet these service commitments. We also have a number of contracts in which a portion of our compensation depends on performance measures such as cost-savings, revenue enhancement, benefits produced, business goals attained and adherence to schedule. These goals can be complex and may depend on our clients’ actual levels of business activity or may be based on assumptions that are later determined not to be achievable or accurate. These provisions could increase the variability in revenues and margins earned on those contracts.
Our results of operations and share price could be adversely affected if we are unable to maintain effective internal controls.
The accuracy of our financial reporting is dependent on the effectiveness of our internal controls. We are required to provide a report from management to our shareholders on our internal control over financial reporting that includes an assessment of the effectiveness of these controls. Internal control over financial reporting has inherent limitations, including human error, the possibility that controls could be circumvented or become inadequate because of changed conditions, and fraud. Because of these inherent limitations, internal control over financial reporting might not prevent or detect all misstatements or fraud. If we cannot maintain and execute adequate internal control over financial reporting or implement required new or improved controls that provide reasonable assurance of the reliability of the financial reporting and preparation of our financial statements for external use, we could suffer harm to our reputation, incur

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incremental compliance costs, fail to meet our public reporting requirements on a timely basis, be unable to properly report on our business and our results of operations, or be required to restate our financial statements, and our results of operations, our share price and our ability to obtain new business could be materially adversely affected.
We are incorporated in Ireland and a significant portion of our assets are located outside the United States. As a result, it might not be possible for shareholders to enforce civil liability provisions of the federal or state securities laws of the United States. We may also be subject to criticism and negative publicity related to our incorporation in Ireland.
We are organized under the laws of Ireland, and a significant portion of our assets are located outside the United States. A shareholder who obtains a court judgment based on the civil liability provisions of U.S. federal or state securities laws may be unable to enforce the judgment against us in Ireland or in countries other than the United States where we have assets. In addition, there is some doubt as to whether the courts of Ireland and other countries would recognize or enforce judgments of U.S. courts obtained against us or our directors or officers based on the civil liabilities provisions of the federal or state securities laws of the United States or would hear actions against us or those persons based on those laws. We have been advised that the United States and Ireland do not currently have a treaty providing for the reciprocal recognition and enforcement of judgments in civil and commercial matters. The laws of Ireland do, however, as a general rule, provide that the judgments of the courts of the United States have the same validity in Ireland as if rendered by Irish Courts. Certain important requirements must be satisfied before the Irish Courts will recognize thea U.S. judgment. The originating court must have been a court of competent jurisdiction, the

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judgment must be final and conclusive and the judgment may not be recognized if it was obtained by fraud or its recognition would be contrary to Irish public policy. Any judgment obtained in contravention of the rules of natural justice or that is irreconcilable with an earlier foreign judgment would not be enforced in Ireland.
Similarly, judgments might not be enforceable in countries other than the United States where we have assets.
Some companies that conduct substantial business in the United States but which have a parent domiciled in certain other jurisdictions have been criticized as improperly avoiding U.S. taxes or creating an unfair competitive advantage over other U.S. companies. Accenture never conducted business under a U.S. parent company and pays U.S. taxes on all of its U.S. operations. Nonetheless, we could be subject to criticism in connection with our incorporation in Ireland.
Irish law differs from the laws in effect in the United States and might afford less protection to shareholders.
Our shareholders could have more difficulty protecting their interests than would shareholders of a corporation incorporated in a jurisdiction of the United States. As an Irish company, we are governed by the Companies Acts 1963 to 2012 of Ireland (the “Companies Acts”).Act. The Companies Acts differAct differs in some significant, and possibly material, respects from laws applicable to U.S. corporations and shareholders under various state corporation laws, including the provisions relating to interested directors, mergers and acquisitions, takeovers, shareholder lawsuits and indemnification of directors.
Under Irish law, the duties of directors and officers of a company are generally owed to the company only. Shareholders of Irish companies do not generally have rights to take action against directors or officers of the company under Irish law, and may only do so in limited circumstances. Directors of an Irish company must, in exercising their powers and performing their duties, act with due care and skill, honestly and in good faith with a view to the best interests of the company. Directors have a duty not to put themselves in a position in which their duties to the company and their personal interests might conflict and also are under a duty to disclose any personal interest in any contract or arrangement with the company or any of its subsidiaries. If a director or officer of an Irish company is found to have breached his duties to that company, he could be held personally liable to the company in respect of that breach of duty.
Under Irish law, we must have authority from our shareholders to issue any shares, including shares that are part of the company’s authorized but unissued share capital. In addition, unless otherwise authorized by its shareholders, when an Irish company issues shares for cash to new shareholders, it is required first to offer those shares on the same or more favorable terms to existing shareholders on a pro-rata basis. If we are unable to obtain these authorizations from our shareholders, or are otherwise limited by the terms of our authorizations, our ability to issue shares under our equity compensation plans and, if applicable, to facilitate funding acquisitions or otherwise raise capital could be adversely affected.
We might be unable to access additional capital on favorable terms or at all. If we raise equity capital, it may dilute our shareholders’ ownership interest in us.
We might choose to raise additional funds through public or private debt or equity financings in order to:
take advantage of opportunities, including more rapid expansion;

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acquire other businesses or assets;
repurchase shares from our shareholders;
develop new services and solutions; or
respond to competitive pressures.
Any additional capital raised through the sale of equity could dilute shareholders’ ownership percentage in us. Furthermore, any additional financing we need might not be available on terms favorable to us, or at all.
ITEM 1B.    UNRESOLVED STAFF COMMENTS
None.
ITEM 2.    PROPERTIES
We have major offices in the world’s leading business centers, including Boston, Chicago, New York, San Francisco, Sao Paolo,Dublin, Frankfurt, London, Madrid, Milan, Paris, Rome, Bangalore, Beijing, Manila, Mumbai, Sao Paolo, Shanghai, Singapore, Sydney and Tokyo, among others. In total, we have offices and operations in more than 200 cities in 5655 countries around the world. We do not own any material real property. Substantially all of our office space is leased under long-term leases with varying expiration dates. We believe that our facilities are adequate to meet our needs in the near future.
ITEM 3.    LEGAL PROCEEDINGS
We are involvedThe information set forth under “Legal Contingencies” in a number of judicialNote 15 (Commitments and arbitration proceedings concerning matters arising in the ordinary course ofContingencies) to our business. We and/or our personnel also from time to time are involved in investigationsConsolidated Financial Statements under Part II, Item 8, “Financial Statements and Supplementary Data,” is incorporated herein by various regulatory or legal authorities concerning matters arising in the course of our business around the world. We do not expect that any of these matters, individually or in the aggregate, will have a material impact on our results of operations or financial condition.reference.
We currently maintain the types and amounts of insurance customary in the industries and countries in which we operate, including coverage for professional liability, general liability and management liability. We consider our insurance coverage to be adequate both as to the risks and amounts for the businesses we conduct.

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ITEM 4.    MINE SAFETY DISCLOSURES
Not applicable.
EXECUTIVE OFFICERS OF THE REGISTRANT
Our executive officers and persons chosen to become executive officers as of the date hereof are as follows:
Gianfranco Casati, 54,57, became our group chief executive—Growth Markets in January 2014. From September 2006 to January 2014, he served as our group chief executive—Products operating group in September 2006.group. From April 2002 to September 2006, Mr. Casati was managing director of the Products operating group’s Europe operating unit. He also served as Accenture’s country managing director for Italy and as chairman of our geographic council in its IGEM (Italy, Greece, emerging markets) region, supervising Accenture offices in Italy, Greece and several Eastern European countries. Mr. Casati has been with Accenture for 2932 years.
Richard P. Clark, 52,55, became our chief accounting officer in September 2013 and has served as our corporate controller since September 2010. Prior to that, Mr. Clark served as our senior managing director of investor relations from September 2006 to September 2010. Previously he served as our finance director—Communications, Media & Technology operating group from July 2001 to September 2006 and as our finance director—Resources operating group from 1998 to July 2001. Mr. Clark has been with Accenture for 30 years.
Martin I. Cole, 57, became our group chief executive—Technology in March 2012. Prior to that, Mr. Cole served as our group chief executive—Communications, Media & Technology operating group from September 2006 to March 2012. Previously he served as our group chief executive—Public Service operating group from September 2004 to September 2006. From September 2000 to August 2004, he served in leadership roles in our outsourcing group, including serving as global managing partner of our Outsourcing & Infrastructure Delivery group. Mr. Cole has been with Accenture for 33 years.
Shawn Collinson, 52, became our chief strategy officer in March 2011. From September 2009 to March 2011, Mr. Collinson served as our managing director—Industries & Market Innovation. Prior to that, he held numerous leadership roles in our Resources operating group, including as managing director—Management Consulting from September 2006 to August 2009. Mr. Collinson has been with Accenture for 23 years.
Johan (Jo) G. Deblaere, 51,54, became our chief operating officer in September 2009.2009 and has also served as our chief executive—Europe since January 2014. From September 2006 to September 2009, Mr. Deblaere served as our chief operating officer—Outsourcing. Prior to that, from September 2005 to September 2006, he led our global network of business process outsourcing delivery centers. From September 2000 to September 2005, he had overall responsibility for work with public-sector clients in Western Europe. Mr. Deblaere has been with Accenture for 2831 years.
Chad T. Jerdee, 49, became our general counsel and chief compliance officer in June 2015. From August 2010 to June 2015, Mr. Jerdee served as deputy general counsel—Sales & Delivery. Previously, he served as legal lead for the outsourcing sales legal team as well as for Accenture’s growth platforms. Mr. Jerdee has been with Accenture for 19 years.
Daniel T. London, 52, became our group chief executive—Health & Public Service operating group in June 2014. From 2009 to June 2014, Mr. London was senior managing director for Health & Public Service in North America. Previously, he served as managing director of Accenture’s Finance & Performance Management global service line. Mr. London has been with Accenture for 30 years.
Richard A. Lumb, 52,55, became our group chief executive—Financial Services operating group in December 2010. From June 2006 to December 2010, Mr. Lumb led our Financial Services operating group in Europe, Africa, the

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Middle East and Latin America. He also served as our managing director of business and market development—Financial Services operating group from September 2005 to June 2006. Mr. Lumb has been with Accenture for 2831 years.
Pierre Nanterme, 54,57, became chairman of the Board of Directors in February 2013 and has served as our chief executive officer since January 2011. Mr. Nanterme was our group chief executive—Financial Services operating group from September 2007 to December 2010. Prior to assuming this role, Mr. Nanterme held various leadership roles throughout the Company, including serving as our chief leadership officer from May 2006 through September 2007 and our country managing director for France from November 2005 to September 2007. Mr. Nanterme has been a director since October 2010. Mr. Nanterme2010 and has been with Accenture for 3033 years. In addition to serving on Accenture plc’s board of directors, Mr. Nanterme serves on the board of its subsidiary Accenture Holdings plc.
Jean-Marc Ollagnier, 51,54, became our group chief executive—Resources operating group in March 2011. From September 2006 to March 2011, Mr. Ollagnier led our Resources operating group in Europe, Latin America, the Middle East and Africa. Previously, he served as our global managing director—Financial Services Solutions group and as our geographic unit managing director—Gallia. Mr. Ollagnier has been with Accenture for 27 years.
Stephen J. Rohleder, 56, became our group chief executive—Health & Public Service operating group in September 2009. From September 2004 to September 2009, Mr. Rohleder served as our chief operating officer. Prior to that, he was our group chief executive—Public Service operating group from March 2003 to September 2004. From March 2000 to March 2003, he was managing partner of our Public Service operating group in the United States. Mr. Rohleder has been with Accenture for 3230 years.
David P. Rowland, 52, has been55, became our chief financial officer sincein July 2013. From October 2006 to July 2013, he was our senior vice president—Finance. Previously, Mr. Rowland was our managing director—Finance Operations from July 2001 to October 2006. Prior to assuming that role, he served as our finance director—Communications, Media & Technology and as our finance director—Products. Mr. Rowland has been with Accenture for 3133 years.

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Michael J. Salvino, 48, became our group chief executive—Business Process Outsourcing in September 2009. From July 2006 to September 2009, Mr. Salvino served as managing director—Business Process Outsourcing. Previously, he served as the global sales and accounts co-leader of the HR outsourcing group at Hewitt Associates from January 2005 to July 2006, and as president of the Americas region for Exult Inc. from June 2003 to October 2004 prior to Exult’s merger with Hewitt. Mr. Salvino was employed by Accenture from June 1987 until December 1992 and then again from October 1993 until June 2000 before rejoining in July 2006.
Robert E. Sell, 51,54, became our group chief executive—Communications, Media & Technology operating group in March 2012. From September 2007 to March 2012, Mr. Sell led our Communications, Media & Technology operating group in North America. Prior to assuming that role, he served in a variety of leadership roles throughout Accenture, serving clients in a number of industries. Mr. Sell has been with Accenture for 2932 years.
Jill SmartEllyn J. Shook, 53, became our chief leadership officer in December 2015 and has also served as our chief human resources officer in September 2004. Previously,since March 2014. From 2012 to March 2014, Ms. SmartShook was our senior managing partnerdirector—Human Resources and head of HR delivery.Accenture’s Human Resources Centers of Expertise. From 2000 until 2003,2004 to 2011, she served as the head of our People Enablement business practice.global human resources lead for career management, performance management, total rewards, employee engagement and mergers and acquisitions. Ms. SmartShook has been with Accenture for 3228 years.
Julie Spellman Sweet, 46, has been49, became our group chief executive—North America in June 2015. From March 2010 to June 2015, she served as our general counsel, secretary and chief compliance officer since March 2010.officer. Prior to joining Accenture, Ms. Sweet was, for 10 years, a partner in the Corporate department of the law firm of Cravath, Swaine & Moore LLP, which she joined as an associate in 1992. Ms. Sweet has been with Accenture for 6 years.
Alexander M. van ’t Noordende, 50,53, became our group chief executive—Products operating group in January 2014. From March 2011 to January 2014, he served as our group chief executive—Management Consulting in March 2011.Consulting. Mr. van ’t Noordende was our group chief executive—Resources operating group from September 2006 to March 2011. Prior to assuming that role, he led our Resources operating group in Southern Europe, Africa, the Middle East and Latin America, and served as managing partner of the Resources operating group in France, Belgium and the Netherlands. From 2001 until September 2006, he served as our country managing director for the Netherlands. Mr. van ’t Noordende has been with Accenture for 2629 years.


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PART II

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
Price Range of Accenture plc Class A Ordinary Shares
Accenture plc Class A ordinary shares are traded on the New York Stock Exchange under the symbol “ACN.” The New York Stock Exchange is the principal United States market for these shares.
The following table sets forth, on a per share basis for the periods indicated, the high and low sale prices for Accenture plc Class A ordinary shares as reported by the New York Stock Exchange.
Price RangePrice Range
High LowHigh Low
Fiscal 2012   
Fiscal 2015   
First Quarter$61.90
 $48.55
$86.49
 $73.98
Second Quarter$60.20
 $51.08
$91.94
 $81.66
Third Quarter$65.89
 $56.21
$97.95
 $86.40
Fourth Quarter$61.98
 $54.94
$105.37
 $88.43
Fiscal 2013   
Fiscal 2016   
First Quarter$71.79
 $60.69
$109.86
 $91.68
Second Quarter$75.97
 $65.20
$109.65
 $91.40
Third Quarter$84.22
 $72.42
$119.72
 $101.00
Fourth Quarter$83.30
 $69.00
$120.78
 $108.66
Fiscal 2014   
First Quarter (through October 15, 2013)$78.34
 $69.78
Fiscal 2017   
First Quarter (through October 14, 2016)$124.96
 $108.83

The closing sale price of an Accenture plc Class A ordinary share as reported by the New York Stock Exchange consolidated tape as of October 15, 201314, 2016 was $71.60.$118.25. As of October 15, 2013,14, 2016, there were 247284 holders of record of Accenture plc Class A ordinary shares.
There is no trading market for Accenture plc Class X ordinary shares. As of October 15, 2013,14, 2016, there were 732603 holders of record of Accenture plc Class X ordinary shares.
To ensure that members of Accenture Leadership continue to maintain equity ownership levels that we consider meaningful, we require current members of Accenture Leadership to comply with the Accenture Equity Ownership Requirement Policy. This policy requires members of Accenture Leadership to own Accenture equity valued at a multiple (ranging from 1/2 to 6) of their base compensation determined by their position level.
Dividend Policy
On November 15, 2011,17, 2014, May 15, 2012,2015, November 15, 201213, 2015 and May 15, 2013,13, 2016, Accenture plc paid a semi-annual cash dividend of $0.675, $0.675, $0.81$1.02, $1.02, $1.10 and $0.81$1.10 per share, respectively, on our Class A ordinary shares, and Accenture SCAHoldings plc paid a semi-annual cash dividend of $0.675, $0.675, $0.81$1.02, $1.02, $1.10 and $0.81$1.10 per share, respectively, on its Class I commonordinary shares.
On September 25, 2013, the Board of Directors of Accenture plc declared a semi-annual cash dividend of $0.93 per share on our Class A ordinary shares for shareholders of record at the close of business on October 11, 2013. Accenture plc will cause Accenture SCA to declare a semi-annual cash dividend of $0.93 per share on its Class I common shares for shareholders of record at the close of business on October 8, 2013. Both dividends are payable on November 15, 2013.
Future dividends on Accenture plc Class A ordinary shares and Accenture SCA Class I commonHoldings plc ordinary shares, if any, and the timing of declaration of any such dividends, will be at the discretion of the Board of Directors of Accenture plc and will depend on, among other things, our results of operations, cash requirements and surplus, financial condition, contractual restrictions and other factors that the Board of Directors of Accenture plc may deem relevant, as well as our ability to pay dividends in compliance with the Companies Acts.Act.
In certain circumstances, as an Irish tax resident company, we may be required to deduct Irish dividend withholding tax (“DWT”) (currently at the rate of 20%) from dividends paid to our shareholders. Shareholders resident in “relevant territories” (including countries that are European Union member states (other than Ireland), the United States and other countries with which Ireland has a tax treaty) may be exempted from Irish dividend withholding tax.DWT. However, shareholders residing in other countries will generally be subject to Irish dividend withholding tax.DWT.

27


Recent Sales of Unregistered Securities
None.

24



Purchases and Redemptions of Accenture plc Class A Ordinary Shares and Class X Ordinary Shares
The following table provides information relating to our purchases of Accenture plc Class A ordinary shares and redemptions of Accenture plc Class X ordinary shares during the fourth quarter of fiscal 2013.2016. For year-to-date information on all share purchases, redemptions and exchanges by the Company and further discussion of our share purchase activity, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Share Purchases and Redemptions.”
Period Total Number of
Shares
Purchased
 Average
Price Paid
per Share (1)
 Total Number of
Shares Purchased as
Part of Publicly
Announced Plans or
Programs (2)
 Approximate Dollar Value
of Shares that May Yet Be
Purchased Under the Plans or
Programs (3)
 Total Number of
Shares
Purchased
 Average
Price Paid
per Share (1)
 Total Number of
Shares Purchased as
Part of Publicly
Announced Plans or
Programs (2)
 Approximate Dollar Value
of Shares that May Yet Be
Purchased Under the Plans or
Programs (3)
       (in millions of U.S. dollars)       (in millions of U.S. dollars)
June 1, 2013 — June 30, 2013        
June 1, 2016 — June 30, 2016        
Class A ordinary shares 4,377,528
 $79.81
 4,355,703
 $2,635
 1,342,918
 $116.73
 1,330,550
 $5,758
Class X ordinary shares 
 $
 
 
 17,448
 $0.0000225
 
 
July 1, 2013 — July 31, 2013        
July 1, 2016 — July 31, 2016        
Class A ordinary shares 5,235,350
 $74.24
 4,520,497
 $2,295
 2,334,486
 $113.95
 1,444,155
 $5,583
Class X ordinary shares 124,968
 $0.0000225
 
 
 64,830
 $0.0000225
 
 
August 1, 2013 — August 31, 2013        
August 1, 2016 — August 31, 2016        
Class A ordinary shares 4,703,455
 $73.19
 4,395,400
 $1,964
 1,703,494
 $113.75
 1,667,532
 $5,387
Class X ordinary shares 451,684
 $0.0000225
 
 
 187,020
 $0.0000225
 
 
Total                
Class A ordinary shares (4) 14,316,333
 $75.60
 13,271,600
   5,380,898
 $114.58
 4,442,237
  
Class X ordinary shares (5) 576,652
 $0.0000225
 
   269,298
 $0.0000225
 
  
 _______________
(1)Average price paid per share reflects the total cash outlay for the period, divided by the number of shares acquired, including those acquired by purchase or redemption for cash and any acquired by means of employee forfeiture.
(2)
Since August 2001,, the Board of Directors of Accenture plc has authorized and periodically confirmed a publicly announced open-market share purchase program for acquiring Accenture plc Class A ordinary shares. During the fourth quarter of fiscal 2013,2016, we purchased 13,271,6004,442,237 Accenture plc Class A ordinary shares under this program for an aggregate price of $1,004 million.$510 million. The open-market purchase program does not have an expiration date.
(3)
As of August 31, 2013,2016, our aggregate available authorization for share purchases and redemptions was $1,964$5,387 million,, which management has the discretion to use for either our publicly announced open-market share purchase program or theour other share purchase programs. Since August 2001 and as of August 31, 2013,2016, the Board of Directors of Accenture plc has authorized an aggregate of $20.1 billion$30,100 million for purchases and redemptions of Accenture plc Class A ordinary shares, Accenture SCA Class I commonHoldings plc ordinary shares or Accenture Canada Holdings Inc. exchangeable shares. On September 25, 2013, the Board of Directors of Accenture plc approved $5.0 billion in additional share repurchase authority bringing Accenture’s total outstanding authority to approximately $6.96 billion.
(4)
During the fourth quarter of fiscal 2013,2016, Accenture purchased 1,044,733938,661 Accenture plc Class A ordinary shares in transactions unrelated to publicly announced share plans or programs. These transactions consisted of acquisitions of Accenture plc Class A ordinary shares primarily via share withholding for payroll tax obligations due from employees and former employees in connection with the delivery of Accenture plc Class A ordinary shares under our various employee equity share plans. These purchases of shares in connection with employee share plans do not affect our aggregate available authorization for our publicly announced open-market share purchase and theour other share purchase programs.
(5)
During the fourth quarter of fiscal 2013, we redeemed 576,652 Accenture plc Class X ordinary shares pursuant to our articles of association. Accenture plc Class X ordinary shares are redeemable at their par value of $0.0000225$0.0000225 per share.


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Purchases and Redemptions of Accenture SCA Class I CommonHoldings plc Ordinary Shares and Accenture Canada Holdings Inc. Exchangeable Shares
The following table provides additional information relating to our purchases and redemptions of Accenture SCA Class I commonHoldings plc ordinary shares and Accenture Canada Holdings Inc. exchangeable shares for cash during the fourth quarter of fiscal 2013.2016. We believe that the following table and footnotes provide useful information regarding the share purchase and redemption activity of Accenture. Generally, purchases and redemptions of Accenture SCA Class I commonHoldings plc ordinary shares and Accenture Canada Holdings Inc. exchangeable shares for cash and employee forfeitures reduce shares outstanding for purposes of computing diluted earnings per share.
Period Total Number of
Shares
Purchased (1)
 Average
Price Paid
per Share (2)
 Total Number of
Shares Purchased as
Part of  Publicly
Announced Plans or
Programs
 Approximate Dollar Value of
Shares that May Yet Be  Purchased
Under the Plans
or Programs (3)
Accenture SCA        
June 1, 2013 — June 30, 2013        
Class I common shares 
 $
 
 
July 1, 2013 — July 31, 2013        
Class I common shares 64,816
 $73.93
 
 
August 1, 2013 — August 31, 2013        
Class I common shares 130,445
 $73.05
 
 
Total        
Class I common shares 195,261
 $73.35
 
 
Accenture Canada Holdings Inc.        
June 1, 2013 — June 30, 2013        
Exchangeable shares 
 $
 
 
July 1, 2013 — July 31, 2013        
Exchangeable shares 3,200
 $72.95
 
 
August 1, 2013 — August 31, 2013        
Exchangeable shares 
 $
 
 
Total        
Exchangeable shares 3,200
 $72.95
 
 
Period Total Number of
Shares
Purchased (1)
 Average
Price Paid
per Share (2)
 Total Number of
Shares Purchased as
Part of Publicly
Announced Plans or
Programs
 Approximate Dollar Value of
Shares that May Yet Be  Purchased
Under the Plans
or Programs (3)
Accenture Holdings plc        
June 1, 2016 — June 30, 2016 61,737
 $110.63
 
 
July 1, 2016 — July 31, 2016 89,516
 $114.14
 
 
August 1, 2016 — August 31, 2016 23,949
 $113.36
 
 
Total 175,202
 $112.80
 
 
Accenture Canada Holdings Inc.        
June 1, 2016 — June 30, 2016 
 $
 
 
July 1, 2016 — July 31, 2016 
 $
 
 
August 1, 2016 — August 31, 2016 32,009
 $113.58
 
 
Total 32,009
 $113.58
 
 
_______________ 
(1)
During the fourth quarter of fiscal 2013,2016, we acquired a total of 195,261175,202 Accenture SCA Class I commonHoldings plc ordinary shares and 3,20032,009 Accenture Canada Holdings Inc. exchangeable shares from current and former members of Accenture Leadership and their permitted transferees by means of purchase or redemption for cash, or employee forfeiture, as applicable. In addition, during the fourth quarter of fiscal 2013,2016, we issued 182,898105,589 Accenture plc Class A ordinary shares upon redemptions of an equivalent number of Accenture SCA Class I commonHoldings plc ordinary shares pursuant to a registration statement.
(2)Average price paid per share reflects the total cash outlay for the period, divided by the number of shares acquired, including those acquired by purchase or redemption for cash and any acquired by means of employee forfeiture.
(3)
AsFor a discussion ofAugust 31, 2013, our aggregate available authorization for share purchases and redemptions was $1,964 million, which management has the discretion to use forthrough either our publicly announced open-market share purchase program or theour other share purchase programs. Since August 2001programs, see the “Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs” column of the “Purchases and as of August 31, 2013, the Board of Directors of Accenture plc has authorized an aggregate of $20.1 billion for purchases and redemptionsRedemptions of Accenture plc Class A ordinary shares, Accenture SCAOrdinary Shares and Class I common shares or Accenture Canada Holdings Inc. exchangeable shares. On September 25, 2013,X Ordinary Shares” table above and the Board of Directors of Accenture plc approved $5.0 billion in additional share repurchase authority bringing Accenture’s total outstanding authority to approximately $6.96 billion.
applicable footnote.

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ITEM 6.     SELECTED FINANCIAL DATA
The data for fiscal 2013, 20122016, 2015 and 20112014 and as of August 31, 20132016 and 20122015 are derived from the audited Consolidated Financial Statements and related Notes that are included elsewhere in this report. The data for fiscal 20102013 and 20092012 and as of August 31, 2011, 20102014, 2013 and 20092012 are derived from the audited Consolidated Financial Statements and related Notes that are not included in this report. The selected financial data should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our Consolidated Financial Statements and related Notes included elsewhere in this report.
FiscalFiscal
2013 (1) 2012 2011 2010 2009 (2)2016 (1) 2015 (2) 2014 2013 (3) 2012
(in millions of U.S. dollars)(in millions of U.S. dollars)
Income Statement Data                  
Revenues before reimbursements (“Net revenues”)$28,563
 $27,862
 $25,507
 $21,551
 $21,577
$32,883
 $31,048
 $30,002
 $28,563
 $27,862
Revenues30,394
 29,778
 27,353
 23,094
 23,171
34,798
 32,914
 31,875
 30,394
 29,778
Operating income4,339
 3,872
 3,470
 2,915
 2,644
4,810
 4,436
 4,301
 4,339
 3,872
Net income (3)3,555
 2,825
 2,553
 2,060
 1,938
4,350
 3,274
 3,176
 3,555
 2,825
Net income attributable to Accenture plc (3)3,282
 2,554
 2,278
 1,781
 1,590
4,112
 3,054
 2,941
 3,282
 2,554
_______________ 
(1)
Includes the impact of $849 million pre-tax Gain on sale of businesses recorded during fiscal 2016. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Results of Operations for Fiscal 2016 Compared to Fiscal 2015—Gain on Sale of Businesses.”
(2)Includes the impact of a $64 million, pre-tax, Pension settlement charge recorded during fiscal 2015. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Results of Operations for Fiscal 2016 Compared to Fiscal 2015—Pension Settlement Charge.”
(3)Includes the impact of $274 million in reorganization benefits and $243 million in U.S. federal tax benefits recorded during fiscal 2013. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Results of Operations for Fiscal 2013 Compared to Fiscal 2012—Reorganization (Benefits) Costs, net and Provision for Income Taxes, respectively.”
(2)Includes the impact of $253 million in restructuring costs recorded during fiscal 2009.
(3)On September 1, 2009, we adopted guidance issued by the Financial Accounting Standards Board (“FASB”) on noncontrolling interests. As required, the guidance on noncontrolling interests was applied prospectively with the exception of presentation and disclosure requirements, which were applied retrospectively for all periods presented. Prior to fiscal 2010, Net income was referred to as Income before minority interest and Net income attributable to Accenture plc was referred to as Net income.
FiscalFiscal
2013 2012 2011 2010 (1) 20092016 2015 2014 2013 2012
Earnings Per Class A Ordinary Share                  
Basic$5.08
 $3.97
 $3.53
 $2.79
 $2.55
$6.58
 $4.87
 $4.64
 $5.08
 $3.97
Diluted (2)4.93
 3.84
 3.39
 2.66
 2.44
6.45
 4.76
 4.52
 4.93
 3.84
Dividends per ordinary share1.62
 1.35
 0.90
 1.125
 0.50
2.20
 2.04
 1.86
 1.62
 1.35
_______________   
(1)In early fiscal 2010, we announced a move to declare and pay cash dividends on a semi-annual basis. During fiscal 2010, we paid a final annual cash dividend of $0.75 in addition to a transitional semi-annual cash dividend of $0.375.
(2)Diluted earnings per share amounts have been restated to reflect the impact of the issuance of additional restricted share units to holders of restricted share units in connection with the fiscal 2012 payment of cash dividends. This restatement resulted in a one cent decrease in diluted earnings per share from $3.40 to $3.39 for fiscal 2011.

30
 August 31, 2016 August 31, 2015 August 31, 2014 August 31, 2013 August 31, 2012
     
 (in millions of U.S. dollars)
Balance Sheet Data         
Cash and cash equivalents$4,906
 $4,361
 $4,921
 $5,632
 $6,641
Total assets20,609
 18,203
 17,930
 16,867
 16,665
Long-term debt, net of current portion24
 26
 26
 26
 
Accenture plc shareholders’ equity7,555
 6,134
 5,732
 4,960
 4,146


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 As of August 31,
 2013 2012 2011 2010 2009
 (in millions of U.S. dollars)
Balance Sheet Data         
Cash and cash equivalents$5,632
 $6,641
 $5,701
 $4,838
 $4,542
Total assets16,867
 16,665
 15,732
 12,835
 12,256
Long-term debt, net of current portion26
 
 
 1
 
Accenture plc shareholders’ equity (1)4,960
 4,146
 3,879
 2,836
 2,835

_______________   
(1)On September 1, 2009, we adopted guidance issued by the FASB on noncontrolling interests. As required, the guidance on noncontrolling interests was applied prospectively with the exception of presentation and disclosure requirements, which were applied retrospectively for all periods presented.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis should be read in conjunction with our Consolidated Financial Statements and related Notes included elsewhere in this Annual Report on Form 10-K. This discussion and analysis also contains forward-looking statements and should also be read in conjunction with the disclosures and information contained in “Disclosure Regarding Forward-Looking Statements” and “Risk Factors” in this Annual Report on Form 10-K.
We use the terms “Accenture,” “we,” the “Company,” “our” and “us” in this report to refer to Accenture plc and its subsidiaries. All references to years, unless otherwise noted, refer to our fiscal year, which ends on August 31. For example, a reference to “fiscal 20132016” means the 12-month period that ended on August 31, 2013.2016. All references to quarters, unless otherwise noted, refer to the quarters of our fiscal year.
We use the term “in local currency” so that certain financial results may be viewed without the impact of foreign currency exchange rate fluctuations, thereby facilitating period-to-period comparisons of business performance. Financial results “in local currency” are calculated by restating current period activity into U.S. dollars using the comparable prior year period’s foreign currency exchange rates. This approach is used for all results where the functional currency is not the U.S. dollar.
Overview
Overview
Revenues are driven by the ability of our executives to secure new contracts and to deliver solutionsservices and servicessolutions that add value relevant to our clients’ current needs and challenges. The level of revenues we achieve is based on our ability to deliver market-leading service offerings and to deploy skilled teams of professionals quickly and on a global basis.
Our results of operations are affected by economic conditions, including macroeconomic conditions, credit market conditions and levels of business confidence. There continues to be significant volatility and economic and geopolitical uncertainty in many markets around the world, as well as lower levels of spending on some of the types of services we provide in many of the industries we serve, all of which are impacting, and we expect will continue tomay impact our business. These conditions have impacted the types of services our clients are demanding. Clients are requesting a higher volume of outsourcing services and are placing a greater emphasis on cost savings initiatives and in some cases, slowing the pace and level of spending on existing contracts. These changing demand patterns are currently having an adverse impact on the timing of revenue and could in the future have a material adverse effect on our results of operations. We continue to monitor the impact of this volatility and uncertainty and seek to manage our costs in order to respond to changing conditions. There also continues to be significant volatility in foreign currency exchange rates. The majority of our net revenues are denominated in currencies other than the U.S. dollar, including the Euro and the U.K. pound. Unfavorable fluctuations in foreign currency exchange rates have had and could have in the future a material effect on our financial results.
Revenues before reimbursements (“net revenues”) for the fourth quarter of fiscal 2013 were $7.09 billion,2016 increased 8% in U.S. dollars and 9% in local currency compared with $6.84 billion forto the fourth quarter of fiscal 2012, an increase of 3.7%2015. Net revenues for fiscal 2016 increased 6% in U.S. dollars and 4.5%10% in local currency. Net revenuescurrency compared to fiscal 2015. Demand for fiscal 2013 were $28.56 billion, compared with $27.86 billion for fiscal 2012, an increaseour services and solutions continued to be strong, resulting in growth across all areas of 3% in U.S. dollars and 4% in local currency.our business. During the fourth quarter of fiscal 2013, Health & Public Service, Products, Financial Services and Communications, Media & Technology experienced year-over-year2016, revenue growth in local currency was significant in Products and strong in Health & Public Service and Financial Services. Communications, Media & Technology revenue growth in local currency was solid, while Resources was flat in local currency year-over-year.flat. Revenue growth in local currency was very strong in consulting and solid in outsourcing while consulting revenues reflected modest growth during the fourth quarter of fiscal 2013. Revenue growth2016. While the business environment remained competitive, we experienced pricing improvement in local currency during fiscal 2013 was lower than we expected due, in large part, to lower than expected demand, particularly in certain geographies experiencing challenging macroeconomic conditions, such as certain countries in Europe and in Brazil. We expect year-over-year revenues to range from a slight decline to a modest increase in the near term and continue to vary across operating groups and geographic regions, with growth in certainseveral areas of our business partially offset by lower growthin fiscal 2016. We use the term “pricing” to mean the contract profitability or declines in other areas.margin on the work that we sell.
In our consulting business, net revenues for the fourth quarter of fiscal 2013 were $3.80 billion,2016 increased 11% in U.S. dollars and 13% in local currency compared with $3.74 billion forto the fourth quarter of fiscal 2012, an increase of 2%2015. Net consulting revenues for fiscal 2016 increased 10% in U.S. dollars and 3%15% in local currency. Net consulting revenues for currency compared to fiscal 2013 were $15.38 billion, compared with $15.56 billion for fiscal 2012, a decrease of 1% in U.S. dollars and an increase of 1% in local currency. Three of our five operating groups, including Health & Public Service, Communications, Media & Technology and Products, experienced quarterly year-over-year consulting2015. Consulting revenue growth in local currency in the fourth quarter of fiscal 2016 was led by very significant growth in Products, as well as strong growth in Financial Services, Health & Public Service and Communications, Media & Technology, while Resources had a slight decline. We continue to experience growing demand for digital-related services and Financial Services experienced declines in quarterly year-over-year consulting revenue. We continued to enter into a higher proportionassisting clients with the adoption of contracts with longer duration that are converting to revenue at a slower pace, andnew technologies. In addition, clients slowed the pace and level of their spending. We expect these trends to continue in the near term. Clients continued to be focused on initiatives designed to deliver cost savings and operational efficiency, as well as projects to integrate their global operations and grow and transform their businesses. We continue to experience growing demand for our services in emerging technologies, including analytics, cloud computing and mobility. Compared to fiscal 2012,2015, we continued to provide a greater proportion of systems integration consulting through use of lower-costlower cost resources in our Global Delivery Network,Network. This trend has resulted in work volume growing faster than revenue in our systems integration business, and we expect this trend to continue. The business environment is more competitive and, in some areas, we are experiencing pricing pressures.

