6-K 1 d6k.htm FORM 6-K Form 6-K

Commission File Number 001-31914

 


SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 6-K

 


 

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of the

Securities Exchange Act of 1934

 

August 30, 2004

 


 

China Life Insurance Company Limited

(Translation of registrant’s name into English)

 


 

16 Chaowai Avenue

Chaoyang District

Beijing 100020, China

Tel: (86-10) 8565-9999

(Address of principal executive offices)

 


 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F:

 

Form 20-F      X            Form 40-F              

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):             

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):             

 

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:

 

Yes                      No      X    

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-             

 



On August 28 and 30, 2004, China Life Insurance Company Limited issued two announcements, copies of which are attached as Exhibits 99.1 and 99.2 hereto, respectively.

 

EXHIBIT LIST

 

Exhibit

 

Description


99.1   Announcement, dated August 27, 2004
99.2   Announcement, dated August 27, 2004

 


SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

        China Life Insurance Company Limited
        (Registrant)
    By:  

/s/ Miao Fuchun


        (Signature)
    Name:   Miao Fuchun

Date: August 30, 2004

  Title:   Director and Vice President

 


EXHIBIT 99.1

 

LOGO

 

CHINA LIFE INSURANCE COMPANY LIMITED

 

(A joint stock limited company incorporated in the People’s Republic of China with limited liability)

(the “Company”)

(Stock Code : 2628)

 

ANNOUNCEMENT

 

Publication of the Company’s written insurance premium on CIRC’s website.

 

China Insurance Regulatory Commission (“CIRC”) has recently issued a general notice to, amongst others, insurance companies in PRC requiring each PRC insurance company to provide to CIRC a business activity report every month containing the insurance premium written by each of such insurance company. Thereafter, CIRC will publish the accumulated gross insurance premium (“Accumulated Gross Insurance Premium”) written by each insurance company on CIRC’s website at www.circ.gov.cn. The Company will comply fully with the CIRC’s reporting requirements. The Company expects that the publication of the Company’s Accumulated Gross Insurance Premium for the seven months ended 31 July 2004, which is approximately RMB100.9 billion, will be made by CIRC for the first time towards the end of August 2004.

 

The Company understands that the publication by CIRC of the Accumulated Gross Insurance Premium may constitute price sensitive information of the Company under Rule 13.09 of the Listing Rules.

 

The Company wishes to advise the investors that the information relating to the Accumulated Gross Insurance Premium as published on CIRC’s website will be unaudited and are prepared by the Company under the applicable PRC general accepted accounting principles. The Company will not assume any legal responsibility to investors who rely on the information as published on CIRC’s website.

 

By Order of the Board of
China Life Insurance Company Limited
Heng Kwoo Seng
Company Secretary

 

The Board comprises of:

Executive directors: Wang Xianzhang, Miao Fuchun

Non-executive directors: Wu Yan, Shi Guoqing

Independent non-executive directors: Long Yongtu, Chau Tak Hay, Sun Shuyi, Cai Rang, Fan Yingjun

 

Hong Kong, August 27, 2004


Exhibit 99.2

 

LOGO

 

CHINA LIFE INSURANCE COMPANY LIMITED

(A joint stock limited company incorporated in the People’s Republic of China with limited liability)

(Stock Code: 2628)

 

ANNOUNCEMENT OF INTERIM RESULTS FOR THE SIX MONTHS

ENDED 30 JUNE 2004

 

RESULTS OF THE GROUP

 

China Life Insurance Company Limited (the “Company”) is pleased to announce the unaudited consolidated results of the Company and its subsidiary for the six months ended 30 June 2004:

 

UNAUDITED CONSOLIDATED RESULTS

 

CONDENSED CONSOLIDATED PROFIT AND LOSS ACCOUNT

 

For the six months ended 30 June 2004

 

         

Unaudited

Six months
ended 30 June
2004


    Six months
ended 30 June
2003


 
     Note    RMB million     RMB million  
                (Note 1)  
REVENUES                  

Gross written premiums and policy fees

        34,668     36,091  

Less: premiums ceded to reinsurers

        (584 )   (690 )
         

 

Net written premiums and policy fees

        34,084     35,401  

Net change in unearned premium reserves

        (147 )   17  
         

 

Net premiums earned and policy fees

        33,937     35,418  
         

 

Net investment income

   2    5,018     5,070  

Net realised gain/(loss) on investments

   2    (63 )   691  

Net unrealised gain/(loss) on trading securities

   2    (723 )   280  

Other income

        776     122  
         

 

Total revenues         38,945     41,581  
         

 

BENEFITS, CLAIMS AND EXPENSES                  

Insurance benefits and claims

                 

