As filed with the Securities and Exchange Commission on April 24, 201929, 2020

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM20-F

 

 

 

REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

 

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 20182019

OR

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                to                

OR

 

SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of event requiring this shell company report                

 

 

Commission file number001-31914

 

 

中国人寿保险股份有限公司

(Exact name of Registrant as specified in its charter)

 

 

China Life Insurance Company Limited

(Translation of Registrant’s name into English)

People’s Republic of China

(Jurisdiction of incorporation or organization)

 

 

16 Financial Street

Xicheng District

Beijing 100033, China

(Address of principal executive offices)

Yinghui Li

16 Financial Street

Xicheng District

Beijing 100033, China

Tel:(86-10) 6363 1191

Fax:(86-10) 6657 5112

Email:liyh@e-chinalife.com

(Name, Telephone, Email and/or Facsimile Number and Address of Company Contact Person)

 

 

Securities registered or to be registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol

 

Name of each exchange on which registered

American depositary shares LFCNew York Stock Exchange
H shares, par value RMB 1.00 per share New York Stock Exchange*

 

 

 

*

Not for trading, but only in connection with the listing on the New York Stock Exchange of American depositary shares, each representing 5 H shares.

Securities registered or to be registered pursuant to Section 12(g) of the Act:

None.

(Title of Class)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

None.

(Title of Class)

 

 

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.

As of December 31, 2018,2019, 7,441,175,000 H shares and20,823,530,000Aand 20,823,530,000A shares, par value RMB 1.00 per share, were issued and outstanding. H shares are listed on the Hong Kong Stock Exchange. A shares are listed on the Shanghai Stock Exchange. Both H shares and A shares are ordinary shares.

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.     ☒  Yes    ☐  No

If this report is an annual report or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.    ☐  Yes    ☒  No

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    ☐  No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of RegulationS-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    ☒  Yes    ☐  No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, anon-accelerated filer, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” and “emerging growth company” in Rule12b-2 of the Exchange Act.

 

Large accelerated filer  ☒                       Accelerated filer  ☐                       Non-accelerated filer  ☐                        Emerging growth company  ☐

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.    ☒  Yes    ☐  No

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

 

U.S.GAAP  ☐  

International Financial Reporting Standards as issued

by the International Accounting Standards Board  ☒

 Other  ☐

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.    ☐  Item 17    ☐  Item 18

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act).    ☐  Yes    ☒  No

 

 

 


CHINA LIFE INSURANCE COMPANY LIMITED

TABLE OF CONTENTS

 

FORWARD-LOOKING STATEMENTS

   1 

CERTAIN TERMS AND CONVENTIONS

   2 
PART I    4 

Item 1.

 

Identity of Directors, Senior Management and Advisers

   4 

Item 2.

 

Offer Statistics and Expected Timetable

   4 

Item 3.

 

Key Information

   4 

A.

 

Selected Financial Data

   4 

B.

 

Capitalization and Indebtedness

   89 

C.

 

Reasons for the Offer and Use of Proceeds

   9 

D.

 

Risk Factors

   9 

Item 4.

 

Information on the Company

   2832 

A.

 

History and Development of the Company

   2832 

B.

 

Business Overview

   3136 

C.

 

Organizational Structure

   8593 

D.

 

Property, Plants and Equipment

   8795 

Item 4A.

 

Unresolved Staff Comments

   8795 

Item 5.

 

Operating and Financial Review and Prospects

   8795 

A.

 

Operating Results

   106117 

B.

 

Liquidity and Capital Resources

   122134 

C.

 

Research and Development, Patents and Licenses

   125137 

D.

 

Trend Information

   125138 

E.

 

Off-Balance Sheet Arrangements

   125138 

F.

 

Tabular Disclosure of Contractual Obligations

   126138 

Item 6.

 

Directors, Senior Management and Employees

   126138 

A.

 

Directors and Senior Management

   126138 

B.

 

Compensation

   133146 

C.