32


In our outsourcing business, net revenues for the fourth quarter of fiscal 2013 were $3.28 billion,2016 increased 4% in U.S. dollars and 6% in local currency compared with $3.10 billion forto the fourth quarter of fiscal 2012, an increase of 6%2015. Net outsourcing revenues for fiscal 2016 increased 1% in U.S. dollars and 7%6% in local currency. Net outsourcing revenues for currency compared to fiscal 2013 were $13.18 billion, compared with $12.30 billion for fiscal 2012, an increase of 7% in U.S. dollars and 9% in local currency. Health & Public Service, Financial Services and Products experienced strong year-over-year outsourcing2015. Outsourcing revenue growth in local currency duringin the fourth quarter of fiscal 2013. Year-over-year outsourcing revenue2016 was driven by very strong growth in local currency was slightHealth & Public Service as well as solid growth in ResourcesProducts and declined in Communications, Media & Technology. Outsourcing revenue growth continuedFinancial Services. We are experiencing growing demand to be moderate, compared toassist clients with cloud enablement and the strong year-over-year growth that we experienced in the first halfoperation and maintenance of fiscal 2013, as somedigital-related services. In addition, clients slowed the pace and level of their spending and we expect these trends to continue in the near term. Clients continue to be focused on transforming

28



their operations to improve effectiveness and save costs. Compared to fiscal 2012,2015, we providedcontinued to provide a greater proportion of application outsourcing through use of lower-cost resources in our Global Delivery Network.
As we are a global company, our revenues are denominated in multiple currencies and may be significantly affected by currency exchange-rateexchange rate fluctuations. If the U.S. dollar strengthens against other currencies, resulting in unfavorable currency translation, our revenues, revenue growth and results of operations in U.S. dollars may be lower. If the U.S. dollar weakens against other currencies, resulting in favorable currency translation, our revenues, and revenue growth and results of operations in U.S. dollars may be higher. If the U.S. dollar strengthens against other currencies, resulting in unfavorable currency translation, our revenues and revenue growth in U.S. dollars may be lower. When compared to the same periods in fiscal 2012,2015, the U.S. dollar strengthened against many currencies during the fourth quarter and fiscal 2013. This resultedyear ended August 31, 2016, resulting in unfavorable currency translation and U.S. dollar revenue growth that was approximately 1%2% and 2%5% lower, respectively, than our revenue growth in local currency for the fourth quarter and fiscal 2013, respectively.currency. Assuming that exchange rates stay within recent ranges for fiscal 2017, we estimate the foreign-exchange impact tothat our full fiscal 20142017 revenue growth will be 1% lower growth in U.S. dollars thanwill be approximately equal to our revenue growth in local currency.
The primary categories of operating expenses include costCost of services, salesSales and marketing and generalGeneral and administrative costs. Cost of services is primarily driven by the cost of client-service personnel, which consists mainly of compensation, subcontractor and other personnel costs, and non-payroll costs on outsourcing costs.contracts. Cost of services asincludes a percentagevariety of revenues isactivities such as: contract delivery; recruiting and training; software development; and integration of acquisitions. Sales and marketing costs are driven by the prices we obtainprimarily by: compensation costs for our solutionsbusiness development activities; marketing- and services, the utilization of our client-serviceadvertising-related activities; and certain acquisition-related costs. General and administrative costs primarily include costs for non-client-facing personnel, information systems and the level of non-payroll costs associated with outsourcing contracts. Utilization primarily represents the percentage of our consulting professionals’ time spent on billable work. office space.
Utilization for the fourth quarter of fiscal 20132016 was approximately 88%92%, flat withup from 91% in the third quarter of fiscal 2013,2016 and within our target range. This level90% in the fourth quarter of utilization reflects continued strong demand for resources in our Global Delivery Network and in most countries.fiscal 2015. We continue to hire to meet current and projected future demand.
We proactively plan and manage the size and composition of our workforce and take actions as needed to address changes in the anticipated demand for our services and solutions, given that compensation costs are the most significant portion of our operating expenses. Based on current and projected future demand, we have increased our headcount, the majority of which serve our clients, to approximately 275,000384,000 as of August 31, 2013,2016, compared withto approximately 266,000358,000 as of May 31, 2013 and approximately 257,000 as of August 31, 2012.2015. The year-over-year increase in our headcount reflects an overall increase in demand for our services including those delivered through our Global Delivery Networkand solutions, as well as headcount added in lower-cost locations.connection with acquisitions. Annualized attrition, excluding involuntary terminations, for the fourth quarter of fiscal 20132016 was 12%16%, flat with bothup from 15% in the third quarter of fiscal 20132016 and 14% in the fourth quarter of fiscal 2012.2015. We evaluate voluntary attrition, adjust levels of new hiring and use involuntary terminations as means to keep our supply of skills and resources in balance with increases or decreaseschanges in client demand. In addition, we adjust compensation in certain skill sets and geographies in order to attract and retain appropriate numbers of qualified employees, and we may need to continue to adjust compensation in the future.employees. For the majority of our personnel, compensation increases for fiscal 20132016 became effective SeptemberDecember 1, 2012. As in prior fiscal years, we2015. We strive to adjust pricing and/or the mix of resources to reduce the impact of compensation increases on our gross margin. Our ability to grow our revenues and maintain or increase our marginsmargin could be adversely affected if we are unable to: keep our supply of skills and resources in balance with changes in the types or amounts of services and solutions clients are demanding, such as the increasedemanding; recover increases in demand for various outsourcing services;compensation; deploy our employees globally on a timely basis; manage attrition; recover increases in compensation; and/or effectively assimilate and utilize new employees.
Gross margin (Net revenues less Cost of services before reimbursable expenses as a percentage of Net revenues) for the fourth quarter of fiscal 20132016 was 33.2%31.3%, compared with 32.9%31.7% for the fourth quarter of fiscal 2012.2015. Gross margin for fiscal 20132016 was 32.9%31.3%, compared with 32.3%31.6% for fiscal 2012.2015. The increasereduction in gross margin for fiscal 20132016 was principally due to higher outsourcing contract profitability, partially offset bylabor costs and higher costs associated with investments in offerings.acquisition activities compared to fiscal 2015.
Sales and marketing and generalGeneral and administrative costs as a percentage of net revenues were 19.3%17.2% for the fourth quarter of fiscal 2013,2016, compared with 19.1%17.9% for the fourth quarter of fiscal 2012.2015. Sales and marketing and generalGeneral and administrative costs as a percentage of net revenues were 18.6%16.6% for fiscal 2013,2016, compared with 18.4%17.1% for fiscal 2012. Sales and marketing costs are driven primarily by: compensation costs for business-development activities; investment in offerings; marketing- and advertising-related activities; and acquisition-related costs. General and administrative costs primarily include costs for non-client-facing personnel, information systems and office space.2015. We continuously monitor these costs and implement cost-management actions, as appropriate. For fiscal 20132016 compared to fiscal 2012, sales2015, Sales and marketing costs as a percentage of net revenues increased approximately 30decreased 40 basis points as a result of higher selling and otherprincipally due to improved operational efficiency in our business development costs associated with generating new contract bookingsactivities, and expanding our pipeline of business opportunities, as well as acquisition-related costs. Our margins could

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be adversely affected if our cost-management actions are not sufficient to maintain sales and marketing and generalGeneral and administrative costs at or below current levels as a percentage of net revenues.revenues decreased 10 basis points.
Operating expenses for in fiscal 20132015 included reorganization benefitsa Pension settlement charge of $274$64 million as a result of final determinations of certain reorganization liabilities established in connection with related to lump sum cash payments made from our transitionU.S. defined benefit pension plan to a corporate structure in 2001.former employees who elected to receive such payments. For additional information, see Note 3 (Reorganization (Benefits) Costs, Net)10 (Retirement and Profit Sharing Plans) to our Consolidated Financial Statements under Item 8, “Financial Statements and Supplementary Data.”
Operating income for the fourth quarter of fiscal 2013 was $984 million, compared with $940 million for the fourth quarter of fiscal 2012. Operating income for fiscal 2013 was $4,339 million, compared with $3,872 million for fiscal 2012. Operating margin (Operating income as a percentage of Net revenues) for the fourth quarter of fiscal 20132016 was 13.9%14.1%, compared with 13.8%13.9% for the fourth quarter of fiscal 2012.2015. Operating margin for fiscal 20132016 was 15.2%14.6%, compared with 13.9%14.3% for fiscal 2012.2015. The reorganization benefitsPension settlement charge of $274$64 million recorded duringin fiscal 2015 decreased operating

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margin by 20 basis points for fiscal 2015. Excluding the second and third quarterseffect of fiscal 2013 increasedthe Pension settlement charge, operating margin by 100 basis points. Excluding the effects of the reorganization benefits, operating marginfor fiscal 2015 would have been 14.2% for fiscal 2013, an increase of 30 basis points compared with fiscal 201214.5%.
During fiscal 2016, we recorded a $548 million gain on sale of business and $56 million in taxes related to the divestiture of our Navitaire business, as well as a $301 million gain on sale of business and $48 million in taxes related to the partial divestiture of our Duck Creek business. For additional information, see Note 5 (Business Combinations and Divestitures) to our Consolidated Financial Statements under Item 8, “Financial Statements and Supplementary Data.”
The effective tax rate for fiscal 20132016 was 18.1%. The above noted reorganization benefits increased income before income22.4%, compared with 25.8% for fiscal 2015. Absent the $849 million Gain on sale of businesses and related $104 million in taxes without any increase in income tax expense. In addition,recorded during fiscal 2013, we recorded a benefit of $243 million related to settlements of U.S. federal tax audits for fiscal years 2006 through 2009. Absent these items,2016, our effective tax rate for fiscal 20132016 would have been 25.3% compared with 27.6%24.2%. Absent the $64 million Pension settlement charge and related $25 million in taxes recorded during fiscal 2012.2015, our effective tax rate for fiscal 2015 would have been 26.0%.
Diluted earnings per share were $4.93$6.45 for fiscal 2013,2016, compared with $3.84$4.76 for fiscal 2012. Absent the above noted reorganization benefits and tax benefit2015. The Gain on sale of businesses, net of taxes, recorded during fiscal 2013, diluted2016 increased Diluted earnings per share by $1.11 in fiscal 2016. The Pension settlement charge, net of taxes, recorded during fiscal 2015 decreased Diluted earnings per share by $0.06 in fiscal 2015. Excluding these impacts, Diluted earnings per share would have been $4.21$5.34 and $4.82 for fiscal 2013.2016 and 2015, respectively.
We have presented Operating income, operating margin, effective tax rate and Diluted earnings per share excluding the impacts of the fiscal 2016 Gain on sale of businesses and the fiscal 2015 Pension settlement charge, as we believe doing so facilitates understanding as to both the impacts of these items and our operating performance in comparison to the prior period.
Our Operating income and EarningsDiluted earnings per share are also affected by currency exchange-rateexchange rate fluctuations on revenues and costs. Most of our costs are incurred in the same currency as the related net revenues. Where practical, we also seek to manage foreign currency exposure for costs not incurred in the same currency as the related net revenues, such as the cost of our Global Delivery Network, by using currency protection provisions in our customer contracts and through our hedging programs. We seek to manage our costs, taking into consideration the residual positive and negative effects of changes in foreign exchange rates on those costs. For more information on our hedging programs, see Note 7 (Derivative Financial Instruments) to our Consolidated Financial Statements under Item 8, “Financial Statements and Supplementary Data.”
Bookings and Backlog
New contract bookings for the fourth quarter of fiscal 20132016 were $8.40$8.99 billion,, with consulting bookings of $3.86$4.81 billion and outsourcing bookings of $4.54 billion.$4.18 billion. New contract bookings for fiscal 20132016 were $33.28$35.39 billion,, with consulting bookings of $16.27$19.16 billion and outsourcing bookings of $17.01 billion.$16.23 billion.
We provide information regarding our new contract bookings, which include new contracts, including those acquired through acquisitions, as well as renewals, extensions and changes to existing contracts, because we believe doing so provides useful trend information regarding changes in the volume of our new business over time. However, newNew bookings can vary significantly quarter to quarter depending in part on the timing of the signing of a small number of large outsourcing contracts. Clients continue to enter into contracts thatThe types of services and solutions clients are converting to revenue at a slower pacedemanding and clients have slowed the pace and level of their spending all of whichmay impact the conversion of new contract bookings to revenues. For example, outsourcing bookings, which are typically for multi-year contracts, generally convert to revenue over a longer period of time compared to consulting bookings. Information regarding our new bookings is not comparable to, nor should it be substituted for, an analysis of our revenues over time. New bookings involve estimates and judgments. There are no third-party standards or requirements governing the calculation of bookings. New contract bookings involve estimates and judgments regarding new contracts as well as renewals, extensions and changes to existing contracts. We do not update our new bookings for material subsequent terminations or reductions related to bookings originally recorded in prior fiscal years. New contract bookings are recorded using then-existing foreign currency exchange rates and are not subsequently adjusted for foreign currency exchange rate fluctuations.
The majority of our contracts are terminable by the client on short notice, and some without notice. Accordingly, we do not believe it is appropriate to characterize bookings attributable to these contracts as backlog. Normally, if a client terminates a project, the client remains obligated to pay for commitments we have made to third parties in connection with the project, services performed and reimbursable expenses incurred by us through the date of termination.

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Critical Accounting Policies and Estimates
The preparation of our Consolidated Financial Statements in conformity with U.S. generally accepted accounting principles requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements and the reported amounts of revenues and expenses. We continually evaluate our estimates, judgments and assumptions based on available information and experience. Because the use of estimates is inherent in the financial reporting process, actual results could differ from those estimates. Certain of our accounting policies require higher degrees of judgment than others in their application. These include certain aspects of accounting for revenue recognition and income taxes.

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Revenue Recognition
Our contracts have different terms based on the scope, deliverables and complexity of the engagement, the terms of which frequently require us to make judgments and estimates in recognizing revenues. We have many types of contracts, including time-and-materials contracts, fixed-price contracts and contracts with features of both of these contract types. In addition, some contracts include incentives related to costs incurred, benefits produced or adherence to schedules that may increase the variability in revenues and margins earned on such contracts. We conduct rigorous reviews prior to signing such contracts to evaluate whether these incentives are reasonably achievable.
We recognize revenues from technology integration consulting contracts using the percentage-of-completion method of accounting, which involves calculating the percentage of services provided during the reporting period compared with the total estimated services to be provided over the duration of the contract. Our contracts for technology integration consulting services generally span six months to two years. Estimated revenues used in applying the percentage-of-completion method include estimated incentives for which achievement of defined goals is deemed probable. This method is followed where reasonably dependable estimates of revenues and costs can be made. Estimates of total contract revenues and costs are continuously monitored during the term of the contract, and recorded revenues and estimated costs are subject to revision as the contract progresses. Such revisions may result in increases or decreases to revenues and income and are reflected in the Consolidated Financial Statements in the periods in which they are first identified. If our estimates indicate that a contract loss will occur, a loss provision is recorded in the period in which the loss first becomes probable and reasonably estimable. Contract losses are determined to be the amount by which the estimated total direct and indirect costs of the contract exceed the estimated total revenues that will be generated by the contract and are included in Cost of services and classified in Other accrued liabilities.
Revenues from contracts for non-technology integration consulting services with fees based on time and materials or cost-plus are recognized as the services are performed and amounts are earned. We consider amounts to be earned once evidence of an arrangement has been obtained, services are delivered, fees are fixed or determinable, and collectibility is reasonably assured. In such contracts, our efforts, measured by time incurred, typically are provided in less than a year and represent the contractual milestones or output measure, which is the contractual earnings pattern. For non-technology integration consulting contracts with fixed fees, we recognize revenues as amounts become billable in accordance with contract terms, provided the billable amounts are not contingent, are consistent with the services delivered and are earned. Contingent or incentive revenues relating to non-technology integration consulting contracts are recognized when the contingency is satisfied and we conclude the amounts are earned.
Outsourcing contracts typically span several years and involve complex delivery, often through multiple workforces in different countries. In a number of these arrangements, we hire client employees and become responsible for certain client obligations. Revenues are recognized on outsourcing contracts as amounts become billable in accordance with contract terms, unless the amounts are billed in advance of performance of services, in which case revenues are recognized when the services are performed and amounts are earned. Revenues from time-and-materials or cost-plus contracts are recognized as the services are performed. In such contracts, our effort, measured by time incurred, represents the contractual milestones or output measure, which is the contractual earnings pattern. Revenues from unit-priced contracts are recognized as transactions are processed based on objective measures of output. Revenues from fixed-price contracts are recognized on a straight-line basis, unless revenues are earned and obligations are fulfilled in a different pattern. Outsourcing contracts can also include incentive payments for benefits delivered to clients. Revenues relating to such incentive payments are recorded when the contingency is satisfied and we conclude the amounts are earned. We continuously review and reassess our estimates of contract profitability. Circumstances that potentially affect profitability over the life of the contract include decreases in volumes of transactions or other inputs/outputs on which we are paid, failure to deliver agreed benefits, variances from planned internal/external costs to deliver our services and other factors affecting revenues and costs.
Costs related to delivering outsourcing services are expensed as incurred, with the exception of certain transition costs related to the set-up of processes, personnel and systems, which are deferred during the transition period and expensed evenly over the period outsourcing services are provided. The deferred costs are specific internal costs or

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incremental external costs directly related to transition or set-up activities necessary to enable the outsourced services. Generally, deferred amounts are protected in the event of early termination of the contract and are monitored regularly for impairment. Impairment losses are recorded when projected remaining undiscounted operating cash flows of the related contract are not sufficient to recover the carrying amount of contract assets. Amounts billable to the client for transition or set-up activities are deferred and recognized as revenue evenly over the period outsourcing services are provided. Contract acquisition and origination costs are expensed as incurred.
We enter into contracts that may consist of multiple elements.deliverables. These contracts may include any combination of technology integration consulting services, non-technology integration consulting services or outsourcing services described above. Revenues for contracts with multiple elementsdeliverables are allocated based on the lesser of the element’s relative selling price or the amount that is not contingent on future delivery of another element.deliverable. The selling price of each elementdeliverable is determined by obtaining third party evidence of the vendor-specific objective evidence (“VSOE”) of fair value of each element. VSOE of fair valueselling price for the deliverable and is based on the price charged when the element islargely similar services are sold separatelyon a standalone basis by the Company on a regular basis and not as part of a contract with multiple elements.to similarly situated customers. If the amount

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of non-contingent revenues allocated to a delivered elementdeliverable accounted for under the percentage-of-completion method of accounting is less than the costs to deliver such services, then such costs are deferred and recognized in future periods when the revenues become non-contingent. Revenues are recognized in accordance with our accounting policies for the separate elementsdeliverables when the services have value on a stand-alone basis, selling price of the separate elementsdeliverables exists and, in arrangements that include a general right of refund relative to the delivered element,completed deliverable, performance of the undelivered elementin-process deliverable is considered probable and substantially in our control. While determining fair value and identifying separate elementsdeliverables require judgment, generally fair value and the separate elementsdeliverables are readily identifiable as we also sell those elementsdeliverables unaccompanied by other elements.deliverables.
Revenues recognized in excess of billings are recorded as Unbilled services. Billings in excess of revenues recognized are recorded as Deferred revenues until revenue recognition criteria are met. Client prepayments (even if nonrefundable) are deferred and recognized over future periods as services are delivered or performed.
Our consulting revenues are affected by the number of work days in a fiscal quarter, which in turn is affected by the level of vacation days and holidays. Consequently, since our first and third quarters typically have approximately 5-10% more work days than our second and fourth quarters, our consulting revenues are typically higher in our first and third quarters than in our second and fourth quarters.
Net revenues include the margin earned on computer hardware, software and softwarerelated services resale contracts, as well as revenues from alliance agreements, neither of which is material to us. Reimbursements include billings for travel and other out-of-pocket expenses and third-party costs, such as the cost of hardware, software and softwarerelated services resales. In addition, Reimbursements may include allocations from gross billings to record an amount equivalent to reimbursable costs, where billings do not specifically identify reimbursable expenses. We report revenues net of any revenue-based taxes assessed by governmental authorities that are imposed on and concurrent with specific revenue-producing transactions.
Income Taxes
Determining the consolidated provision for income tax expense, income tax liabilities and deferred tax assets and liabilities involves judgment. Deferred tax assets and liabilities, measured using enacted tax rates, are recognized for the future tax consequences of temporary differences between the tax and financial statement bases of assets and liabilities. As a global company, we calculate and provide for income taxes in each of the tax jurisdictions in which we operate. This involves estimating current tax exposures in each jurisdiction as well as making judgments regarding the recoverability of deferred tax assets. Tax exposures can involve complex issues and may require an extended period to resolve. In assessing the realizability of deferred tax assets, we consider whether it is more likely than not that some portion or all of the deferred tax assets will not be realized and adjust the valuation allowances accordingly. Factors considered in making this determination include the period of expiration of the tax asset, planned use of the tax asset, tax planning strategies and historical and projected taxable income as well as tax liabilities for the tax jurisdiction in which the tax asset is located. Valuation allowances will be subject to change in each future reporting period as a result of changes in one or more of these factors. Changes in the geographic mix or estimated level of annual income before taxes can affect the overall effective tax rate.
We apply an estimated annual effective tax rate to our quarterly operating results to determine the interim provision for income tax expense. In accordance with FASBFinancial Accounting Standards Board (“FASB”) guidance on uncertainty in income taxes, a change in judgment that impacts the measurement of a tax position taken in a prior year is recognized as a discrete item in the interim period in which the change occurs. In the event there is a significant unusual or infrequent item recognized in our quarterly operating results, the tax attributable to that item is recorded in the interim period in which it occurs.

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No taxes have been provided on undistributed foreign earnings that are planned to be indefinitely reinvested. If future events, including material changes in estimates of cash, working capital and long-term investment requirements, necessitate that these earnings be distributed, an additional provision for taxes may apply, which could materially affect our future effective tax rate. During fiscal 2015, the Company distributed substantially all of the earnings of its U.S. subsidiaries that were previously considered indefinitely reinvested and recorded a tax liability of $247 million for withholding taxes payable on this distribution. We currently do not foresee any event that would require us to distribute theseany remaining undistributed earnings.

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For additional information, see Note 9 (Income Taxes) to our Consolidated Financial Statements under Item 8, “Financial Statements and Supplementary Data.”
As a matter of course, we are regularly audited by various taxing authorities, and sometimes these audits result in proposed assessments where the ultimate resolution may result in us owing additional taxes. We establish tax liabilities or reduce tax assets for uncertain tax positions when, despite our belief that our tax return positions are appropriate and supportable under local tax law, we believe we may not succeed in realizing the tax benefit of certain positions if challenged. In evaluating a tax position, we determine whether it is more likely than not that the position will be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. Our estimate of the ultimate tax liability contains assumptions based on past experiences, judgments about potential actions by taxing jurisdictions as well as judgments about the likely outcome of issues that have been raised by taxing jurisdictions. The tax position is measured at the largest amount of benefit that is greater than 50 percent likely of being realized upon settlement. We evaluate these uncertain tax positions each quarter and adjust the related tax liabilities or assets in light of changing facts and circumstances, such as the progress of a tax audit or the expiration of a statute of limitations. We believe the estimates and assumptions used to support our evaluation of uncertain tax positions are reasonable. However, final determinations of prior-year tax liabilities, either by settlement with tax authorities or expiration of statutes of limitations, could be materially different from estimates reflected in assets and liabilities and historical income tax provisions. The outcome of these final determinations could have a material effect on our income tax provision, net income, or cash flows in the period in which that determination is made. We believe our tax positions comply with applicable tax law and that we have adequately accounted for uncertain tax positions.
Revenues by Segment/Operating Group
Our five reportable operating segments are our operating groups, which are:are Communications, Media & Technology; Financial Services; Health & Public Service; Products; and Resources. Operating groups are managed on the basis of net revenues because our management believes net revenues are a better indicator of operating group performance than revenues. In addition to reporting net revenues by operating group, we also report net revenues by two types of work: consulting and outsourcing, which represent the services sold by our operating groups. Consulting net revenues, which include management and technology consulting and systems integration, reflect a finite, distinct project or set of projects with a defined outcome and typically a defined set of specific deliverables. Outsourcing net revenues typically reflect ongoing, repeatable services or capabilities provided to transition, run and/or manage operations of client systems or business functions.
From time to time, our operating groups work together to sell and implement certain contracts. The resulting revenues and costs from these contracts may be apportioned among the participating operating groups. Generally, operating expenses for each operating group have similar characteristics and are subject to the same factors, pressures and challenges. However, the economic environment and its effects on the industries served by our operating groups affect revenues and operating expenses within our operating groups to differing degrees. The mix between consulting and outsourcing is not uniform among our operating groups. Local currency fluctuations also tend to affect our operating groups differently, depending on the geographic concentrations and locations of their businesses.
While we provide discussion about our results of operations below, we cannot measure how much of our revenue growth in a particular period is attributable to changes in price or volume. Management does not track standard measures of unit or rate volume. Instead, our measures of volume and price are extremely complex, as each of our services contracts is unique, reflecting a customized mix of specific services that does not fit into standard comparability measurements. PricingRevenue for our services is a function of the nature of each service to be provided, the skills required and the outcome sought, as well as estimated cost, risk, contract terms and other factors.

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Results of Operations for Fiscal 20132016 Compared to Fiscal 20122015
Net revenues (by operating group, geographic region and type of work) and reimbursements were as follows:
Fiscal Percent
Increase
(Decrease)
U.S.
Dollars
 Percent
Increase
(Decrease)
Local
Currency
 Percent of Total
Net Revenues
for Fiscal
Fiscal Percent
Increase
(Decrease)
U.S.
Dollars
 Percent
Increase
Local
Currency
 Percent of Total
Net Revenues
for Fiscal
2013 2012 2013 20122016 2015 2016 2015
(in millions of U.S. dollars)        (in millions of U.S. dollars)        
OPERATING GROUPS                      
Communications, Media & Technology$5,686
 $5,907
 (4)% (2)% 20% 21%$6,616
 $6,349
 4 % 9% 20% 20%
Financial Services6,166
 5,843
 6
 7
 21
 21
7,031
 6,635
 6
 11
 21
 21
Health & Public Service4,739
 4,256
 11
 12
 17
 15
5,987
 5,463
 10
 12
 18
 18
Products6,807
 6,563
 4
 5
 24
 24
8,395
 7,596
 11
 15
 26
 25
Resources5,143
 5,275
 (2) (1) 18
 19
4,839
 4,989
 (3) 3
 15
 16
Other22
 19
 n/m
 n/m
 
 
15
 17
 n/m
 n/m
 
 
TOTAL NET REVENUES28,563
 27,862
 3 % 4 % 100% 100%32,883
 31,048
 6 % 10% 100% 100%
Reimbursements1,831
 1,916
 (4)      1,915
 1,866
 3
      
TOTAL REVENUES$30,394
 $29,778
 2 %      $34,798
 $32,914
 6 %      
GEOGRAPHIC REGIONS                      
Americas$13,519
 $12,523
 8 % 9 % 47% 45%
EMEA (1)11,047
 11,296
 (2) 
 39
 41
Asia Pacific3,997
 4,043
 (1) 3
 14
 14
North America$15,653
 $14,209
 10 % 11% 48% 46%
Europe11,448
 10,930
 5
 11
 35
 35
Growth Markets5,781
 5,909
 (2) 8
 17
 19
TOTAL NET REVENUES$28,563
 $27,862
 3 % 4 % 100% 100%$32,883
 $31,048
 6 % 10% 100% 100%
TYPE OF WORK                      
Consulting$15,383
 $15,562
 (1)% 1 % 54% 56%$17,868
 $16,204
 10 % 15% 54% 52%
Outsourcing13,179
 12,300
 7
 9
 46
 44
15,015
 14,844
 1
 6
 46
 48
TOTAL NET REVENUES$28,563
 $27,862
 3 % 4 % 100% 100%$32,883
 $31,048
 6 % 10% 100% 100%
_______________ 
n/m = not meaningful
(1)EMEA includes Europe, Middle East and Africa.
(2)Amounts in table may not total due to rounding.
We conductAmounts in table may not total due to rounding.
Our business in the following countries thatUnited States represented 46%, 43% and 40% of our consolidated net revenues during fiscal 2016, 2015 and 2014, respectively. No other country individually comprised 10% or more of our consolidated net revenues during fiscal 2013, 2012 or 2011:these periods.
 Fiscal
 2013 2012 2011
United States39% 36% 35%
United Kingdom9
 9
 10

Net Revenues
Outsourcing revenue growth in local currency moderated during the second half of fiscal 2013 compared to the first half of fiscal 2013. Financial Services, Products and Health & Public Service experienced strong growth in outsourcing revenues in local currency during fiscal 2013. Outsourcing revenue growth in local currency during fiscal 2013 was slight in Resources and declined in Communications, Media & Technology. Consulting revenues were flat in local currency during fiscal 2013. Health & Public Service experienced strong growth in consulting revenues in local currency during fiscal 2013. Consulting revenue growth in local currency during fiscal 2013 was slight in Financial Services and declined in Communications, Media & Technology, Resources and Products.

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The following net revenues commentary discusses local currency net revenue changes for fiscal 20132016 compared to fiscal 20122015:
:Operating Groups
Operating Groups
Communications, Media & Technology net revenues decreased 2%increased 9% in local currency. OutsourcingNet revenues reflected slightstrong growth, driven by growth in Americas across all industry groups in North America and Growth Markets, as well as Media & Entertainment in EMEA, partially offset by a significant decline in Electronics & High Tech in EMEA, principally due to an expected year-over-year revenue decline from one contract. The revenue decline on this contract is expected to continue to impact outsourcing revenue growth in the near term. In addition, outsourcing revenue growth was impacted by a decline in Electronics & High Tech in Asia Pacific. Consulting revenues reflected a modest decline, due to declines in Communications and Media & Entertainment in Americas and Electronics & High Tech in EMEA and Asia Pacific, partially offset by strong growth in Electronics & High Tech in Americas. Some of our clients continued to reduce and/or defer their investment in consulting, which had a negative impact on our consulting revenues during fiscal 2013. We expect these trends will continue to impact our net revenue growth in the near term.
Europe.
Financial Services net revenues increased 7%11% in local currency. OutsourcingNet revenues reflected very strong growth, driven by allgrowth in both industry groups across all geographic regions, led by Banking & Capital Markets in Americas and BankingEurope.
Health & Public Service net revenues increased 12% in EMEA, including the impact of an acquisition in Banking during fiscal 2012. Consultinglocal currency. Net revenues reflected slight growth, with very strong growth, driven by Insurancegrowth in Americasboth industry groups across all geographic regions, led by Public Service and Asia PacificHealth in North America.
Products net revenues increased 15% in local currency. Net revenues reflected very strong growth, driven by growth across all industry groups and Capital Marketsgeographic regions, led by Consumer Goods, Retail & Travel Services, as well as Industrial in EMEA. These increases were partiallyEurope and Life Sciences in North America.

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Resources net revenues increased 3% in local currency. Net revenues reflected modest growth, as significant growth in Utilities across all geographic regions was largely offset by declines in InsuranceChemicals & Natural Resources in Growth Markets and BankingNorth America and Energy in EMEAEurope and BankingGrowth Markets. We have experienced lower or negative revenue growth in Americas. ChangesChemicals & Natural Resources and Energy, principally due to economic challenges in the banking and capital marketsthese industries, continue to influence the business needs of our clients. This is resulting in higher current demand for outsourcing services, including transformational projects, and lower demand for short-term consulting services and we expect this trend to continue in the near term.
Geographic Regions
Health & Public ServiceNorth America net revenues increased 12% in local currency. Consulting revenues reflected strong growth, led by Public Service in Americas and Asia Pacific and Health in Americas and EMEA. This growth was partially offset by a decline in Public Service in EMEA and Health in Asia Pacific. Outsourcing revenues also reflected strong growth, led by Public Service in Americas and Health in Americas and Asia Pacific.
Products net revenues increased 5% in local currency. Outsourcing revenues reflected strong growth, driven by growth across all geographic regions and industry groups, led by Life Sciences, Retail and Industrial Equipment. Consulting revenues reflected a slight decline, due to declines in Asia Pacific across most industry groups, Americas and EMEA in Retail, and Americas in Consumer Goods & Services. These decreases were largely offset by growth in Americas and EMEA in Life Sciences, Americas in Industrial Equipment and EMEA in Consumer Goods & Services. During fiscal 2013, several large systems integration projects ended, transitioned to smaller phases or to outsourcing services. We also had higher demand for outsourcing services, including transformational projects, and lower demand for short-term consulting services and we expect this trend to continue in the near term.
Resources net revenues decreased 1% in local currency. Outsourcing revenues reflected modest growth, driven by all industry groups in EMEA and Utilities and Energy in Asia Pacific, partially offset by a decline in Utilities in Americas. Consulting revenues reflected a modest decline, as growth in Chemicals across all geographic regions was more than offset by declines in Natural Resources in Asia Pacific and Americas, Utilities in EMEA and Energy in Americas. Some of our clients, primarily in Natural Resources and Utilities, reduced their level of consulting investments. In addition, several large systems integration projects have ended or have transitioned to smaller phases and demand for our outsourcing services has moderated. We expect these trends will continue to impact Resources year-over-year net revenue growth in the near term.
Geographic Regions
Americas net revenues increased 9%11% in local currency, driven by growth in the United States.
EMEA net revenues were flat in local currency. We experienced a significant decline in Finland, principally due to an expected year-over-year decline from one contract in Communications, Media & Technology, as well as declines in Spain, Sweden and the United Kingdom. These declines were offset by growth in Switzerland, the Netherlands, Germany, Ireland, South Africa and Italy.
Asia PacificEurope net revenues increased 3%11% in local currency, driven by the United Kingdom, Italy, Switzerland, Spain, Germany and France.
Growth Markets net revenues increased 8% in local currency, led by Japan, as well as China, India, SingaporeSouth Africa and Australia, partially offset by declines in Japan, South Korea and Malaysia.
Mexico.
Operating Expenses
Operating expenses for fiscal 2013 were $26,0562016 increased $1,509 million,, an increase of $149 million, or 1%5%, over fiscal 2012,2015, and decreased as a percentage of revenues to 85.7%86.2% from 87.0%86.5% during this period. Operating expenses before reimbursable expenses for fiscal 2013 were $24,2242016 increased $1,460 million,, an increase of $233 million, or 1%5%, over fiscal 2012,2015, and decreased as a percentage of net revenues to 84.8%85.4% from 86.1%85.7% during this period.

39


Cost of Services
Cost of services for fiscal 2013 was $21,0102016 increased $1,415 million,, an increase of $220 million, or 1%6%, over fiscal 2012,2015, and decreasedincreased as a percentage of revenues to 69.1%70.5% from 69.8%70.2% during this period. Cost of services before reimbursable expenses for fiscal 2013 was $19,1792016 increased $1,367 million,, an increase of $304 million, or 2%6%, over fiscal 20122015, and increased as a percentage of net revenues to 68.7% from 68.4% during this period. Gross margin for fiscal 2016 decreased to 31.3% from 31.6% in fiscal 2015. The reduction in gross margin for fiscal 2016 was principally due to higher labor costs and higher costs associated with acquisition activities compared to fiscal 2015.
Sales and Marketing
Sales and marketing expense for fiscal 2016 increased $75 million, or 2%, over fiscal 2015, and decreased as a percentage of net revenues to 67.1%10.9% from 67.7% during this period. Gross margin for fiscal 2013 increased to 32.9% from 32.3% during this period, principally due to higher outsourcing contract profitability, partially offset by higher costs associated with investments in offerings.
Sales and Marketing
Sales and marketing expense for fiscal 2013 was $3,482 million, an increase of $178 million, or 5%, over fiscal 2012, and increased as a percentage of net revenues to 12.2% from 11.9%11.3% during this period. The increasedecrease as a percentage of net revenues was primarily driven by higher selling and otherprincipally due to improved operational efficiency in our business development costs associated with generating new contract bookings and expanding our pipeline of business opportunities, as well as acquisition-related costs.activities.
General and Administrative Costs
General and administrative costs for fiscal 2013 were $1,8362016 increased $83 million, or 5%, an increase of $25 million, or 1%, from over fiscal 2012,2015, and decreased as a percentage of net revenues to 6.4%5.7% from 6.5%5.8% during this period.
Reorganization (Benefits) Costs, netPension Settlement Charge
We recorded net reorganization benefitsa Pension settlement charge of $272$64 million ($274 million in reorganization benefits less $1.9 million in interest expense accrued) during fiscal 20132015 as a result of final determinations of certain reorganization liabilities established in connection withlump sum cash payments made from our transitionU.S. defined benefit pension plan to a corporate structure in 2001.former employees who elected to receive such payments. For additional information, refer tosee Note 3 (Reorganization (Benefits) Costs, Net)10 (Retirement and Profit Sharing Plans) to our Consolidated Financial Statements under Item 8, “Financial Statements and Supplementary Data.”

35



Operating Income and Operating Margin
Operating income for fiscal 2013 was $4,3392016 increased $375 million,, an increase of $467 million, or 12%8%, over fiscal 2012, and increased as2015. During fiscal 2015, we recorded a percentagePension settlement charge of net revenues to 15.2% from 13.9% during this period. The reorganization benefits of $274$64 million, recorded during fiscal 2013 increased which decreased operating margin by 10020 basis points. Excluding the effectseffect of the reorganization benefits,fiscal 2015 Pension settlement charge, operating margin for fiscal 20132016 increased 3010 basis points compared to with fiscal 2012.2015.
Operating income and operating margin for each of the operating groups were as follows:
FiscalFiscal
2013 20122016 2015
Operating
Income
 
Operating
Margin
 
Operating
Income
 
Operating
Margin
Operating
Income
 
Operating
Margin
 
Operating
Income
 
Operating
Margin
(in millions of U.S. dollars)(in millions of U.S. dollars)
Communications, Media & Technology$786
 14% $845
 14%$966
 15% $871
 14%
Financial Services1,003
 16
 810
 14
1,128
 16 1,079
 16
Health & Public Service594
 13
 376
 9
807
 13 701
 13
Products985
 14
 864
 13
1,282
 15 1,082
 14
Resources971
 19
 977
 19
628
 13 702
 14
Total$4,339
 15.2% $3,872
 13.9%$4,810
 14.6% $4,436
 14.3%
 _______________ 
Amounts in table may not total due to rounding.

Operating Income and Operating Margin Excluding Fiscal 2015 Pension Settlement Charge (Non-GAAP)
 Fiscal  
 2016 2015  
 Operating Income and
Operating Margin as
Reported (GAAP)
   Operating Income and Operating Margin
Excluding Pension Settlement Charge
(Non-GAAP)
  
       
 Operating
Income
 Operating
Margin
 Operating
Income
(GAAP)
 Pension Settlement Charge (1) Operating Income
(Adjusted)
 Operating Margin
(Adjusted)
 Increase
(Decrease)
  (in millions of U.S. dollars)
Communications, Media & Technology$966
 15% $871
 $13
 $884
 14% $82
Financial Services1,128
 16 1,079
 13
 1,093
 16 35
Health & Public Service807
 13 701
 12
 713
 13 94
Products1,282
 15 1,082
 16
 1,098
 14 184
Resources628
 13 702
 11
 713
 14 (85)
Total$4,810
 14.6% $4,436
 $64
 $4,500
 14.5% $310
_______________ 
Amounts in table may not total due to rounding.

(1)Amounts in table may not total due to rounding.