Life insurance death and other benefits

        (2,740 )   (4,580 )

Accident and health claims and claim adjustment expenses

        (2,732 )   (2,455 )

Increase in future life policyholder benefits

        (19,245 )   (23,192 )

Interest credited to policyholder contract deposits

        (2,084 )   (4,109 )

Policyholder dividends and participation in profits

        (1,157 )   (862 )

Amortisation of deferred policy acquisition costs

        (2,893 )   (2,648 )

Underwriting and policy acquisition costs

        (758 )   (708 )

Administrative expenses

        (3,418 )   (3,005 )

Other operating expenses

        (84 )   (704 )

Interest expense on bank borrowings

        —       (5 )

Statutory insurance levy

        (47 )   (38 )
         

 

Total benefits, claims and expenses

        (35,158 )   (42,306 )
         

 

Profit/(loss) before income tax expenses and minority interests

   3    3,787     (725 )

Income tax expenses

   4    (955 )   (8 )
         

 

Profit/(loss) before minority interests

        2,832     (733 )

Minority interests

        (20 )   19  
         

 

Net profit/(loss)

        2,812     (714 )
         

 

Dividends

        RMB —       RMB —    
         

 

Basic and diluted earnings/(loss) per share

   5    RMB0.11     RMB(0.04 )
         

 


Notes:

1. Information for the six months ended 30 June 2003 presents the financial information of the predecessor of the Company, China Life Insurance Company, prior to the restructuring becoming effective.


2. Investment Results

 

         

For the six months

ended 30 June


 
          2004

    2003

 
     Note    RMB million     RMB million  

Net investment income

                 

Fixed maturity securities

        1,262     1,431  

Equity securities

        511     188  

Term deposits and cash and cash equivalents

        3,060     2,732  

Investment properties

        —       58  

Investment in associated companies

        —       16  

Policy loans

        —       3  

Securities purchased under agreements to resell

        207     653  

Other investments

        —       7  
         

 

Subtotal

        5,040     5,088  

Securities sold under agreements to repurchase

        (10 )   (2 )

Investment expense

        (12 )   (16 )
         

 

Total         5,018     5,070  
         

 

Net realised gain/(loss) on investments                  

Fixed maturity securities

        17     558  

Equity securities

        —       133  

Impairment

   a    (80 )   —    
         

 

Total         (63 )   691  
         

 

Net unrealised gain/(loss) on investments                  
Equity securities         (723 )   280  
         

 

Total         (723 )   280  
         

 


Note a:     As of 30 June 2004, the carrying value of government bonds entrusted with the Min Fa Security Limited Company (“Min Fa Security”) for custody by the Company totalled RMB446 million. The government bonds entrusted in Min Fa Security is for custodian purpose only and not a part of asset management arrangement. In order to centralize the control over these bonds, the Company has asked Min Fa Security to transfer the custodianship. In 5 July 2004, Min Fa Security replied that the transfer could not be executed due to the internal problems of Min Fa Security but acknowledged its responsibility and agreed to implement the transfer as soon as possible. However, the fact that Min Fa Security could not execute the transfer as required indicates certain risks. As a result, the Company has made a provision of RMB80 million. The Company continues to take all necessary steps to safeguard the Company’s rights over the bonds. As of the issue date of the statement, except for the bonds with Min Fa Security, all other fixed maturity and equity securities are entrusted with China Life Insurance Asset Management Company Limited, the subsidiary of the Company.


3. Profit/(loss) before taxation

 

Profit/(loss) before taxation is stated after charging the following:

 

    

For the six months

ended 30 June


     2004

   2003

     RMB million    RMB million

Staff costs

         

Wages and salary

   1,693    1,594

Housing benefits

   86    54

Contribution to the defined contribution pension plan

   99    77

Depreciation - owned property, plant and equipment

   417    720

Loss on disposal of property, plant and equipment

   1    36

Deficit on revaluation of investment properties

   —      181

 

4. Taxation

 

(a) The amount of taxation charged to the consolidated profit and loss account represents:

 

    

For the six months

ended 30 June


     2004

   2003

     RMB million    RMB million

Current taxation:

         

- Enterprise income tax

   102    8

Deferred taxation relating to the origination and reversal of temporary differences

   853    —  
    
  

Taxation charges

   955    8
    
  

 

(b) The reconciliation between the Group’s effective tax rate and the statutory tax rate of 33% in the PRC is as follows:

 

    

For the six months

ended 30 June


 
     2004

    2003

 
     RMB million     RMB million  

Profit/(loss) before income tax expenses and minority interests

   3,787     (725 )

Tax computed at the statutory tax rate of 33%

   1,250     (239 )

Non taxable income

   (407 )   —    

Expenses not deductible for tax purposes

   112     575  

Unrecognised deferred tax assets

   —       (328 )

Income taxes at effective tax rate

   955     8  
    

 

 

Non-taxable income includes mainly interest income from government bonds and fund dividend. Expenses not deductible for tax purposes include mainly salary and wages expenses in excess to deductible amounts.