 

Board Practices

   135149 

D.

 

Employees

   136150 

E.

 

Share Ownership

   137151 

Item 7.

 

Major Shareholders and Related Party Transactions

   137151 

A.

 

Major Shareholders

   137151 

B.

 

Related Party Transactions

   139152 

C.

 

Interests of Experts and Counsel

   153167 

Item 8.

 

Financial Information

   153168 

A.

 

Consolidated Financial Statements and Other Financial Information

   153168 

B.

 

Significant Changes

   155170 

C.

 

Embedded Value

   155170 

Item 9.

 

The Offer and ListingListing.

   160176 

Item 10.Item10.

 

Additional InformationInformation.

   160176 

A.

 

Share Capital

   160176 

i


B.

 

Articles of Association

   160176 

C.

 

Material Contracts

   176194 

D.

 

Exchange Controls

   176194 

E.

 

Taxation

   177195 

i


F.

 

Dividends and Paying Agents

   185205 

G.

 

Statement by Experts

   185205 

H.

 

Documents on Display

   186205 

I.

 

Subsidiary Information

   186205 

Item 11.Item11.

 

Quantitative and Qualitative Disclosures about Market Risk

   186206 

Item 12.Item12.

 

Description of Securities Other Than Equity Securities

   194214 

A.

 

Debt Securities

   194214 

B.

 

Warrants and Rights

   194214 

C.

 

Other Securities

   194214 

D.

 

American Depositary Shares

   194214 

PART II

    195215 

Item 13.Item13.

 

Defaults, Dividend Arrearages and Delinquencies

   195215 

Item 14.Item14.

 

Material Modifications to the Rights of Security Holders and Use of Proceeds

   195215 

A.

 

Material Modification To The Rights Of Security Holders

   195215 

B.

 

Use of Proceeds

   195215 

Item 15.Item15.

 

Controls and Procedures

   196216 

Item 16A.Item16A.

 

Audit Committee Financial Expert

   197217 

Item 16B.Item16B.

 

Code of Ethics

   197217 

Item 16C.Item16C.

 

Principal Accountant Fees and Services

   197217 

Item 16D.Item16D.

 

Exemptions from the Listing Standards for Audit CommitteesCommittees.

   197218 

Item 16E.Item16E.

 

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

   197218 

Item 16F.Item16F.

 

Change in Registrant’s Certifying Accountant

   198218 

Item 16G.Item16G.

 

Corporate Governance

   198218 

Item 16H.Item16H.

 

Mine Safety Disclosure

   201221 

PART III

    201221 

Item 17.Item17.

 

Financial Statements

   201221 

Item 18.Item18.

 

Financial Statements

   201221 

Item 19.Item19.

 

Exhibits

   201221 

 

ii


FORWARD-LOOKING STATEMENTS

This annual report contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements state our intentions, beliefs, expectations or predictions for the future, in particular under “Item 4. Information on the Company”, “Item 5. Operating and Financial Review and Prospects” and “Item 8. Financial Information—Embedded Value”.

The forward-looking statements include, without limitation, statements relating to:

 

future developments in the insurance industry in China;

 

changes in interest rates and other economic and business conditions in China;

 

the industry regulatory environment as well as the industry outlook generally;

 

the amount and nature of, and potential for, future development of our business;

 

the outcome of litigation and regulatory proceedings that we currently face or may face in the future;

 

our business strategy and plan of operations;

 

the prospective financial information regarding our business;

 

our dividend policy; and

 

information regarding our embedded value.