40


Operating Income and Operating Margin Excluding Reorganization Benefits (Non-GAAP)
 Fiscal  
 2013 2012  
   Operating Income and Operating Margin
Excluding Reorganization Benefits
(Non-GAAP)
 Operating Income and Operating Margin as Reported (GAAP)  
      
 Operating
Income
(GAAP)
 Reorganization
Benefits (1)
 Operating
Income (2)
 Operating
Margin (2)
 Operating
Income
 Operating
Margin
 Increase
(Decrease)
Communications, Media & Technology$786
 $53
 $733
 13% $845
 14% $(113)
Financial Services1,003
 59
 944
 15
 810
 14
 134
Health & Public Service594
 48
 546
 12
 376
 9
 170
Products985
 65
 921
 14
 864
 13
 57
Resources971
 49
 921
 18
 977
 19
 (55)
Total$4,339
 $274
 $4,065
 14.2% $3,872
 13.9% $193
_______________ 
(1)Represents reorganization benefitsPension settlement charge related to final determinations of certain reorganization liabilities established in connection with our transitionlump sum cash payment from plan assets offered to a corporate structure during 2001.
(2)We have presented Operating income and operating margin excluding reorganization benefits, as we believe quantifying the effect of the reorganization benefits on Operating income and operating margin facilitates understanding as to both the impact of these benefits and our operating performance.
(3)Amounts in table may not total due to rounding.eligible former employees.
During We estimate that the aggregate percentage impact of foreign currency exchange rates on our Operating income during fiscal 2013,2016 was similar to that disclosed for Net revenue. In addition, during fiscal 2016, each operating group recorded a portion of the $274 million reorganization benefits.experienced higher costs associated with acquisition activity. The commentary below provides additional insight into other factors affecting operating group performance and operating margin for fiscal 2013,2016 compared with fiscal 2015, exclusive of the reorganization benefits, compared with Pension settlement charge recorded in fiscal 2012. See “Reorganization (Benefits), Costs, net.”2015:
Communications, Media & Technology operating income decreased,increased primarily due to a decline inhigher contract profitability and consulting revenue and higher sales and marketing costs as a percentage of net revenues. Operating income was also impacted by an expected significant year-over-year revenue decline from one outsourcing contract.growth.
Financial Services operating income increased primarily due to strong outsourcingconsulting revenue growth and improved outsourcing and consulting contract profitability. Operating income for fiscal 2012 included the impact of costs related to acquisitions.growth.
Health & Public Service operating income increased primarily due to revenue growth and improved outsourcinghigher contract profitability.

36



Products operating income increased primarily due to strong outsourcingvery significant consulting revenue growth and improved outsourcing contract profitability, partially offset by a decline in consulting revenues.
Resources operating income decreased, primarily due to a decline in consulting revenue and higherlower sales and marketing costs as a percentage of net revenues.
Interest IncomeResources operating income decreased due to lower outsourcing contract profitability, partially offset by lower sales and marketing costs as a percentage of net revenues.
Interest income for Other Expense, net
Other expense, net primarily consists of foreign currency gains and losses as well as gains and losses associated with our investments in privately held companies. During fiscal 2013 was $332016, Other expense, net increased $25 million, a decrease of $10 million, or 23%, from over fiscal 2012. The decrease was2015, primarily due to lower cash balances.

Other (Expense) Income, net
Other (expense) income, net for fiscal 2013 was $18 million, a decrease of $23 million from fiscal 2012. The change was primarily driven byhigher net foreign exchange losses, during fiscal 2013, compared to net foreign exchange gains during fiscal 2012.including losses incurred on the devaluation of the Nigerian Naira.
Gain on Sale of Businesses
We recorded a gain from the Navitaire divestiture of $548 million and a gain from the Duck Creek partial divestiture of $301 million during fiscal 2016. For additional information, see Note 5 (Business Combinations and Divestitures) to our Consolidated Financial Statements under Item 8, “Financial Statements and Supplementary Data.”
Provision for Income Taxes
The effective tax rate for fiscal 20132016 was 18.1%22.4%, compared with 27.6% for fiscal 2012. During fiscal 2013, we recorded reorganization benefits of $274 million, which increased income before taxes without any increase in income tax expense. The effective tax rate was also impacted by a benefit of $243 million related to settlements of U.S. federal tax audits25.8% for fiscal years 2006 through 20092015. Absent the $849 million Gain on sale of businesses and related $104 million in taxes recorded during fiscal 2013. Absent these items,2016, the effective tax rate for fiscal 20132016 would have been 25.3%, which is lower than 24.2%. Absent the $64 million Pension settlement charge and related $25 million in taxes recorded during fiscal 2012 primarily due2015, the effective tax rate for fiscal 2015 would have been 26.0%. The effective tax rate for fiscal 2016 benefited from a final determination of U.S. Federal taxes for fiscal 2012. The effective tax rate for fiscal 2015 benefited from a final determination of U.S. Federal taxes for fiscal years 2010 and 2011. This was offset by expenses associated with an increase in deferred tax liabilities during fiscal 2015, when we concluded that certain undistributed earnings of our U.S. subsidiaries would no longer be considered indefinitely reinvested. For additional information, see Note 9 (Income Taxes) to lower additions to tax reserves.our Consolidated Financial Statements under Item 8, “Financial Statements and Supplementary Data.”

41


Net Income Attributable to Noncontrolling Interests
Net income attributable to noncontrolling interests eliminatesreflects the income earned or expense incurred attributable to the equity interest that some of our current and former members of Accenture Leadership and their permitted transferees have in our Accenture SCAHoldings plc and Accenture Canada Holdings Inc. subsidiaries. See “Business—Organizational Structure.” The resulting Net income attributable to Accenture plc represents the income attributable to the shareholders of Accenture plc. Since January 2002, noncontrolling interests has also included immaterial amounts primarily attributable to noncontrolling shareholders in our Avanade Inc. subsidiary.
Net income attributable to noncontrolling interests for fiscal 2013 was $2732016 increased $18 million, or 8%, an increase of $1 millionover fiscal 2012.2015. The increase was due to higher Net income of $730$1,076 million,, primarily driven by the Gain on sale of businesses, partially offset by a reduction in the Accenture SCA Class I commonHoldings plc ordinary shares and Accenture Canada Holdings Inc. exchangeable shares average noncontrolling ownership interest to 7% for during fiscal 2013 from 9% for fiscal 2012.2016.
Earnings Per Share
Diluted earnings per share were $4.93$6.45 for fiscal 2013,2016, compared with $3.84$4.76 for fiscal 2012.2015. The $1.09$1.69 increase in our Diluted earnings per share included the impact of the reorganization benefitsGain on sale of $274 million,businesses, net of taxes, which increased earnings per share by $0.38, and the $243 million tax benefit related to settlements of U.S. federal tax audits, which increased earnings per share by $0.34. Excluding the impact of these benefits, earnings per share increased $0.37 compared withDiluted earnings per share for fiscal 2012,2016 by $1.11 and the impact of the Pension settlement charge, net of taxes, which decreased Diluted earnings per share for fiscal 2015 by $0.06. Excluding these impacts, Diluted earnings per share for fiscal 2016 increased $0.52 compared with fiscal 2015, due to increases of $0.19$0.34 from higher revenues and operating results, $0.13$0.13 from a lower effective tax rate excluding the impact of the tax benefit related to settlements of U.S. federal tax audits and reorganization benefits, and $0.08$0.08 from lower weighted average shares outstanding. These increases were partially offset by a decrease of $0.03$0.03 from lowerhigher non-operating income.expense. For information regarding our earningsEarnings per share calculations, see Note 2 (Earnings Per Share) to our Consolidated Financial Statements under Item 8, “Financial Statements and Supplementary Data.”

4237



Results of Operations for Fiscal 20122015 Compared to Fiscal 20112014
Net revenues (by operating group, geographic region and type of work) and reimbursements were as follows:
Fiscal Percent
Increase
U.S.
Dollars
 
Percent
Increase
Local
Currency
 Percent of Total
Net Revenues
for Fiscal
Fiscal Percent
Increase
(Decrease)
U.S.
Dollars
 Percent
Increase
Local
Currency
 Percent of Total
Net Revenues
for Fiscal
2012 2011 2012 20112015 2014 2015 2014
(in millions of U.S. dollars)        (in millions of U.S. dollars)        
OPERATING GROUPS                      
Communications, Media & Technology$5,907
 $5,434
 9% 11% 21% 22%$6,349
 $5,924
 7 % 16% 20% 20%
Financial Services5,843
 5,381
 9
 11
 21
 21
6,635
 6,511
 2
 11
 21
 22
Health & Public Service4,256
 3,861
 10
 11
 15
 15
5,463
 5,022
 9
 12
 18
 17
Products6,563
 5,931
 11
 13
 24
 23
7,596
 7,395
 3
 10
 25
 24
Resources5,275
 4,882
 8
 10
 19
 19
4,989
 5,135
 (3) 5
 16
 17
Other19
 18
 n/m
 n/m
 
 
17
 15
 n/m
 n/m
 
 
TOTAL NET REVENUES27,862
 25,507
 9% 11% 100% 100%31,048
 30,002
 3 % 11% 100% 100%
Reimbursements1,916
 1,846
 4
      1,866
 1,872
 
      
TOTAL REVENUES$29,778
 $27,353
 9%      $32,914
 $31,875
 3 %      
GEOGRAPHIC REGIONS(1)                      
Americas$12,523
 $11,271
 11% 13% 45% 44%
EMEA11,296
 10,854
 4
 8
 41
 43
Asia Pacific4,043
 3,383
 20
 18
 14
 13
North America$14,209
 $12,797
 11 % 12% 46% 43%
Europe10,930
 11,255
 (3) 10
 35
 37
Growth Markets5,909
 5,951
 (1) 11
 19
 20
TOTAL NET REVENUES$27,862
 $25,507
 9% 11% 100% 100%$31,048
 $30,002
 3 % 11% 100% 100%
TYPE OF WORK                      
Consulting$15,562
 $14,924
 4% 6% 56% 59%$16,204
 $15,738
 3 % 11% 52% 52%
Outsourcing12,300
 10,583
 16
 19
 44
 41
14,844
 14,265
 4
 11
 48
 48
TOTAL NET REVENUES$27,862
 $25,507
 9% 11% 100% 100%$31,048
 $30,002
 3 % 11% 100% 100%
_______________ 
n/m = not meaningful
Amounts in table may not total due to rounding.
(1)Amounts in table may not total dueEffective September 1, 2014, we revised the reporting of our geographic regions as follows: North America (the United States and Canada); Europe; and Growth Markets (Asia Pacific, Latin America, Africa, the Middle East, Russia and Turkey). Prior period amounts have been reclassified to rounding.conform to the current period presentation.

Net Revenues
Revenue growth in local currency was very strong in outsourcing during fiscal 2012. All five of our operating groups experienced double-digit year-over-year outsourcing revenue growth in local currency during fiscal 2012. Consulting revenue growth in local currency moderated significantly during the second half of fiscal 2012 compared to the first half of fiscal 2012. While Health & Public Service experienced strong growth in consulting revenues in local currency during fiscal 2012, year-over-year consulting revenue growth in local currency either moderated or declined for all other operating groups in the second half of fiscal 2012.
The following net revenues commentary discusses local currency net revenue changes for fiscal 20122015 compared to fiscal 2011:2014:
Operating Groups
Communications, Media & Technology net revenues increased 11%16% in local currency. Outsourcing revenues reflected significant growth, led by Electronics & High Tech in EMEA, principally due to a significant short-term increase from one contract. We also experienced outsourcing growth in Communications across all geographic regions. Consulting revenues declined slightly, with growth in the first half of fiscal 2012 offset by contraction during the second half of the fiscal year. For fiscal 2012, consulting revenues reflected a decline in Communications in EMEA and Asia Pacific, partially offset by growth in Media & Entertainment in Americas and Electronics & High Tech in Asia Pacific. Some of our clients, primarily in Communications, continued to exercise caution by reducing and/or deferring their investment in consulting, which had a negative impact on our consulting revenues.

43


Financial Services net revenues increased 11% in local currency. Outsourcing revenues reflected very significant growth, driven by all industry groups in Americas, including the impact of an acquisition in Banking. We also experienced outsourcing growth across all industry groups and geographic regions, led by Communications in Asia Pacific and Capital Marketsall geographic regions as well as Media & Entertainment in EMEA.North America. Consulting revenues reflected modestsignificant growth, driven by significant growth in Insurance across all industry groups and geographic regions, including the impact of an acquisition. This growth was partially offsetled by declinesCommunications in Banking in EMEANorth America and Americas and Capital Markets in EMEA. The uncertainty in the banking and capital markets industries impacted our consulting revenue growth during fiscal 2012.Growth Markets.
Health & Public ServiceFinancial Services net revenues increased 11% in local currency. Consulting revenues reflected strongsignificant growth, driven by growth across both industry groups and all geographic regions, led by Banking & Capital Markets in Europe. Outsourcing revenue growth was driven by Banking & Capital Markets and Insurance in Europe and Banking & Capital Markets in Growth Markets. These outsourcing increases were partially offset by a decline in Banking & Capital Markets in North America.

38



Health & Public Service net revenues increased 12% in local currency. Outsourcing revenues reflected very significant growth, led by Health across all geographic regions and Public Service in Asia Pacific. Outsourcing revenues reflected strongNorth America. Consulting revenue growth was driven by Health across all geographic regions and Public Service in EMEA and Asia Pacific. Outsourcing revenues during fiscal 2011 reflected revenues recognized upon favorable resolution of billing holdbacks on certain contracts with United States government agencies. The global uncertainty and challenges in the public sector continued to have an impact on demand in our public service business.North America.
Products net revenues increased 13%10% in local currency. Consulting revenues increased, driven primarily by growth across all industry groups in Americas and most industry groups in Asia Pacific. By industry group, growth was led by Retail and Industrial Equipment. Outsourcing revenues reflected very strong growth, driven by growth across all industry groups and geographic regions, and most industry groups, led by Life Sciences, Air, FreightConsumer Goods, Retail & Travel Services and Retail.
Resources net revenues increased 10%Industrial in local currency. Consulting revenues increased, driven by Energy across all geographic regions and Natural Resources in Asia Pacific and EMEA, partially offset by a decline in Natural Resources in Americas.Europe. Outsourcing revenues reflected strong growth, driven by all geographic regions and in most industry groups, led by Consumer Goods, Retail & Travel Services. These outsourcing increases were partially offset by a decline in Industrial in Europe.
Resources net revenues increased 5% in local currency. Outsourcing revenues reflected strong growth, driven by Utilities across all geographic regions, Chemicals & Natural Resources in Growth Markets and Energy in Europe. Consulting revenues reflected slight growth, driven by Utilities across all geographic regions and all industry groups, ledChemicals & Natural Resources in Europe. These consulting increases were largely offset by declines in Energy in Europe and North America and Chemicals & Natural Resources.Resources in Growth Markets.
Geographic Regions
AmericasNorth America net revenues increased 13% in local currency, led by the United States and Brazil. In general, revenue growth moderated across Americas in the second half of fiscal 2012 compared to the first half of fiscal 2012.
EMEA net revenues increased 8%12% in local currency, driven by growth in Finland, the United Kingdom, Italy, Germany, the Netherlands and South Africa. In general, revenue growth moderated across EMEA in the second half of fiscal 2012 compared to the first half of fiscal 2012.States.
Asia PacificEurope net revenues increased 18%10% in local currency, driven by Germany, the United Kingdom, Spain, the Netherlands, Italy and France.
Growth Markets net revenues increased 11% in local currency, driven by Japan, Brazil and Australia, Japan, China, Singapore,partially offset by declines in South Korea and India.Singapore.
Operating Expenses
Operating expenses for fiscal 2012 were $25,906 million, an increase of $2,0242015 increased $904 million, or 8%3%, over fiscal 2011,2014, and decreasedremained flat as a percentage of revenues to 87.0% from 87.3% during this period.at 86.5%, compared with fiscal 2014. Operating expenses before reimbursable expenses for fiscal 2012 were $23,991 million, an increase of $1,9542015 increased $910 million, or 9%4%, over fiscal 2011,2014, and decreasedremained flat as a percentage of net revenues to 86.1% from 86.4% during this period.at 85.7%, compared with fiscal 2014.
Cost of Services
Cost of services for fiscal 2012 was $20,790 million, an increase of $1,8242015 increased $915 million, or 10%4%, over fiscal 2011,2014, and increased as a percentage of revenues to 69.8%70.2% from 69.3%69.6% during this period. Cost of services before reimbursable expenses for fiscal 2012 was $18,875 million, an increase of $1,7542015 increased $921 million, or 10%5%, over fiscal 2011,2014, and increased as a percentage of net revenues to 67.7%68.4% from 67.1%67.7% during this period. Gross margin for fiscal 20122015 decreased to 31.6% from 32.3% from 32.9% during this period. Gross margin forin fiscal 2012 was lower than for fiscal 2011,2014, principally due to higher payrolllabor costs, asincreased usage of subcontractors and higher non-payroll costs including recruiting and training costs from the addition of a percentagelarger number of net revenues, including costs associated with investments in offerings and acquisitions, partially offset by higher contract profitability.employees compared to fiscal 2014.
Sales and Marketing
Sales and marketing expense for fiscal 2012 was $3,303 million, an increase of $2092015 decreased $78 million, or 7%2%, overfrom fiscal 2011,2014, and decreased as a percentage of net revenues to 11.9%11.3% from 12.1%11.9% during this period. The decrease as a percentage of net revenues was principally due to growth ofimproved operational efficiency in our business development costs at a rate lower than that of net revenues.activities.
General and Administrative Costs
General and administrative costs for fiscal 2012 were $1,811 million, a decrease of $92015 decreased $15 million, or 1%, from fiscal 2011,2014, and decreased as a percentage of net revenues to 6.5%5.8% from 7.1%6.1% during this period. The decrease
Pension Settlement Charge
We recorded a Pension settlement charge of $64 million, pre-tax, during fiscal 2015 as a percentageresult of net revenues was duelump sum cash payments made from our U.S. defined benefit pension plan to management of these costs at a growth rate lower than that of net revenues. In addition, during fiscal 2011, we recorded a provision for litigation matters for $75 million, or 0.3% of net revenues, which was partially offset by a reduction in the allowance for client receivablesformer employees who elected to receive such payments. For additional information, refer to Note 10 (Retirement and unbilled services.Profit Sharing Plans) to our Consolidated Financial Statements under Item 8, “Financial Statements and Supplementary Data.”

4439



Operating Income and Operating Margin
Operating income for fiscal 2012 was $3,872 million, an increase of $4012015 increased $135 million, or 12%3%, overfrom fiscal 2011, and2014. The Pension settlement charge of $64 million recorded in fiscal 2015 decreased operating margin by 20 basis points. Excluding the effects of the Pension settlement charge, operating margin for fiscal 2015 increased as a percentage of net revenues to 13.9% from 13.6% during this period. 20 basis points compared with fiscal 2014.
Operating income and operating margin for each of the operating groups were as follows:
Fiscal  Fiscal
2012 2011  2015 2014
Operating
Income
 
Operating
Margin
 
Operating
Income
 
Operating
Margin
 Increase
(Decrease)
Operating
Income
 
Operating
Margin
 
Operating
Income
 
Operating
Margin
(in millions of U.S. dollars)  (in millions of U.S. dollars)
Communications, Media & Technology$845
 14% $728
 13% $118
$871
 14% $770
 13%
Financial Services810
 14
 898
 17
 (89)1,079
 16 957
 15
Health & Public Service376
 9
 318
 8
 58
701
 13 679
 14
Products864
 13
 680
 11
 184
1,082
 14 992
 13
Resources977
 19
 846
 17
 130
702
 14 902
 18
Total$3,872
 13.9% $3,470
 13.6% $401
$4,436
 14.3% $4,301
 14.3%
 _______________ 
Amounts in table may not total due to rounding.

Operating Income and Operating Margin Excluding Fiscal 2015 Pension Settlement Charge (Non-GAAP)
 Fiscal  
 2015 2014  
   Operating Income and Operating Margin
Excluding Pension Settlement Charge
(Non-GAAP)
 Operating Income and
Operating Margin as
Reported (GAAP)
  
       
 Operating
Income
(GAAP)
 Pension Settlement Charge (1) Operating Income
(Adjusted)
 Operating Margin
(Adjusted)
 Operating
Income
 Operating
Margin
 Increase
(Decrease)
 (in millions of U.S. dollars)
Communications, Media & Technology$871
 $13
 $884
 14% $770
 13% $114
Financial Services1,079
 13
 1,093
 16 957
 15 136
Health & Public Service701
 12
 713
 13 679
 14 34
Products1,082
 16
 1,098
 14 992
 13 106
Resources702
 11
 713
 14 902
 18 (190)
Total$4,436
 $64
 $4,500
 14.5% $4,301
 14.3% $200
_______________ 
Amounts in table may not total due to rounding.

(1)Amounts in table may not total dueRepresents Pension settlement charge related to rounding.lump sum cash payment from plan assets offered to eligible former employees.
DuringWe estimate that the aggregate percentage impact of foreign currency exchange rates on our Operating income during fiscal 2012, the results of each operating group benefited from our management of general and administrative costs at a growth rate lower than2015 was similar to that of net revenues.disclosed for Net revenue. In addition, during fiscal 2011,2015, each operating group recorded a portion of the $75$64 million provision for litigation matters, partially offset by a reduction in the allowance for client receivables and unbilled services.Pension settlement charge. The commentary below provides additional insight into other factors affecting operating group performance and operating margin for fiscal 2012,2015, exclusive of the Pension settlement charge, compared with fiscal 2011, exclusive of these impacts.2014:
Communications, Media & Technology operating income increased, primarily due to outsourcing revenue growth, principally related to a significant short-term increase from one contract.
Financial Services operating income decreased, primarily due to a lower proportion of high margin consulting work, costs related to recent acquisitions and higher sales and marketing costs as a percentage of net revenues, partially offset by strong outsourcing revenue growth.
Health & Public Service operating income increased primarily due to revenue growth and lower sales and marketing costs as a percentage of net revenues, partially offset by the negative impact of delivery inefficiencies on a few contracts. Health & Public Service operating margin was impacted by administrative and compliance costs associated with our U.S. Federal practice.revenues.
ProductsFinancial Services operating income increased primarily due to consulting revenue growth, lower sales and improved consultingmarketing costs as a percentage of net revenues and outsourcinghigher contract profitability.
Health & Public Service operating income increased due to outsourcing revenue growth.
Products operating income increased due to higher contract profitability and consulting revenue growth.

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Resources operating income increased, primarilydecreased due to strong revenue growth.lower contract profitability.
Interest IncomeOther Expense, net
Interest incomeOther expense, net for fiscal 2012 was $432015 increased $29 million an increase of $1 million, or 4%, over fiscal 2011. The increase was2014, primarily due to higher cash balances.
Other Income, net
Other income, net for fiscal 2012 was $5 million, a decrease of $10 million from fiscal 2011. The change was driven primarily by lower net foreign exchange gains during fiscal 2012.losses, including losses incurred on the devaluation of the Venezuelan Bolivar Fuerte.
Provision for Income Taxes
The effective tax rate for fiscal 20122015 was 27.6%25.8%, compared with 27.3%26.1% for fiscal 2011. The2014. Absent the tax impact of the $64 million Pension settlement charge recorded during the third quarter of fiscal 2015, the effective tax rate infor fiscal 2012 included higher expenses for additions to2015 would have been 26.0%. The fiscal 2015 tax reserves and changes in our geographic mix of income, partially offset byrate includes higher benefits related to final determinations of tax liabilities for prior yearyears, including a $170 million benefit related to final settlement of U.S. tax liabilities.

45

Tableaudits for fiscal years 2010 and 2011, and benefits related to changes in the geographic distribution of Contents
earnings, offset by an increase in withholding taxes payable on the distribution of U.S. earnings. For additional information, see Note 9 (Income Taxes) to our Consolidated Financial Statements under Item 8, “Financial Statements and Supplementary Data.”

Net Income Attributable to Noncontrolling Interests
Net income attributable to noncontrolling interests eliminatesreflects the income earned or expense incurred attributable to the equity interest that some of our current and former members of Accenture Leadership and their permitted transferees have in our Accenture SCAHoldings plc and Accenture Canada Holdings Inc. subsidiaries. See “Business—Organizational Structure.” The resulting Net income attributable to Accenture plc represents the income attributable to the shareholders of Accenture plc. Since January 2002, noncontrolling interests has also included immaterial amounts primarily attributable to noncontrolling shareholders in our Avanade Inc. subsidiary.
Net income attributable to noncontrolling interests for fiscal 2012 was $271 million, a decrease of $42015 decreased $14 million, or 2%6%, from fiscal 2011.2014. The decrease was due to a reduction in the Accenture SCA Class I commonHoldings plc ordinary shares and Accenture Canada Holdings Inc. exchangeable shares average noncontrolling ownership interest, to 9% for fiscal 2012 from 10% for fiscal 2011, partially offset by an increase inhigher Net income of $272 million.$98 million for fiscal 2015.
Earnings Per Share
Diluted earnings per share were $3.84$4.76 for fiscal 2012,2015, compared with $3.39$4.52 for fiscal 2011.2014. The $0.45$0.24 increase in our diluted earnings per share wasincluded the impact of the $64 million Pension settlement charge, which decreased diluted earnings per share for fiscal 2015 by $0.06. Excluding the impact of this charge, diluted earnings per share for fiscal 2015 increased $0.30 compared with fiscal 2014, due to increases of $0.40$0.22 from higher revenues and operating results, and $0.08$0.09 from lower weighted average shares outstanding.outstanding and $0.01 from a lower effective tax rate. These increases were partially offset by decreasesa decrease of $0.02 from a higher effective tax rate and $0.01 from lower non-operating income, compared with fiscal 2011. Diluted earnings per share amounts have been restated to reflect the impact of the issuance of additional restricted share units to holders of restricted share units in connection with the fiscal 2012 payment of cash dividends. This restatement resulted in a one cent decrease in diluted earnings per share from $3.40 to $3.39 for fiscal 2011.income. For information regarding our earnings per share calculations, see Note 2 (Earnings Per Share) to our Consolidated Financial Statements under Item 8, “Financial Statements and Supplementary Data.”


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Liquidity and Capital Resources
Our primary sources of liquidity are cash flows from operations, available cash reserves and debt capacity available under various credit facilities. In addition, we could raise additional funds through public or private debt or equity financings. We may use our available or additional funds to, among other things:
facilitate purchases, redemptions and exchanges of shares and pay dividends;
acquire complementary businesses or technologies;
take advantage of opportunities, including more rapid expansion; or
develop new services and solutions.
As of August 31, 2013, cash2016, Cash and cash equivalents was $5.6were $4.9 billion,, compared with $6.6$4.4 billion as of August 31, 2012.2015.
Cash flows from operating, investing and financing activities, as reflected in our Consolidated Cash Flows Statements, are summarized in the following table:
Fiscal  Fiscal  
2013 2012 2011 2013 to 2012 Change2016 2015 2014 2016 to 2015 Change
(in millions of U.S. dollars)(in millions of U.S. dollars)
Net cash provided by (used in):              
Operating activities$3,303
 $4,257
 $3,442
 $(954)$4,575
 $4,092
 $3,486
 $483
Investing activities(1,156) (535) (703) (621)(610) (1,170) (1,056) 560
Financing activities(3,066) (2,559) (2,122) (507)(3,397) (3,202) (3,165) (195)
Effect of exchange rate changes on cash and cash equivalents(90) (223) 246
 133
(23) (280) 25
 257
Net (decrease) increase in cash and cash equivalents$(1,009) $939
 $863
 $(1,948)
Net increase (decrease) in cash and cash equivalents$545
 $(561) $(711) $1,105
_______________ 
(1)Amounts in table may not total due to rounding.
Amounts in table may not total due to rounding.
Operating activities: The reduction in operating cash flow included the impact of a discretionary cash contribution of $500 million made to our U.S. defined benefit pension plan during fiscal 2013, which had a net impact of $350 million, after tax. The reductionyear-over-year increase in operating cash flow was also due to other changes inprimarily driven by revenue growth and higher operating assets and liabilities, including an increase inincome, as well as higher collections on net client balances (receivables from clients, current and non-current unbilled services and deferred revenues), partially offset by other changes in operating assets and liabilities, including higher net income.spending on certain compensation payments.
Investing activities:The $621Cash used in investing activities decreased $560 million increase in cash used was primarily due to increasedyear-over-year, as higher spending on business acquisitions.acquisitions, investments and property and equipment was more than offset by proceeds of $815 million from the Navitaire divestiture and Duck Creek partial divestiture. For additional information, see Note 65 (Business Combinations and Goodwill)Divestitures) to our Consolidated Financial Statements under Item 8, “Financial Statements and Supplementary Data.”

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Financing activities: The $507$195 million increase in cash used in financing activities was primarily due to an increase in the net purchases of ordinary shares and an increase in cash dividends paid. For additional information, see Note 13 (Material Transactions Affecting Shareholders’ Equity) to our Consolidated Financial Statements under Item 8, “Financial Statements and Supplementary Data.”
We believe that our available cash balances and the cash flows expected to be generated from operations will be sufficient to satisfy our current and planned working capital and investment needs for the next twelve months. We also believe that our longer-term working capital and other general corporate funding requirements will be satisfied through cash flows from operations and, to the extent necessary, from our borrowing facilities and future financial market activities.
Substantially all of our cash is held in jurisdictions where there are no regulatory restrictions or material tax effects on the free flow of funds. Domestic cash inflows for our Irish parent, principally dividend distributions from lower-tier subsidiaries, have been sufficient to meet our historic cash requirements, and we expect this to continue into the future.

42



Borrowing Facilities
As of August 31, 2013,2016, we had the following borrowing facilities, including the issuance of letters of credit, to support general working capital purposes:
Facility
Amount
 Borrowings
Under
Facilities
Facility
Amount
 Borrowings
Under
Facilities
(in millions of U.S. dollars)(in millions of U.S. dollars)
Syndicated loan facility (1)$1,000
 $
$1,000
 $
Separate, uncommitted, unsecured multicurrency revolving credit facilities (2)508
 
516
 
Local guaranteed and non-guaranteed lines of credit (3)170
 
165
 
Total$1,678
 $
$1,681
 $
_______________ 
(1)
ThisOn December 22, 2015, we replaced our $1.0 billion syndicated loan facility which maturesmaturing on October 31, 2016, with a $1.0 billion syndicated loan facility maturing on December 22, 2020. This facility provides unsecured, revolving borrowing capacity for general working capital purposes, including the issuance of letters of credit. Financing is provided under this facility at the prime rate or at the London Interbank Offered Rate plus a spread. We continue to be in compliance with relevant covenant terms. The facility is subject to annual commitment fees. As of August 31, 20132016 and 2012,2015, we had no borrowings under either the current or the prior loan facility.
(2)
We maintain separate, uncommitted and unsecured multicurrency revolving credit facilities. These facilities provide local-currency financing for the majority of our operations. Interest rate terms on the revolving facilities are at market rates prevailing in the relevant local markets. As of August 31, 20132016 and 2012,2015, we had no borrowings under these facilities.
(3)
We also maintain local guaranteed and non-guaranteed lines of credit for those locations that cannot access our global facilities. As of August 31, 20132016 and 2012,2015, we had no borrowings under these various facilities.
Under the borrowing facilities described above, we had an aggregate of $179$169 million and $164$167 million of letters of credit outstanding as of August 31, 20132016 and 2012,2015, respectively. In addition, we had total outstanding debt of $25.60approximately $27 million and $0.03 million as of at both August 31, 20132016 and 2012, respectively.2015.

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Share Purchases and Redemptions
The Board of Directors of Accenture plc has authorized funding for our publicly announced open-market share purchase program for acquiring Accenture plc Class A ordinary shares and for purchases and redemptions of Accenture plc Class A ordinary shares, Accenture SCA Class I commonHoldings plc ordinary shares and Accenture Canada Holdings Inc. exchangeable shares held by our current and former members of Accenture Leadership and their permitted transferees. As of August 31, 2013, our aggregate available authorization was $1,964 million for our publicly announced open-market share purchase and these other share purchase programs.
Our share purchase activity during fiscal 20132016 was as follows:
Accenture plc Class A
Ordinary Shares
 
Accenture SCA Class I
Common Shares and Accenture Canada
Holdings Inc. Exchangeable Shares
Accenture plc Class A Ordinary Accenture Holdings plc Ordinary and Accenture Canada
Holdings Inc. Exchangeable
Shares Amount Shares       Amount      Shares Amount Shares       Amount      
(in millions of U.S. dollars, except share amounts)(in millions of U.S. dollars, except share amounts)
Open-market share purchases (1)26,547,155
 $1,997
 
 $
19,989,726
 $2,122
 
 $
Other share purchase programs
 
 3,062,148
 218

 
 653,222
 72
Other purchases (2)4,750,122
 330
 
 
3,857,795
 411
 
 
Total31,297,277
 $2,326
 3,062,148
 $218
23,847,521
 $2,533
 653,222
 $72
_______________
(1)
We conduct a publicly announced open-market share purchase program for Accenture plc Class A ordinary shares. These shares are held as treasury shares by Accenture plc and may be utilized to provide for select employee benefits, such as equity awards to our employees.
(2)
During fiscal 2013,2016, as authorized under our various employee equity share plans, we acquired Accenture plc Class A ordinary shares primarily via share withholding for payroll tax obligations due from employees and former employees in connection with the delivery of Accenture plc Class A ordinary shares under those plans. These purchases of shares in connection with employee share plans do not affect our aggregate available authorization for our publicly announced open-market share purchase and the other share purchase programs.
(3)Amounts in table may not total due to rounding.

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We intend to continue to use a significant portion of cash generated from operations for share repurchases during fiscal 2014.2017. The number of shares ultimately repurchased under our open-market share purchase program may vary depending on numerous factors, including, without limitation, share price and other market conditions, our ongoing capital allocation planning, the levels of cash and debt balances, other demands for cash, such as acquisition activity, general economic and/or business conditions, and board and management discretion. Additionally, as these factors may change over the course of the year, the amount of share repurchase activity during any particular period cannot be predicted and may fluctuate from time to time. Share repurchases may be made from time to time through open-market purchases, in respect of purchases and redemptions of Accenture SCA Class I commonHoldings plc ordinary shares and Accenture Canada Holdings Inc. exchangeable shares, through the use of Rule 10b5-1 plans and/or by other means. The repurchase program may be accelerated, suspended, delayed or discontinued at any time, without notice.
Other Share Redemptions
During fiscal 2013,2016, we issued 11,019,187775,023 Accenture plc Class A ordinary shares upon redemptions of an equivalent number of Accenture SCA Class I commonHoldings plc ordinary shares pursuant to our registration statement on Form S-3 (the “registration statement”). The registration statement allows us, at our option, to issue freely tradable Accenture plc Class A ordinary shares in lieu of cash upon redemptions of Accenture SCA Class I commonHoldings plc ordinary shares held by current and former members of Accenture Leadership and their permitted transferees.
Subsequent Developments
On September 25, 2013,27, 2016, the Board of Directors of Accenture plc declared a semi-annual cash dividend of $0.93$1.21 per share on our Class A ordinary shares for shareholders of record at the close of business on October 11, 2013.21, 2016. On September 28, 2016, the Board of Directors of Accenture Holdings plc will cause Accenture SCA to declaredeclared a semi-annual cash dividend of $0.93$1.21 per share on its Class I commonordinary shares for shareholders of record at the close of business on October 8, 2013.18, 2016. Both dividends are payable on November 15, 2013.2016.
On September 25, 2013, the Board of Directors of Accenture plc approved $5.0 billion in additional share repurchase authority bringing Accenture’s total outstanding authority to approximately $6.96 billion.


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Obligations and Commitments
As of August 31, 2013,2016, we had the following obligations and commitments to make future payments under contracts, contractual obligations and commercial commitments:
 Payments due by period Payments due by period
Contractual Cash Obligations (1) Total Less than
1 year
 1-3 years 3-5 years More than
5 years
 Total Less than
1 year
 1-3 years 3-5 years More than
5 years
 (in millions of U.S. dollars) (in millions of U.S. dollars)
Long-term debt $32
 $
 $2
 $6
 $25
 $27
 $3
 $7
 $8
 $9
Operating leases 2,160
 455
 649
 383
 675
 2,817
 517
 821
 577
 903
Retirement obligations (2) 111
 12
 23
 23
 54
 106
 11
 22
 22
 51
Purchase obligations and other commitments (3) 231
 171
 53
 5
 2
 145
 56
 89
 
 
Total $2,534
 $637
 $726
 $416
 $755
 $3,096
 $586
 $940
 $607
 $962
 _______________
Amounts in table may not total due to rounding.
(1)
The liability related to unrecognized tax benefits has been excluded from the contractual obligations table because a reasonable estimate of the timing and amount of cash out flowsoutflows from future tax settlements cannot be determined. For additional information, refer tosee Note 9 (Income Taxes) to our Consolidated Financial Statements under Item 8, “Financial Statements and Supplementary Data.”
(2)
Amounts represent projected payments under certain unfunded retirement plans for former pre-incorporation partners. Given these plans are unfunded, we pay these benefits directly. These plans were eliminated for active partners after May 15, 2001.
(3)
Other commitments include, among other things, information technology, software support and maintenance obligations, as well as other obligations in the ordinary course of business that we cannot cancel or where we would be required to pay a termination fee in the event of cancellation. Amounts shown do not include recourse that we may have to recover termination fees or penalties from clients.
(4)Amounts in table may not total due to rounding.

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Off-Balance Sheet Arrangements
In the normal course of business and in conjunction with some client engagements, we have entered into contractual arrangements through which we may be obligated to indemnify clients with respect to certain matters. These arrangements with clients can include provisions whereby we have joint and several liability in relation to the performance of certain contractual obligations along with third parties also providing services and products for a specific project. In addition, our consulting arrangements may include warranty provisions that our solutions will substantially operate in accordance with the applicable system requirements. Indemnification provisions are also included in arrangements under which we agree to hold the indemnified party harmless with respect to third party claims related to such matters as title to assets sold or licensed or certain intellectual property rights.
Typically, we have contractual recourse against third parties for certain payments made by us in connection with arrangements where third party nonperformance has given rise to the client’s claim. Payments by us under any of the arrangements described above are generally conditioned on the client making a claim which may be disputed by us typically under dispute resolution procedures specified in the particular arrangement. The limitations of liability under these arrangements may be expressly limited or may not be expressly specified in terms of time and/or amount.
For arrangements with unspecified limitations, we cannot reasonably estimate the aggregate maximum potential liability, as it is inherently difficult to predict the maximum potential amount of such payments, due to the conditional nature and unique facts of each particular arrangement.
To date, we have not been required to make any significant payment under any of the arrangements described above.these arrangements. For further discussion of these transactions, see Note 15 (Commitments and Contingencies) to our Consolidated Financial Statements under Item 8, “Financial Statements and Supplementary Data.”