5. Profit/(loss) per share

 

There is no difference between basic and diluted profit/(loss) per share. The basic and diluted profit/(loss) per share for the six months ended 30 June 2004 is based on the weighted average number of 26,764,705,000 (2003: 20,000,000,000) ordinary shares in issue during the period.

 

For the purpose of profit/(loss) per share computations, the company’s issuance of 20,000 million shares to CLIC is given retroactive treatment and considered outstanding for all periods presented.

 

6. Segment information

 

     For the six months ended 30 June 2004

 
     Individual
life


   

Group

life


    Accident &
Health


    Corporate &
other


    Total

 
     RMB million     RMB million     RMB million     RMB million     RMB million  

Revenues

                              

Gross written premiums and policy fees

   28,762     323     5,583     —       34,668  

Gross written premiums

   25,684     131     5,575     —          

- Term

   73     2     —       —          

- Whole

   8,950     129     —       —          

- Endowment

   14,806     —       —       —          

- Annuity

   1,855     —       —       —          

Policy fees

   3,078     192     8     —          

Net premiums earned and policy fees

   28,762     323     4,852     —       33,937  

Net investment income

   4,455     472     91     —       5,018  

Net realised loss on investments

   (56 )   (6 )   (1 )   —       (63 )

Net unrealised loss on trading securities

   (642 )   (68 )   (13 )   —       (723 )

Other income

   —       —       —       776     776  
    

 

 

 

 

Segment revenue

   32,519     721     4,929     776     38,945  
    

 

 

 

 

Benefits, claims and expenses

                              

Insurance benefits and claims

                              

Life insurance death and other benefits

   (2,527 )   (198 )   (15 )   —       (2,740 )

Accident and health claims and claim adjustment expenses

   —       —       (2,732 )   —       (2,732 )

Increase in future life policyholder benefits

   (18,903 )   (94 )   (248 )   —       (19,245 )

Interest credited to policyholder contract deposits

   (1,725 )   (356 )   (3 )   —       (2,084 )

Policyholder dividends and participation in profits

   (1,136 )   (21 )   —       —       (1,157 )

Amortization of deferred policy acquisition costs

   (2,773 )   (59 )   (61 )   —       (2,893 )

Underwriting and policy acquisition costs

   (522 )   (27 )   (209 )   —       (758 )

Administrative expenses

   (1,805 )   (163 )   (744 )   (706 )   (3,418 )

Other operating expenses

   (27 )   (2 )   (11 )   (44 )   (84 )

Interest expense on bank borrowings

   —       —       —       —       —    

Statutory insurance levy

   —       —       (47 )   —       (47 )
    

 

 

 

 

Segment benefits, claims and expenses

   (29,418 )   (920 )   (4,070 )   (750 )   (35,158 )
    

 

       

 

Segment results

   3,101     (199 )   859     26     3,787  
    

 

 

 

 

Income tax expenses

   —       —       —       (955 )   (955 )

Minority interests

   —       —       —       (20 )   (20 )
    

 

 

 

 

Net profit/ (loss)

   3,101     (199 )   859     (949 )   2,812  
    

 

 

 

 


     For the six months ended 30 June 2003

 
     Individual
life


   

Group

life


    Accident &
Health


    Corporate &
other


    Total

 
     RMB million     RMB million     RMB million     RMB million     RMB million  

Revenues

                              

Gross written premiums and policy fees

   30,956     369     4,766     —       36,091  

Gross written premiums

   27,315     191     4,766     —          

- Term

   195     —       —       —          

- Whole

   14,426     191     —       —          

- Endowment

   7,841     —       —       —          

- Annuity

   4,853     —       —       —          

Policy fees

   3,641     178     —       —          

Net premiums earned and policy fees

   30,956     369     4,093     —       35,418  

Net investment income

   4,377     631     62     —       5,070  

Net realised gain on investments

   597     86     8     —       691  

Net unrealised gain on trading securities

   242     35     3     —       280  

Other income

   —       —       —       122     122  
    

 

 

 

 

Segment revenue

   36,172     1,121     4,166     122     41,581  
    

 

 

 

 

Benefits, claims and expenses

                              

Insurance benefits and claims

                              

Life insurance death and other benefits

   (3,925 )   (655 )   —       —       (4,580 )

Accident and health claims and claim adjustment expenses

   —       —       (2,455 )   —       (2,455 )