In some cases, we use words such as “believe”, “intend”, “anticipate”, “estimate”, “project”, “forecast”, “plan”, “potential”, “will”, “may”, “should” and “expect” and similar expressions to identify forward-looking statements. All statements other than statements of historical facts included in this annual report, including statements regarding our future financial position, strategy, projected costs and plans and objectives of management for future operations, are forward-looking statements. Although we believe that the expectations reflected in those forward-looking statements are reasonable, we can give no assurance that those expectations will prove to have been correct, and you are cautioned not to place undue reliance on such statements. Important factors that could cause actual results to differ materially from our expectations are disclosed under “Item 3. Key Information—Risk Factors” and elsewhere in this annual report, including in conjunction with the forward-looking statements included in this annual report. We undertake no obligation to publicly update or revise any forward-looking statements contained in this annual report, whether as a result of new information, future events or otherwise, except as required by law. All forward-looking statements contained in this annual report are qualified by reference to this cautionary statement.

CERTAIN TERMS AND CONVENTIONS

References in this annual report to “we”, “us”, “our”, the “Company” or “China Life” mean China Life Insurance Company Limited and, as the context may require, its subsidiaries. References to “CLIC” mean China Life Insurance (Group) Company and, as the context may require, its subsidiaries, other than China Life. References in this annual report to “AMC” mean China Life Asset Management Company Limited, the asset management company established by us with CLIC on November 23, 2003. References to “CLPCIC” mean China Life Property and Casualty Insurance Company Limited, the property and casualty company established by us with CLIC on December 30, 2006. References to “China Life Pension” mean China Life Pension Company Limited established by us, CLIC and AMC on January 15, 2007.

The statistical and market share information contained in this annual report has been derived from government sources, including the China Insurance Yearbook 2016, the China Insurance Yearbook 2017, the China Insurance Yearbook 2018, the China Insurance Yearbook 2019 and other public sources. The information has not been verified by us independently. Unless otherwise indicated, market share information set forth in this annual report is based on premium information as reported by the CBIRC. The reported information includes premium information that is not determined in accordance with HKFRS, U.S. GAAP or IFRS.

References to “A shares” mean the RMB ordinary shares which have been listed on the Shanghai Stock Exchange since January 9, 2007.

References to the “CIRC” mean the China Insurance Regulatory Commission, which was established in 1998 and merged with the China Banking Regulatory Commission in April 2018. References to the “CBRC” mean the China Banking Regulatory Commission, which was established in 2003 and merged with the CIRC in April 2018. References to “CBIRC” mean the China Banking and Insurance Regulatory Commission, which was established in April 2018 as a result of the merger of CIRC and CBRC. In this annual report, references to the “CIRC” mean the China’s insurance regulator prior to April 2018 and references to the “CBIRC” mean the China’s insurance regulator after April 2018, as the context may require.

References to “China” or “PRC” mean the People’s Republic of China, excluding, for purposes of this annual report, Hong Kong, Macau and Taiwan. References to the “central government” mean the government of the PRC. References to “State Council” mean the State Council of the PRC. References to “MOF” or “Ministry of Finance” mean the Ministry of Finance of the PRC. References to “Ministry of Commerce” mean the Ministry of Commerce of the PRC. References to “SAFE” mean the State Administration of Foreign Exchange of the PRC. References to “SAMR” mean the State Administration for Market Regulation of the PRC.

References to “HKSE” or “Hong Kong Stock Exchange” mean The Stock Exchange of Hong Kong Limited. References to “NYSE” or “New York Stock Exchange” mean the New York Stock Exchange. References to “SSE” or “Shanghai Stock Exchange” mean the Shanghai Stock Exchange.

References to “IFRS” mean the International Financial Reporting Standards as issued by the International Accounting Standards Board, references to “U.S. GAAP” mean the generally accepted accounting principles in the United States, references to “HKFRS” mean the Hong Kong Financial Reporting Standards, issued by the Hong Kong Institute of Certified Public Accountants, and references to “PRC GAAP” mean the PRC Accounting Standards for Business Enterprises applicable to companies listed in the PRC. Unless otherwise indicated, our financial information presented in this annual report has been prepared in accordance with IFRS.

References to “Renminbi” or “RMB” in this annual report mean the currency of the PRC, references to “U.S. dollars” or “US$” mean the currency of the United States of America, and references to “Hong Kong dollars”, “H.K. dollars” or “HK$” mean the currency of the Hong Kong Special Administrative Region of the PRC.