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Recently Adopted Accounting PronouncementsPronouncement
In August 2013,2016, we early adopted guidance issued by the Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) No. 2015-17, Balance Sheet Classification of Deferred Taxes, which amends existing guidance on income taxes to require the classification of all deferred tax assets and liabilities as non-current on the balance sheet. We adopted this ASU using the retrospective method which required reclassification of current deferred taxes as previously reported on our August 31, 2015 Consolidated Balance Sheets to non-current, resulting in an increase to non-current deferred tax assets of $816 million and a decrease to noncurrent deferred tax liabilities of $22 million.
New Accounting Pronouncements
On March 31, 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting, which simplifies the accounting for share-based payment transactions. The new guidance requires enhanced disclosuresexcess tax benefits and tax deficiencies to be recorded in the notesincome statement when the awards vest or are settled. In addition, the ASU includes provisions that impact the classification of awards as either equity or liabilities and the classification of excess tax benefits on the cash flow statements. We will early adopt the standard effective September 1, 2016. Following adoption, the primary impact on our Consolidated Financial Statements will be the recognition of excess tax benefits in the provision for income taxes rather than Additional paid-in capital, which will likely result in increased volatility in the reported amounts of income tax expense and net income. We estimate this change will reduce our fiscal 2017 effective tax rate by less than two percentage points. The actual impact of adopting this standard on the effective tax rate will vary depending on our share price during fiscal 2017. Provisions of the new guidance related to changes to classification of excess tax benefits in the consolidated financialcash flow statements are expected to present separately, by item, reclassifications outbe adopted retrospectively. We are continuing to evaluate the impacts of accumulated other comprehensive income (loss). The earlythe adoption of this guidance didand our preliminary assessments are subject to change.
On March 15, 2016, the FASB issued ASU No. 2016-07, Simplifying the Transition to the Equity Method of Accounting, which eliminates the requirement to retrospectively apply equity method accounting when an entity increases ownership or influence in a previously held investment. The ASU will be effective for us beginning September 1, 2017, including interim periods in our fiscal year 2018. We do not expect the adoption of this ASU to have a material impact on our Consolidated Financial Statements. For
On February 25, 2016, the FASB issued ASU No. 2016-02, Leases, which amends existing guidance to require lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by long-term leases and to disclose additional quantitative and qualitative information related toabout leasing arrangements. The ASU will be effective for us beginning September 1, 2019, including interim periods in our fiscal year 2020, and allows for a modified retrospective method upon adoption. We are assessing the reclassifications outimpact of accumulated other comprehensive income (loss), see Note 4 (Accumulated Other Comprehensive Loss) tothis ASU on our Consolidated Financial Statements under Item 8, “Financial Statements and Supplementary Data.”Statements.
In September 2012, we adopted guidance issued byOn January 5, 2016, the FASB issued ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities, which requires companies to present net incomeamends certain aspects of recognition, measurement, presentation and other comprehensive incomedisclosure of financial instruments. The ASU will be effective for us beginning September 1, 2018, including interim periods in either one continuous statement or in two separate but consecutive statements. Theour fiscal year 2019. We do not expect the adoption of this guidance resulted in a change in the presentation of the components of comprehensive income, which are now presented in the Consolidated Statements of Comprehensive Income rather than in the Consolidated Shareholders’ Equity Statements, under Item 8, “Financial Statements and Supplementary Data.”
In September 2011, the FASB issued guidance on testing goodwill for impairment. The new guidance provides an entity the optionASU to first perform a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If an entity determines that this is the case, it is required to perform the prescribed two-step goodwill impairment test to identify potential goodwill impairment and measure the amount of goodwill impairment to be recognized for that reporting unit (if any). If an entity determines that the fair value of a reporting unit is greater than its carrying amount, the two-step goodwill impairment test is not required. We adopted this new guidance for our fiscal 2013 annual goodwill impairment test. The adoption of this guidance did not have a material impact on our Consolidated Financial Statements under Item 8, “Financial Statements and Supplementary Data.”Statements.
New Accounting Pronouncement
In December 2011,On May 28, 2014, the FASB issued ASU No. 2014-09 (Accounting Standard Codification 606), Revenue from Contracts with Customers, which will replace most existing revenue recognition guidance requiring enhanced disclosures about certain financial instruments and derivative instruments that are offset in the Consolidated Balance Sheet or that are subject to enforceable master netting arrangements.U.S. GAAP. The new guidance requires the disclosurecore principle of the gross amounts subjectASU is that an entity should recognize revenue for the transfer of goods or services equal to rightsthe amount that it expects to be entitled to receive for those goods or services. The ASU requires additional disclosure about the nature, amount, timing and uncertainty of offset, amounts offsetrevenue and the related net exposure.cash flows arising from customer contracts, including significant judgments and changes in judgments. The new guidanceASU will be effective for Accentureus beginning September 1, 2018, including interim periods in our fiscal year 2019, and allows for both retrospective and modified retrospective methods of adoption. We will adopt the first quarterguidance on September 1, 2018 and apply the modified retrospective method.We are assessing the impact of fiscal 2014, at which time we will include the required disclosures.this ASU on our Consolidated Financial Statements.

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ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
All of our market risk sensitive instruments were entered into for purposes other than trading.
Foreign Currency Risk
We are exposed to foreign currency risk in the ordinary course of business. We hedge material cash flow exposures when feasible using forward contracts. These instruments are subject to fluctuations in foreign currency exchange rates and credit risk. Credit risk is managed through careful selection and ongoing evaluation of the financial institutions utilized as counterparties.
Certain of these hedge positions are undesignated hedges of balance sheet exposures such as intercompany loans and typically have maturities of less than one year. These hedges—primarily U.S. dollar/Euro, U.S. dollar/Indian rupee, U.S. dollar/Australian dollar, U.S. dollar/Singapore dollar,Euro, U.S. dollar/Japanese yen, U.S. dollar/U.K. pound, U.S. dollar/Brazilian real, U.S. dollar/Swiss franc, U.S. dollar/Philippine peso and U.S. dollar/Norwegian krone—are intended to offset remeasurement of the underlying assets and liabilities. Changes in the fair value of these derivatives are recorded in Other expense, net in the Consolidated Income Statement. Additionally, we have hedge positions that are designated cash flow hedges of certain intercompany charges relating to our Global Delivery Network. These hedges—U.S. dollar/Indian rupee, U.S. dollar/Philippine peso, Euro/Indian rupee, U.K. pound/Indian rupee and Euro/Indian rupee,Japanese yen/Chinese yuan, which typically have maturities not exceeding three years—are intended to partially offset the impact of foreign currency movements on future costs relating to resources supplied by our Global Delivery Network. For additional information, see Note 7 (Derivative Financial Instruments) to our Consolidated Financial Statements under Item 8, “Financial Statements and Supplementary Data.”
For designated cash flow hedges, gains and losses currently recorded in Accumulated other comprehensive loss will be reclassified into earnings at the time when certain anticipated intercompany charges are accrued as Cost of services. As of August 31, 2013,2016, it was anticipated that $177approximately $61 million of the net losses,gains, net of tax, currently recorded in Accumulated other comprehensive loss will be reclassified into Cost of services within the next 12 months.

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We use sensitivity analysis to determine the effects that market foreign currency exchange rate fluctuations may have on the fair value of our hedge portfolio. The sensitivity of the hedge portfolio is computed based on the market value of future cash flows as affected by changes in exchange rates. This sensitivity analysis represents the hypothetical changes in value of the hedge position and does not reflect the offsetting gain or loss on the underlying exposure. A 10% change in the levels of foreign currency exchange rates against the U.S. dollar (or other base currency of the hedge if not a U.S. dollar hedge) with all other variables held constant would have resulted in a change in the fair value of our hedge instruments of approximately $309$328 million and $402$305 million as of August 31, 20132016 and 2012,2015, respectively.

Interest Rate Risk
The interest rate risk associated with our borrowing and investing activities as of August 31, 20132016 is not material in relation to our consolidated financial position, results of operations or cash flows. While we may do so in the future, we have not used derivative financial instruments to alter the interest rate characteristics of our investment holdings or debt instruments.
Other Market Risk
The privately held companies in which we invest are often in a start-up or development stage, which is inherently risky. The technologies or products these companies have under development are typically in the early stages and may never materialize, which could result in a loss of a substantial part of our investment in these companies. The evaluation of privately held companies is based on information that we request from these companies, which is not subject to the same disclosure regulations as U.S. publicly traded companies, and as such, the basis for these evaluations is subject to the timing and accuracy of the data received from these companies. We have minimal exposure on our long-term investments in privately held companies as these investments were insignificant as of August 31, 2016.
Equity Price Risk
The equity price risk associated with our marketable equity securities that are subject to market price volatility is not material in relation to our consolidated financial position, results of operations or cash flows.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
See the Index to Consolidated Financial Statements and financial statements commencing on page F-1.F-1, which are incorporated herein by reference.

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ITEM 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.
ITEM 9A. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our principal executive officer and our principal financial officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this report. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. Based on that evaluation, the principal executive officer and the principal financial officer of Accenture plc have concluded that, as of the end of the period covered by this report, our disclosure controls and procedures were effective at the reasonable assurance level.
Management’s Annual Report on Internal Control over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting to provide reasonable assurance regarding the reliability of our financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Internal control over financial reporting includes those policies and procedures that:
i.pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of our assets;
ii.provide reasonable assurance that the transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of management and our Board of Directors; and
iii.provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on our financial statements.
Due to its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate due to changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting using the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control—Integrated Framework.Framework (2013). Based on its evaluation, our management concluded that our internal control over financial reporting was effective as of the end of the fiscal year covered by this Annual Report on Form 10-K.

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KPMG LLP, an independent registered public accounting firm, has audited the Consolidated Financial Statements included in this Annual Report on Form 10-K and, as part of their audit, has issued its attestation report, included herein, on the effectiveness of our internal control over financial reporting. See “Report of Independent Registered Public Accounting Firm” on page F-2.
Changes in Internal Control over Financial Reporting
There has been no change in our internal control over financial reporting that occurred during the fourth quarter of fiscal 20132016 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
ITEM 9B. OTHER INFORMATION
None.


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PART III

ITEM 10.DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
ThereExcept as described in Part II, Item 5 of our Quarterly Report on Form 10-Q for the quarter ended February 29, 2016, there have been no material changes to the procedures by which security holders may recommend nominees to our Board of Directors from those described in the Proxy Statementproxy statement for our Annual General Meeting of Shareholders filed with the SEC on December 17, 2012.11, 2015.
Information about our executive officers is contained in the discussion entitled “Executive Officers of the Registrant” in Part I of this Form 10-K. The remaining information called for by Item 10 will be included in the sections captioned “Board“Re-Appointment of Directors,” “Corporate Governance” and Corporate Governance Matters—Director Biographies,” “Board and Corporate Governance Matters—Board Meetings and Committees,” “Board and Corporate Governance Matters—Audit Committee” and “Section 16(a) Beneficial Ownership Reporting Compliance”“Beneficial Ownership” included in the definitive proxy statement relating to the 20142017 Annual General Meeting of Shareholders of Accenture plc to be held on January 30, 2014February 10, 2017 and is incorporated herein by reference. Accenture plc will file such definitive proxy statement with the SEC pursuant to Regulation 14A not later than 120 days after the end of the Company’s 20132016 fiscal year covered by this Form 10-K.

ITEM 11.EXECUTIVE COMPENSATION
The information called for by Item 11 will be included in the sections captioned “Compensation of Executive Officers“Executive Compensation” and Directors,” “Compensation Committee Interlocks and Insider Participation” and “Reports of the Committees of the Board—Compensation Committee Report”“Director Compensation” included in the definitive proxy statement relating to the 20142017 Annual General Meeting of Shareholders of Accenture plc to be held on January 30, 2014February 10, 2017 and is incorporated herein by reference. Accenture plc will file such definitive proxy statement with the SEC pursuant to Regulation 14A not later than 120 days after the end of the Company’s 20132016 fiscal year covered by this Form 10-K.

ITEM 12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED SHAREHOLDER MATTERS
Securities Authorized for Issuance under Equity Compensation Plans
The following table sets forth, as of August 31, 2013,2016, certain information related to our compensation plans under which Accenture plc Class A ordinary shares may be issued.
Plan Category 
Number of
Shares to be
Issued Upon
Exercise of
Outstanding
Options,
Warrants and
Rights
 
Weighted-
Average
Exercise
Price of
Outstanding
Options,
Warrants
and Rights
 
Number of
Shares
Remaining
Available for
Future
Issuance
Under Equity
Compensation
Plans
(Excluding
Securities
Reflected in
1st Column)
 
Number of
Shares to be
Issued Upon
Exercise of
Outstanding
Options,
Warrants and
Rights
 
Weighted-
Average
Exercise
Price of
Outstanding
Options,
Warrants
and Rights
 
Number of
Shares
Remaining
Available for
Future
Issuance
Under Equity
Compensation
Plans
(Excluding
Securities
Reflected in
1st Column)
Equity compensation plans approved by shareholders:            
2001 Share Incentive Plan 12,515,653
(1) $25.115
 
 439,242
(1) $35.417
 
Amended and Restated 2010 Share Incentive Plan 24,428,576
(2) 42.699
 37,517,583
 22,478,425
(2) 48.105
 23,167,880
2010 Employee Share Purchase Plan 
 N/A
 21,570,401
Amended and Restated 2010 Employee Share Purchase Plan 
 N/A
 47,420,425
Equity compensation plans not approved by shareholders 
 N/A
 
 
 N/A
 
Total 36,944,229
   59,087,984
 22,917,667
   70,588,305
_______________
(1)
Consists of 3,701,734 stock options with a weighted average exercise price of $25.115 per share and 8,813,919419,683 restricted share units.
units and 19,559 stock options.
(2)
Consists of 12,675 stock options with a weighted average exercise price of $42.699 per share and 24,415,90122,474,674 restricted share units.
units and 3,751 stock options.
The remaining information called for by Item 12 will be included in the sectionssection captioned “Beneficial Ownership of Directors and Executive Officers” and “Beneficial Ownership of More Than Five Percent of Any Class of Voting Securities”Ownership” included in the definitive proxy statement relating to the 20142017 Annual General Meeting of Shareholders of Accenture plc to be held on January 30, 2014February 10, 2017 and is incorporated herein by reference. Accenture plc will file such definitive proxy statement with the SEC pursuant to Regulation 14A not later than 120 days after the end of the Company’s 20132016 fiscal year covered by this Form 10-K.

5348



ITEM 13.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
The information called for by Item 13 will be included in the sectionssection captioned “Board and Corporate Governance Matters—Director Independence” and “Board and Corporate Governance Matters—Certain Relationships and Related Person Transactions”“Corporate Governance” included in the definitive proxy statement relating to the 20142017 Annual General Meeting of Shareholders of Accenture plc to be held on January 30, 2014February 10, 2017 and is incorporated herein by reference. Accenture plc will file such definitive proxy statement with the SEC pursuant to Regulation 14A not later than 120 days after the end of the Company’s 20132016 fiscal year covered by this Form 10-K.
ITEM 14.    PRINCIPAL ACCOUNTING FEES AND SERVICES
The information called for by Item 14 will be included in the sectionssection captioned “Independent Auditor’s Fees”“Audit” included in the definitive proxy statement relating to the 20142017 Annual General Meeting of Shareholders of Accenture plc to be held on January 30, 2014February 10, 2017 and is incorporated herein by reference. Accenture plc will file such definitive proxy statement with the SEC pursuant to Regulation 14A not later than 120 days after the end of the Company’s 20132016 fiscal year covered by this Form 10-K.


5449



PART IV

ITEM 15.    EXHIBITS, FINANCIAL STATEMENT SCHEDULES
(a) List of documents filed as part of this report:
1.    Financial Statements as of August 31, 20132016 and August 31, 20122015 and for the three years ended August 31, 20132016—Included in Part II of this Form 10-K:
Consolidated Balance Sheets
Consolidated Income Statements
Consolidated Statements of Comprehensive Income
Consolidated Shareholders’ Equity Statements
Consolidated Cash Flows Statements
Notes to Consolidated Financial Statements
2.    Financial Statement Schedules:
None
3.    Exhibit Index:
Exhibit
Number
  Exhibit
3.1  Amended and Restated Memorandum and Articles of Association of Accenture plc (incorporated by reference to Exhibit 3.1 to Accenture plc’s 8-K filed on February 9, 2012)3, 2016)
3.2  Certificate of Incorporation of Accenture plc (incorporated by reference to Exhibit 3.2 to Accenture plc’s 8-K12B filed on September 1, 2009 (the “8-K12B”))
10.1  Form of Voting Agreement, dated as of April 18, 2001, among Accenture Ltd and the covered persons party thereto as amended and restated as of February 3, 2005 (incorporated by reference to Exhibit 9.1 to the Accenture Ltd February 28, 2005 10-Q (File No. 001-16565)(the (the “February 28, 2005 10-Q”))
10.2  Assumption Agreement of the Amended and Restated Voting Agreement, dated September 1, 2009 (incorporated by reference to Exhibit 10.4 to the 8-K12B)
10.3*  Form of Non-Competition Agreement, dated as of April 18, 2001, among Accenture Ltd and certain employees (incorporated by reference to Exhibit 10.2 to the Accenture Ltd Registration Statement on Form S-1 (File No. 333-59194) filed on April 19, 2001 (the “April 19, 2001 Form S-1”))
10.4  Assumption and General Amendment Agreement between Accenture plc and Accenture Ltd, dated September 1, 2009 (incorporated by reference to Exhibit 10.1 to the 8-K12B)
10.5*  2001 Share Incentive Plan (incorporated by reference to Exhibit 10.3 to the Accenture Ltd Registration Statement on Form S-1/A (File No. 333-59194) filed on July 12, 2001)
10.6*  Amended and Restated 2010 Share Incentive Plan (incorporated by reference to Exhibit 1010.1 to Accenture plc’s 8-K filed on February 6, 2013)3, 2016)
10.7*  Amended and Restated 2010 Employee Share Purchase Plan (incorporated by reference to Annex B ofExhibit 10.2 to Accenture plc’s definitive Proxy Statement on Schedule 14A8-K filed on December 21, 2009)February 3, 2016)
10.8  Form ofMemorandum and Articles of Association and Deed Poll of Accenture SCA, updated as of November 15, 2010Holdings plc (incorporated by reference to Exhibit 10.13.1 to the November 30, 2010 10-Q)Accenture Holdings plc’s 8-K12G3 filed on August 26, 2015 (the “8-K12G3”)
10.9  Form of Accenture SCA Transfer Rights Agreement, dated as of April 18, 2001, among Accenture SCA and the covered persons party thereto as amended and restated as of February 3, 2005 (incorporated by reference to Exhibit 10.2 to the February 28, 2005 10-Q)
10.10*  Form of Non-Competition Agreement, dated as of April 18, 2001, among Accenture SCA and certain employees (incorporated by reference to Exhibit 10.7 to the April 19, 2001 Form S-1)
10.11  Form of Letter Agreement, dated April 18, 2001, between Accenture SCA and certain shareholders of Accenture SCA (incorporated by reference to Exhibit 10.8 to the April 19, 2001 Form S-1)
10.12  Form of Support Agreement, dated as of May 23, 2001, between Accenture Ltd and Accenture Canada Holdings Inc. (incorporated by reference to Exhibit 10.9 to the Accenture Ltd Registration Statement on Form S-1/A (File No. 333-59194) filed on July 2, 2001 (the “July 2, 2001 Form S-1/A”))
10.13  First Supplemental Agreement to Support Agreement among Accenture plc, Accenture Ltd and Accenture Canada Holdings Inc., dated September 1, 2009 (incorporated by reference to Exhibit 10.2 to the 8-K12B)
10.14* Employment Agreement between Accenture SAS and Pierre Nanterme dated as of June 20, 2013 (incorporated by reference to Exhibit 10.2 to the May 31, 2013 10-Q)

50



10.15*  Form of Employment Agreement of executive officers in the United States (incorporated by reference to Exhibit 10.3 to the February 28, 2013 10-Q)

55


10.16* Form of Employment Agreement of executive officers in the United Kingdom (filed herewith)(incorporated by reference to Exhibit 10.16 to the August 31, 2013 10-K)
10.17* Addendum toForm of Employment Agreement between Accenture LLP and Pamela Craig dated as of December 1, 2012executive officers in Singapore (incorporated by reference to Exhibit 10.410.17 to the February 28, 2013 10-Q)August 31, 2015 10-K)
10.18*Letter Agreement between Accenture plc and Pamela Craig dated as of August 26, 2013 (filed herewith)
10.19*Employment Agreement between Accenture LLP and William D. Green dated as of December 1, 2012 (incorporated by reference to Exhibit 10.5 to the February 28, 2013 10-Q)
10.2010.18 Form of Articles of Association of Accenture Canada Holdings Inc. (incorporated by reference to Exhibit 10.11 to the July 2, 2001 Form S-1/A)
10.2110.19 Articles of Amendment to Articles of Association of Accenture Canada Holdings Inc. (filed herewith)(incorporated by reference to Exhibit 10.21 to the August 31, 2013 10-K)
10.2210.20 Form of Exchange Trust Agreement by and between Accenture Ltd and Accenture Canada Holdings Inc. and CIBC Mellon Trust Company, made as of May 23, 2001 (incorporated by reference to Exhibit 10.12 to the July 2, 2001 Form S-1/A)
10.2310.21  First Supplemental Agreement to Exchange Trust Agreement among Accenture plc, Accenture Ltd, Accenture Canada Holdings Inc. and Accenture Inc., dated September 1, 2009 (incorporated by reference to Exhibit 10.3 to the 8-K12B)
10.24*Form of Nonqualified Share Option Agreement for senior executives pursuant to Accenture Ltd 2001 Share Incentive Plan (incorporated by reference to Exhibit 4.2 to the Accenture Ltd November 30, 2004 10-Q (File No. 001-16565))
10.25*10.22* Form of Key Executive Performance-Based Award Restricted Share Unit Agreement pursuant to the Amended and Restated Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.6 to the February 28, 2013 10-Q)
10.26*Form of Key Executive Performance-Based Award Restricted Share Unit Agreement pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.210.4 to the February 29, 20122016 10-Q)
10.27*10.23* Form of Key Executive Performance-Based Award Restricted Share Unit Agreement pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.2 to the February 28, 20112015 10-Q)
10.28*10.24*  Form of Key Executive Performance-Based Award Restricted Share Unit Agreement pursuantAmendment to Accenture Ltd 2001 Share Incentive Plan (incorporated by reference to Exhibit 10.1 to the Accenture Ltd February 28, 2007 10-Q (File No. 001-16565)(the “February 28, 2007 10-Q”))
10.29*Form of Key Executive Performance-Based Award Restricted Share Unit Agreement in France pursuant to Accenture Ltd 2001 Share Incentive Plan (incorporated by reference to Exhibit 10.23 to the August 31, 2012 10-K)
10.30*Form of Key Executive Performance-Based Award Restricted Share Unit Agreement in France pursuant to Accenture Ltd 2001 Share Incentive Plan (incorporated by reference to Exhibit 10.24 to the August 31, 2012 10-K)
10.31*Form of Senior Officer Performance Equity Award Restricted Share Unit Agreement pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.7 to the February 28, 2013 10-Q)
10.32*Form of Senior Officer Performance Equity Award Restricted Share Unit Agreement pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.3 to the February 29, 2012November 30, 2014 10-Q)
10.33*10.25* Form of Senior Officer Performance Equity Award Restricted Share Unit Agreement pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.3 to the February 28, 20112014 10-Q)
10.34*Form of Senior Officer Performance Equity Award Restricted Share Unit Agreement pursuant to Accenture Ltd 2001 Share Incentive Plan (incorporated by reference to Exhibit 10.2 to the February 28, 2007 10-Q)
10.35*Form of Senior Officer Performance Equity Award Restricted Share Unit Agreement in France pursuant to Accenture Ltd 2001 Share Incentive Plan (incorporated by reference to Exhibit 10.28 to the August 31, 2012 10-K)
10.36*10.26*  Form of Senior Officer Performance Equity Award Restricted Share Unit Agreement in France pursuant to Accenture Ltd 2001 Share Incentive Plan (incorporated by reference to Exhibit 10.29 to the August 31, 2012 10-K)
10.37*10.27*Form of Accenture Leadership Performance Equity Award Restricted Share Unit Agreement pursuant to the Amended and Restated Accenture plc Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.5 to the February 29, 2016 10-Q)
10.28* Form of Accenture Leadership Performance Equity Award Restricted Share Unit Agreement pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.810.3 to the February 28, 20132015 10-Q)
10.38*10.29* Form of Senior Executive PerformanceVoluntary Equity AwardInvestment Program Matching Grant Restricted Share Unit Agreement pursuant to the Amended and Restated Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.410.6 to the February 29, 20122016 10-Q)
10.39*Form of Senior Executive Performance Equity Award Restricted Share Unit Agreement pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.4 to the February 28, 2011 10-Q)
10.40*Form of Senior Executive Performance Equity Award Restricted Share Unit Agreement in France pursuant to Accenture plc 2001 Share Incentive Plan (incorporated by reference to Exhibit 10.32 to the August 31, 2012 10-K)
10.41*10.30* Form of Voluntary Equity Investment Program Matching Grant Restricted Share Unit Agreement pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.910.4 to the February 28, 20132015 10-Q)
10.42*10.31* Form of Amendment to the Senior Officer Performance Equity Award Restricted Share Unit Agreement, the Accenture Leadership Performance Equity Award Restricted Share Unit Agreement and the Voluntary Equity Investment Program Matching Grant Restricted Share Unit Agreement pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.5 to the February 29, 2012 10-Q)

56


(filed herewith)
10.43*Form of Voluntary Equity Investment Program Matching Grant Restricted Share Unit Agreement pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.5 to the February 28, 2011 10-Q)
10.44*Form of Bonus Restricted Share Unit Agreement pursuant to Accenture Ltd 2001 Share Incentive Plan (incorporated by reference to Exhibit 10.35 to the August 31, 2012 10-K)
10.45*10.32* Form of Restricted Share Unit Agreement for director grants pursuant to the Amended and Restated Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.10 to the February 28, 2013 10-Q)
10.46*Form of Restricted Share Unit Agreement for director grants pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.610.7 to the February 29, 20122016 10-Q)
10.47*10.33*  Form of Restricted Share Unit Agreement for director grants pursuant to Accenture Ltd 2001 Share Incentive Plan (incorporated by reference to Exhibit 10.1 to the Accenture Ltd February 29, 2008 10-Q)
10.48*10.34* Accenture LLP Leadership Separation Benefits Plan (filed herewith)
10.49*10.35* Description of Global Annual Bonus Plan (filed herewith)(incorporated by reference to Exhibit 10.49 to the August 31, 2013 10-K)
10.50*10.36* Form of Indemnification Agreement, between Accenture International SàrlS.à.r.l. and the indemnitee party thereto (incorporated by reference to Exhibit 10.5 to the 8-K12B)
10.37*Form of Indemnification Agreement, between Accenture Holdings plc, Accenture LLP and the indemnitee party thereto (incorporated by reference to Exhibit 10.1 of the 8-K12G3)
21.1  Subsidiaries of the Registrant (filed herewith)

51



23.1  Consent of KPMG LLP (filed herewith)
23.2  Consent of KPMG LLP related to the Accenture plc 2010 Employee Share Purchase Plan (filed herewith)
24.1  Power of Attorney (included on the signature page hereto)
31.1  Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)
31.2  Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)
32.1  Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)
32.2  Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)
99.1  Amended and Restated Accenture plc 2010 Employee Share Purchase Plan Financial Statements (filed herewith)
101  The following financial information from Accenture plc’s Annual Report on Form 10-K for the fiscal year ended August 31, 2013,2016, formatted in XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets as of August 31, 20132016 and August 31, 2012,2015, (ii) Consolidated Income Statements for the years ended August 31, 2013, 20122016, 2015 and 2011,2014, (iii) Consolidated Statements of Comprehensive Income for the years ended August 31, 2013, 20122016, 2015 and 2011,2014, (iv) Consolidated Shareholders’ Equity Statement for the years ended August 31, 2013, 20122016, 2015 and 2011,2014, (v) Consolidated Cash Flows Statements for the years ended August 31, 2013, 20122016, 2015 and 2011,2014, and (vi) the Notes to Consolidated Financial Statements
(*)Indicates management contract or compensatory plan or arrangement.
The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and you should not rely on them for that purpose. In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time.


5752




SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf on October 29, 201328, 2016 by the undersigned, thereunto duly authorized.
 
ACCENTURE PLC
  
By:
/s/    PIERRE NANTERME
 
Name: Pierre Nanterme
Title: Chief Executive Officer
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Pierre Nanterme, David P. Rowland and Julie Spellman Sweet,Joel Unruch, and each of them, as his or her true and lawful attorneys-in-fact and agents, with power to act with or without the others and with full power of substitution and resubstitution, to do any and all acts and things and to execute any and all instruments which said attorneys and agents and each of them may deem necessary or desirable to enable the registrant to comply with the U.S. Securities Exchange Act of 1934, as amended, and any rules, regulations and requirements of the U.S. Securities and Exchange Commission thereunder in connection with the registrant’s Annual Report on Form 10-K for the fiscal year ended August 31, 20132016 (the “Annual Report”), including specifically, but without limiting the generality of the foregoing, power and authority to sign the name of the registrant and the name of the undersigned, individually and in his or her capacity as a director or officer of the registrant, to the Annual Report as filed with the U.S. Securities and Exchange Commission, to any and all amendments thereto, and to any and all instruments or documents filed as part thereof or in connection therewith; and each of the undersigned hereby ratifies and confirms all that said attorneys and agents and each of them shall do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on October 29, 201328, 2016 by the following persons on behalf of the registrant and in the capacities indicated.
 
Signature  Title
   
/s/    PIERRE NANTERME
  Chief Executive Officer, Chairman of the Board and Director
Pierre Nanterme (principal executive officer)
   
/s/    DAVID P. ROWLAND
  Chief Financial Officer
David P. Rowland (principal financial officer)
   
/s/    RICHARD P. CLARK
  Chief Accounting Officer
Richard P. Clark (principal accounting officer)
   
/s/    JAIME ARDILA
  Director
Jaime Ardila  
   
/s/    DINA DUBLON
  Director
Dina Dublon  

5853



/s/    CHARLES GIANCARLO
  Director
Charles Giancarlo  
   
/s/    NOBUYUKI IDEI
Director
Nobuyuki Idei
/s/    WILLIAM L. KIMSEY
  Director
William L. Kimsey
/s/    ROBERT I. LIPP
Director
Robert I. Lipp  
   
/s/    MARJORIE MAGNER
  Director
Marjorie Magner  
   
/s/    BLYTHE J. MCGARVIE
  Director
Blythe J. McGarvie  
   
/s/    SIRNANCY MARKC MKOODY-STUARTINSTRY
  Director
Sir Mark Moody-StuartNancy McKinstry  
   
/s/    GILLES C. PÉLISSON
  Director
Gilles C. Pélisson  
   
/s/    PAULA A. PRICE
Director
Paula A. Price
/s/    ARUN SARIN
Director
Arun Sarin
/s/    WULF VON SCHIMMELMANN
  Director
Wulf von Schimmelmann  
/s/    FRANK K. TANG
Director
Frank K. Tang



5954


EXHIBIT INDEX

Exhibit
Number
Exhibit
3.1Memorandum and Articles of Association of Accenture plc (incorporated by reference to Exhibit 3.1 to Accenture plc’s 8-K filed on February 9, 2012)
3.2Certificate of Incorporation of Accenture plc (incorporated by reference to Exhibit 3.2 to Accenture plc’s 8-K12B filed on September 1, 2009 (the “8-K12B”))
10.1Form of Voting Agreement, dated as of April 18, 2001, among Accenture Ltd and the covered persons party thereto as amended and restated as of February 3, 2005 (incorporated by reference to Exhibit 9.1 to the Accenture Ltd February 28, 2005 10-Q (File No. 001-16565)(the “February 28, 2005 10-Q”))
10.2Assumption Agreement of the Amended and Restated Voting Agreement, dated September 1, 2009 (incorporated by reference to Exhibit 10.4 to the 8-K12B)
10.3*Form of Non-Competition Agreement, dated as of April 18, 2001, among Accenture Ltd and certain employees (incorporated by reference to Exhibit 10.2 to the Accenture Ltd Registration Statement on Form S-1 (File No. 333-59194) filed on April 19, 2001 (the “April 19, 2001 Form S-1”))
10.4Assumption and General Amendment Agreement between Accenture plc and Accenture Ltd, dated September 1, 2009 (incorporated by reference to Exhibit 10.1 to the 8-K12B)
10.5*2001 Share Incentive Plan (incorporated by reference to Exhibit 10.3 to the Accenture Ltd Registration Statement on Form S-1/A (File No. 333-59194) filed on July 12, 2001)
10.6*Amended and Restated 2010 Share Incentive Plan (incorporated by reference to Exhibit 10 to Accenture plc’s 8-K filed on February 6, 2013)
10.7*2010 Employee Share Purchase Plan (incorporated by reference to Annex B of Accenture plc’s definitive Proxy Statement on Schedule 14A filed on December 21, 2009)
10.8Form of Articles of Association of Accenture SCA, updated as of November 15, 2010 (incorporated by reference to Exhibit 10.1 to the November 30, 2010 10-Q)
10.9Form of Accenture SCA Transfer Rights Agreement, dated as of April 18, 2001, among Accenture SCA and the covered persons party thereto as amended and restated as of February 3, 2005 (incorporated by reference to Exhibit 10.2 to the February 28, 2005 10-Q)
10.10*Form of Non-Competition Agreement, dated as of April 18, 2001, among Accenture SCA and certain employees (incorporated by reference to Exhibit 10.7 to the April 19, 2001 Form S-1)
10.11Form of Letter Agreement, dated April 18, 2001, between Accenture SCA and certain shareholders of Accenture SCA (incorporated by reference to Exhibit 10.8 to the April 19, 2001 Form S-1)
10.12Form of Support Agreement, dated as of May 23, 2001, between Accenture Ltd and Accenture Canada Holdings Inc. (incorporated by reference to Exhibit 10.9 to the Accenture Ltd Registration Statement on Form S-1/A (File No. 333-59194) filed on July 2, 2001 (the “July 2, 2001 Form S-1/A”))
10.13First Supplemental Agreement to Support Agreement among Accenture plc, Accenture Ltd and Accenture Canada Holdings Inc., dated September 1, 2009 (incorporated by reference to Exhibit 10.2 to the 8-K12B)
10.14*Employment Agreement between Accenture SAS and Pierre Nanterme dated as of June 20, 2013 (incorporated by reference to Exhibit 10.2 to the May 31, 2013 10-Q)
10.15*Form of Employment Agreement of executive officers in the United States (incorporated by reference to Exhibit 10.3 to the February 28, 2013 10-Q)
10.16*Form of Employment Agreement of executive officers in the United Kingdom (filed herewith)
10.17*Addendum to Employment Agreement between Accenture LLP and Pamela Craig dated as of December 1, 2012 (incorporated by reference to Exhibit 10.4 to the February 28, 2013 10-Q)
10.18*Letter Agreement between Accenture plc and Pamela Craig dated as of August 26, 2013 (filed herewith)
10.19*Employment Agreement between Accenture LLP and William D. Green dated as of December 1, 2012 (incorporated by reference to Exhibit 10.5 to the February 28, 2013 10-Q)
10.20Form of Articles of Association of Accenture Canada Holdings Inc. (incorporated by reference to Exhibit 10.11 to the July 2, 2001 Form S-1/A)
10.21Articles of Amendment to Articles of Association of Accenture Canada Holdings Inc. (filed herewith)
10.22Form of Exchange Trust Agreement by and between Accenture Ltd and Accenture Canada Holdings Inc. and CIBC Mellon Trust Company, made as of May 23, 2001 (incorporated by reference to Exhibit 10.12 to the July 2, 2001 Form S-1/A)
10.23First Supplemental Agreement to Exchange Trust Agreement among Accenture plc, Accenture Ltd, Accenture Canada Holdings Inc. and Accenture Inc., dated September 1, 2009 (incorporated by reference to Exhibit 10.3 to the 8-K12B)

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10.24*Form of Nonqualified Share Option Agreement for senior executives pursuant to Accenture Ltd 2001 Share Incentive Plan (incorporated by reference to Exhibit 4.2 to the Accenture Ltd November 30, 2004 10-Q (File No. 001-16565))
10.25*Form of Key Executive Performance-Based Award Restricted Share Unit Agreement pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.6 to the February 28, 2013 10-Q)
10.26*Form of Key Executive Performance-Based Award Restricted Share Unit Agreement pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.2 to the February 29, 2012 10-Q)
10.27*Form of Key Executive Performance-Based Award Restricted Share Unit Agreement pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.2 to the February 28, 2011 10-Q)
10.28*Form of Key Executive Performance-Based Award Restricted Share Unit Agreement pursuant to Accenture Ltd 2001 Share Incentive Plan (incorporated by reference to Exhibit 10.1 to the Accenture Ltd February 28, 2007 10-Q (File No. 001-16565)(the “February 28, 2007 10-Q”))
10.29*Form of Key Executive Performance-Based Award Restricted Share Unit Agreement in France pursuant to Accenture Ltd 2001 Share Incentive Plan (incorporated by reference to Exhibit 10.23 to the August 31, 2012 10-K)
10.30*Form of Key Executive Performance-Based Award Restricted Share Unit Agreement in France pursuant to Accenture Ltd 2001 Share Incentive Plan (incorporated by reference to Exhibit 10.24 to the August 31, 2012 10-K)
10.31*Form of Senior Officer Performance Equity Award Restricted Share Unit Agreement pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.7 to the February 28, 2013 10-Q)
10.32*Form of Senior Officer Performance Equity Award Restricted Share Unit Agreement pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.3 to the February 29, 2012 10-Q)
10.33*Form of Senior Officer Performance Equity Award Restricted Share Unit Agreement pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.3 to the February 28, 2011 10-Q)
10.34*Form of Senior Officer Performance Equity Award Restricted Share Unit Agreement pursuant to Accenture Ltd 2001 Share Incentive Plan (incorporated by reference to Exhibit 10.2 to the February 28, 2007 10-Q)
10.35*Form of Senior Officer Performance Equity Award Restricted Share Unit Agreement in France pursuant to Accenture Ltd 2001 Share Incentive Plan (incorporated by reference to Exhibit 10.28 to the August 31, 2012 10-K)
10.36*Form of Senior Officer Performance Equity Award Restricted Share Unit Agreement in France pursuant to Accenture Ltd 2001 Share Incentive Plan (incorporated by reference to Exhibit 10.29 to the August 31, 2012 10-K)
10.37*Form of Accenture Leadership Performance Equity Award Restricted Share Unit Agreement pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.8 to the February 28, 2013 10-Q)
10.38*Form of Senior Executive Performance Equity Award Restricted Share Unit Agreement pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.4 to the February 29, 2012 10-Q)
10.39*Form of Senior Executive Performance Equity Award Restricted Share Unit Agreement pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.4 to the February 28, 2011 10-Q)
10.40*Form of Senior Executive Performance Equity Award Restricted Share Unit Agreement in France pursuant to Accenture plc 2001 Share Incentive Plan (incorporated by reference to Exhibit 10.32 to the August 31, 2012 10-K)
10.41*Form of Voluntary Equity Investment Program Matching Grant Restricted Share Unit Agreement pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.9 to the February 28, 2013 10-Q)
10.42*Form of Voluntary Equity Investment Program Matching Grant Restricted Share Unit Agreement pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.5 to the February 29, 2012 10-Q)
10.43*Form of Voluntary Equity Investment Program Matching Grant Restricted Share Unit Agreement pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.5 to the February 28, 2011 10-Q)
10.44*Form of Bonus Restricted Share Unit Agreement pursuant to Accenture Ltd 2001 Share Incentive Plan (incorporated by reference to Exhibit 10.35 to the August 31, 2012 10-K)
10.45*Form of Restricted Share Unit Agreement for director grants pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.10 to the February 28, 2013 10-Q)
10.46*Form of Restricted Share Unit Agreement for director grants pursuant to Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.6 to the February 29, 2012 10-Q)
10.47*Form of Restricted Share Unit Agreement for director grants pursuant to Accenture Ltd 2001 Share Incentive Plan (incorporated by reference to Exhibit 10.1 to the Accenture Ltd February 29, 2008 10-Q)
10.48*Accenture LLP Leadership Separation Benefits Plan (filed herewith)
10.49*Description of Global Annual Bonus Plan (filed herewith)
10.50*Form of Indemnification Agreement, between Accenture International Sàrl and the indemnitee party thereto (incorporated by reference to Exhibit 10.5 to the 8-K12B)

61


21.1Subsidiaries of the Registrant (filed herewith)
23.1Consent of KPMG LLP (filed herewith)
23.2Consent of KPMG LLP related to the Accenture plc 2010 Employee Share Purchase Plan (filed herewith)
24.1Power of Attorney (included on the signature page hereto)
31.1Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)
31.2Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)
32.1Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)
32.2Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)
99.1Accenture plc 2010 Employee Share Purchase Plan Financial Statements (filed herewith)
101The following financial information from Accenture plc’s Annual Report on Form 10-K for the fiscal year ended August 31, 2013, formatted in XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets as of August 31, 2013 and August 31, 2012, (ii) Consolidated Income Statements for the years ended August 31, 2013, 2012 and 2011, (iii) Consolidated Statements of Comprehensive Income for the years ended August 31, 2013, 2012 and 2011, (iv) Consolidated Shareholders’ Equity Statement for the years ended August 31, 2013, 2012 and 2011, (v) Consolidated Cash Flows Statements for the years ended August 31, 2013, 2012 and 2011, and (vi) the Notes to Consolidated Financial Statements
(*)Indicates management contract or compensatory plan or arrangement.
The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and you should not rely on them for that purpose. In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs of the date they were made or at any other time.