Increase in future life policyholder benefits

   (23,266 )   74     —       —       (23,192 )

Interest credited to policyholder contract deposits

   (2,738 )   (1,371 )   —       —       (4,109 )

Policyholder dividends and participation in profits

   (838 )   (24 )   —       —       (862 )

Amortization of deferred policy acquisition costs

   (2,551 )   (42 )   (55 )   —       (2,648 )

Underwriting and policy acquisition costs

   (528 )   (2 )   (178 )   —       (708 )

Administrative expenses

   (2,624 )   (100 )   (281 )   —       (3,005 )

Other operating expenses

   (201 )   (8 )   (19 )   (476 )   (704 )

Interest expenses on bank borrowings

   —       —       —       (5 )   (5 )

Statutory insurance levy

   —       —       (38 )   —       (38 )
    

 

 

 

 

Segment benefits, claims and expenses

   (36,671 )   (2,128 )   (3,026 )   (481 )   (42,306 )
    

 

 

 

 

Segment results

   (499 )   (1,007 )   1,140     (359 )   (725 )
    

 

 

 

 

Income tax expenses

   —       —       —       (8 )   (8 )

Minority interests

   —       —       —       19     19  
    

 

 

 

 

Net profit/ (loss)

   (499 )   (1,007 )   1,140     (348 )   (714 )
    

 

 

 

 


CONDENSED CONSOLIDATED BALANCE SHEET

 

As at 30 June 2004 and 31 December 2003

 

     Unaudited     
    

30 June

2004


   31 December
2003


     RMB million    RMB million

ASSETS

         

Investments

         

Fixed maturity securities

   95,529    70,604

Held-to-maturity securities, at amortised cost

   17,710    —  

Non-trading securities, at estimated fair value

   77,819    70,604

Equity securities

   13,100    10,718

Non-trading securities, at estimated fair value

   8,074    5,550

Trading securities, at estimated fair value

   5,026    5,168

Term deposits

   196,154    137,192

Statutory deposits - restricted

   4,000    4,000

Policy loans

   230    116

Securities purchased under agreements to resell

   12,400    14,002

Cash and cash equivalents

   22,880    42,616
    
  
     344,293    279,248
    
  

Other assets

         

Accrued investment income

   4,211    2,875

Premiums receivables

   3,701    2,801

Reinsurance assets

   934    997

Deferred policy acquisition costs

   29,790    24,868

Property, plant and equipment, net

   11,811    12,008

Other

   1,815    5,923
    
  
     52,262    49,472
    
  

Total assets

   396,555    328,720
    
  

LIABILITIES AND EQUITY

         

Liabilities

         

Future life policyholder benefits

   102,161    82,718

Policyholder contract deposits and other funds

   206,776    154,731

Unearned premium reserves

   5,374    5,382

Reserves for claims and claim adjustment expenses

   494    814

Annuity and other insurance balances payable

   1,703    638

Premiums received in advance

   1,369    2,407

Policyholder dividends payable

   2,238    1,916

Securities sold under agreements to repurchase

   1,954    6,448

Other liabilities

   6,802    6,891

Deferred tax liabilities

   3,607    3,686

Statutory insurance fund

   381    333
    
  

Total liabilities

   332,859    265,964
    
  

Contingencies and commitments

         

Minority interests

   340    320

Shareholders’ equity

         

Share capital

   26,765    26,765

Reserves

   32,159    34,051

Retained earnings

   4,432    1,620
    
  

Total shareholders’ equity

   63,356    62,436
    
  

Total liabilities and equity

   396,555    328,720
    
  

 


BUSINESS REVIEW AND FUTURE PROSPECTS

 

Unless otherwise stated, the financial information of the Company set forth below for the six months ended 30 June 2003 is prepared on a pro forma basis giving effect to the restructuring of the Company as if it had occured at the start of the six-month period ended 30 June 2003, for purposes of pro forma profit and loss data, and on 30 June 2003, for purposes of the pro forma consolidated balance sheet data. The relevant pro forma financial data is set out in Appendix II of the Prospectus of the Company for the Global Offering dated 8 December 2003. Unless otherwise stated, all the financial data of the Company set out in this announcement is prepared in accordance with HK GAAP.

 

During the first half of 2004, the Company recorded sustained growth in written premiums and its market share continued to increase with significant improvement in its business structure. Its financial position was strong and its distribution channels continued to strengthen. Meanwhile, the Company further improved its corporate governance structure and strengthened its internal and risk controls in accordance with the applicable legal requirements and needs of modern enterprise system.