62


ACCENTURE PLC
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
 

F- 1



Report of Independent Registered Public Accounting Firm

The Board of Directors and Shareholders
Accenture plc:
We have audited the accompanying Consolidated Balance Sheetsconsolidated balance sheets of Accenture plc and its subsidiaries (the Company) as of August 31, 20132016 and 2012,2015, and the related Consolidated Income Statements, Consolidated Statementsconsolidated statements of Comprehensive Income, Consolidated Shareholders’ Equity Statements,income, comprehensive income, shareholders’ equity, and Consolidated Cash Flows Statementscash flows for each of the years in the three-year period ended August 31, 2013.2016. We also have audited Accenture plc’s internal control over financial reporting as of August 31, 2013,2016, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Accenture plc’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control over Financial Reporting (Item 9A(b))9A). Our responsibility is to express an opinion on these consolidated financial statements and an opinion on the Company’s internal control over financial reporting based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the consolidated financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Accenture plc and its subsidiaries as of August 31, 20132016 and 2012,2015, and the results of their operations and their cash flows for each of the years in the three-year period ended August 31, 2013,2016, in conformity with U.S. generally accepted accounting principles. Also in our opinion, Accenture plc maintained, in all material respects, effective internal control over financial reporting as of August 31, 2013,2016, based on criteria established in Internal Control - Integrated Framework(2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

/s/ KPMG LLP
Chicago, Illinois
October 29, 201328, 2016




F- 2



ACCENTURE PLC
CONSOLIDATED BALANCE SHEETS
August 31, 20132016 and 20122015
(In thousands of U.S. dollars, except share and per share amounts)
August 31,
2013
 August 31,
2012
August 31,
2016
 August 31,
2015
ASSETS      
CURRENT ASSETS:      
Cash and cash equivalents$5,631,885
 $6,640,526
$4,905,609
 $4,360,766
Short-term investments2,525
 2,261
2,875
 2,448
Receivables from clients, net3,333,126
 3,080,877
4,072,180
 3,840,920
Unbilled services, net1,513,448
 1,399,834
2,150,219
 1,884,504
Deferred income taxes, net794,917
 685,732
Other current assets568,277
 778,701
845,339
 611,436
Total current assets11,844,178
 12,587,931
11,976,222
 10,700,074
NON-CURRENT ASSETS:      
Unbilled services, net18,447
 12,151
68,145
 15,501
Investments43,631
 28,180
198,633
 45,027
Property and equipment, net779,675
 779,494
956,542
 801,884
Goodwill1,818,586
 1,215,383
3,609,437
 2,929,833
Deferred contract costs554,747
 537,943
733,219
 655,482
Deferred income taxes, net1,018,567
 808,765
2,077,312
 2,089,928
Other non-current assets789,218
 695,568
989,494
 964,918
Total non-current assets5,022,871
 4,077,484
8,632,782
 7,502,573
TOTAL ASSETS$16,867,049
 $16,665,415
$20,609,004
 $18,202,647
LIABILITIES AND SHAREHOLDERS’ EQUITY      
CURRENT LIABILITIES:      
Current portion of long-term debt and bank borrowings$
 $11
$2,773
 $1,848
Accounts payable961,851
 903,847
1,280,821
 1,151,464
Deferred revenues2,230,615
 2,275,052
2,364,728
 2,251,617
Accrued payroll and related benefits3,460,393
 3,428,838
4,040,751
 3,687,468
Accrued consumption taxes308,655
 317,622
358,359
 319,350
Income taxes payable266,593
 253,527
362,963
 516,827
Deferred income taxes, net24,031
 21,916
Other accrued liabilities908,852
 908,392
468,529
 562,432
Total current liabilities8,160,990
 8,109,205
8,878,924
 8,491,006
NON-CURRENT LIABILITIES:      
Long-term debt25,600
 22
24,457
 25,587
Deferred revenues relating to contract costs517,397
 553,764
Deferred revenues754,812
 524,455
Retirement obligation872,761
 1,352,266
1,494,789
 1,108,623
Deferred income taxes, net174,818
 105,544
111,020
 91,372
Income taxes payable1,224,251
 1,597,590
850,709
 996,077
Other non-current liabilities463,403
 322,596
304,917
 317,956
Total non-current liabilities3,278,230
 3,931,782
3,540,704
 3,064,070
COMMITMENTS AND CONTINGENCIES
 

 
SHAREHOLDERS’ EQUITY:      
Ordinary shares, par value 1.00 euros per share, 40,000 shares authorized and issued as of August 31, 2013 and August 31, 201257
 57
Class A ordinary shares, par value $0.0000225 per share, 20,000,000,000 shares authorized, 771,301,885 and 745,749,177 shares issued as of August 31, 2013 and August 31, 2012, respectively17
 16
Class X ordinary shares, par value $0.0000225 per share, 1,000,000,000 shares authorized, 30,312,244 and 43,371,864 shares issued and outstanding as of August 31, 2013 and August 31, 2012, respectively1
 1
Ordinary shares, par value 1.00 euros per share, 40,000 shares authorized and issued as of August 31, 2016 and August 31, 201557
 57
Class A ordinary shares, par value $0.0000225 per share, 20,000,000,000 shares authorized, 654,202,813 and 804,757,785 shares issued as of August 31, 2016 and August 31, 2015, respectively15
 18
Class X ordinary shares, par value $0.0000225 per share, 1,000,000,000 shares authorized, 21,917,155 and 23,335,142 shares issued and outstanding as of August 31, 2016 and August 31, 2015, respectively
 1
Restricted share units875,156
 863,714
1,004,128
 1,031,203
Additional paid-in capital2,393,936
 1,341,576
2,924,729
 4,516,810
Treasury shares, at cost: Ordinary, 40,000 shares as of August 31, 2013 and August 31, 2012; Class A ordinary, 135,258,733 and 112,370,409 shares as of August 31, 2013 and August 31, 2012, respectively(7,326,079) (5,285,625)
Treasury shares, at cost: Ordinary, 40,000 shares as of August 31, 2016 and August 31, 2015; Class A ordinary, 33,529,739 and 178,056,462 shares as of August 31, 2016 and August 31, 2015, respectively(2,591,907) (11,472,400)
Retained earnings10,069,844
 7,904,242
7,879,960
 13,470,008
Accumulated other comprehensive loss(1,052,746) (678,148)(1,661,720) (1,411,972)
Total Accenture plc shareholders’ equity4,960,186
 4,145,833
7,555,262
 6,133,725
Noncontrolling interests467,643
 478,595
634,114
 513,846
Total shareholders’ equity5,427,829
 4,624,428
8,189,376
 6,647,571
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY$16,867,049
 $16,665,415
$20,609,004
 $18,202,647
The accompanying Notes are an integral part of these Consolidated Financial Statements.

F- 3



ACCENTURE PLC
CONSOLIDATED INCOME STATEMENTS
For the Years Ended August 31, 2013, 20122016, 2015 and 20112014
(In thousands of U.S. dollars, except share and per share amounts)

2013 2012 20112016 2015 2014
REVENUES:          
Revenues before reimbursements (“Net revenues”)$28,562,810
 $27,862,330
 $25,507,036
$32,882,723
 $31,047,931
 $30,002,394
Reimbursements1,831,475
 1,915,655
 1,845,878
1,914,938
 1,866,493
 1,872,284
Revenues30,394,285
 29,777,985
 27,352,914
34,797,661
 32,914,424
 31,874,678
OPERATING EXPENSES:          
Cost of services:          
Cost of services before reimbursable expenses19,178,635
 18,874,629
 17,120,317
22,605,296
 21,238,692
 20,317,928
Reimbursable expenses1,831,475
 1,915,655
 1,845,878
1,914,938
 1,866,493
 1,872,284
Cost of services21,010,110
 20,790,284
 18,966,195
24,520,234
 23,105,185
 22,190,212
Sales and marketing3,481,891
 3,303,478
 3,094,465
3,580,439
 3,505,045
 3,582,833
General and administrative costs1,835,646
 1,810,984
 1,820,277
1,886,543
 1,803,943
 1,819,136
Reorganization (benefits) costs, net(272,042) 1,691
 1,520
Pension settlement charge
 64,382
 
Reorganization benefits, net
 
 (18,015)
Total operating expenses26,055,605
 25,906,437
 23,882,457
29,987,216
 28,478,555
 27,574,166
OPERATING INCOME4,338,680
 3,871,548
 3,470,457
4,810,445
 4,435,869
 4,300,512
Interest income32,893
 42,550
 41,083
30,484
 33,991
 30,370
Interest expense(14,035) (15,061) (15,000)(16,258) (14,578) (17,621)
Other (expense) income, net(18,244) 5,137
 15,482
Other expense, net(69,922) (44,752) (15,560)
Gain on sale of businesses848,823
 
 
INCOME BEFORE INCOME TAXES4,339,294
 3,904,174
 3,512,022
5,603,572
 4,410,530
 4,297,701
Provision for income taxes784,775
 1,079,241
 958,782
1,253,969
 1,136,741
 1,121,743
NET INCOME3,554,519
 2,824,933
 2,553,240
4,349,603
 3,273,789
 3,175,958
Net income attributable to noncontrolling interests in
Accenture SCA and Accenture Canada Holdings Inc.
(234,398) (237,520) (243,575)
Net income attributable to noncontrolling interests in
Accenture Holdings plc and Accenture Canada Holdings Inc.
(195,560) (178,925) (187,107)
Net income attributable to noncontrolling interests – other(38,243) (33,903) (31,988)(42,151) (41,283) (47,353)
NET INCOME ATTRIBUTABLE TO ACCENTURE PLC$3,281,878
 $2,553,510
 $2,277,677
$4,111,892
 $3,053,581
 $2,941,498
Weighted average Class A ordinary shares:          
Basic645,536,995
 643,132,601
 645,631,170
624,797,820
 626,799,586
 634,216,250
Diluted712,763,616
 727,011,059
 743,211,312
667,770,274
 678,757,070
 692,389,966
Earnings per Class A ordinary share:          
Basic$5.08
 $3.97
 $3.53
$6.58
 $4.87
 $4.64
Diluted$4.93
 $3.84
 $3.39
$6.45
 $4.76
 $4.52
Cash dividends per share$1.62
 $1.35
 $0.90
$2.20
 $2.04
 $1.86
The accompanying Notes are an integral part of these Consolidated Financial Statements.

F- 4

Table of Contents


ACCENTURE PLC
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the Years Ended August 31, 2013, 20122016, 2015 and 20112014
(In thousands of U.S. dollars)

2013 2012 20112016 2015 2014
NET INCOME$3,554,519
 $2,824,933
 $2,553,240
$4,349,603
 $3,273,789
 $3,175,958
OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX:     
OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX:     
Foreign currency translation(258,391) (303,780) 192,408
(66,459) (528,908) 89,805
Defined benefit plans77,338
 (189,222) 31,705
(285,885) 7,524
 (105,739)
Cash flow hedges(193,539) (51,756) 28,014
101,299
 (17,079) 196,732
Marketable securities(6) 990
 (215)1,297
 (1,561) 
OTHER COMPREHENSIVE (LOSS) INCOME ATTRIBUTABLE TO ACCENTURE PLC(374,598) (543,768) 251,912
Other comprehensive (loss) income attributable to noncontrolling interests
(24,762) (48,603) 31,778
OTHER COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO ACCENTURE PLC(249,748) (540,024) 180,798
Other comprehensive income (loss) attributable to noncontrolling interests
(7,881) 10,160
 9,183
COMPREHENSIVE INCOME$3,155,159
 $2,232,562
 $2,836,930
$4,091,974
 $2,743,925
 $3,365,939
          
COMPREHENSIVE INCOME ATTRIBUTABLE TO ACCENTURE PLC$2,907,280
 $2,009,742
 $2,529,589
$3,862,144
 $2,513,557
 $3,122,296
Comprehensive income attributable to noncontrolling interests247,879
 222,820
 307,341
229,830
 230,368
 243,643
COMPREHENSIVE INCOME$3,155,159
 $2,232,562
 $2,836,930
$4,091,974
 $2,743,925
 $3,365,939

The accompanying Notes are an integral part of these Consolidated Financial Statements.


F- 5

Table of Contents


ACCENTURE PLC
CONSOLIDATED SHAREHOLDERS’ EQUITY STATEMENTS
For the Years Ended August 31, 2013, 2012 and 2011
(In thousands of U.S. dollars and share amounts)

ACCENTURE PLC
CONSOLIDATED SHAREHOLDERS’ EQUITY STATEMENTS
For the Years Ended August 31, 2016, 2015 and 2014
(In thousands of U.S. dollars and share amounts)

ACCENTURE PLC
CONSOLIDATED SHAREHOLDERS’ EQUITY STATEMENTS
For the Years Ended August 31, 2016, 2015 and 2014
(In thousands of U.S. dollars and share amounts)

Ordinary
Shares
 
Class A
Ordinary
Shares
 
Class X
Ordinary
Shares
 Restricted Share Units  Additional Paid-in Capital Treasury Shares   Accumulated Other Comprehensive Loss Total Accenture plc Shareholders’ Equity Noncontrolling Interests Total Shareholders’ Equity
Ordinary
Shares
 
Class A
Ordinary
Shares
 
Class X
Ordinary
Shares
 Restricted Share Units  Additional Paid-in Capital Treasury Shares   Accumulated Other Comprehensive Loss Total Accenture plc Shareholders’ Equity Noncontrolling Interests Total Shareholders’ Equity
$ No. Shares $ No. Shares $ No. Shares $ No. Shares Retained Earnings $ No. Shares $ No. Shares $ No. Shares $ No. Shares Retained Earnings 
Balance as of August 31, 2010$57
 40
 $16
 696,815
 $1
 64,985
 $973,889
 $137,883
 $(2,524,137) (71,816) $4,634,329
 $(386,292) $2,835,746
 $438,977
 $3,274,723
Balance as of August 31, 2013$57
 40
 $17
 771,302
 $1
 30,312
 $875,156
 $2,393,936
 $(7,326,079) (135,299) $10,069,844
 $(1,052,746) $4,960,186
 $467,643
 $5,427,829
Net income                    2,277,677
   2,277,677
 275,563
 2,553,240
                    2,941,498
   2,941,498
 234,460
 3,175,958
Other comprehensive income                      251,912
 251,912
 31,778
 283,690
Other comprehensive income (loss)                      180,798
 180,798
 9,183
 189,981
Income tax benefit on share-based compensation plans              93,772
         93,772
   93,772
              78,421
         78,421
   78,421
Purchases of Class A ordinary shares      

       137,599
 (1,599,734) (31,013) 

   (1,462,135) (137,599) (1,599,734)              128,395
 (2,403,373) (30,629)     (2,274,978) (128,395) (2,403,373)
Share-based compensation expense            415,918
 34,219
  
     
   450,137
   450,137
            625,792
 45,509
  
     
   671,301
   671,301
Purchases/redemptions of Accenture SCA Class I common shares, Accenture Canada Holdings Inc. exchangeable shares and Class X ordinary shares          (15,620)   (515,690)     

   (515,690) (56,453) (572,143)
Purchases/redemptions of Accenture Holdings plc ordinary shares, Accenture Canada Holdings Inc. exchangeable shares and Class X ordinary shares          (2,255)   (147,278)         (147,278) (8,783) (156,061)
Issuances of Class A ordinary shares:                                                          
Employee share programs    

 24,144
     (638,085) 616,086
 546,297
 16,427
     524,298
 33,068
 557,366
    1
 14,325
     (634,619) 858,012
 306,250
 7,518
     529,644
 28,853
 558,497
Upon redemption of Accenture SCA Class I common shares      6,837
                 
   
Upon redemption of Accenture Holdings plc ordinary shares      1,242
       5,784
         5,784
 (5,784) 
Dividends            32,555
    
   (610,751)   (578,196) (65,446) (643,642)            55,257
    
   (1,234,147)   (1,178,890) (76,026) (1,254,916)
Other, net              21,168
     (19,738)   1,430
 (47,967) (46,537)              (15,387)     (19,064)   (34,451) 32,151
 (2,300)
Balance as of August 31, 2011$57
 40
 $16
 727,796
 $1
 49,365
 $784,277
 $525,037
 $(3,577,574) (86,402) $6,281,517
 $(134,380) $3,878,951
 $471,921
 $4,350,872
Net income                    2,553,510
   2,553,510
 271,423
 2,824,933
Other comprehensive loss                      (543,768) (543,768) (48,603) (592,371)
Income tax benefit on share-based compensation plans              113,620
         113,620
   113,620
Purchases of Class A ordinary shares              146,689
 (1,960,396) (34,316)     (1,813,707) (146,689) (1,960,396)
Share-based compensation expense            497,531
 40,555
         538,086
   538,086
Purchases/redemptions of Accenture SCA Class I common shares, Accenture Canada Holdings Inc. exchangeable shares and Class X ordinary shares        

 (5,993)   (126,354)     

   (126,354) (12,091) (138,445)
Issuances of Class A ordinary shares:                             
Employee share programs    

 13,331
     (465,672) 653,442
 252,345
 8,308
     440,115
 14,272
 454,387
Upon redemption of Accenture SCA Class I common shares      4,622
                 
   
Dividends            47,578
       (915,929)   (868,351) (82,506) (950,857)
Other, net              (11,413)     (14,856)   (26,269) 10,868
 (15,401)
Balance as of August 31, 2012$57
 40
 $16
 745,749
 $1
 43,372
 $863,714
 $1,341,576
 $(5,285,625) (112,410) $7,904,242
 $(678,148) $4,145,833
 $478,595
 $4,624,428
Balance as of August 31, 2014$57
 40
 $18
 786,869
 $1
 28,057
 $921,586
 $3,347,392
 $(9,423,202) (158,410) $11,758,131
 $(871,948) $5,732,035
 $553,302
 $6,285,337

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ACCENTURE PLC
CONSOLIDATED SHAREHOLDERS’ EQUITY STATEMENTS — (Continued)
For the Years Ended August 31, 2013, 2012 and 2011
(In thousands of U.S. dollars and share amounts)

 
Ordinary
Shares
 
Class A
Ordinary
Shares
 
Class X
Ordinary
Shares
 Restricted Share Units  Additional Paid-in Capital Treasury Shares   Accumulated Other Comprehensive Loss Total Accenture plc Shareholders’ Equity Noncontrolling Interests Total Shareholders’ Equity
 $ No. Shares $ No. Shares $ No. Shares   $ No. Shares Retained Earnings    
Net income                    3,281,878
   3,281,878
 272,641
 3,554,519
Other comprehensive loss                      (374,598) (374,598) (24,762) (399,360)
Income tax benefit on share-based compensation plans              204,714
         204,714
   204,714
Purchases of Class A ordinary shares              131,382
 (2,326,229) (31,297)     (2,194,847) (131,382) (2,326,229)
Share-based compensation expense            572,456
 43,422
         615,878
   615,878
Purchases/redemptions of Accenture SCA Class I common shares, Accenture Canada Holdings Inc. exchangeable shares and Class X ordinary shares          (13,060)   (202,262)         (202,262) (15,861) (218,123)
Issuances of Class A ordinary shares:                             
Employee share programs    1
 14,534
     (615,740) 816,145
 285,775
 8,408
     486,181
 29,631
 515,812
Upon redemption of Accenture SCA Class I common shares      11,019
       50,240
         50,240
 (50,240) 
Dividends            54,726
       (1,097,643)   (1,042,917) (78,821) (1,121,738)
Other, net              8,719
     (18,633)   (9,914) (12,158) (22,072)
Balance as of August 31, 2013$57
 40
 $17
 771,302
 $1
 30,312
 $875,156
 $2,393,936
 $(7,326,079) (135,299) $10,069,844
 $(1,052,746) $4,960,186
 $467,643
 $5,427,829
ACCENTURE PLC
CONSOLIDATED SHAREHOLDERS’ EQUITY STATEMENTS — (continued)
For the Years Ended August 31, 2016, 2015, and 2014
(In thousands of U.S. dollars and share amounts)

 
Ordinary
Shares
 
Class A
Ordinary
Shares
 
Class X
Ordinary
Shares
 Restricted Share Units  Additional Paid-in Capital Treasury Shares   Accumulated Other Comprehensive Loss Total Accenture plc Shareholders’ Equity Noncontrolling Interests Total Shareholders’ Equity
 $ No. Shares $ No. Shares $ No. Shares   $ No. Shares Retained Earnings    
Net income                    3,053,581
   3,053,581
 220,208
 3,273,789
Other comprehensive income (loss)                      (540,024) (540,024) 10,160
 (529,864)
Income tax benefit on share-based compensation plans              202,868
         202,868
   202,868
Purchases of Class A ordinary shares              112,476
 (2,273,933) (25,449)     (2,161,457) (112,476) (2,273,933)
Share-based compensation expense            634,195
 46,134
         680,329
   680,329
Purchases/redemptions of Accenture Holdings plc ordinary shares, Accenture Canada Holdings Inc. exchangeable shares and Class X ordinary shares        

 (4,722)   (170,168)     

   (170,168) (8,888) (179,056)
Issuances of Class A ordinary shares:                             
Employee share programs    

 11,649
     (575,979) 878,939
 224,735
 5,763
     527,695
 26,454
 554,149
Upon redemption of Accenture Holdings plc ordinary shares      6,240
       29,815
         29,815
 (29,815) 
Dividends            51,401
       (1,328,188)   (1,276,787) (76,684) (1,353,471)
Other, net              69,354
     (13,516)   55,838
 (68,415) (12,577)
Balance as of August 31, 2015$57
 40
 $18
 804,758
 $1
 23,335
 $1,031,203
 $4,516,810
 $(11,472,400) (178,096) $13,470,008
 $(1,411,972) $6,133,725
 $513,846
 $6,647,571

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ACCENTURE PLC
CONSOLIDATED SHAREHOLDERS’ EQUITY STATEMENTS — (continued)
For the Years Ended August 31, 2016, 2015, and 2014
(In thousands of U.S. dollars and share amounts)

 
Ordinary
Shares
 
Class A
Ordinary
Shares
 
Class X
Ordinary
Shares
 Restricted Share Units  Additional Paid-in Capital Treasury Shares   Accumulated Other Comprehensive Loss Total Accenture plc Shareholders’ Equity Noncontrolling Interests Total Shareholders’ Equity
 $ No. Shares $ No. Shares $ No. Shares   $ No. Shares Retained Earnings    
Net income                    4,111,892
   4,111,892
 237,711
 4,349,603
Other comprehensive income (loss)                      (249,748) (249,748) (7,881) (257,629)
Income tax benefit on share-based compensation plans              112,562
         112,562
   112,562
Purchases of Class A ordinary shares              103,760
 (2,532,796) (23,848)     (2,429,036) (103,760) (2,532,796)
Cancellation of treasury shares

 

 (4) (163,016) 

 

 

 (2,923,579) 11,199,016
 163,016
 (8,275,433) 

 
   
Share-based compensation expense            701,923
 56,253
         758,176
   758,176
Purchases/redemptions of Accenture Holdings plc ordinary shares, Accenture Canada Holdings Inc. exchangeable shares and Class X ordinary shares        (1) (1,418)   (68,481)         (68,482) (3,711) (72,193)
Issuances of Class A ordinary shares:                             
Employee share programs    1
 11,686
     (785,141) 1,138,304
 214,273
 5,358
     567,437
 23,920
 591,357
Upon redemption of Accenture Holdings plc ordinary shares      775
       3,541
         3,541
 (3,541) 
Dividends            51,137
       (1,423,316)   (1,372,179) (65,959) (1,438,138)
Other, net            5,006
 (14,441)     (3,191)   (12,626) 43,489
 30,863
Balance as of August 31, 2016$57
 40
 $15
 654,203
 $
 21,917
 $1,004,128
 $2,924,729
 $(2,591,907) (33,570) $7,879,960
 $(1,661,720) $7,555,262
 $634,114
 $8,189,376
The accompanying Notes are an integral part of these Consolidated Financial Statements.


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ACCENTURE PLC
CONSOLIDATED CASH FLOWS STATEMENTS
For the Years Ended August 31, 2013, 20122016, 2015 and 20112014
(In thousands of U.S. dollars)
 2013 2012 2011
CASH FLOWS FROM OPERATING ACTIVITIES:     
Net income$3,554,519
 $2,824,933
 $2,553,240
Adjustments to reconcile Net income to Net cash provided by operating activities—     
Depreciation, amortization and asset impairments593,028
 593,545
 513,256
Reorganization (benefits) costs, net(272,042) 1,691
 1,520
Share-based compensation expense615,878
 538,086
 450,137
Deferred income taxes, net(209,674) 56,981
 (196,395)
Other, net(90,043) (94,332) 81,127
Change in assets and liabilities, net of acquisitions—     
Receivables from clients, net(213,634) 15,822
 (486,128)
Unbilled services, current and non-current, net(96,060) (144,281) (134,353)
Other current and non-current assets(21,152) (355,472) (466,913)
Accounts payable(5,073) (68,082) 63,005
Deferred revenues, current and non-current(81,878) 229,724
 294,512
Accrued payroll and related benefits88,202
 420,049
 442,107
Income taxes payable, current and non-current(260,902) 69,146
 186,937
Other current and non-current liabilities(298,041) 169,042
 139,687
Net cash provided by operating activities3,303,128
 4,256,852
 3,441,739
CASH FLOWS FROM INVESTING ACTIVITIES:     
Proceeds from maturities and sales of available-for-sale investments
 12,549
 10,932
Purchases of available-for-sale investments
 (7,554) (11,173)
Proceeds from sales of property and equipment17,366
 5,977
 6,755
Purchases of property and equipment(369,593) (371,974) (403,714)
Purchases of businesses and investments, net of cash acquired(803,988) (174,383) (306,187)
Net cash used in investing activities(1,156,215) (535,385) (703,387)
CASH FLOWS FROM FINANCING ACTIVITIES:     
Proceeds from issuance of ordinary shares515,812
 454,387
 557,366
Purchases of shares(2,544,352) (2,098,841) (2,171,877)
Repayments of long-term debt, net(34) (6,399) (1,539)
Proceeds from (repayments of) short-term borrowings, net88
 131
 (69)
Cash dividends paid(1,121,738) (950,857) (643,642)
Excess tax benefits from share-based payment arrangements114,073
 78,357
 171,314
Other, net(29,478) (35,633) (33,057)
Net cash used in financing activities(3,065,629) (2,558,855) (2,121,504)
Effect of exchange rate changes on cash and cash equivalents(89,925) (223,164) 245,938
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS(1,008,641) 939,448
 862,786
CASH AND CASH EQUIVALENTS, beginning of period
6,640,526
 5,701,078
 4,838,292
CASH AND CASH EQUIVALENTS, end of period
$5,631,885
 $6,640,526
 $5,701,078
SUPPLEMENTAL CASH FLOW INFORMATION     
Interest paid$13,984
 $15,133
 $14,884
Income taxes paid$963,039
 $1,033,704
 $824,434
 2016 2015 2014
CASH FLOWS FROM OPERATING ACTIVITIES:     
Net income$4,349,603
 $3,273,789
 $3,175,958
Adjustments to reconcile Net income to Net cash provided by operating activities—     
Depreciation, amortization and asset impairments729,052
 645,923
 620,743
Reorganization benefits, net
 
 (18,015)
Share-based compensation expense758,176
 680,329
 671,301
Gain on sale of businesses(848,823) 
 
Deferred income taxes, net65,940
 (459,109) (74,092)
Other, net(53,706) (237,876) 104,950
Change in assets and liabilities, net of acquisitions—     
Receivables from clients, net(177,156) (158,990) (464,639)
Unbilled services, current and non-current, net(192,912) (268,135) (239,893)
Other current and non-current assets(655,876) (400,524) (343,392)
Accounts payable72,626
 113,548
 72,526
Deferred revenues, current and non-current302,738
 182,836
 93,927
Accrued payroll and related benefits386,018
 586,548
 (138,618)
Income taxes payable, current and non-current(251,255) 105,037
 108,860
Other current and non-current liabilities90,690
 28,761
 (83,531)
Net cash provided by operating activities4,575,115
 4,092,137
 3,486,085
CASH FLOWS FROM INVESTING ACTIVITIES:     
Proceeds from sales of property and equipment4,220
 5,784
 5,526
Purchases of property and equipment(496,566) (395,017) (321,870)
Purchases of businesses and investments, net of cash acquired(932,542) (791,704) (740,067)
Proceeds from the sale of businesses and investments, net of cash transferred814,538
 10,553
 
Net cash used in investing activities(610,350) (1,170,384) (1,056,411)
CASH FLOWS FROM FINANCING ACTIVITIES:     
Proceeds from issuance of ordinary shares591,357
 554,149
 558,497
Purchases of shares(2,604,989) (2,452,989) (2,559,434)
Proceeds from (repayments of) long-term debt, net(1,059) 701
 543
Cash dividends paid(1,438,138) (1,353,471) (1,254,916)
Excess tax benefits from share-based payment arrangements92,285
 84,026
 114,293
Other, net(36,389) (34,712) (24,399)
Net cash used in financing activities(3,396,933) (3,202,296) (3,165,416)
Effect of exchange rate changes on cash and cash equivalents(22,989) (279,996) 25,162
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS544,843
 (560,539) (710,580)
CASH AND CASH EQUIVALENTS, beginning of period
4,360,766
 4,921,305
 5,631,885
CASH AND CASH EQUIVALENTS, end of period
$4,905,609
 $4,360,766
 $4,921,305
SUPPLEMENTAL CASH FLOW INFORMATION:     
Interest paid$16,285
 $14,810
 $17,595
Income taxes paid$1,425,480
 $1,433,538
 $962,976
The accompanying Notes are an integral part of these Consolidated Financial Statements.

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ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)



1.    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Description of Business
Accenture plc is one of the world’s leading organizations providing management consulting, technology and outsourcing services and operates globally with one common brand and business model designed to enable it to provide clients around the world with the same high level of service. Drawing on a combination of industry and functional expertise, functionaltechnology capabilities and alliances, and global delivery resources, and technology, Accenture plc seeks to deliver competitively priced, high-valueprovide differentiated services that help clients measurably improve their business performance.performance and create sustainable value for their customers and stakeholders. Accenture plc’s global delivery model enables it to provide an end-to-end delivery capability by drawing on its global resources to deliver high-quality, cost-effective solutions to clients.
Basis of Presentation
The Consolidated Financial Statements include the accounts of Accenture plc, an Irish company, and its controlled subsidiary companies (collectively, the “Company”). Accenture plc’s only business is to hold Class I commonordinary and deferred shares in, and to act as the sole general partnercontrolling shareholder of, its subsidiary, Accenture SCA, a Luxembourg partnershipHoldings plc, an Irish public limited by shares.company. The Company operates its business through Accenture SCAHoldings plc and subsidiaries of Accenture SCA.Holdings plc. Accenture plc controls Accenture SCA’sHoldings plc’s management and operations and consolidates Accenture SCA’sHoldings plc’s results in its Consolidated Financial Statements.
On April 10, 2015, Accenture Holdings plc was incorporated in Ireland, as a public limited company, in order to further consolidate Accenture’s presence in Ireland. On August 26, 2015, Accenture SCA merged with and into Accenture Holdings plc, with Accenture Holdings plc as the surviving entity. This merger was a transaction between entities under common control and had no effect on the Company’s Consolidated Financial Statements.
All references to Accenture Holdings plc included in this report with respect to periods prior to August 26, 2015 reflect the activity and/or balances of Accenture SCA (the predecessor of Accenture Holdings plc). The shares of Accenture SCAHoldings plc and Accenture Canada Holdings Inc. held by persons other than the Company are treated as a noncontrolling interest in the Consolidated Financial Statements. The noncontrolling interest percentages were 6%4% and 8%5% as of August 31, 20132016 and 2012,2015, respectively. Purchases and/or redemptions of Accenture SCA Class I common shares or Accenture Canada Holdings Inc. exchangeable shares are accounted for at carryover basis.
All references to years, unless otherwise noted, refer to the Company’s fiscal year, which ends on August 31. For example, a reference to “fiscal 20132016” means the 12-month period that ended on August 31, 2013.2016. All references to quarters, unless otherwise noted, refer to the quarters of the Company’s fiscal year.
The preparation of the Consolidated Financial Statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect amounts reported in the Consolidated Financial Statements and accompanying disclosures. Although these estimates are based on management’s best knowledge of current events and actions that the Company may undertake in the future, actual results may be different from those estimates.
Fiscal 2012 income tax amounts in certain line items within cash flows from operating activities in the Company’s Consolidated Cash Flows Statement have been revised. These revisions were not material and had no impact on reported Net cash provided by operating activities. In addition, certain other amounts reported in previous years have been reclassified to conform to the fiscal 2013 presentation.
Revenue Recognition
Revenues from contracts for technology integration consulting services where the Company designs/redesigns, builds and implements new or enhanced systems applications and related processes for its clients are recognized on the percentage-of-completion method, which involves calculating the percentage of services provided during the reporting period compared to the total estimated services to be provided over the duration of the contract. Contracts for technology integration consulting services generally span six months to two years. Estimated revenues used in applying the percentage-of-completion method include estimated incentives for which achievement of defined goals is deemed probable. This method is followed where reasonably dependable estimates of revenues and costs can be made. Estimates of total contract revenues and costs are continuously monitored during the term of the contract, and recorded revenues and estimated costs are subject to revision as the contract progresses. Such revisions may result in increases or decreases to revenues and income and are reflected in the Consolidated Financial Statements in the periods in which they are first identified. If the Company’s estimates indicate that a contract loss will occur, a loss provision is recorded in the period in which the loss first becomes probable and reasonably estimable. Contract losses are determined to be the amount by which the estimated total direct and indirect costs of the contract exceed the estimated total revenues that will be generated by the contract and are included in Cost of services and classified in Other accrued liabilities.

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Table of Contents
ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

Revenues from contracts for non-technology integration consulting services with fees based on time and materials or cost-plus are recognized as the services are performed and amounts are earned. The Company considers amounts to be earned once evidence of an arrangement has been obtained, services are delivered, fees are fixed or determinable, and collectibility is reasonably assured. In such contracts, the Company’s efforts, measured by time incurred, typically are provided in less than a year and represent the contractual milestones or output measure, which is the contractual earnings pattern. For non-technology integration consulting

F- 9

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

contracts with fixed fees, the Company recognizes revenues as amounts become billable in accordance with contract terms, provided the billable amounts are not contingent, are consistent with the services delivered and are earned. Contingent or incentive revenues relating to non-technology integration consulting contracts are recognized when the contingency is satisfied and the Company concludes the amounts are earned.
Outsourcing contracts typically span several years and involve complex delivery, often through multiple workforces in different countries. In a number of these arrangements, the Company hires client employees and becomes responsible for certain client obligations. Revenues are recognized on outsourcing contracts as amounts become billable in accordance with contract terms, unless the amounts are billed in advance of performance of services, in which case revenues are recognized when the services are performed and amounts are earned. Revenues from time-and-materials or cost-plus contracts are recognized as the services are performed. In such contracts, the Company’s effort, measured by time incurred, represents the contractual milestones or output measure, which is the contractual earnings pattern. Revenues from unit-priced contracts are recognized as transactions are processed based on objective measures of output. Revenues from fixed-price contracts are recognized on a straight-line basis, unless revenues are earned and obligations are fulfilled in a different pattern. Outsourcing contracts can also include incentive payments for benefits delivered to clients. Revenues relating to such incentive payments are recorded when the contingency is satisfied and the Company concludes the amounts are earned.
Costs related to delivering outsourcing services are expensed as incurred with the exception of certain transition costs related to the set-up of processes, personnel and systems, which are deferred during the transition period and expensed evenly over the period outsourcing services are provided. The deferred costs are specific internal costs or incremental external costs directly related to transition or set-up activities necessary to enable the outsourced services. Generally, deferred amounts are protected in the event of early termination of the contract and are monitored regularly for impairment. Impairment losses are recorded when projected remaining undiscounted operating cash flows of the related contract are not sufficient to recover the carrying amount of contract assets. Deferred transition costs were $539,048$709,444 and $538,638$630,420 as of August 31, 20132016 and 2012,2015, respectively, and are included in Deferred contract costs. Amounts billable to the client for transition or set-up activities are deferred and recognized as revenue evenly over the period outsourcing services are provided. Deferred transition revenues were $515,578$604,674 and $551,364$522,968 as of August 31, 20132016 and 2012,2015, respectively, and are included in non-current Deferred revenues relating to contract costs.revenues. Contract acquisition and origination costs are expensed as incurred.
The Company enters into contracts that may consist of multiple elements.deliverables. These contracts may include any combination of technology integration consulting services, non-technology integration consulting services or outsourcing services described above. Revenues for contracts with multiple elementsdeliverables are allocated based on the lesser of the element’s relative selling price or the amount that is not contingent on future delivery of another element.deliverable. The selling price of each elementdeliverable is determined by obtaining third party evidence of the vendor-specific objective evidence (“VSOE”) of fair value of each element. VSOE of fair valueselling price for the deliverable and is based on the price charged when the element islargely similar services are sold separatelyon a standalone basis by the Company on a regular basis and not as part of a contract with multiple elements.to similarly situated customers. If the amount of non-contingent revenues allocated to a delivered elementdeliverable accounted for under the percentage-of-completion method of accounting is less than the costs to deliver such services, then such costs are deferred and recognized in future periods when the revenues become non-contingent. Revenues are recognized in accordance with the Company’s accounting policies for the separate elements, as described above. Elements qualify for separationdeliverables when the services have value on a stand-alone basis, selling price of the separate elementsdeliverables exists and, in arrangements that include a general right of refund relative to the delivered element,completed deliverable, performance of the undelivered elementin-process deliverable is considered probable and substantially in the Company’s control. While determining fair value and identifying separate elementsdeliverables require judgment, generally fair value and the separate elementsdeliverables are readily identifiable as the Company also sells those elementsdeliverables unaccompanied by other elements.deliverables.
Revenues recognized in excess of billings are recorded as Unbilled services. Billings in excess of revenues recognized are recorded as Deferred revenues until revenue recognition criteria are met. Client prepayments (even if nonrefundable) are deferred and recognized over future periods as services are delivered or performed.

F- 11

Table of Contents
ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

Revenues before reimbursements (“net revenues”) include the margin earned on computer hardware, software and software,related services resale, as well as revenues from alliance agreements. Reimbursements include billings for travel and other out-of-pocket expenses and third-party costs, such as the cost of hardware, software and softwarerelated services resales. In addition, Reimbursements include allocations from gross billings to record an amount equivalent to reimbursable costs, where billings do not specifically identify reimbursable expenses. The Company reports revenues net of any revenue-based taxes assessed by governmental authorities that are imposed on and concurrent with specific revenue-producing transactions.
Employee Share-Based Compensation Arrangements
Share-based compensation expense is recognized over the requisite service period for awards of equity instruments to employees based on the grant date fair value of those awards expected to ultimately vest. Forfeitures are estimated on the date of grant and revised if actual or expected forfeiture activity differs materially from original estimates.

F- 10

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

Income Taxes
The Company calculates and provides for income taxes in each of the tax jurisdictions in which it operates. Deferred tax assets and liabilities, measured using enacted tax rates, are recognized for the future tax consequences of temporary differences between the tax and financial statement bases of assets and liabilities. A valuation allowance reduces the deferred tax assets to the amount that is more likely than not to be realized. The Company establishes liabilities or reduces assets for uncertain tax positions when the Company believes those tax positions are not more likely than not of being sustained if challenged. Each fiscal quarter, the Company evaluates these uncertain tax positions and adjusts the related tax assets and liabilities in light of changing facts and circumstances.
Translation of Non-U.S. Currency Amounts
Assets and liabilities of non-U.S. subsidiaries whose functional currency is not the U.S. dollar are translated into U.S. dollars at fiscal year-end exchange rates. Revenue and expense items are translated at average foreign currency exchange rates prevailing during the fiscal year. Translation adjustments are included in Accumulated other comprehensive loss. Gains and losses arising from intercompany foreign currency transactions that are of a long-term investment nature are reported in the same manner as translation adjustments.
Cash and Cash Equivalents
Cash and cash equivalents consist of all cash balances and liquid investments with original maturities of three months or less, including money market fundscertificates of $650,000deposit and $1,265,000 as of August 31, 2013 and 2012, respectively.time deposits. Cash and cash equivalents also includesinclude restricted cash of $45,132$45,478 and $27,982$45,935 as of August 31, 20132016 and 2012,2015, respectively, which primarily relates to cash held to meet certain insurance requirements. As a result of certain subsidiaries’ cash management systems, checks issued but not presented to the banks for payment may create negative book cash payables.balances. Such negative balances are classified as Current portion of long term debt and bank borrowings.
Client Receivables, Unbilled Services and Allowances
The Company records its client receivables and unbilled services at their face amounts less allowances. On a periodic basis, the Company evaluates its receivables and unbilled services and establishes allowances based on historical experience and other currently available information. As of August 31, 20132016 and 2012,2015, total allowances recorded for client receivables and unbilled services were $91,716$79,440 and $64,874,$70,165, respectively. The allowance reflects the Company’s best estimate of collectibility risks on outstanding receivables and unbilled services. In limited circumstances, the Company agrees to extend financing to certain clients. The terms vary by contract, but generally payment for services is contractually linked to the achievement of specified performance milestones.

F- 12

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

Concentrations of Credit Risk
The Company’s financial instruments, consisting primarily of cash and cash equivalents, foreign currency exchange rate instruments, client receivables and unbilled services, are exposed to concentrations of credit risk. The Company places its cash and cash equivalents and foreign exchange instruments with highly-rated financial institutions, limits the amount of credit exposure with any one financial institution and conducts ongoing evaluationevaluations of the credit worthiness of the financial institutions with which it does business. Client receivables are dispersed across many different industries and countries; therefore, concentrations of credit risk are limited.
Investments
All liquid investments with an original maturity greater than 90 daysthree months but less than one year are considered to be short-term investments. Investments with an original maturity greater than one year are considered to be long-term investments. Marketable short-term and long-termNon-current investments are classifiedprimarily non-marketable equity securities of privately held companies and are accounted for using either the equity or cost methods of accounting, in accordance with the requirements of Accounting Standards Codification 323, Investments—Equity Method and Joint Ventures. Marketable securities are classified as available-for-sale investments. Available-for-sale investments areand reported at fair value with changes in unrealized gains and losses recorded as a separate component of Accumulated other comprehensive loss until realized. Quoted market prices are used to determine the fair values of common equity and debt securities that were issued by publicly traded entities. Interest and amortization of premiums and discounts for debt securities are included in Interest income. Realized gains and losses on securities
Cost method investments are determined basedperiodically assessed for other-than-temporary impairment. For investments in privately held companies, if there are no identified events or circumstances that would have a significant adverse effect on the First In, First Out methodfair value of the investment, the fair value is not estimated. If an investment is deemed to have experienced an other-than-temporary decline below its cost basis, the Company reduces the carrying amount of the investment to its quoted or estimated fair value, as applicable, and are included in Other (expense) income, net. The Company does not hold these investmentsestablishes a new cost basis for speculative or trading purposes.

F- 11

Table of Contents
the investment.
ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

Property and Equipment
Property and equipment is stated at cost, net of accumulated depreciation. Depreciation of property and equipment is computed on a straight-line basis over the following estimated useful lives:
Buildings20 to 25 years
Computers, related equipment and software2 to 7 years
Furniture and fixtures5 to 10 years
Leasehold improvementsLesser of lease term or 15 years
Goodwill
Goodwill represents the excess of the purchase price of an acquired entity over the fair value of net assets acquired. The Company reviews the recoverability of goodwill by reportable operating segment annually, or more frequently when indicators of impairment exist. Based on the results of its annual impairment analysis, the Company determined that no impairment existed as of August 31, 2016 and 2015, as each reportable operating segment’s estimated fair value substantially exceeded its carrying value.
Long-Lived Assets
Long-lived assets, including deferred contract costs and identifiable intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or group of assets may not be recoverable. Recoverability of long-lived assets or groups of assets is assessed based on a comparison of the carrying amount to the estimated future net cash flows. If estimated future undiscounted net cash flows are less than the carrying amount, the asset is considered impaired and expensea loss is recorded at anequal to the amount required to reduce the carrying amount to fair value.
Intangible assets with finite lives are generally amortized using the straight-line method over their estimated economic useful lives, ranging from one to fifteen years.

Operating Expenses
Selected components of operating expenses were as follows:
 Fiscal
 2013 2012 2011
Training costs$878,108
 $857,574
 $810,387
Research and development costs715,094
 559,611
 481,970
Advertising costs90,310
 81,640
 81,420
Provision for (release of) doubtful accounts (1)32,238
 (204) (24,361)
_______________ 
(1)For additional information, see “—Client Receivables, Unbilled Services and Allowances.”
Recently Adopted Accounting Pronouncements
In August 2013, the Company early adopted guidance issued by the Financial Accounting Standards Board (“FASB”) which requires enhanced disclosures in the notes to the consolidated financial statements to present separately, by item, reclassifications out of accumulated other comprehensive income (loss). The early adoption of this guidance did not have a material impact on the Consolidated Financial Statements. For additional information related to the reclassifications out of accumulated other comprehensive income (loss), see Note 4 (Accumulated Other Comprehensive Loss) to these Consolidated Financial Statements.
In September 2012, the Company adopted guidance issued by the FASB, which requires companies to present net income and other comprehensive income in either one continuous statement or in two separate but consecutive statements. The adoption of this guidance resulted in a change in the presentation of the components of comprehensive income, which are now presented in the Consolidated Statements of Comprehensive Income rather than in the Consolidated Shareholders’ Equity Statements.
In September 2011, the FASB issued guidance on testing goodwill for impairment. The new guidance provides an entity the option to first perform a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If an entity determines that this is the case, it is required to perform the prescribed two-step goodwill impairment test to identify potential goodwill impairment and measure the amount of goodwill impairment to be recognized for that reporting unit (if any). If an entity determines that the fair value of a reporting unit is greater than its carrying amount, the two-step goodwill impairment test is not required. The Company adopted this new guidance for its fiscal 2013 annual goodwill impairment test. The adoption of this guidance did not have a material impact on the Consolidated Financial Statements.


F- 1213

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

Operating Expenses
Selected components of operating expenses were as follows:
 Fiscal
 2016 2015 2014
Training costs$940,509
 $841,440
 $786,517
Research and development costs643,407
 625,541
 639,513
Advertising costs80,601
 79,899
 87,559
Provision for (release of) doubtful accounts (1)15,312
 (10,336) (12,867)
_______________ 
(1)
For additional information, see “Client Receivables, Unbilled Services and Allowances”.
Recently Adopted Accounting Pronouncement
In August 2016, the Company early adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) No. 2015-17, Balance Sheet Classification of Deferred Taxes, which amends existing guidance on income taxes to require the classification of all deferred tax assets and liabilities as non-current on the balance sheet. The Company adopted this ASU using the retrospective method which required reclassification of current deferred taxes as previously reported on the Company’s August 31, 2015 Consolidated Balance Sheets to non-current, resulting in an increase to non-current deferred tax assets of $815,909 and a decrease to noncurrent deferred tax liabilities of $22,218.
New Accounting Pronouncements
On March 31, 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting, which simplifies the accounting for share-based payment transactions. The new guidance requires excess tax benefits and tax deficiencies to be recorded in the income statement when the awards vest or are settled. In addition, the ASU includes provisions that impact the classification of awards as either equity or liabilities and the classification of excess tax benefits on the cash flow statements. The Company will early adopt the standard effective September 1, 2016. Following adoption, the primary impact on the Company’s Consolidated Financial Statements will be the recognition of excess tax benefits in the provision for income taxes rather than Additional paid-in capital, which will likely result in increased volatility in the reported amounts of income tax expense and net income. The Company estimates this change will reduce its fiscal 2017 effective tax rate by less than two percentage points. The actual impact of adopting this standard on the effective tax rate will vary depending on the Company’s share price during fiscal 2017. Provisions of the new guidance related to changes to classification of excess tax benefits in the cash flow statements are expected to be adopted retrospectively. The Company is continuing to evaluate the impacts of the adoption of this guidance and its preliminary assessments are subject to change.
On March 15, 2016, the FASB issued ASU No. 2016-07, Simplifying the Transition to the Equity Method of Accounting, which eliminates the requirement to retrospectively apply equity method accounting when an entity increases ownership or influence in a previously held investment. The ASU will be effective for the Company beginning September 1, 2017, including interim periods in its fiscal year 2018. The Company does not expect the adoption of this ASU to have a material impact on its Consolidated Financial Statements.
On February 25, 2016, the FASB issued ASU No. 2016-02, Leases, which amends existing guidance to require lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by long-term leases and to disclose additional quantitative and qualitative information about leasing arrangements. The ASU will be effective for the Company beginning September 1, 2019, including interim periods in its fiscal year 2020, and allows for a modified retrospective method upon adoption. The Company is assessing the impact of this ASU on its Consolidated Financial Statements.
On January 5, 2016, the FASB issued ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities, which amends certain aspects of recognition, measurement, presentation and disclosure of financial instruments. The ASU will be effective for the Company beginning September 1, 2018, including interim periods in its fiscal year 2019. The Company does not expect the adoption of this ASU to have a material impact on its Consolidated Financial Statements.

F- 14

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

On May 28, 2014, the FASB issued ASU No. 2014-09 (Accounting Standard Codification 606), Revenue from Contracts with Customers, which will replace most existing revenue recognition guidance in U.S. GAAP. The core principle of the ASU is that an entity should recognize revenue for the transfer of goods or services equal to the amount that it expects to be entitled to receive for those goods or services. The ASU requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments. The ASU will be effective for the Company beginning September 1, 2018, including interim periods in its fiscal year 2019, and allows for both retrospective and modified retrospective methods of adoption. The Company will adopt the guidance on September 1, 2018 and apply the modified retrospective method. The Company is assessing the impact of this ASU on its Consolidated Financial Statements.
2.    EARNINGS PER SHARE
Basic and diluted earnings per share were calculated as follows:
 
FiscalFiscal
2013 2012 20112016 2015 2014
Basic Earnings per share          
Net income attributable to Accenture plc$3,281,878
 $2,553,510
 $2,277,677
$4,111,892
 $3,053,581
 $2,941,498
Basic weighted average Class A ordinary shares645,536,995
 643,132,601
 645,631,170
624,797,820
 626,799,586
 634,216,250
Basic earnings per share$5.08
 $3.97
 $3.53
$6.58
 $4.87
 $4.64
Diluted Earnings per share          
Net income attributable to Accenture plc$3,281,878
 $2,553,510
 $2,277,677
$4,111,892
 $3,053,581
 $2,941,498
Net income attributable to noncontrolling interests in Accenture SCA and
Accenture Canada Holdings Inc. (1)
234,398
 237,520
 243,575
Net income attributable to noncontrolling interests in Accenture Holdings plc and Accenture Canada Holdings Inc. (1)195,560
 178,925
 187,107
Net income for diluted earnings per share calculation$3,516,276
 $2,791,030
 $2,521,252
$4,307,452
 $3,232,506
 $3,128,605
Basic weighted average Class A ordinary shares645,536,995
 643,132,601
 645,631,170
624,797,820
 626,799,586
 634,216,250
Class A ordinary shares issuable upon redemption/exchange of noncontrolling
interests (1)
46,212,252
 59,833,742
 69,326,725
29,712,982
 36,693,816
 40,333,904
Diluted effect of employee compensation related to Class A ordinary shares (2)20,843,994
 23,917,121
 28,122,887
13,105,585
 15,094,672
 17,689,942
Diluted effect of share purchase plans related to Class A ordinary shares170,375
 127,595
 130,530
153,887
 168,996
 149,870
Diluted weighted average Class A ordinary shares (2)712,763,616
 727,011,059
 743,211,312
667,770,274
 678,757,070
 692,389,966
Diluted earnings per share (2)$4.93
 $3.84
 $3.39
$6.45
 $4.76
 $4.52
 _______________
(1)
Diluted earnings per share assumes the redemption of all Accenture SCA Class I commonHoldings plc ordinary shares owned by holders of noncontrolling interests and the exchange of all Accenture Canada Holdings Inc. exchangeable shares for Accenture plc Class A ordinary shares, on a one-for-one basis. The income effect does not take into account “Net income attributable to noncontrolling interests—other,” since those shares are not redeemable or exchangeable for Accenture plc Class A ordinary shares.
(2)
Fiscal 2012 and 2011 diluted weighted average Accenture plc Class A ordinary shares and earnings per share amounts have been restated to reflect the impact of the issuance of additional restricted share units to holders of restricted share units in connection with the fiscal 2013 payment of cash dividends. This did not result in a change to previously reported Diluted earnings per share.


F- 1315

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

3.    REORGANIZATION (BENEFITS) COSTS, NETACCUMULATED OTHER COMPREHENSIVE LOSS
In fiscal 2001,The following table summarizes the Company accrued reorganization liabilitieschanges in connection with its transitionthe accumulated balances for each component of accumulated other comprehensive loss attributable to a corporate structure. These included liabilities for certain individual income tax exposures related to the transfer of interests in certain entities to the Company as part of the reorganization. The Company has recorded reorganization expense and the related liability where such liabilities are probable. Interest accruals are made to cover reimbursement of interest on such tax assessments.
The Company’s reorganization activity was as follows:Accenture plc:
 Fiscal
 2013 2012 2011
Reorganization liability, beginning of period$268,806
 $307,286
 $271,907
Final determinations(273,945) 
 
Interest expense accrued1,903
 1,691
 1,520
Other adjustments3,532
 
 (3,873)
Foreign currency translation18,165
 (40,171) 37,732
Reorganization liability, end of period$18,461
 $268,806
 $307,286
 Fiscal
 2016 2015 2014
Foreign currency translation     
    Beginning balance$(853,504) $(324,596) $(414,401)
             Foreign currency translation(67,884) (524,729) 91,170
             Income tax benefit2,120
 6,520
 2,236
             Portion attributable to noncontrolling interests(695) (10,699) (3,601)
             Foreign currency translation, net of tax(66,459) (528,908) 89,805
    Ending balance(919,963) (853,504) (324,596)
      
Defined benefit plans     
    Beginning balance(523,619) (531,143) (425,404)
             Actuarial losses(481,331) (77,228) (177,243)
             Pension settlement
 64,382
 
             Prior service costs arising during the period1,561
 (79) (468)
             Reclassifications into net periodic pension and post-retirement expense26,639
 27,538
 20,026
             Income tax benefit (expense)153,869
 (6,725) 45,459
             Portion attributable to noncontrolling interests13,377
 (364) 6,487
             Defined benefit plans, net of tax(285,885) 7,524
 (105,739)
    Ending balance (1)(809,504) (523,619) (531,143)
      
Cash flow hedges     
    Beginning balance(33,288) (16,209) (212,941)
             Unrealized gains (losses)180,196
 (17,207) 222,100
             Reclassification adjustments into Cost of services(23,004) (15,207) 101,026
             Income tax (expense) benefit(51,153) 14,508
 (114,325)
             Portion attributable to noncontrolling interests(4,740) 827
 (12,069)
             Cash flow hedges, net of tax101,299
 (17,079) 196,732
    Ending balance (2)68,011
 (33,288) (16,209)
      
Marketable securities     
    Beginning balance(1,561) 
 
             Unrealized gain (loss)2,231
 (2,693) 
             Income tax (expense) benefit(873) 1,056
 
             Portion attributable to noncontrolling interests(61) 76
 
             Marketable securities, net of tax1,297
 (1,561) 
    Ending balance(264) (1,561) 
      
Accumulated other comprehensive loss$(1,661,720) $(1,411,972) $(871,948)
As a result of final determinations, certain reorganization liabilities established in connection with the Company's transition to a corporate structure in 2001 are no longer probable. Accordingly, the Company recorded reorganization benefits of $273,945 during fiscal 2013. These benefits were partially offset by interest expense associated with carrying these liabilities of $1,903. As of August 31, 2013, reorganization liabilities of $5,080 were included in Other accrued liabilities because expirations of statutes of limitations or other final determinations could occur within 12 months, and reorganization liabilities of $13,381 were included in Other non-current liabilities. Final resolution, through settlement, conclusion of legal proceedings or a tax authority’s decision not to pursue a claim, will result in payment by the Company of amounts in settlement or judgment of these matters and/or recording of a reorganization benefit or cost in the Company’s Consolidated Income Statement. As of August 31, 2013, only a small number of countries remain that have active audits/investigations or open statutes of limitations._______________
(1)
As of August 31, 2016, $50,410 of net losses is expected to be reclassified into net periodic pension expense recognized in Cost of services, Sales and marketing and General and administrative costs in the next twelve months.
(2)
As of August 31, 2016, $61,135 of net unrealized gains related to derivatives designated as cash flow hedges is expected to be reclassified into Cost of services in the next twelve months.

F- 1416

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

4.    ACCUMULATED OTHER COMPREHENSIVE LOSSPROPERTY AND EQUIPMENT
The following table summarizes the changes in the accumulated balances for each componentcomponents of accumulated other comprehensive loss attributable to Accenture plc:Property and equipment, net were as follows:
 Fiscal
 2013 2012 2011
Foreign currency translation     
    Beginning balance$(156,010) $147,770
 $(44,638)
             Foreign currency translation(280,128) (334,750) 224,805
             Income tax benefit (expense)4,603
 3,491
 (6,432)
             Portion attributable to noncontrolling interests17,134
 27,479
 (25,965)
             Foreign currency translation, net of tax(258,391) (303,780) 192,408
    Ending balance(414,401) (156,010) 147,770
      
Defined benefit plans     
    Beginning balance(502,742) (313,520) (345,225)
             Actuarial gains (losses)162,975
 (366,711) 17,859
             Prior service costs arising during the period(45,653) 
 
             Reclassifications into net periodic pension and post-retirement expense (1)33,393
 28,070
 38,114
             Income tax (expense) benefit(68,300) 132,764
 (21,171)
             Portion attributable to noncontrolling interests(5,077) 16,655
 (3,097)
             Defined benefit plans, net of tax77,338
 (189,222) 31,705
    Ending balance(425,404) (502,742) (313,520)
      
Cash flow hedges     
    Beginning balance(19,402) 32,354
 4,340
             Unrealized (losses) gains(365,203) (146,532) 72,066
             Reclassification adjustments into Cost of services49,954
 55,068
 (21,753)
             Income tax benefit (expense)109,005
 35,152
 (19,562)
             Portion attributable to noncontrolling interests12,705
 4,556
 (2,737)
             Cash flow hedges, net of tax(193,539) (51,756) 28,014
    Ending balance(212,941) (19,402) 32,354
      
Marketable securities     
    Beginning balance6
 (984) (769)
             Unrealized gains (losses)
 142
 (236)
             Reclassification adjustments into Other (expense) income, net(5) 935
 
             Portion attributable to noncontrolling interests(1) (87) 21
             Marketable securities, net of tax(6) 990
 (215)
    Ending balance
 6
 (984)
      
Accumulated other comprehensive loss$(1,052,746) $(678,148) $(134,380)
 August 31, 2016 August 31, 2015
Buildings and land$2,914
 $2,939
Computers, related equipment and software1,428,134
 1,386,226
Furniture and fixtures354,523
 310,971
Leasehold improvements900,996
 750,716
Property and equipment, gross2,686,567
 2,450,852
Total accumulated depreciation(1,730,025) (1,648,968)
Property and equipment, net$956,542
 $801,884
_______________5.    BUSINESS COMBINATIONS AND DIVESTITURES
(1)Reclassifications into net periodic pension and post-retirement expense are recognized in Cost of services, Sales & marketing and General & administrative costs.

Fiscal 2016
Business Combinations
On October 20, 2015, the Company acquired Cloud Sherpas (through its holding company, Declarative Holdings, Inc.), a leader in cloud advisory and technology services, for approximately $409,424, net of cash acquired. This acquisition enhances the Company’s ability to provide clients with cloud strategy and technology consulting, as well as cloud application implementation, integration and management services, and resulted in approximately 1,100 employees joining the Company. In connection with this acquisition, the Company recorded goodwill of $385,337, which was allocated to all five reportable operating segments, and intangible assets of $66,522, primarily related to customer-related intangibles. The goodwill is non-deductible for U.S. federal income tax purposes. The intangible assets are being amortized over one to seven years. The pro forma effects of this acquisition on the Company’s operations were not material.
During fiscal 2016, the Company also completed other individually immaterial acquisitions for total consideration of $458,892, net of cash acquired. These acquisitions were completed primarily to expand the Company’s services and solutions offerings. In connection with these acquisitions, the Company recorded goodwill of $382,326, which was allocated among the reportable operating segments, and intangible assets of $109,981, primarily consisting of customer-related and technology intangibles. The goodwill is partially deductible for U.S. federal income tax purposes. The intangible assets are being amortized over one to ten years. The pro forma effects of these acquisitions on the Company’s operations were not material.
Divestiture
On January 26, 2016, the Company completed the sale of Navitaire LLC (“Navitaire”), a wholly owned subsidiary of the Company that provides technology and business solutions to the airline industry, to Amadeus IT Group, S.A. (“Amadeus”). Concurrent with the sale, the Company also entered into several arrangements to provide services to Amadeus, principally infrastructure outsourcing, over the next five years. The Company received a total of $825,644, net of transaction costs and cash divested, of which $214,500 was recorded as deferred revenue attributable to arrangements to provide services to Amadeus. In connection with the sale of Navitaire, the Company recorded a gain of $547,584 (reported in “Gain on sale of businesses” in the Consolidated Income Statements) and recorded related income taxes of $55,759. Approximately 600 Navitaire employees transferred to Amadeus as a part of this sale.
Joint Venture
On August 1, 2016, the Company completed the transfer of its Duck Creek business to Apax Partners LLP in exchange for $196,198, net of transaction costs and cash divested, and a 40% non-controlling interest in the newly formed joint venture, Duck Creek Technologies LLC (“Duck Creek”). Duck Creek’s business is to accelerate the innovation of claims, billing and policy administration software for the insurance industry. In connection with the transaction, which resulted in the recording of the retained non-controlling interest at fair value, the Company recorded a gain of $301,239 (reported in “Gain on sale of businesses” in the Consolidated Income Statements) and related income tax expense of $48,286. The fair value of the Company’s retained interest in Duck Creek was calculated based on the terms of the transfer and other factors related to the valuation of the non-controlling interest. Adjustments related



F- 1517

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

5.    PROPERTY AND EQUIPMENT
to the completion of certain post-closing matters may be recorded in subsequent periods. Approximately 1,000 employees moved to Duck Creek as a part of this transaction.
Fiscal 2015 Acquisitions
On March 25, 2015, the Company acquired Agilex Technologies, Inc., a provider of digital solutions for the U.S. federal government, for $264,444, net of cash acquired. This acquisition enhanced Accenture’s digital capabilities in analytics, cloud and mobility for federal agencies and resulted in approximately 730 employees joining the Company. In connection with this acquisition, the Company recorded goodwill of $206,123, which was allocated to the Health & Public Service operating segment, and intangible assets of $50,800, primarily consisting of customer-related intangibles. The componentsgoodwill is non-deductible for U.S. federal income tax purposes. The intangible assets are being amortized over one to eight years. The pro forma effects of Propertythis acquisition on the Company’s operations were not material.
During fiscal 2015, the Company also completed other individually immaterial acquisitions for total consideration of $510,236, net of cash acquired. These acquisitions were completed primarily to expand the Company’s services and equipment,solutions offerings. In connection with these acquisitions, the Company recorded goodwill of $427,435, which was allocated among the reportable operating segments, and intangible assets of $120,970, primarily consisting of customer-related and technology intangibles. The goodwill is partially deductible for U.S. federal income tax purposes. The intangible assets are being amortized over one to eleven years. The pro forma effects of these acquisitions on the Company’s operations were not material.
Fiscal 2014 Acquisitions
On December 4, 2013, the Company acquired Procurian Inc. (“Procurian”), a provider of procurement business process solutions, for $386,407, net of cash acquired. This acquisition enhanced Accenture’s capabilities in procurement business process outsourcing across a range of industries and resulted in approximately 780 employees joining Accenture. In connection with this acquisition, the Company recorded goodwill of $305,627, which was allocated to all five reportable operating segments, and intangible assets of $60,514, primarily consisting of customer-related and technology intangibles. The goodwill is substantially non-deductible for U.S. federal income tax purposes. The intangible assets are being amortized over one to twelve years. The pro forma effects of this acquisition on the Company’s operations were as follows:not material.
During fiscal 2014, the Company also completed other individually immaterial acquisitions for total consideration of $320,225, net of cash acquired. These acquisitions were completed primarily to expand the Company’s services and solutions offerings. In connection with these acquisitions, the Company recorded goodwill of $256,704, which was allocated among the reportable operating segments, and intangible assets of $80,305, primarily consisting of customer-related and technology intangibles. The goodwill is partially deductible for U.S. federal income tax purposes. The intangible assets are being amortized over one to twelve years. The pro forma effects of these acquisitions on the Company’s operations were not material.

 August 31,
 2013 2012
Buildings and land$3,502
 $3,296
Computers, related equipment and software1,379,731
 1,356,950
Furniture and fixtures307,199
 313,370
Leasehold improvements697,454
 654,134
Property and equipment, gross2,387,886
 2,327,750
Total accumulated depreciation(1,608,211) (1,548,256)
Property and equipment, net$779,675
 $779,494


F- 1618

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

6.    BUSINESS COMBINATIONS AND GOODWILL
On July 8, 2013, the Company acquired Acquity Group Ltd. (“Acquity”), a provider of strategy, digital marketing and technical services, for $282,985, net of cash acquired. This acquisition expanded Accenture’s range of digital marketing services and resulted in more than 600 Acquity employees joining Accenture. In connection with this acquisition, the Company recorded goodwill of $215,979, which was allocated to the Products, Communication, Media & Technology and Financial Services reportable segments, and intangible assets of $55,972, primarily related to customer relationships and technology-related assets. The goodwill is not deductible for U.S. federal income tax purposes. The intangible assets are being amortized over one to ten years. The pro forma effects on the Company’s operations were not material.
During fiscal 2013, the Company also completed other individually immaterial acquisitions, including a provider of clinical and regulatory information management solutions and software for the pharmaceutical industry and a provider of loan origination software and electronic document management services, for total consideration of $521,003. These acquisitions were completed primarily to expand the Company’s products and services offerings. In connection with these acquisitions, the Company recorded goodwill of $405,151, which was allocated among the reportable operating segments, and intangible assets of $122,012, primarily related to customer relationships and technology-related assets. Goodwill also included immaterial adjustments related to prior period acquisitions and is not deductible for U.S. federal income tax purposes. The intangible assets are being amortized over one to fifteen years. The pro forma effects on the Company’s operations were not material.
During fiscal 2012, the Company completed several individually immaterial acquisitions, including a provider of residential and commercial mortgage processing services, for total consideration of $174,383. In connection with these acquisitions, the Company recorded goodwill of $123,817, which was allocated among the reportable operating segments, and intangible assets of $57,732, primarily related to customer relationships. Goodwill also included immaterial adjustments related to prior period acquisitions. The intangible assets are being amortized over three to seven years. The pro forma effects on the Company’s operations were not material.
During fiscal 2011, the Company completed several individually immaterial acquisitions, including a provider of software solutions for the property and casualty insurance industry, for total consideration of $306,187. In connection with these acquisitions, the Company recorded goodwill of $254,975, which was allocated among the reportable operating segments, and intangible assets of $81,735, primarily related to customer relationships and intellectual property. The intangible assets are being amortized over a period of less than one to fifteen years. The pro forma effects on the Company’s operations were not material.6.    GOODWILL AND INTANGIBLE ASSETS
Goodwill is reviewed for impairment annually or more frequently if indicators of impairment exist. Based on the results of its annual impairment analysis, the Company determined that no impairment existed as of August 31, 2013 and 2012.
The changes in the carrying amount of goodwill by reportable operating segment were as follows:
August 31,
2011
 Additions/
Adjustments
 Foreign
Currency
Translation
 August 31,
2012
 Additions/
Adjustments
 Foreign
Currency
Translation
 August 31,
2013
August 31,
2014
 Additions/
Adjustments
 Foreign
Currency
Translation
 August 31,
2015
 Additions/
Adjustments
 Foreign
Currency
Translation
 August 31,
2016
Communications, Media &
Technology
$173,867
 $2,298
 $(7,752) $168,413
 $69,879
 $(3,848) $234,444
$338,855
 $42,797
 $(16,828) $364,824
 $194,365
 $(12,623) $546,566
Financial Services304,720
 112,733
 (9,497) 407,956
 182,800
 (8,107) 582,649
707,093
 35,060
 (28,723) 713,430
 149,811
 (8,865) 854,376
Health & Public Service286,158
 1,322
 (2,147) 285,333
 10,287
 (576) 295,044
375,052
 218,461
 (4,620) 588,893
 130,787
 (3,831) 715,849
Products278,929
 5,241
 (13,992) 270,178
 347,847
 (1,017) 617,008
836,858
 198,274
 (33,364) 1,001,768
 134,607
 (23,384) 1,112,991
Resources88,317
 3,147
 (7,961) 83,503
 9,988
 (4,050) 89,441
138,036
 144,844
 (21,962) 260,918
 123,613
 (4,876) 379,655
Total$1,131,991
 $124,741
 $(41,349) $1,215,383
 $620,801
 $(17,598) $1,818,586
$2,395,894
 $639,436
 $(105,497) $2,929,833
 $733,183
 $(53,579) $3,609,437
Goodwill includes immaterial adjustments related to divestitures and prior period acquisitions.
Intangible Assets
The Company’s definite-lived intangible assets by major asset class were as follows:
  August 31, 2016 August 31, 2015
Intangible Asset Class Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount
Customer-related $532,753
 $(159,774) $372,979
 $449,219
 $(120,841) $328,378
Technology 100,363
 (48,270) 52,093
 104,824
 (44,988) 59,836
Patents 118,906
 (57,951) 60,955
 114,979
 (54,064) 60,915
Other 43,804
 (19,680) 24,124
 31,480
 (15,702) 15,778
Total $795,826
 $(285,675) $510,151
 $700,502
 $(235,595) $464,907
Total amortization related to the Company’s intangible assets was $117,882, $99,633 and $75,232 for fiscal 2016, 2015 and 2014, respectively. Estimated future amortization related to intangible assets held at August 31, 2016 is as follows:
Fiscal Year Estimated Amortization
2017 $107,291
2018 92,066
2019 74,617
2020 65,658
2021 45,747
Thereafter 124,772
Total $510,151


F- 1719

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

7.    DERIVATIVE FINANCIAL INSTRUMENTS
In the normal course of business, the Company uses derivative financial instruments to manage foreign currency exchange rate risk. Derivative transactions are governed by a uniform set of policies and procedures covering areas such as authorization, counterparty exposure and hedging practices. Positions are monitored using techniques such as market value and sensitivity analyses. The Company does not enter into derivative transactions for trading purposes. The Company classifies cash flows from its derivative programs as cash flows from operating activities in the Consolidated Cash Flows Statement.Statements.
Certain derivatives also give rise to credit risks from the possible non-performance by counterparties. Credit risk is generally limited to the fair value of those contracts that are favorable to the Company, and the maximum amount of loss due to credit risk, based on the gross fair value of all of the Company’s derivative financial instruments, was approximately $4,805$129,603 as of August 31, 2013.2016.
The Company also utilizes standard counterparty master agreements containing provisions for the netting of certain foreign currency transaction obligations and for set-off of certain obligations in the event of an insolvency of one of the parties to the transaction. These provisions may reduce the Company’s potential overall loss resulting from the insolvency of a counterparty and reduce a counterparty’s potential overall loss resulting from the insolvency of the Company. Additionally, these agreements contain early termination provisions triggered by adverse changes in a counterparty’s credit rating, thereby enabling the Company to accelerate settlement of a transaction prior to its contractual maturity and potentially decrease the Company’s realized loss on an open transaction. Similarly, a decrement in the Company’s credit rating could trigger a counterparty’s early termination rights, thereby enabling a counterparty to accelerate settlement of a transaction prior to its contractual maturity and potentially increase the Company’s realized loss on an open transaction. The aggregate fair value of the Company’s derivative instruments with credit-risk-related contingent features that are in a liability position as of August 31, 20132016 was $418,697.$33,774.
The Company’s derivative financial instruments consist of deliverable and non-deliverable foreign currency forward contracts. Fair values for derivative financial instruments are based on prices computed using third-party valuation models and are classified as Level 2 in accordance with the three-level hierarchy of fair value measurements. All of the significant inputs to the third-party valuation models are observable in active markets. Inputs include current market-based parameters such as forward rates, yield curves and credit default swap pricing. For additional information related to the three-level hierarchy of fair value measurements, see Note 10 (Retirement and Profit Sharing Plans) to these Consolidated Financial Statements.
Cash Flow Hedges
Certain of the Company’s subsidiaries are exposed to currency risk through their use of resources supplied by the Company’s Global Delivery Network. To mitigate this risk, the Company uses foreign currency forward contracts to hedge the foreign exchange risk of the forecasted intercompany expenses denominated in foreign currencies for up to three years in the future. The Company has designated these derivatives as cash flow hedges. As of August 31, 20132016 and 2012,2015, the Company held no derivatives that were designated as fair value or net investment hedges.
In order for a derivative to qualify for hedge accounting, the derivative must be formally designated as a fair value, cash flow or net investment hedge by documenting the relationship between the derivative and the hedged item. The documentation includes a description of the hedging instrument, the hedgehedged item, the risk being hedged, the Company’s risk management objective and strategy for undertaking the hedge, the method for assessing the effectiveness of the hedge and the method for measuring hedge ineffectiveness. Additionally, the hedge relationship must be expected to be highly effective at offsetting changes in either the fair value or cash flows of the hedged item at both inception of the hedge and on an ongoing basis. The Company assesses the ongoing effectiveness of its hedges using the Hypothetical Derivative Method, which measures hedge ineffectiveness based on a comparison of the change in fair value of the actual derivative designated as the hedging instrument and the change in fair value of a hypothetical derivative. The hypothetical derivative would have terms that identically match the critical terms of the hedged item. The Company measures and records hedge ineffectiveness at the end of each fiscal quarter.
For a cash flow hedge, the effective portion of the change in estimated fair value of a hedging instrument is recorded in Accumulated other comprehensive loss as a separate component of Shareholders’ Equity and is reclassified into Cost of services in the Consolidated Income Statement during the period in which the hedged transaction is recognized. The amounts related to derivatives designated as cash flow hedges that were reclassified into Cost of services were a net lossgain of $49,954$23,004 and $55,068$15,207 during fiscal 20132016 and 2012,2015, respectively, and a net gainloss of $21,753$101,026 during fiscal 2011.2014. The ineffective portion of the change in fair value of a cash flow hedge is recognized immediately in Other (expense) income, net in the Consolidated Income Statement and for fiscal 2013, 2012 and 2011, was not material. In addition, the Company did not discontinue any cash flow hedges during fiscal 2013, 2012 and 2011. As of August 31, 2013, $177,201 of net unrealized losses related to derivatives designated as cash flow hedges and recorded in Accumulated other comprehensive loss is expected to be reclassified into earnings in the next 12 months.