 

OPERATION OVERVIEW

 

Sustained growth in written premiums and policy fees

 

For the six months ended 30 June 2004, the Company’s gross written premiums and policy fees amounted to RMB34,668 million, representing an increase of 36.5% over the corresponding period of the previous year. Individual life insurance business increased by 41.2% over the corresponding period of the previous year while group life insurance business increased by 21.0%. Moreover, notwithstanding intense market competition, accident and health insurance business achieved a growth rate of 17.1% over the corresponding period of the previous year.

 

Increase in market share

 

The Company has maintained its leading position in the life insurance industry in China with market share exceeding 50% as at 30 June 2004, which was more than its market share of 45% as at 31 December 2003 (the market share of the Company referred to above was computed based on the gross written premiums of the life insurance industry in China as disclosed on the official website of the China Insurance Regulatory Commission (“CIRC”) and the gross written premiums of the Company prepared in accordance with PRC GAAP). The market share of the Company’s Beijing and Shanghai branches, which has been a concern of investors, also posted further growth.


According to the recent notice issued by the CIRC, relevant data including the written premiums prepared in accordance with PRC GAAP and market share of insurance companies in China will be posted on its website (www.circ.gov.cn) on a monthly basis.

 

Significant improvement in business structure

 

For the six months ended 30 June 2004, the Company’s gross written premiums were RMB31,390 million, representing an increase of 43% over the corresponding period of the previous year. The amount of first-year gross written premiums, which included first-year gross written premiums of long-term health insurance, was RMB12,565 million, representing an increase of 107.1% over the corresponding period of the pervious year. The total amount of first-year regular gross written premiums, which included first-year regular gross written premiums of long-term health insurance, was RMB10,765 million, representing an increase of 173% over the corresponding period of the previous year. The amount of first-year regular gross written premiums represents 86% of the total amount of first-year gross written premiums.

 

The newly launched Hongxin endowment insurance added momentum to the increase in written premiums. For the six months ended 30 June 2004, the product had the largest amount of premiums from new policies among the risk-type products, accounting for 44.6% of the Company’s premiums from new policies.

 

Sound financial status

 

For the six months ended 30 June 2004, the Company had total revenue of RMB38,945 million, of which RMB5,018 million represented net investment income. For the six months ended 30 June 2004, the Company’s benefits, claims and expenses totaled RMB35,158 million, of which RMB24,717 million was insurance benefits and claims and RMB7,069 million was operating expenses (including amortisation of deferred policy acquisition costs, underwriting and policy acquisition costs and administrative expenses). The net profit of the Company for the six months ended 30 June 2004 was RMB2,812 million. As at 30 June 2004, the Company had total assets of RMB396,555 million, representing an increase of 20.6% or RMB67,835 million compared with that at the beginning of 2004.

 

Strengthened distribution channels

 

As at 30 June 2004, the Company had 668,000 exclusive agents. Its direct sales team comprised over 12,000 direct sales representatives who were full-time employees and it had over 91,000 intermediaries and distribution networks (including non-dedicated agencies such as commercial banks, post offices and savings cooperatives). In order to strengthen sales of individual life insurance, the Company formulated and implemented the “Jin Ding Project”, which included special promotions to improve sales performance, analysis of the systems for the collection of renewal premiums and establishment of a standardised marketing department. The Company believes that this will fuel innovations in selling methods and in the management of exclusive agents and enhance the professional standard and market competitiveness of the sales team. To support the Company’s overall development strategy in large to medium size cities and to improve the quality of senior management in those cities, the Chartered Insurance Agency Management (CIAM) qualification certification program of the Life Insurance Marketing Research Association (LIMRA) was introduced and the training system for new agents was expanded. The Company also cooperated with international training institutions such as the Life Office Management Association (LOMA) and LIMRA, as well as colleges and universities in China, to provide training to exclusive agents to assist them in gaining professional status in the field.


BUSINESS REVIEW

 

The development strategy of “sustained growth and prudent operations” taking shape

 

The year of 2004 marked the Company’s first year as a listed company subsequent to the restructuring, and the Company paid significant attention to this year’s business development. Following extensive study and discussion by the Company’s General Management, the Company adopted a development strategy of “sustained growth and prudent operations; to improve profitability and to generate attractive return for investors”. The Company also continued the process of re-positioning its business to increase the sales of risk-type products and regular premium products. In the first half of 2004, the Company continued to maintain rapid growth in its business.

 

Accelerating the pace of business re-positioning

 

The Company’s ultimate goal in operation and management is to maximize enterprise effectiveness in order to provide shareholders with a stable return in the long run. To accomplish this goal, the Company has continued the process of re-positioning its business structure and encouraging the development of risk-type products and regular premium business this year, premised on the basis of the maintenance of steady growth in the amount of written premiums of the Company. With the necessary emphasis given on business planning, budgeting and assessment, the corresponding support for product development and the business development efforts of its branches, a relatively high growth rate in written premiums and regular premium business was maintained.