F- 1820

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

in Other expense, net in the Consolidated Income Statement and for fiscal 2016, 2015 and 2014, was not material. In addition, the Company did not discontinue any cash flow hedges during fiscal 2016 and 2015 or 2014.
Other Derivatives
The Company also uses foreign currency forward contracts, which have not been designated as hedges, to hedge balance sheet exposures, such as intercompany loans. These instruments are generally short-term in nature, with typical maturities of less than one year, and are subject to fluctuations in foreign exchange rates. Realized gains or losses and changes in the estimated fair value of these derivatives were a net loss of $142,432$84,293 and $153,913$257,783 for fiscal 20132016 and 2012, respectively.2015, respectively, and a net gain of $78,446 for fiscal 2014. Gains and losses on these contracts are recorded in Other (expense) income,expense, net in the Consolidated Income Statement and are offset by gains and losses on the related hedged items.
Fair Value of Derivative Instruments
The notional and fair values of all derivative instruments were as follows:
August 31,
2013 2012August 31,
2016
 August 31,
2015
Assets      
Cash Flow Hedges      
Other current assets$
 $15,392
$71,955
 $28,282
Other non-current assets
 36,106
45,683
 13,503
Other Derivatives      
Other current assets4,805
 9,988
11,965
 18,233
Total assets$4,805
 $61,486
$129,603
 $60,018
Liabilities      
Cash Flow Hedges      
Other accrued liabilities$187,525
 $59,458
$10,820
 $48,683
Other non-current liabilities159,155
 23,471
5,547
 48,746
Other Derivatives      
Other accrued liabilities72,017
 11,147
17,407
 31,862
Total liabilities$418,697
 $94,076
$33,774
 $129,291
Total fair value$(413,892) $(32,590)$95,829
 $(69,273)
Total notional value$5,499,224
 $4,853,191
$7,604,486
 $6,363,110
The Company utilizes standard counterparty master agreements containing provisions for the netting of certain foreign currency transaction obligations and for the set-off of certain obligations in the event of an insolvency of one of the parties to the transaction. In the Consolidated Balance Sheets, the Company records derivative assets and liabilities at gross fair value. The potential effect of netting derivative assets against liabilities under the counterparty master agreements was as follows:
 August 31,
2016
 August 31,
2015
Net derivative assets$114,785
 $36,661
Net derivative liabilities18,956
 105,934
Total fair value$95,829
 $(69,273)



F- 1921

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

8.    BORROWINGS AND INDEBTEDNESS
As of August 31, 2013,2016, the Company had the following borrowing facilities, including the issuance of letters of credit, to support general working capital purposes:
Facility
Amount
 Borrowings
Under
Facilities
Facility
Amount
 Borrowings
Under
Facilities
Syndicated loan facility (1)$1,000,000
 $
$1,000,000
 $
Separate, uncommitted, unsecured multicurrency revolving credit facilities (2)507,899
 
515,873
 
Local guaranteed and non-guaranteed lines of credit (3)170,138
 
164,692
 
Total$1,678,037
 $
$1,680,565
 $
_______________ 
(1)
ThisOn December 22, 2015, the Company replaced its $1,000,000 syndicated loan facility which maturesmaturing on October 31, 2016, with a $1,000,000 syndicated loan facility maturing on December 22, 2020. This facility provides unsecured, revolving borrowing capacity for general working capital purposes, including the issuance of letters of credit. Financing is provided under this facility at the prime rate or at the London Interbank Offered Rate plus a spread. This facility requires the Company to: (1) limit liens placed on its assets to (a) liens incurred in the ordinary course of business (subject to certain qualifications) and (b) other liens securing obligations not to exceed 30% of its consolidated assets; and (2) maintain an Adjusted Indebtedness-to-EBITDA ratio not exceeding 1.75 to 1.00. The Company continues to be in compliance with relevant covenant terms. The facility is subject to annual commitment fees. As of August 31, 20132016 and 2012,2015, the Company had no borrowings under either the current or the prior loan facility.
(2)
The Company maintains separate, uncommitted and unsecured multicurrency revolving credit facilities. These facilities provide local currency financing for the majority of the Company’s operations. Interest rate terms on the revolving facilities are at market rates prevailing in the relevant local markets. As of August 31, 20132016 and 2012,2015, the Company had no borrowings under these facilities.
(3)
The Company also maintains local guaranteed and non-guaranteed lines of credit for those locations that cannot access the Company’s global facilities. As of August 31, 20132016 and 2012,2015, the Company had no borrowings under these various facilities.
Under the borrowing facilities described above, the Company had an aggregate of $179,186$168,663 and $164,121$166,506 of letters of credit outstanding as of August 31, 20132016 and 2012,2015, respectively. In addition, the Company also had total outstanding debt of $25,600$27,230 and $33$27,435 as of August 31, 20132016 and 2012,2015, respectively.

F- 2022

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

9.    INCOME TAXES
FiscalFiscal
2013 2012 20112016 2015 2014
Current taxes          
U.S. federal(1)$155,090
 $118,498
 $334,400
$314,121
 $617,488
 $397,722
U.S. state and local(1)3,425
 16,754
 46,878
38,255
 72,133
 46,854
Non-U.S.835,934
 887,008
 747,762
835,653
 906,229
 751,259
Total current tax expense994,449
 1,022,260
 1,129,040
1,188,029
 1,595,850
 1,195,835
Deferred taxes          
U.S. federal(1)(12,912) 161,093
 (8,229)8,588
 (94,621) 26,941
U.S. state and local(1)795
 27,362
 (1,140)1,056
 (11,245) 2,911
Non-U.S.(197,557) (131,474) (160,889)56,296
 (353,243) (103,944)
Total deferred tax (benefit) expense(209,674) 56,981
 (170,258)
Total deferred tax expense (benefit)65,940
 (459,109) (74,092)
Total$784,775
 $1,079,241
 $958,782
$1,253,969
 $1,136,741
 $1,121,743
_______________ 
(1)
The fiscal 2012 U.S. federal and U.S. state and local current and deferred tax expense reflects the impact of a discretionary cash contribution of $500,000 made to the Company's U.S. defined benefit pension plan during fiscal 2013.
The components of Income before income taxes were as follows:
FiscalFiscal
2013 2012 20112016 2015 2014
U.S. sources$1,043,810
 $748,177
 $719,315
$1,047,909
 $1,321,511
 $1,119,627
Non-U.S. sources3,295,484
 3,155,997
 2,792,707
4,555,663
 3,089,019
 3,178,074
Total$4,339,294
 $3,904,174
 $3,512,022
$5,603,572
 $4,410,530
 $4,297,701
 
The reconciliation of the U.S. federal statutory income tax rate to the Company’s effective income tax rate was as follows:
FiscalFiscal
2013 2012 20112016 2015 2014
U.S. federal statutory income tax rate35.0 % 35.0 % 35.0 %35.0 % 35.0 % 35.0 %
U.S. state and local taxes, net1.1
 1.0
 0.9
1.1
 1.3
 1.3
Non-U.S. operations taxed at lower rates(13.1) (13.7) (14.6)(12.0) (15.4) (12.1)
Reorganization final determinations (1)(2.2) 
 
Other final determinations (1)(8.2) (8.6) (0.6)
Final determinations (1)(2.1) (5.1) (1.7)
Other net activity in unrecognized tax benefits3.8
 9.4
 4.8
2.7
 3.2
 3.0
Change in indefinite reinvestment assertion
(0.6) 5.6
 
Divestitures(3.4) 
 
Other, net1.7
 4.5
 1.8
1.7
 1.2
 0.6
Effective income tax rate18.1 % 27.6 % 27.3 %22.4 % 25.8 % 26.1 %
_______________ 
(1)
Final determinations include final agreements with tax authorities and expirations of statutes of limitations.
During fiscal 2015, the Company concluded that substantially all of the undistributed earnings of its U.S. subsidiaries would no longer be considered indefinitely reinvested and recorded an estimated tax liability of $247,097 for withholding taxes payable on the distribution of these earnings. These earnings were distributed in the form of a U.S. dividend declared and paid on August 26, 2015. The Company intends to indefinitely reinvest any future U.S. earnings. As of August 31, 2016, the Company had not recognized a deferred tax liability on $1,297,932 of undistributed earnings for certain foreign subsidiaries, because these earnings are intended to be indefinitely reinvested. If such earnings were distributed, some countries may impose additional taxes. The unrecognized deferred tax liability (the amount payable if distributed) is approximately $116,000.

F- 23

Table of Contents
ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

Portions of the Company’s operations are subject to reduced tax rates or are free of tax under various tax holidays which expire between fiscal 2017 and 2021. Some of the holidays are renewable at reduced levels, under certain conditions, with possible renewal periods through 2031. The income tax benefits attributable to the tax status of these subsidiaries were estimated to be approximately $100,000, $111,000 and $91,000 in fiscal 2016, 2015 and 2014, respectively.
The effect on deferred tax assets and liabilities of enacted changes in tax laws and tax rates did not have a material impact on the Company’s effective tax rate.

F- 21

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

The components of the Company’s deferred tax assets and liabilities included the following:
August 31,
2013 2012August 31,
2016
 August 31,
2015
Deferred tax assets      
Pensions$127,515
 $165,216
$306,776
 $278,944
Revenue recognition97,361
 89,420
113,890
 112,113
Compensation and benefits498,035
 440,768
797,707
 558,127
Share-based compensation217,990
 239,326
262,508
 262,040
Tax credit carryforwards94,417
 137,904
1,161,084
 1,179,988
Net operating loss carryforwards197,691
 176,649
131,018
 119,463
Depreciation and amortization46,185
 55,182
97,015
 97,218
Deferred amortization deductions393,392
 244,103
687,351
 687,406
Indirect effects of unrecognized tax benefits357,093
 316,776
354,544
 357,031
Derivatives120,229
 11,482
Other99,182
 94,308
139,105
 157,449
2,249,090
 1,971,134
4,050,998
 3,809,779
Valuation allowance(204,561) (221,015)(1,243,207) (1,229,146)
Total deferred tax assets2,044,529
 1,750,119
2,807,791
 2,580,633
Deferred tax liabilities      
Revenue recognition(71,907) (56,429)(109,749) (75,352)
Depreciation and amortization(128,106) (96,833)(205,431) (167,467)
Investments in subsidiaries(159,910) (174,943)(330,673) (213,351)
Other(69,971) (54,877)(195,646) (125,907)
Total deferred tax liabilities(429,894) (383,082)(841,499) (582,077)
Net deferred tax assets$1,614,635
 $1,367,037
$1,966,292
 $1,998,556
The Company recorded valuation allowances of $204,561$1,243,207 and $221,015$1,229,146 as of August 31, 20132016 and 2012,2015, respectively, against deferred tax assets principally associated with certain tax credit and tax net operating loss and tax credit carryforwards, as the Company believes it is more likely than not that these assets will not be realized. For all other deferred tax assets, the Company believes it is more likely than not that the results of future operations will generate sufficient taxable income to realize these deferred tax assets. During fiscal 20132016, the Company recorded a net decreaseincrease of $16,454$14,061 in the valuation allowance, primarily dueallowance. The majority of this change related to valuation allowances on certain tax net operating loss carryforwards, as the realization of foreign tax credits.Company believes it is more likely than not that these assets will not be realized.
The Company had tax credit carryforwards as of August 31, 2016 of $1,161,084, of which $30,288 will expire between 2017 and 2026, $828 will expire between 2027 and 2036, and $1,129,968 has an indefinite carryforward period. The Company had net operating loss carryforwards as of August 31, 20132016 of $724,484.$518,475. Of this amount, $142,937$254,978 expires between 20142017 and 2023, $30,0612026, $2,130 expires between 20242027 and 2033,2036, and $551,486 has an indefinite carryforward period. The Company had tax credit carryforwards as of August 31, 2013 of $94,417, of which $26,269 will expire between 2014 and 2023, $10,405 will expire between 2024 and 2033, and $57,743$261,367 has an indefinite carryforward period.
As of August 31, 2013,2016, the Company had $1,263,070$985,755 of unrecognized tax benefits, of which $647,208,$508,313, if recognized, would favorably affect the Company’s effective tax rate. As of August 31, 2012,2015, the Company had $1,604,745$997,935 of unrecognized tax benefits, of which $813,721,$534,929, if recognized, would favorably affect the Company’s effective tax rate. The differencesremaining unrecognized benefits as of $615,862August 31, 2016 and $791,024,2015 of $477,442 and $463,006, respectively, represent items recorded as adjustments to equity and offsetting tax benefits associated with the correlative effects of potential transfer pricing adjustments, state income taxes and timing adjustments.

F- 2224

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

items recorded as adjustments to equity and offsetting tax benefits associated with the correlative effects of potential transfer pricing adjustments, state income taxes and timing adjustments.
A reconciliation of the beginning and ending amounts of unrecognized tax benefits was as follows:
FiscalFiscal
2013 20122016 2015
Balance, at beginning of period$1,604,745
 $1,645,831
Balance, beginning of year$997,935
 $1,333,606
Additions for tax positions related to the current year171,133
 271,305
163,097
 155,637
Additions for tax positions related to prior years124,372
 328,210
126,353
 97,694
Reductions for tax positions related to prior years(533,570) (458,767)(63,782) (470,147)
Statute of limitations expirations(67,891) (26,766)(208,295) (28,116)
Settlements with tax authorities(36,218) (112,520)(3,703) (33,743)
Cumulative foreign currency translation499
 (42,548)
Balance, at end of period$1,263,070
 $1,604,745
Foreign currency translation(25,850) (56,996)
Balance, end of year$985,755
 $997,935
The Company recognizes interest and penalties related to unrecognized tax benefits in the Provision for income taxes. During fiscal 2013, 20122016, 2015 and 2011,2014, the Company recognized expense (benefit) expense of $(46,602), $(98,765)$8,681, $(17,373) and $59,950$16,370 in interest and penalties, respectively. The Company had accruedAccrued interest and penalties related to unrecognized tax benefits of $119,937 ($100,939,$109,269 ($95,057, net of tax benefits) and $171,556 ($125,993,$101,843 ($84,530, net of tax benefits) were reflected on the Company’s Consolidated Balance Sheets as of August 31, 20132016 and 2012,2015, respectively.
The Company is participating in the U.S. Internal Revenue Service (“IRS”) Compliance Assurance Program (“CAP”) beginning with the 2016 fiscal year. As part of CAP, tax years are audited on a contemporaneous basis so that all or most issues are resolved prior to the filing of the tax return. The Company is currently under audit by the U.S. Internal Revenue ServiceIRS for fiscal 2010 to 2011. The audit by the U.S. Internal Revenue Service for fiscal 2006 to 2009 closed during fiscal 2013.2013 and 2014. The Company is also currently under audit in numerous state and non-U.S. tax jurisdictions. Although the outcome of tax audits is always uncertain and could result in significant cash tax payments, the Company does not believe the outcome of these audits will have a material adverse effect on the Company’s consolidated financial position or results of operations. With limited exceptions, the Company is no longer subject to income tax audits by taxing authorities for the years before 2006.2007. The Company believes that it is reasonably possible that its unrecognized tax benefits could decrease by approximately $732,000$562,000 or increase by approximately $112,000$169,000 in the next 12 months as a result of settlements, lapses of statutes of limitations and other adjustments. The majority of these amounts relate to transfer pricing matters in both U.S. and non-U.S. tax jurisdictions.
As of August 31, 2013, the Company had not recognized a deferred tax liability on $2,847,544 of undistributed earnings for certain foreign subsidiaries, because these earnings are intended to be permanently reinvested. If such earnings were distributed, some countries may impose additional taxes. It is not practicable to determine the amount of the related unrecognized deferred income tax liability.
Portions of the Company’s operations are subject to reduced tax rates or are free of tax under various tax holidays which expire between fiscal 2014 and 2017. Some of the holidays are renewable at reduced levels, with renewal periods through 2027. The income tax benefits attributable to the tax status of these subsidiaries were estimated to be approximately $84,000, $84,000 and $72,000 in fiscal 2013, 2012 and 2011, respectively.

F- 2325

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

10.    RETIREMENT AND PROFIT SHARING PLANS
Defined Benefit Pension and Postretirement Plans
In the United States and certain other countries, the Company maintains and administers defined benefit retirement plans and postretirement medical plans for certain current, retired and resigned employees. In addition, the Company’s U.S. defined benefit pension plans include a frozen plan for former pre-incorporation partners, which is unfunded. Benefits under the employee retirement plans are primarily based on years of service and compensation during the years immediately preceding retirement or termination of participation in the plan. The defined benefit pension disclosures include the Company'sCompany’s U.S. and material non-U.S. defined benefit pension plans.
Postemployment PlansAssumptions
Certain postemployment benefits, including severance benefits, disability-related benefits and continuation of benefits, such as healthcare benefits and life insurance coverage, are provided to former or inactive employees after employment but before retirement. These costs are not material and are substantially provided for on an accrual basis.
Assumptions
The weighted-average assumptions used to determine the defined benefit pension obligations as of August 31 and the net periodic pension expense for the subsequent year were as follows:
 August 31,
 2013 2012 2011
 U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans
Discount rate5.00% 4.18% 4.00% 4.23% 5.25% 4.99%
Expected rate of return on plan assets5.50% 4.79% 5.50% 4.72% 7.50% 5.12%
Rate of increase in future compensation3.60% 3.79% 4.00% 3.81% 4.00% 4.03%
 Pension Plans Postretirement Plans
 August 31,
2016
 August 31,
2015
 August 31,
2014
 August 31, 2016 August 31, 2015 August 31, 2014
 U.S.
Plans
 Non-U.S. Plans U.S. 
Plans
 Non-U.S. Plans U.S. 
Plans
 Non-U.S. Plans U.S. and Non-U.S. Plans U.S. and Non-U.S. Plans U.S. and Non-U.S. Plans
Discount rate for determining projected benefit obligation3.50% 2.40% 4.50% 3.47% 4.25% 3.53% 3.51% 4.46% 4.25%
Discount rate for determining net periodic pension expense4.50% 3.47% 4.25% 3.53% 5.00% 4.18% 4.46% 4.25% 4.96%
Long term rate of return on plan assets4.75% 3.99% 5.50% 4.55% 5.50% 4.79% 4.54% 5.05% 4.87%
Rate of increase in future compensation for determining projected benefit obligation2.57% 3.47% 3.65% 3.56% 3.65% 3.75% N/A
 N/A
 N/A
Rate of increase in future compensation for determining net periodic pension expense3.60% 3.56% 3.65% 3.75% 3.60% 3.79% N/A
 N/A
 N/A
The Company’s methodology for selectingBeginning in fiscal 2016, the Company changed the method it uses to estimate the service and interest cost components of net periodic pension expense. Historically, the Company selected a discount rate for the U.S. Plans is to matchplans by matching the plans’ cash flows to that of the average of two yield curves that provide the equivalent yields on zero-coupon corporate bonds for each maturity. The discount rate assumption for the non-U.S. Plans primarily reflectsreflected the market rate for high-quality, fixed-income debt instruments. Beginning in fiscal 2016, the Company utilized a full yield curve approach to estimate these components by applying specific spot rates along the yield curve used in the determination of the benefit obligation to the relevant projected cash flows. The Company made this change to improve the correlation between projected benefit cash flows and the corresponding yield curve spot rates and to provide a more precise measurement of service and interest costs. This change does not affect the measurement of the Company’s total benefit obligations. The Company accounted for this change as a change in estimate and, accordingly, recognized its effect prospectively beginning in fiscal 2016.
The discount rate assumptions are based on the expected duration of the benefit payments for each of the Company’s defined benefit pension and postretirement plans as of the annual measurement date and isare subject to change each year.
The expected long-term rate of return on plan assets should, over time, approximate the actual long-term returns on defined benefit pension and postretirement plan assets and is based on historical returns and the future expectations for returns for each asset class, as well as the target asset allocation of the asset portfolio.
Pension Expense
Pension expense for fiscal 2013, 2012 and 2011 was $91,771, $102,555 and $110,332 respectively.


F- 2426

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

Benefit Obligation, Plan Assets and Funded StatusAssumed U.S. Health Care Cost Trend
The changesCompany’s U.S. postretirement plan assumed annual rate of increase in the definedper capita cost of health care benefits is 6.8% for the plan year ending June 30, 2017. The rate is assumed to decrease on a straight-line basis to 4.5% for the plan year ending June 30, 2027 and remain at that level thereafter. A one percentage point increase in the assumed health care cost trend rates would increase the benefit obligation by $81,422, while a one percentage point decrease would reduce the benefit obligation by $62,615.
U.S. Defined Benefit Pension Plan Settlement Charge
During fiscal 2015, the Company offered a voluntary one-time lump sum payment option to certain eligible former employees who had vested benefits under the Company’s U.S. pension plan that, if accepted, would settle the Company’s pension obligations to them. This resulted in lump sum payments from plan assets of $279,571 during fiscal 2015. As a result of this settlement and funded statusthe adoption of the new U.S. mortality tables released by the Society of Actuaries, the Company remeasured the assets and liabilities of the U.S. pension plan, which in aggregate resulted in a net reduction to the projected benefit obligation of $179,938 as well as a non-cash settlement charge of $64,382, pre-tax, during fiscal 2015.
Pension and Postretirement Expense
Pension expense for fiscal 20132016, 2015 and 2012 were as follows:2014 was $94,827, $143,968 (including the above noted settlement charge) and $87,422, respectively. Postretirement expense for fiscal 2016, 2015 and 2014 was not material to the Company’s Consolidated Financial Statements.

 August 31,
 2013 2012
 U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans
Reconciliation of benefit obligation       
Benefit obligation, beginning of year$1,881,544
 $1,145,964
 $1,433,884
 $1,046,251
Service cost11,472
 60,173
 11,437
 53,086
Interest cost74,664
 47,042
 74,403
 47,800
Participant contributions
 5,792
 
 7,058
Acquisitions/divestitures/transfers
 (34) 
 7,211
Amendments
 (3,120) 
 
Curtailments
 (471) 
 
Actuarial (gain) loss(317,291) 47,699
 395,636
 94,896
Benefits paid(36,295) (38,899) (33,816) (30,710)
Exchange rate impact
 (32,569) 
 (79,628)
Benefit obligation, end of year$1,614,094
 $1,231,577
 $1,881,544
 $1,145,964
Reconciliation of fair value of plan assets       
Fair value of plan assets, beginning of year$1,185,961
 $846,494
 $1,006,507
 $779,754
Actual return on plan assets(95,320) 78,312
 202,018
 67,724
Acquisitions/divestitures/transfers
 
 
 6,935
Employer contributions (1)511,418
 55,490
 11,252
 55,052
Participant contributions
 5,792
 
 7,058
Benefits paid(36,295) (38,899) (33,816) (30,710)
Exchange rate impact
 (33,895) 
 (39,319)
Fair value of plan assets, end of year$1,565,764
 $913,294
 $1,185,961
 $846,494
Funded status, end of year$(48,330) $(318,283) $(695,583) $(299,470)
Amounts recognized in the Consolidated Balance Sheets       
Non-current assets$91,316
 $59,758
 $
 $30,365
Current liabilities(11,570) (9,511) (11,709) (8,953)
Non-current liabilities(128,076) (368,530) (683,874) (320,882)
Funded status, end of year$(48,330) $(318,283) $(695,583) $(299,470)
_______________ 
(1)
The Company made a discretionary cash contribution of $500,000 to its U.S. defined benefit pension plan during fiscal 2013.

F- 2527

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

Accumulated Other Comprehensive LossBenefit Obligation, Plan Assets and Funded Status
The pre-tax accumulated net actuarial losschanges in the benefit obligations, plan assets and prior service (credit) cost recognized in Accumulated other comprehensive loss asfunded status of August 31, 2013the Company’s pension and 2012 waspostretirement benefit plans for fiscal 2016 and 2015 were as follows:
 August 31,
 2013 2012
 U.S. Plans Non-U.S. 
Plans
 U.S. Plans Non-U.S. 
Plans
Net actuarial loss$456,347
 $193,503
 $607,011
 $203,608
Prior service (credit) cost
 (14,275) 3
 (15,281)
Accumulated other comprehensive loss, pre-tax$456,347
 $179,228
 $607,014
 $188,327
 Pension Plans Postretirement Plans
 August 31,
2016
 August 31,
2015
 August 31, 2016 August 31, 2015
 U.S. Plans Non-U.S. Plans U.S. Plans Non-U.S. Plans U.S. and Non-U.S. Plans U.S. and Non-U.S. Plans
Reconciliation of benefit obligation           
Benefit obligation, beginning of year$1,635,744
 $1,439,225
 $1,909,651
 $1,519,007
 $403,095
 $375,312
Service cost7,305
 72,502
 8,899
 67,471
 18,565
 17,784
Interest cost63,470
 43,827
 76,969
 48,199
 15,618
 15,602
Participant contributions
 9,857
 
 6,081
 
 
Acquisitions/divestitures/transfers
 41,719
 
 (364) 
 
Amendments
 (1,561) 
 79
 
 
Curtailment
 (689) 
 
 84
 
Pension settlement
 
 (279,571) 
 
 
Special termination benefits
 1,332
 
 
 
 
Actuarial (gain) loss371,294
 261,252
 (35,478) 14,618
 74,213
 14,180
Benefits paid(47,807) (52,549) (44,726) (39,685) (11,143) (11,186)
Exchange rate impact
 (56,805) 
 (176,181) 532
 (8,597)
Benefit obligation, end of year$2,030,006
 $1,758,110
 $1,635,744
 $1,439,225
 $500,964
 $403,095
Reconciliation of fair value of plan assets           
Fair value of plan assets, beginning of year$1,596,186
 $982,471
 $1,883,789
 $1,032,378
 $24,643
 $29,484
Actual return on plan assets242,112
 97,638
 25,580
 39,797
 3,856
 92
Acquisitions/divestitures/transfers
 24,052
 
 
 
 
Employer contributions10,944
 71,046
 11,114
 52,033
 9,774
 6,253
Participant contributions
 9,857
 
 6,081
 
 
Pension settlement
 
 (279,571) 
 
 
Benefits paid(47,807) (52,549) (44,726) (39,685) (11,143) (11,186)
Exchange rate impact
 (51,361) 
 (108,133) 
 
Fair value of plan assets, end of year$1,801,435
 $1,081,154
 $1,596,186
 $982,471
 $27,130
 $24,643
Funded status, end of year$(228,571) $(676,956) $(39,558) $(456,754) $(473,834) $(378,452)
Amounts recognized in the Consolidated Balance Sheets           
Non-current assets$
 $59,335
 $102,686
 $64,690
 $
 $
Current liabilities(11,091) (16,691) (11,148) (10,287) (1,579) (1,416)
Non-current liabilities(217,480) (719,600) (131,096) (511,157) (472,255) (377,036)
Funded status, end of year$(228,571) $(676,956) $(39,558) $(456,754) $(473,834) $(378,452)
The estimated amounts that will be amortized from Accumulated other comprehensive loss as of August 31, 2013 into net periodic pension expense during fiscal 2014 are as follows:

 U.S. Plans Non-U.S.
Plans
Actuarial loss$10,003
 $9,467
Prior service credit
 (2,719)
Total$10,003
 $6,748
Funded Status for Defined Benefit Plans
The accumulated benefit obligation as of August 31, 2013 and 2012 was as follows:
 August 31,
 2013 2012
 U.S. Plans Non-U.S.
Plans
 U.S. Plans Non-U.S.
Plans
Accumulated benefit obligation$1,603,868
 $1,134,505
 $1,867,820
 $1,046,280
The following information is provided for defined benefit pension plans with projected benefit obligations in excess of plan assets and for plans with accumulated benefit obligations in excess of plan assets as of August 31, 2013 and 2012:
 August 31,
 2013 2012
 U.S. Plans Non-U.S.
Plans
 U.S. Plans Non-U.S.
Plans
Projected benefit obligation in excess of plan assets       
Projected benefit obligation$139,646
 $484,162
 $1,881,544
 $672,195
Fair value of plan assets
 106,120
 1,185,961
 342,361
 August 31,
 2013 2012
 U.S. Plans Non-U.S.
Plans
 U.S. Plans Non-U.S.
Plans
Accumulated benefit obligation in excess of plan assets       
Accumulated benefit obligation$139,646
 $403,788
 $1,867,820
 $436,499
Fair value of plan assets
 81,416
 1,185,961
 178,600

F- 2628

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

Accumulated Other Comprehensive Loss
The pre-tax accumulated net loss and prior service (credit) cost recognized in Accumulated other comprehensive loss as of August 31, 2016 and 2015 was as follows:
 Pension Plans Postretirement Plans
 August 31,
2016
 August 31,
2015
 August 31,
2016
 August 31,
2015
 U.S. Plans Non-U.S. 
Plans
 U.S. Plans Non-U.S. 
Plans
 U.S. and Non-U.S. Plans U.S. and Non-U.S. Plans
Net loss$592,873
 $480,408
 $397,065
 $295,098
 $143,777
 $75,224
Prior service (credit) cost
 (6,860) 
 (7,281) 31,569
 35,173
Accumulated other comprehensive loss, pre-tax$592,873
 $473,548
 $397,065
 $287,817
 $175,346
 $110,397
Funded Status for Defined Benefit Plans
The accumulated benefit obligation for defined benefit pension plans as of August 31, 2016 and 2015 was as follows:
 August 31,
2016
 August 31,
2015
 U.S. Plans Non-U.S.
Plans
 U.S. Plans Non-U.S.
Plans
Accumulated benefit obligation$2,017,437
 $1,592,598
 $1,626,972
 $1,313,946
The following information is provided for defined benefit pension plans and postretirement plans with projected benefit obligations in excess of plan assets and for defined benefit pension plans with accumulated benefit obligations in excess of plan assets as of August 31, 2016 and 2015:
 Pension Plans Postretirement Plans
 August 31,
2016
 August 31,
2015
 August 31,
2016
 August 31,
2015
 U.S. Plans Non-U.S.
Plans
 U.S. Plans Non-U.S.
Plans
 U.S. and Non-U.S. Plans U.S. and Non-U.S. Plans
Projected benefit obligation in excess of plan assets           
Projected benefit obligation$2,030,006
 $1,400,510
 $142,244
 $757,741
 $500,964
 $403,095
Fair value of plan assets1,801,435
 664,220
 
 236,297
 27,130
 24,643
 August 31,
2016
 August 31,
2015
 U.S. Plans Non-U.S.
Plans
 U.S. Plans Non-U.S.
Plans
Accumulated benefit obligation in excess of plan assets       
Accumulated benefit obligation$2,017,437
 $1,233,952
 $142,244
 $629,524
Fair value of plan assets1,801,435
 627,738
 
 204,076

F- 29

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

Investment Strategies
U.S. Pension Plans
The overall investment objective of the defined benefit pension plans is to provide growth inmatch the defined benefit pensionduration of the plans’ assets to help fund future defined benefit pension obligationsthe plans’ liabilities while managing risk in order to meet current defined benefit pension obligations. The plans’ future prospects, their current financial conditions, the Company’s current funding levels and other relevant factors suggest that the plans can tolerate some interim fluctuations in market value and rates of return in order to achieve long-term objectives without undue risk to the plans’ ability to meet their current benefit obligations. The Company recognizes that asset allocation of the defined benefit pension plans’ assets is an important factor in determining long-term performance. Actual asset allocations at any point in time may vary from the target asset allocations and will be dictated by current and anticipated market conditions, required cash flows and investment decisions of the investment committee and the pension plans’ investment funds and managers. Ranges are established to provide flexibility for the asset allocation to vary around the targets without the need for immediate rebalancing.
Non-U.S. Pension Plans
Plan assets in non-U.S. defined benefit pension plans conform to the investment policies and procedures of each plan and to relevant legislation. The pension committee or trustee of each plan regularly, but at least annually, reviews the investment policy and the performance of the investment managers. In certain countries, the trustee is also required to consult with the Company. Asset allocation decisions are made to provide risk adjusted returns that align with the overall investment strategy for each plan. Generally, the investment return objective of each plan is to achieve a total annualized rate of return that exceeds inflation over the long term by an amount based on the target asset allocation mix of that plan. In certain countries, plan assets are invested in funds that are required to hold a majority of assets in bonds, with a smaller proportion in equities. Also, certain plan assets are entirely invested in contracts held with the plan insurer, which determines the strategy. Defined benefit pension plans in certain countries are unfunded.
Risk Management
Plan investments are exposed to certain risks including market, interest rate and operating risk. In order to mitigate significant concentrations of these risks, the assets are invested in a diversified portfolio primarily consisting of fixed income instruments and equities. To minimize asset volatility relative to the liabilities, plan assets allocated to debt securities appropriately match the duration of individual plan liabilities. Equities are diversified between U.S. and non-U.S. index funds and are intended to achieve long term capital appreciation. Plan asset allocation and investment managers’ guidelines are reviewed on a regular basis.
Plan Assets
The Company’s target allocation for fiscal 20142017 and weighted-average plan assets allocations as of August 31, 20132016 and 20122015 by asset category for defined benefit pension plans were as follows:
 2014 Target
Allocation
 2013 2012
 U.S.
Plans
 Non-U.S.
Plans
 U.S.
Plans
 Non-U.S.
Plans
 U.S.
Plans
 Non-U.S.
Plans
Asset Category           
Equity securities20% 46-48% 23% 43% 55% 40%
Debt securities80
 40-42 76
 43
 44
 44
Cash and short-term investments
 2-3 1
 2
 1
 2
Insurance contracts
 5-10 
 8
 
 11
Other
 2-3 
 4
 
 3
Total100% n/m 100% 100% 100% 100%
_______________ 
n/m = not meaningful
 2017 Target
Allocation
 2016 2015
 U.S.
Plans
 Non-U.S.
Plans
 U.S.
Plans
 Non-U.S.
Plans
 U.S.
Plans
 Non-U.S.
Plans
Asset Category           
Equity securities% 36% % 29% 10% 30%
Debt securities77
 51
 75
 58
 87
 56
Cash and short-term investments23
 3
 25
 2
 3
 3
Insurance contracts
 7
 
 7
 
 6
Other
 3
 
 4
 
 5
Total100% 100% 100% 100% 100% 100%

F- 2730

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

Fair Value Measurements
Fair value is the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity.
The three-level hierarchy of fair value measurements is based on whether the inputs to those measurements are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. The fair-value hierarchy requires the use of observable market data when available and consists of the following levels:
Level 1—Quoted prices for identical instruments in active markets;
Level 2—Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs are observable in active markets; and
Level 3—Valuations derived from valuation techniques in which one or more significant inputs are unobservable.

The fair values of defined benefit pension and postretirement plan assets as of August 31, 20132016 were as follows:
U.S. Plans              
Level 1 Level 2 Level 3 TotalLevel 1 Level 2 Level 3 Total
Equity       
U.S. equity securities$
 $216,231
 $
 $216,231
Non-U.S. equity securities
 135,899
 
 135,899
Fixed Income              
U.S. government, state and local debt securities
 649,255
 
 649,255

 359,583
 
 359,583
Non-U.S. government debt securities
 16,482
 
 16,482

 38,232
 
 38,232
U.S. corporate debt securities
 190,924
 
 190,924

 614,136
 
 614,136
Non-U.S. corporate debt securities
 22,944
 
 22,944

 79,124
 
 79,124
Mutual fund debt securities314,528
 
 
 314,528
286,360
 
 
 286,360
Cash and short-term investments
 19,501
 
 19,501

 451,130
 
 451,130
Total$314,528
 $1,251,236
 $
 $1,565,764
$286,360
 $1,542,205
 $
 $1,828,565
              
Non-U.S. Plans              
Level 1 Level 2 Level 3 TotalLevel 1 Level 2 Level 3 Total
Equity              
U.S. equity securities$
 $63,827
 $
 $63,827
Non-U.S. equity securities
 279,257
 
 279,257
Mutual fund equity securities
 46,773
 
 46,773
$
 $311,324
 $
 $311,324
Fixed Income

      

      
Non-U.S. government debt securities12,147
 253,375
 
 265,522
91,745
 
 
 91,745
Non-U.S. corporate debt securities
 60,692
 
 60,692
Mutual fund debt securities
 65,954
 
 65,954
15,608
 524,472
 
 540,080
Cash and short-term investments16,528
 7,399
 
 23,927
19,382
 4,048
 
 23,430
Insurance contracts
 71,103
 
 71,103

 72,525
 
 72,525
Other
 36,239
 
 36,239

 42,050
 
 42,050
Total$28,675
 $884,619
 $
 $913,294
$126,735
 $954,419
 $
 $1,081,154
There were no transfers between Levels 1 and 2 during fiscal 2013.2016.


F- 2831

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

Expected Contributions
Generally, annual contributions are made at such times and in amounts as required by law and may, from time to time, exceed minimum funding requirements. The Company estimates it will pay approximately $66,644$80,077 in fiscal 20142017 related to contributions to its U.S. and non-U.S. defined benefit pension plans and benefit payments related to the unfunded frozen plan for former pre-incorporation partners. The Company has not determined whether it will make additional voluntary contributions for its defined benefit pension plans. The Company’s postretirement plan contributions in fiscal 2017 are not expected to be material to the Company’s Consolidated Financial Statements.
Estimated Future Benefit Payments
Benefit payments for defined benefit pension plans and postretirement plans, which reflect expected future service, as appropriate, are expected to be paid as follows:
 U.S. Plans Non-U.S.
Plans
2014$37,588
 $40,247
201540,070
 36,183
201642,868
 42,826
201746,038
 47,967
201849,401
 51,449
2019-2023310,930
 303,012
 Pension Plans Postretirement Plans
 U.S. Plans (1) Non-U.S.
Plans
 U.S. and Non-U.S. Plans
2017$46,881
 $44,537
 $10,259
201849,865
 50,094
 11,469
201953,277
 55,964
 12,598
202056,950
 66,225
 13,942
202161,361
 75,166
 15,830
2022-2026373,921
 416,507
 110,756
 _______________
(1)    Excludes the impact of the anticipated U.S. pension plan termination noted below.
U.S. Pension Plan Termination
On March 18, 2016, Accenture plc’s Board of Directors approved an amendment to terminate the Company’s U.S. pension plan, effective May 30, 2016, for all active and former employees who are no longer accruing benefits in the pension plan (approximately 16,200 people). The amendment also provides for the creation of a separate defined benefit plan with substantially the same terms for approximately 600 active employees who are currently eligible to accrue benefits. The U.S. pension plan is expected to be settled in 12 to 18 months from the termination effective date, subject to receipt of customary regulatory approvals.
The Company’s ultimate settlement obligation will depend upon both the nature and timing of participant settlements and prevailing market conditions. Upon settlement, the Company expects to recognize additional expense, consisting of unrecognized actuarial losses included in Accumulated other comprehensive loss that totaled approximately $467,000 as of August 31, 2016, adjusted for the difference between the ultimate settlement obligation and the Company’s accrued pension obligation. The Company does not expect the settlement of the U.S. pension plan obligations to have a material impact on its cash position.
Defined Contribution Plans
In the United States and certain other countries, the Company maintains and administers defined contribution plans for certain current, retired and resigned employees. Defined contribution plans in countries other than the United States and the United Kingdom are individually immaterial. Total expenses recorded for the United States and the United Kingdom defined contribution plans were $248,242, $255,606$419,932, $397,123 and $235,439$331,801 in fiscal 2013, 20122016, 2015 and 2011,2014, respectively.

F- 32

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

11.    SHARE-BASED COMPENSATION
Share Incentive Plans
On February 6, 2013 the Company’s shareholders approved an amendment to theThe Amended and Restated Accenture plc 2010 Share Incentive Plan, as amended and approved by the Company’s shareholders in 2016 (the “Amended 2010 SIP”), which the Board of Directors of Accenture approved on December 6, 2012. The Amended 2010 SIP is substantially the same as the Accenture plc 2010 Share Incentive Plan (the “2010 SIP”), except that it was amended to authorize an additional 24,000,000 shares and expressly prohibit the repricing of options and share appreciation rights. The 2010 SIP was originally approved by the Company's shareholders on February 4, 2010. No new awards were granted under the 2001 Share Incentive Plan (the “2001 SIP”) on or after February 4, 2010, and any share capacity remaining under the 2001 SIP was cancelled and not incorporated in the 2010 SIP. However, outstanding awards granted under the 2001 SIP, before the approval of the 2010 SIP, continue to be satisfied from shares authorized under the 2001 SIP.
The Amended 2010 SIP is administered by the Compensation Committee of the Board of Directors of Accenture and provides for the grant of nonqualified share options, incentive stock options, restricted share units and other share-based awards. A maximum of 74,000,00083,000,000 Accenture plc Class A ordinary shares are currently authorized for awards under the Amended 2010 SIP. As of August 31, 2013,2016, there were 37,517,58323,167,880 shares available for future grants under the Amended 2010 SIP.grants. Accenture plc Class A ordinary shares covered by awards that terminate, lapse or are cancelled may again be used to satisfy awards under the Amended 2010 SIP. The Company issues new Accenture plc Class A ordinary shares and shares from treasury for shares delivered under the Amended 2010 SIP.
A summary of information with respect to share-based compensation is as follows:
 Fiscal
 2013 2012 2011
Total share-based compensation expense included in Net income$615,878
 $538,086
 $450,137
Income tax benefit related to share-based compensation included in Net income186,839
 167,109
 138,984

F- 29

Table of Contents
 Fiscal
 2016 2015 2014
Total share-based compensation expense included in Net income$758,176
 $680,329
 $671,301
Income tax benefit related to share-based compensation included in Net income236,423
 212,019
 206,007
ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

Restricted Share Units
Under the Amended 2010 SIP, participants may be, and previously under the predecessor 2001 SIP participantsShare Incentive Plan were, granted restricted share units, each of which representsrepresent an unfunded, unsecured right which is nontransferable except in the event of death of the participant, to receive an Accenture plc Class A ordinary share on the date specified in the participant’s award agreement. The fair value of the awards is determined on the grant date based on the Company’s stock price.price on the date of grant. The restricted share units granted under these plans are subject to cliff or graded vesting, generally ranging from two to seven years. For awards with graded vesting, compensation expense is recognized over the vesting term of each separately vesting portion. Compensation expense is recognized on a straight-line basis for awards with cliff vesting. Restricted share unit activity during fiscal 20132016 was as follows:
Number of Restricted
Share Units
 Weighted Average
Grant-Date Fair Value
Number of Restricted
Share Units
 Weighted Average
Grant-Date Fair Value
Nonvested balance as of August 31, 201234,454,315
 $44.27
Nonvested balance as of August 31, 201524,733,581
 $71.83
Granted (1)12,001,178
 67.56
9,699,688
 105.16
Vested (2)(13,417,667) 45.75
(10,987,988) 72.50
Forfeited(1,328,782) 47.65
(1,481,576) 77.82
Nonvested balance as of August 31, 201331,709,044
 $52.32
Nonvested balance as of August 31, 201621,963,705
 $85.81
 _______________
(1)
The weighted average grant-date fair value for restricted share units granted for fiscal 2013, 20122016, 2015 and 20112014 was $67.56, $53.98$105.16, $89.63 and $47.87,$80.61, respectively.
(2)
The total grant-date fair value of restricted share units vested for fiscal 2013, 20122016, 2015 and 20112014 was $613,920, $488,085$796,620, $581,936 and $592,482,$628,999, respectively.
As of August 31, 2013,2016, there was $623,117$677,433 of total restricted share unit compensation expense related to nonvested awards not yet recognized, which is expected to be recognized over a weighted average period of 1.41.3 years. As of August 31, 2013,2016, there were 1,520,776930,652 restricted share units vested but not yet delivered as Accenture plc Class A ordinary shares.
Stock Options
StockThere were no stock options may be granted to membersduring fiscal 2016, 2015 or 2014. As of Accenture LeadershipAugust 31, 2016 we had 23,310 stock options outstanding and other employees under the Amended 2010 SIP and were previously granted under the 2001 SIP. Options generally have anexercisable at a weighted average exercise price that is at least equal to the fair value of the Accenture plc Class A ordinary shares on the date the option is granted. Options granted under the Amended 2010 SIP$37.46 and previously under the 2001 SIP are subject to cliff or graded vesting, generally ranging from two to five years, and generally have a weighted average remaining contractual term of 102.5 years. For awards with graded vesting, compensation expense is recognized over the vesting period of each separately vesting portion. Compensation expense is recognized on a straight-line basis for awards with cliff vesting. The fair value of each options grant is estimated on the date of grant using the Black-Scholes-Merton option pricing model. Stock option activity for fiscal 2013 was as follows:

 Number
of Options
 Weighted
Average
Exercise  Price
 Weighted Average
Remaining
Contractual Term
(In Years)
 Aggregate
Intrinsic
Value
Options outstanding as of August 31, 20125,836,662
 $24.49
 2.3 $216,291
Granted
 
    
Exercised(2,071,005) 23.43
    
Forfeited(51,248) 18.06
    
Options outstanding as of August 31, 20133,714,409
 $25.18
 1.5 $175,110
Options exercisable as of August 31, 20133,660,375
 $25.04
 1.4 $173,051
Options exercisable as of August 31, 20125,715,100
 24.32
 2.2 212,750
Options exercisable as of August 31, 20117,902,845
 23.79
 3.0 237,690

F- 3033

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

Other information pertaining to option activity is as follows:
 Fiscal
 2013 2012 2011
Weighted average grant-date fair value of stock options granted$
 $
 $13.73
Total fair value of stock options vested771
 726
 3,757
Total intrinsic value of stock options exercised100,487
 83,470
 450,956
Cash received from the exercise of stock options was $48,519 and the income tax benefit realized from the exercise of stock options was $20,244 for fiscal 2013. As of August 31, 2013, there was $36 of total stock option compensation expense related to nonvested awards not yet recognized, which is expected to be recognized over a weighted average period of 1 year.
Employee Share Purchase Plan
2010 ESPP
The Amended and Restated Accenture plc 2010 Employee Share Purchase Plan (the “2010 ESPP”) is a nonqualified plan that provides eligible employees of the CompanyAccenture plc and its designated affiliates with an opportunity to purchase Accenture plc Class A ordinary shares through payroll deductions. Under the 2010 ESPP, eligible employees may purchase Accenture plc Class A ordinary shares through the Employee Share Purchase Plan (the “ESPP”) or the Voluntary Equity Investment Program (the “VEIP”). Under the ESPP, eligible employees may elect to contribute 1% to 10% of their eligible compensation during each semi-annual offering period (up to $7.5$7.5 per offering period) to purchase Accenture plc Class A ordinary shares at a discount. Under the VEIP, eligible members of Accenture Leadership may elect to contribute up to 30% of their totaleligible compensation towards the monthly purchase of Accenture plc Class A ordinary shares at fair market value. At the end of the VEIP program year, Accenture Leadership participants who did not withdraw from the program will be granted restricted share units under the Amended 2010 SIP equal to 50% of the number of shares purchased during that year.year and held by the participant as of the grant date.
A maximum of 45,000,00090,000,000 Accenture plc Class A ordinary shares may be issued under the 2010 ESPP. As of August 31, 2013,2016, the Company had issued 23,429,59942,579,575 Accenture plc Class A ordinary shares under the 2010 ESPP. The Company issued 6,916,088, 7,406,7275,850,113, 6,232,031 and 7,382,9497,067,832 shares to employees in fiscal 2013, 20122016, 2015 and 2011,2014, respectively, under the 2010 ESPP.
12.    SHAREHOLDERS’ EQUITY
Accenture plc
Ordinary Shares
The Company has 40,000 authorized ordinary shares, par value €1€1 per share. Each ordinary share of Accenture plc entitles its holder to receive payments upon a liquidation of Accenture plc; however a holder of an ordinary share is not entitled to vote on matters submitted to a vote of shareholders of Accenture plc or to receive dividends.
Class A Ordinary Shares
An Accenture plc Class A ordinary share entitles its holder to one vote per share, and holders of those shares do not have cumulative voting rights. Each Class A ordinary share entitles its holder to a pro rata part of any dividend at the times and in the amounts, if any, which Accenture plc’s Board of Directors from time to time determines to declare, subject to any preferred dividend rights attaching to any preferred shares. Each Class A ordinary share is entitled on a winding-up of Accenture plc to be paid a pro rata part of the value of the assets of Accenture plc remaining after payment of its liabilities, subject to any preferred rights on liquidation attaching to any preferred shares.
Class X Ordinary Shares
An Accenture plc Class X ordinary share entitles its holder to one vote per share, and holders of those shares do not have cumulative voting rights. A Class X ordinary share does not entitle its holder to receive dividends, and holders of those shares are not entitled to be paid any amount upon a winding-up of Accenture plc. Most of the Company’s partners who received Accenture SCA Class I common shares or Accenture Canada Holdings Inc. exchangeable shares in connection with the Company’s transition to a corporate structure received a corresponding number of Accenture plc Class X ordinary shares. Accenture plc may redeem, at its option, any Class X ordinary share for a redemption price equal to the par value of the Class X ordinary share. Accenture plc has separately agreed with the original holders of Accenture SCA Class I commonHoldings plc ordinary shares and Accenture Canada Holdings Inc. exchangeable shares not to redeem any Class X ordinary share of such holder if the redemption would reduce the number of Class X ordinary shares held by that holder to a number that is less than the number of Accenture SCA Class I commonHoldings plc ordinary shares or Accenture Canada Holdings Inc. exchangeable shares owned by that holder, as the case may be. Accenture plc will redeem Class X

F- 31

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

ordinary shares upon the redemption or exchange of Accenture SCA Class I commonHoldings plc ordinary shares and Accenture Canada Holdings Inc. exchangeable shares so that the aggregate number of Class X ordinary shares outstanding at any time does not exceed the aggregate number of Accenture SCA Class I commonHoldings plc ordinary shares and Accenture Canada Holdings Inc. exchangeable shares outstanding. Class X ordinary shares are not transferable without the consent of Accenture plc.

F- 34

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

Equity of Subsidiaries Redeemable or Exchangeable for Accenture plc Class A Ordinary Shares
Accenture SCA Class I CommonHoldings plc Ordinary Shares
Members of Accenture Leadership in certain countries, including the United States, received Accenture SCA Class I common shares in connection with the Company’s transition to a corporate structure. On August 26, 2015, Accenture SCA merged with and into Accenture Holdings plc, with Accenture Holdings plc as the surviving entity. In connection with this transaction, holders of Accenture SCA Class I common shares (other than Accenture SCA itself) received, on a one-for-one basis, ordinary shares of Accenture Holdings plc. Only the CompanyAccenture plc, Accenture Holdings plc, Accenture International S.à.r.l. and itscertain current and former senior executivesmembers of Accenture Leadership and their permitted transferees hold Accenture SCA Class I commonHoldings plc ordinary shares. Each Accenture SCA Class I commonHoldings plc share entitles its holder to one vote on all matters submitted to a vote of shareholders of Accenture SCAHoldings plc and entitles its holders to dividends and liquidation payments.
Accenture SCAHoldings plc is obligated, at the option of the holder, to redeem any outstanding Accenture SCA Class I commonHoldings plc ordinary share at a redemption price per share generally equal to its current market value as determined in accordance with Accenture SCA’sHoldings plc’s memorandum and articles of association. Under Accenture SCA’sHoldings plc’s memorandum and articles of association, the market value of a Class I commonan ordinary share will be deemed to be equal to (i) the average of the high and low sales prices of an Accenture plc Class A ordinary share as reported on the New York Stock Exchange, (or on such other designated market on which the Class A ordinary shares trade), net of customary brokerage and similar transaction costs, or (ii) if Accenture plc sells its Class A ordinary shares on the date that the redemption price is determined (other than in a transaction with any employee or an affiliate or pursuant to a preexisting obligation), the weighted average sales price of an Accenture plc Class A ordinary share on the New York Stock Exchange, (or on such other market on which the Class A ordinary shares primarily trade), net of customary brokerage and similar transaction costs. Accenture SCAHoldings plc may, at its option, pay this redemption price with cash or by deliveringcausing Accenture plc to deliver Class A ordinary shares on a one-for-oneone-for-one basis. Each holder of Class I commonAccenture Holdings plc ordinary shares is entitled to a pro rata part of any dividend and to the value of any remaining assets of Accenture SCAHoldings plc after payment of its liabilities upon dissolution.
Accenture Canada Holdings Inc. Exchangeable Shares
Partners resident in Canada and New Zealand received Accenture Canada Holdings Inc. exchangeable shares in connection with the Company’s transition to a corporate structure. Holders of Accenture Canada Holdings Inc. exchangeable shares may exchange their shares for Accenture plc Class A ordinary shares at any time on a one-for-one basis. The Company may, at its option, satisfy this exchange with cash at a price per share generally equal to the market price of an Accenture plc Class A ordinary share at the time of the exchange. Each exchangeable share of Accenture Canada Holdings Inc. entitles its holder to receive distributions equal to any distributions to which an Accenture plc Class A ordinary share entitles its holder.
 

F- 3235

ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

13.    MATERIAL TRANSACTIONS AFFECTING SHAREHOLDERS’ EQUITY
Share Purchases and Redemptions
The Board of Directors of Accenture plc has authorized funding for the Company’s publicly announced open-market share purchase program for acquiring Accenture plc Class A ordinary shares and for purchases and redemptions of Accenture plc Class A ordinary shares, Accenture SCA Class I commonHoldings plc ordinary shares and Accenture Canada Holdings Inc. exchangeable shares held by the Company’s current and former members of Accenture Leadership and their permitted transferees. As of August 31, 2013,2016, the Company’s aggregate available authorization was $1,964,096$5,386,517 for its publicly announced open-market share purchase and these other share purchase programs.
The Company’s share purchase activity during fiscal 20132016 was as follows:
Accenture plc Class A
Ordinary Shares
 Accenture SCA Class  I
Common Shares and Accenture Canada
Holdings Inc. Exchangeable Shares
Accenture plc Class A
Ordinary Shares
 Accenture Holdings plc
Ordinary Shares and Accenture Canada
Holdings Inc. Exchangeable Shares
Shares Amount Shares         Amount        Shares Amount Shares         Amount        
Open-market share purchases (1)26,547,155
 $1,996,622
 
 $
19,989,726
 $2,122,066
 
 $
Other share purchase programs
 
 3,062,148
 218,123

 
 653,222
 72,193
Other purchases (2)4,750,122
 329,607
 
 
3,857,795
 410,730
 
 
Total31,297,277
 $2,326,229
 3,062,148
 $218,123
23,847,521
 $2,532,796
 653,222
 $72,193
 _______________
(1)
The Company conducts a publicly announced open-market share purchase program for Accenture plc Class A ordinary shares. These shares are held as treasury shares by Accenture plc and may be utilized to provide for select employee benefits, such as equity awards to the Company’s employees.
(2)
During fiscal 2013,2016, as authorized under the Company’s various employee equity share plans, the Company acquired Accenture plc Class A ordinary shares primarily via share withholding for payroll tax obligations due from employees and former employees in connection with the delivery of Accenture plc Class A ordinary shares under those plans. These purchases of shares in connection with employee share plans do not affect the Company’s aggregate available authorization for the Company’s publicly announced open-market share purchase and the other share purchase programs.
Other Share Redemptions
During fiscal 2013,2016, the Company issued 11,019,187775,023 Accenture plc Class A ordinary shares upon redemptions of an equivalent number of Accenture SCA Class I commonHoldings plc ordinary shares pursuant to its registration statement on Form S-3 (the “registration statement”). The registration statement allows the Company, at its option, to issue freely tradable Accenture plc Class A ordinary shares in lieu of cash upon redemptions of Accenture SCA Class I commonHoldings plc ordinary shares held by current and former members of Accenture Leadership and their permitted transferees.
Cancellation of Treasury Shares
Dividends
The Company’s dividend activity duringDuring fiscal 2013 was as follows:
 Dividend Per
Share
 Accenture plc Class A
Ordinary Shares
 Accenture SCA Class I Common
Shares and Accenture Canada
Holdings Inc. Exchangeable
Shares
 Total  Cash
Outlay
Dividend Payment DateRecord Date Cash Outlay Record Date Cash Outlay 
November 15, 2012$0.81
 October 12, 2012 $516,170
 October 9, 2012 $43,965
 $560,135
May 15, 20130.81
 April 12, 2013 526,747
 April 9, 2013 34,856
 561,603
Total Dividends    $1,042,917
   $78,821
 $1,121,738
The payment2016, the Company received authorization from the Board of the cash dividends also resulted in the issuanceDirectors of additional restricted share unitsAccenture plc to holders of restricted share units. Diluted weighted averagecancel 163,015,507 Accenture plc Class A ordinary share amounts have been restated for all periods presented to reflectshares that were held as treasury shares and had an aggregate cost of $11,199,016. The effect of the cancellation of these treasury shares was recognized in Class A ordinary shares and Additional paid-in capital with the residual recorded in Retained earnings. There was no effect on total shareholders’ equity as a result of this issuance.cancellation.

F- 3336

Table of Contents
ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

Dividends
The Company’s dividend activity during fiscal 2016 was as follows:
  Dividend Per
Share
 Accenture plc Class A
Ordinary Shares
 Accenture Holdings plc Ordinary
Shares and Accenture Canada
Holdings Inc. Exchangeable Shares
 Total  Cash
Outlay
Dividend Payment Date Record Date Cash Outlay Record Date Cash Outlay 
November 13, 2015 $1.10
 October 16, 2015 $687,285
 October 13, 2015 $33,391
 $720,676
May 13, 2016 1.10
 April 15, 2016 684,894
 April 12, 2016 32,568
 717,462
Total Dividends     $1,372,179
   $65,959
 $1,438,138
The payment of the cash dividends also resulted in the issuance of an immaterial number of additional restricted share units to holders of restricted share units.
Subsequent EventsEvent
On September 25, 2013,27, 2016, the Board of Directors of Accenture plc declared a semi-annual cash dividend of $0.93$1.21 per share on its Class A ordinary shares for shareholders of record at the close of business on October 11, 2013.21, 2016. On September 28, 2016, the Board of Directors of Accenture Holdings plc will cause Accenture SCA to declaredeclared a semi-annual cash dividend of $0.93$1.21 per share on its Class I commonordinary shares for shareholders of record at the close of business on October 8, 2013.18, 2016. Both dividends are payable on November 15, 2013.2016. The payment of the cash dividends will result in the issuance of an immaterial number of additional restricted share units to holders of restricted share units.
On September 25, 2013, the Board of Directors of Accenture plc approved $5,000,000 in additional share repurchase authority bringing the Company’s total outstanding authority to $6,964,096.
14.    LEASE COMMITMENTS
The Company has operating leases, principally for office space, with various renewal options. Substantially all operating leases are non-cancelable or cancelable only by the payment of penalties. Rental expense in agreements with rent holidays and scheduled rent increases is recorded on a straight-line basis over the lease term. Rental expense, including operating costs and taxes, and sublease income from third parties during fiscal 2013, 20122016, 2015 and 20112014 was as follows:
FiscalFiscal
2013 2012 20112016 2015 2014
Rental expense$529,342
 $541,182
 $493,734
$578,149
 $547,206
 $539,711
Sublease income from third parties(31,663) (33,171) (32,503)(26,403) (27,293) (29,482)
 
Future minimum rental commitments under non-cancelable operating leases as of August 31, 2013,2016 were as follows:
Operating
Lease
Payments
 Operating
Sublease
Income
Operating
Lease
Payments
 Operating
Sublease
Income
2014$454,655
 $(28,280)
2015364,701
 (23,821)
2016283,849
 (19,794)
2017219,043
 (15,680)$516,622
 $(16,147)
2018163,549
 (13,500)445,853
 (15,410)
2019375,393
 (13,996)
2020318,828
 (12,324)
2021257,949
 (11,074)
Thereafter674,603
 (20,351)902,659
 (50,350)
$2,160,400
 $(121,426)$2,817,304
 $(119,301)

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Table of Contents
ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

15.    COMMITMENTS AND CONTINGENCIES
Commitments
The Company has the right to purchase or may also be required to purchase substantially all of the remaining outstanding shares of its Avanade Inc. subsidiary (“Avanade”) not owned by the Company at fair value if certain events occur. Certain holders of Avanade common stock and options to purchase the stock have put rights that, under certain circumstances and conditions, would require Avanade to redeem shares of its stock at fair value. As of August 31, 20132016 and 2012,2015, the Company has reflected the fair value of $94,310$54,221 and $95,957,$79,023, respectively, related to Avanade’s redeemable common stock and the intrinsic value of the options on redeemable common stock in Other accrued liabilities onin the Consolidated Balance Sheets.
Indemnifications and Guarantees
In the normal course of business and in conjunction with certain client engagements, the Company has entered into contractual arrangements through which it may be obligated to indemnify clients with respect to certain matters. These arrangements with clients can include provisions whereby the Company has joint and several liability in relation to the performance of certain contractual obligations along with third parties also providing services and products for a specific project. In addition, the Company'sCompany’s consulting arrangements may include warranty provisions that the Company'sCompany’s solutions will substantially operate in accordance with the applicable system requirements. Indemnification provisions are also included in arrangements under which the Company agrees to hold the indemnified party harmless with respect to third-party claims related to such matters as title to assets sold or licensed or certain intellectual property rights.
Typically, the Company has contractual recourse against third parties for certain payments made by the Company in connection with arrangements where third-party nonperformance has given rise to the client’s claim. Payments by the Company under any of the arrangements described above are generally conditioned on the client making a claim, which may be disputed by the Company typically under dispute resolution procedures specified in the particular arrangement. The limitations of liability under these arrangements may be expressly limited or may not be expressly specified in terms of time and/or amount.
As of August 31, 20132016 and 2012,2015, the Company’s aggregate potential liability to its clients for expressly limited guarantees involving the performance of third parties was approximately $748,000$749,000 and $596,000,$655,000, respectively, of which all but approximately $15,000$113,000 and $21,000,$43,000, respectively, may be recovered from the other third parties if the Company is obligated to make payments to the indemnified parties that are theas a consequence of a performance default by the other third parties. For arrangements with unspecified limitations, the Company cannot reasonably estimate the aggregate maximum potential liability, as it is inherently difficult to predict the maximum potential amount of such payments, due to the conditional nature and unique facts of each particular arrangement.
To date, the Company has not been required to make any significant payment under any of the arrangements described above. The Company has assessed the current status of performance/payment risk related to arrangements with limited guarantees, warranty obligations, unspecified limitations and/or indemnification provisions and believes that any potential payments would be immaterial to the Consolidated Financial Statements, as a whole.
Legal Contingencies
As of August 31, 2013,2016, the Company or its present personnel had been named as a defendant in various litigation matters. The Company and/or its personnel also from time to time are involved in investigations by various regulatory or legal authorities concerning matters arising in the course of its business around the world. Based on the present status of these matters, management believes the range of reasonably possible losses in addition to amounts accrued, net of insurance recoveries, will not have a material effect on the Company’s results of operations or financial condition.

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Table of Contents
ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

16.    SEGMENT REPORTING
Operating segments are components of an enterprise where separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance.
The Company’s chief operating decision maker is its Chief Executive Officer. The Company’s operating segments are managed separately because each operating segment represents a strategic business unit providing management consulting technology and outsourcing services to clients in different industries.
 The Company’s reportable operating segments are the five operating groups, which are Communications, Media & Technology, Financial Services, Health & Public Service, Products and Resources. Information regarding the Company’s reportable operating segments is as follows:
Fiscal             
2013Communications, Media &
Technology
 Financial
Services
 Health &
Public
Service
 Products Resources Other Total
Net revenues$5,686,370
 $6,165,663
 $4,739,483
 $6,806,615
 $5,143,073
 $21,606
 $28,562,810
Depreciation (1)65,857
 64,844
 62,048
 81,888
 50,360
 
 324,997
Operating income785,543
 1,002,785
 594,417
 985,375
 970,560
 
 4,338,680
Assets as of August 31 (2)712,074
 176,601
 552,888
 667,415
 617,743
 (54,965) 2,671,756
2012             
Net revenues$5,906,724
 $5,842,776
 $4,255,631
 $6,562,974
 $5,275,001
 $19,224
 $27,862,330
Depreciation (1)64,202
 63,251
 61,994
 72,532
 56,013
 
 317,992
Operating income845,411
 809,633
 376,125
 863,860
 976,519
 
 3,871,548
Assets as of August 31 (2)582,652
 215,741
 477,536
 533,522
 484,095
 (91,557) 2,201,989
2011             
Net revenues$5,434,024
 $5,380,674
 $3,861,146
 $5,931,333
 $4,882,248
 $17,611
 $25,507,036
Depreciation (1)63,524
 56,256
 56,207
 68,136
 53,426
 
 297,549
Operating income727,761
 898,287
 318,430
 679,716
 846,263
 
 3,470,457
Assets as of August 31 (2)556,190
 189,611
 576,505
 579,616
 642,250
 (86,104) 2,458,068
Fiscal             
2016Communications, Media &
Technology
 Financial
Services
 Health &
Public
Service
 Products Resources Other Total
Net revenues$6,615,717
 $7,031,053
 $5,986,878
 $8,395,038
 $4,838,963
 $15,074
 $32,882,723
Depreciation and amortization (1)141,356
 139,518
 134,788
 206,806
 106,584
 
 729,052
Operating income965,574
 1,127,750
 807,012
 1,282,461
 627,648
 
 4,810,445
Net assets as of August 31 (2)923,764
 123,827
 892,569
 1,281,551
 820,273
 (137,761) 3,904,223
2015             
Net revenues$6,349,372
 $6,634,771
 $5,462,550
 $7,596,051
 $4,988,627
 $16,560
 $31,047,931
Depreciation and amortization (1)152,329
 128,413
 115,010
 168,731
 81,440
 
 645,923
Operating income871,388
 1,079,397
 700,960
 1,082,351
 701,773
 
 4,435,869
Net assets as of August 31 (2)798,623
 186,739
 812,278
 1,158,953
 723,113
 (59,371) 3,620,335
2014             
Net revenues$5,923,821
 $6,511,228
 $5,021,692
 $7,394,980
 $5,135,309
 $15,364
 $30,002,394
Depreciation and amortization (1)136,029
 139,759
 101,345
 169,704
 73,906
 
 620,743
Operating income770,166
 957,347
 678,663
 991,844
 902,492
 
 4,300,512
Net assets as of August 31 (2)926,952
 128,179
 791,084
 974,546
 735,048
 (127,396) 3,428,413
_______________
(1)
Amounts include depreciation on property and equipment and amortization of intangible assets controlled by each operating segment, as well as an allocation for depreciation on property and equipmentamounts they do not directly control.
(2)
The Company does not allocate total assets by operating segment. Operating segment assets directly attributed to an operating segment and provided to the chief operating decision maker include Receivables from clients, current and non-current Unbilled services, Deferred contract costs and current and non-current Deferred revenues.
The accounting policies of the operating segments are the same as those described in Note 1 (Summary of Significant Accounting Policies) to these Consolidated Financial Statements.


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Table of Contents
ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

Revenues are attributed to geographic regions and countries based on where client services are supervised. Information regarding geographic regions and countries is as follows:
FiscalAmericas EMEA(1) Asia Pacific TotalNorth America Europe Growth Markets Total
2013       
2016       
Net revenues$13,518,623
 $11,047,417
 $3,996,770
 $28,562,810
$15,653,290
 $11,448,361
 $5,781,072
 $32,882,723
Reimbursements972,217
 576,178
 283,080
 1,831,475
970,248
 635,362
 309,328
 1,914,938
Revenues14,490,840
 11,623,595
 4,279,850
 30,394,285
16,623,538
 12,083,723
 6,090,400
 34,797,661
Property and equipment, net as of August 31317,759
 199,593
 262,323
 779,675
244,351
 220,500
 491,691
 956,542
2012       
2015       
Net revenues$12,522,673
 $11,296,207
 $4,043,450
 $27,862,330
$14,209,387
 $10,929,572
 $5,908,972
 $31,047,931
Reimbursements897,483
 697,622
 320,550
 1,915,655
891,443
 628,342
 346,708
 1,866,493
Revenues13,420,156
 11,993,829
 4,364,000
 29,777,985
15,100,830
 11,557,914
 6,255,680
 32,914,424
Property and equipment, net as of August 31256,697
 206,356
 316,441
 779,494
230,359
 179,925
 391,600
 801,884
2011       
2014 (1)
       
Net revenues$11,270,668
 $10,853,684
 $3,382,684
 $25,507,036
$12,796,846
 $11,254,953
 $5,950,595
 $30,002,394
Reimbursements851,081
 699,631
 295,166
 1,845,878
882,481
 624,219
 365,584
 1,872,284
Revenues12,121,749
 11,553,315
 3,677,850
 27,352,914
13,679,327
 11,879,172
 6,316,179
 31,874,678
Property and equipment, net as of August 31235,900
 230,805
 318,526
 785,231
240,886
 190,450
 362,108
 793,444
 _______________
(1)EMEA includes Europe,
Effective September 1, 2014, we revised the reporting of the Company’s geographic regions as follows: North America (the United States and Canada); Europe; and Growth Markets (Asia Pacific, Latin America, Africa, the Middle East, Russia and Africa.Turkey). Fiscal 2014 amounts have been reclassified to conform to the current period presentation.
The Company conductsCompany’s business in the following countries thatUnited States represented 46%, 43% and 40% of its consolidated net revenues during fiscal 2016, 2015 and 2014, respectively. No other country individually comprised 10% or more of the Company’s consolidated Net revenues:net revenues during these periods. Business in Ireland, the Company’s country of domicile, represented approximately 1% of its consolidated net revenues during each of fiscal 2016, 2015 and 2014.
 Fiscal
 2013 2012 2011
United States39% 36% 35%
United Kingdom9
 9
 10
The Company conducts business in Ireland and in the following countries that hold 10% or more of its total consolidated Property and equipment, net:
August 31,
2013 2012 2011August 31, 2016 August 31, 2015 August 31, 2014
United States31% 26% 23%25% 28% 29%
India17
 21
 23
25
 26
 22
Philippines9
 10
 9
Ireland4
 2
 2
 
Net revenuesRevenues by type of work were as follows:
FiscalFiscal
2013 2012 20112016 2015 2014
Consulting$15,383,485
 $15,562,321
 $14,924,187
$17,867,891
 $16,203,915
 $15,737,661
Outsourcing13,179,325
 12,300,009
 10,582,849
15,014,832
 14,844,016
 14,264,733
Net revenues28,562,810
 27,862,330
 25,507,036
32,882,723
 31,047,931
 30,002,394
Reimbursements1,831,475
 1,915,655
 1,845,878
1,914,938
 1,866,493
 1,872,284
Revenues$30,394,285
 $29,777,985
 $27,352,914
$34,797,661
 $32,914,424
 $31,874,678

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Table of Contents
ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

17.    QUARTERLY DATA (unaudited)
Fiscal 2013First
Quarter
 Second
Quarter
 Third
Quarter
 Fourth
Quarter
 Annual
Fiscal 2016First
Quarter
 Second
Quarter
 Third
Quarter
 Fourth
Quarter
 Annual
Net revenues$7,219,961
 $7,058,042
 $7,198,140
 $7,086,667
 $28,562,810
$8,013,163
 $7,945,565
 $8,434,757
 $8,489,238
 $32,882,723
Reimbursements448,075
 435,278
 509,795
 438,327
 1,831,475
452,821
 451,488
 534,287
 476,342
 1,914,938
Revenues7,668,036
 7,493,320
 7,707,935
 7,524,994
 30,394,285
8,465,984
 8,397,053
 8,969,044
 8,965,580
 34,797,661
Cost of services before reimbursable expenses4,853,768
 4,827,679
 4,760,121
 4,737,067
 19,178,635
5,450,644
 5,575,749
 5,745,205
 5,833,698
 22,605,296
Reimbursable expenses448,075
 435,278
 509,795
 438,327
 1,831,475
452,821
 451,488
 534,287
 476,342
 1,914,938
Cost of services5,301,843
 5,262,957
 5,269,916
 5,175,394
 21,010,110
5,903,465
 6,027,237
 6,279,492
 6,310,040
 24,520,234
Operating income1,048,674
 1,164,532
 1,141,971
 983,503
 4,338,680
1,221,260
 1,088,044
 1,305,943
 1,195,198
 4,810,445
Net income766,031
 1,187,098
 874,063
 727,327
 3,554,519
868,681
 1,399,858
 950,283
 1,130,781
 4,349,603
Net income attributable to Accenture plc698,817
 1,101,802
 810,258
 671,001
 3,281,878
818,899
 1,326,520
 897,247
 1,069,226
 4,111,892
Weighted average Class A ordinary shares:                  
—Basic639,659,238
 649,520,337
 650,625,931
 642,359,475
 645,536,995
626,463,124
 626,523,793
 623,725,913
 622,555,642
 624,797,820
—Diluted (1)716,630,385
 715,135,968
 714,984,161
 706,256,084
 712,763,616
671,300,744
 668,125,087
 666,403,323
 665,365,231
 667,770,274
Earnings per Class A ordinary share:                  
—Basic$1.09
 $1.70
 $1.25
 $1.04
 $5.08
$1.31
 $2.12
 $1.44
 $1.72
 $6.58
—Diluted (1)1.06
 1.65
 1.21
 1.01
 4.93
1.28
 2.08
 1.41
 1.68
 6.45
Ordinary share price per share:                  
—High$71.79
 $75.97
 $84.22
 $83.30
 $84.22
$109.86
 $109.65
 $119.72
 $120.78
 $120.78
—Low60.69
 65.20
 72.42
 69.00
 60.69
91.68
 91.40
 101.00
 108.66
 91.40
_______________ 
(1)
The first and second quarters of fiscal 2013 diluted weighted average Accenture plc Class A ordinary shares and earnings per share amounts have been restated to reflect the impact of the issuance of additional restricted share units to holders of restricted share units in connection with the fiscal 2013 payment of cash dividends. This did not result in a change to previously reported Diluted earnings per share.



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Table of Contents
ACCENTURE PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (continued)
(In thousands of U.S. dollars, except share and per share amounts or as otherwise disclosed)

Fiscal 2012First
Quarter
 Second
Quarter
 Third
Quarter
 Fourth
Quarter
 Annual
Fiscal 2015First
Quarter
 Second
Quarter
 Third
Quarter
 Fourth
Quarter
 Annual
Net revenues$7,074,497
 $6,797,250
 $7,154,690
 $6,835,893
 $27,862,330
$7,895,715
 $7,493,329
 $7,770,382
 $7,888,505
 $31,047,931
Reimbursements514,611
 462,578
 486,100
 452,366
 1,915,655
447,542
 438,261
 504,684
 476,006
 1,866,493
Revenues7,589,108
 7,259,828
 7,640,790
 7,288,259
 29,777,985
8,343,257
 7,931,590
 8,275,066
 8,364,511
 32,914,424
Cost of services before reimbursable expenses4,822,957
 4,680,884
 4,783,785
 4,587,003
 18,874,629
5,356,425
 5,252,690
 5,245,477
 5,384,100
 21,238,692
Reimbursable expenses514,611
 462,578
 486,100
 452,366
 1,915,655
447,542
 438,261
 504,684
 476,006
 1,866,493
Cost of services5,337,568
 5,143,462
 5,269,885
 5,039,369
 20,790,284
5,803,967
 5,690,951
 5,750,161
 5,860,106
 23,105,185
Operating income981,138
 889,299
 1,060,761
 940,350
 3,871,548
1,187,709
 1,021,033
 1,133,519
 1,093,608
 4,435,869
Net income711,757
 714,190
 762,831
 636,155
 2,824,933
892,242
 743,192
 850,230
 788,125
 3,273,789
Net income attributable to Accenture plc642,086
 643,923
 689,219
 578,282
 2,553,510
831,530
 690,726
 793,697
 737,628
 3,053,581
Weighted average Class A ordinary shares:                  
—Basic644,285,298
 646,452,990
 645,761,617
 636,064,228
 643,132,601
628,439,218
 628,254,759
 625,969,418
 624,715,181
 626,799,586
—Diluted (1)730,916,739
 730,034,891
 729,528,085
 718,489,744
 727,011,059
682,333,149
 679,165,137
 677,825,768
 675,749,438
 678,757,070
Earnings per Class A ordinary share:                  
—Basic$1.00
 $1.00
 $1.07
 $0.90
 $3.97
$1.32
 $1.10
 $1.27
 $1.18
 $4.87
—Diluted (1)0.96
 0.97
 1.03
 0.88
 3.84
1.29
 1.08
 1.24
 1.15
 4.76
Ordinary share price per share:                  
—High$61.90
 $60.20
 $65.89
 $61.98
 $65.89
$86.49
 $91.94
 $97.95
 $105.37
 $105.37
—Low48.55
 51.08
 56.21
 54.94
 48.55
73.98
 81.66
 86.40
 88.43
 73.98
_______________ 
(1)Fiscal 2012 diluted weighted average Accenture plc Class A ordinary shares and earnings per share amounts have been restated to reflect the impact of the issuance of additional restricted share units to holders of restricted share units in connection with the fiscal 2013 payment of cash dividends. This did not result in a change to previously reported Diluted earnings per share.

F- 3942