 

The following table sets forth selected financial data of the Company for the six months ended 30 June 2004 and selected financial data of the Company for the six months ended 30 June 2003 for the policies transferred from China Life Insurance (Group) Company to the Company in the restructuring:

 

    

For the six months

ended 30 June


     2004

   2003

     RMB million    RMB million

Individual life insurance:

         

Gross written premiums

   25,684    16,992

First-year gross written premiums

   12,237    5,903

Single gross written premiums

   1,657    1,975

First-year regular gross written premiums

   10,580    3,928

Deposits

   46,635    53,271

First-year deposits

   39,857    48,502

Single deposits

   38,588    45,532

First-year regular deposits

   1,269    2,970

Group life insurance:

         

Gross written premiums

   131    186

First-year gross written premiums

   122    163

Single gross written premiums

   120    148

First-year regular gross written premiums

   2    15

Deposits

   14,012    5,146

First-year deposits

   14,007    5,146

Single deposits

   13,998    5,128

First-year regular deposits

   9    18

Accident and health insurance:

         

Gross written premiums

   5,575    4,766

Deposits

   242    —  

Total gross written premiums

   31,390    21,944

Total deposits

   60,889    58,417


Improving operations and management and strengthening risk control

 

Following the restructuring and listing, the systems and governance structure of the Company were changed fundamentally and the Company has set new standards relating to its operation and management systems. The Company took this opportunity to reform its human resources management system step by step and stage by stage after meticulous preparation and based on the guiding ideology of “developing new systems, motivating team members, making progress steadily and striving for concrete results”. Through such reforms, the organizational structure of the Company was unified and the management structure was improved. With the introduction of a competitive recruitment system, staff members were further motivated and operating efficiency was enhanced, which the Company believes will actively foster its future development.

 

In the first half of 2004, the following measures were adopted by the Company to further improve its operations and management:

 

• continued improvement and implementation of comprehensive budget management, which included adjusting the targets at which assessments would be conducted, thereby strengthening cost management and assessment;

 

• strengthening of the internal control system, formulating and improving the “Internal Control Manual”, “Internal Management System for Financial Reporting”, “Staff Code of Conduct” and “Internal Control Manual for Prevention of Malpractices” in order to establish a sound internal control system that is appropriate for a modern enterprise;

 

• strengthening of risk control and prevention with the risk management gradually being directed towards a combination of qualitative and quantitative analysis;

 

• establishment of an internal audit system facilitating vertical leadership and centralized management of business in order to give full effect to the role of auditing in strengthening management;

 

• reinforcement of centralized management of data, realizing the centralization of provincial data, making of steady progress in re-engineering of operational processes, improvement of information systems and the carrying out of fundamental tasks such as streamlining data compilation;

 

• establishment of a risk warning system for exclusive agents, strengthening the “risk warning system” and “exclusive agents’ credit rating system” for the risk control of exclusive agents, formulation of the “Risk Warning Management System” tailored for exclusive agents and the “System Operation Management Procedures” tailored for management personnel of exclusive agents, and the completion of the development of software for the warning system and the drafting of the “Credit Quality Administrative Measures”; and


• strengthening of the profit testing of products, the conduct of actuarial analysis of existing products, tightening of the new products’ examination, suspension of sale of products with little economic benefits, and strengthening of efforts in the research and analysis of actuarial assumptions, such as mortality, morbidity and surrender rates, to make such assumptions more accurate and detailed.

 

Further enhancing corporate governance structure

 

At the first annual general meeting of the Company convened in Hong Kong on 18 June 2004, Messrs. Sun Shuyi, Cai Rang and Fan Yingjun were appointed additional independent non-executive directors and Messrs. Ren Hongbin and Tian Hui were appointed additional external members of the Supervisory Committee. In addition, special resolutions relating to “the amendments of the Articles of Association of the Company” and the “granting of a general mandate for the Board of Directors to issue and allot new shares” were approved. On 26 August 2004, the Company convened the first extraordinary general meeting for the year 2004, at which Mr. Shi Guoqing was appointed additional non-executive director. Currently, the Board of Directors of the Company comprises nine members, of which two are executive directors, two are non-executive directors and five are independent non-executive directors. Over half of the members of the Board of Directors of the Company are independent non-executive directors. At the 12th meeting of the first session of the Board of Directors convened by the Company on 27 August 2004, the composition of the four special committees of the Board of Directors was revised. Mr. Sun Shuyi, an independent non-executive director who possesses the qualifications and experience in finance, will act as the chairman of the Audit Committee; the Risk Management Committee will be chaired by Mr. Fan Yingjun; the Management Training and Remuneration Committee will be chaired by Mr. Cai Rang; the Strategic Committee will be chaired by Mr. Wang Xianzhang. Save for the Strategic Committee of which Mr. Wang Xianzhang, Chairman of the Board of Directors, is the chairman, the chairmen of the remaining three committees are all independent non-executive directors. Moreover, the Company has adopted regulatory documents such as the “Rules of Proceedings of the Board of Directors of China Life Insurance Company Limited”, “Rules of Proceedings of the Supervisory Committee of China Life Insurance Company Limited”, “Regulations on Management of Information Disclosures of China Life Insurance Company Limited” and “Code of Ethics for Senior Management of China Life Insurance Company Limited”, and the “Rules of Proceedings of the Audit Committee of China Life Insurance Company Limited”, which has been amended in accordance with the recent changes to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited in relation to governance structure.

 

Mr. Daniel Joseph Kunesh, an experienced us actuary, was appointed Chief Actuary of the Company. The Company believes this appointment will have a positive impact on raising the standards of the Company’s operation and management to international levels.

 

In addition, the Company’s proposed reform on the remuneration of senior management had been examined by the Management Training and Remuneration Committee and approved by the Board of Directors on 27 August 2004 for implementation with retrospective effect from 1 January 2004.


FUTURE PROSPECTS

 

The Company will continue to take steps to expand and re-position its business, further strengthen risk controls and increase investment income, consolidate its leading position in the life insurance market in China and make effort to accomplish its operational objectives for 2004. The Company will also augment information disclosure, planning to disclose its embedded value in its 2004 annual report.

 

MANAGEMENT DISCUSSION AND ANALYSIS

 

Unless otherwise stated, the financial information of the Company set forth below for the six months ended 30 June 2003 is prepared on a pro forma basis giving effect to the restructuring of the Company as if it had occured at the start of the six-month period ended 30 June 2003, for purposes of pro forma profit and loss data, and on 30 June 2003, for purposes of the pro forma consolidated balance sheet data. The relevant pro forma financial data is set out in Appendix II of the Prospectus of the Company for the Global Offering dated 8 December 2003. Unless otherwise stated, all the financial data of the Company set out in this announcement is prepared in accordance with HK GAAP.

 

Overview

 

The Company’s total revenue for the six months ended 30 June 2004 was RMB38,945 million (the corresponding period of 2003: RMB29,322 million), representing an increase of 32.8% over the corresponding period of the previous year. The net profit for this financial period was RMB2,812 million (the corresponding period of 2003: RMB3,128 million), representing a decrease of 10.1% from the corresponding period of the previous year. The increase in total revenue of the Company was mainly attributable to the increase in gross written premiums, including a relatively large increase in turnover from its individual life insurance business. However, due to significant unrealised investment losses, the Company’s net profit for the first half of 2004 was reduced.

 

For the six months ended 30 June 2004, the Company’s basic and diluted earnings per share was RMB0.11.

 

Pursuant to paragraph 40 of Appendix 16 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, the Company confirms that save as disclosed in this announcement, the current corporate information relating to the matters set out in paragraph 32 of Appendix 16 has not changed materially from the information disclosed in the 2003 annual report of the Company.

 

Comparison between the six months ended 30 June 2004 and the six months ended 30 June 2003 (pro forma)

 

Total revenue

 

The Company’s net premiums earned and policy fees for the six months ended 30 June 2004 were RMB33,937 million (the corresponding period of 2003: RMB24,730 million), representing an increase of 37.2% over the corresponding period of the previous year. The increase was mainly attributable to a considerable increase in the individual life insurance business and growth in the group life insurance business, which grew by 41.2% and 21.0% respectively over the corresponding period of the previous year.


The net investment income for the six months ended 30 June 2004 was RMB5,018 million (the corresponding period of 2003: RMB3,038 million), representing an increase of 65.2% over the corresponding period of the previous year. The increase was mainly attributable to the increase in the total amount of investment assets.

 

For the six months ended 30 June 2004, net realized losses on investments were RMB63 million (net realized gains on investments for the corresponding period of 2003: RMB420 million), and net unrealized gains/losses on trading securities decreased from net gains of RMB170 million in the corresponding period of the previous year to net losses of RMB723 million in this financial period. This result was mainly due to market volatility and considerable fluctuations in securities investment funds in the first half of 2004. Moreover, investments in government bonds were also impacted by market conditions. This factor may have an adverse impact on the Company’s operational results for the year 2004.

 

Benefits, claims and expenses

 

The Company’s total benefits, claims and expenses for the six months ended 30 June 2004 were RMB35,158 million (the corresponding period of 2003: RMB24,763 million), representing an increase of 42.0% over the corresponding period of the previous year. The increase was mainly attributable to an increase in insurance benefits and claims commensurate with an overall increase in turnover of the Company. The increase in insurance benefits and claims was 48.5%.

 

Income Tax

 

Income tax was RMB955 million in the first half of 2004 (the corresponding period of 2003: RMB1,414 million). The Company’s effective tax rate decreased from 31% in the first half of 2003 to 25% in the first half of 2004, primarily due to an increase in non-taxable interest income from government bonds and dividends from investment funds in the first half of 2004.

 

Net profit

 

The net profit of the Company for the six months ended 30 June 2004 amounted to RMB2,812 million (the corresponding period of 2003: RMB3,128 million), representing a decrease of 10.1% from the corresponding period of the previous year primarily due to the significant unrealised investment losses.

 

LIQUIDITY AND CAPITAL RESOURCES

 

Liquidity Sources

 

The Company’s principal cash inflows come from insurance premiums, deposits, proceeds from the sales of investment assets, investment income and financing. The primary liquidity concerns with respect to these cash inflows are the risk of early withdrawal by contract holders and policyholders as well as the risks of default by debtors, the fluctuations of interest rates and other market volatility. The Company will closely monitor and manage these risks.

 

Additional sources of liquidity to meet unexpected cash outflows are available from the Company’s portfolio of cash and investment assets. As of 30 June 2004, the amount of cash and cash equivalents was RMB22,880 million (31 December 2003: RMB42,616 million). In addition, almost all of the Company’s term deposits with banks can be withdrawn, subject to payment of penalty interest. As of 30 June 2004, the amount of term deposits of the Company was RMB196,154 million (31 December 2003: RMB137,192 million).


The Company’s portfolio of investment securities also provides the Company with a source of liquidity to meet unexpected cash outflows. As at 30 June 2004, investments in non-trading fixed maturity securities had a fair value of RMB77,819 million (31 December 2003: RMB70,604 million). As at 30 June 2004, investments in equity securities, primarily through securities investment funds, had a fair value of RMB13,100 million (31 December 2003: RMB10,718 million).

 

Liquidity Uses

 

The Company’s principal cash outflows primarily relate to the liabilities associated with its various life insurance, annuity, accident and health insurance products, dividend and interest payments on its insurance policies and annuity contracts, operating expenses, income taxes and dividends that may be declared and payable to its shareholders. Liabilities arising from insurance activities primarily relate to benefit payments under insurance products, as well as payments for policy surrenders, withdrawal and loans.

 

The Company believes that its sources of liquidity are sufficient to meet its current cash requirements.

 

Recent Development

 

Update on Litigation in the US

 

As of 27 August 2004, nine complaints had been filed in the United States District Court for the Southern District of New York alleging violations of the federal securities laws by the Company and certain of its officers and directors in connection with an alleged failure to disclose that the National Audit Office of China was conducting an audit of the predecessor of the Company’s holding company, China Life Insurance Company, and to disclose the matters addressed in the resulting audit report. Each complaint seeks an award of damages in an unspecified amount, plus expert and attorney’s fees. Those complaints have been consolidated by the court. The Company has engaged U.S. counsel to contest these actions vigorously on behalf of the Company. The likelihood of an unfavorable outcome is still uncertain. No provision has been made with respect to these lawsuits.

 

PURCHASE, SALE OR REDEMPTION OF THE COMPANY’S SHARES

 

During the six months ended 30 June 2004, the Company has not purchased, sold or redeemed any of its shares.

 

COMPLIANCE WITH THE CODE OF BEST PRACTICE OF THE LISTING RULES

 

None of the Directors of the Company was aware of any information that would be sufficient to reasonably show that the Company was not in compliance with the Code of Best Practice of Appendix 14 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited at any time during the six months ended 30 June 2004.


PUBLICATION OF DETAILED RESULTS ON THE WEBSITE OF THE STOCK EXCHANGE

 

All the information required by paragraphs 46(1) to 46(6) of Appendix 16 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited in force prior to 31 March 2004, which remain applicable to results announcements in respect of accounting periods commencing before 1 July 2004 under the transitional arrangements, will be published on The Stock Exchange of Hong Kong Limited’s website in due course.

 

By Order of the Board of
CHINA LIFE INSURANCE COMPANY LIMITED
Wang Xianzhang
Chairman

 

The Directors of China Life Insurance Company Limited:

Executive Directors: Wang Xianzhang, Miao Fuchun

Non-executive Directors: Wu Yan, Shi Guoqing

Independent Non-executive Directors: Long Yongtu, Chau Tak Hay, Sun Shuyi, Cai Rang, Fan Yingjun

 

Beijing, China, 27 August 2004