Unless otherwise indicated, translations of RMB amounts into U.S. dollars for presentation only in this annual report have been made at the rate of US$ 1.00 to RMB 6.8755,6.9618, the noon buying rate in the City of New York for cable transfers payable in foreign currencies as certified for customs purposes by the Federal Reserve Bank of New York on December 31, 2018.2019. No representation is made that Renminbi amounts could have been, or could be, converted into U.S. dollars at that rate on December 31, 20182019 or at all. Translations of foreign currency amounts into RMB amounts for the purpose of preparing our audited consolidated financial statements included elsewhere in this annual report or our previous annual reports have been made at the exchange rates published by the PBOC.

Any discrepancies in any table between totals and sums of the amounts listed are due to rounding.

If there is any discrepancy or inconsistency between the Chinese names of the PRC entities in this annual report and their English translations, the Chinese version shall prevail.

PART I

ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS.

Not applicable.

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE.

Not applicable.

ITEM 3. KEY INFORMATION.

A. SELECTED FINANCIAL DATA

Selected Historical Consolidated Financial Data

The following tables set forth our selected consolidated financial information for the periods indicated. We have derived the consolidated financial information from our audited consolidated financial statements included elsewhere in this annual report or our previous annual reports.

We prepare our consolidated financial statements in accordance with IFRS as issued by the IASB.

You should read this information in conjunction with the rest of the annual report, including our audited consolidated financial statements and the accompanying notes, “Item 5. Operating and Financial Review and Prospects” included elsewhere in this annual report and the independent registered public accounting firm’s reports.

   For the year ended December 31, 
   2014  2015  2016  2017  2018  2018 
   RMB  RMB  RMB  RMB  RMB  US$ 
Consolidated Statement of Comprehensive Income  (in millions except for per share data) 

Revenues

       

Gross written premiums

   331,010   363,971   430,498   511,966   535,826   77,933 

Less: premiums ceded to reinsurers

   (515  (978  (1,758  (3,661  (4,503  (655
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net written premiums

   330,495   362,993   428,740   508,305   531,323   77,278 

Net change in unearned premium reserves

   (390  (692  (2,510  (1,395  700   102 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net premiums earned

   330,105   362,301   426,230   506,910   532,023   77,380 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Investment income

   93,548   97,582   109,147   122,727   125,167   18,205 

Net realized gains on financial assets

   7,120   32,297   6,038   42   (19,591  (2,849

Net fair value gains through profit or loss

   5,808   10,209   (7,094  6,183   (18,278  (2,658

Other income

   4,185   5,060   6,460   7,493   8,098   1,176 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total revenues

   440,766   507,449   540,781   643,355   627,419   91,254 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Benefits, claims and expenses

       

Insurance benefits and claims expenses

       

Life insurance death and other benefits

   (192,659  (221,701  (253,157  (259,708  (248,736  (36,177

Accident and health claims and claim adjustment expenses

   (16,752  (21,009  (27,269  (33,818  (40,552  (5,898

Increase in insurance contract liabilities

   (105,883  (109,509  (126,619  (172,517  (189,931  (27,624

Investment contract benefits

   (1,958  (2,264  (5,316  (8,076  (9,332  (1,357

Policyholder dividends resulting from participation in profits

   (24,866  (33,491  (15,883  (21,871  (19,646  (2,857

Underwriting and policy acquisition costs

   (27,147  (35,569  (52,022  (64,789  (62,705  (9,120

Finance costs

   (4,726  (4,320  (4,767  (4,601  (4,116  (599

Administrative expenses

   (25,432  (27,458  (31,854  (35,953  (37,486  (5,452

Other expenses

   (4,151  (7,428  (4,859  (6,426  (7,642  (1,111

Statutory insurance fund contribution

   (701  (743  (1,048  (1,068  (1,097  (160
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total benefits, claims and expenses

   (404,275  (463,492  (522,794  (608,827  (621,243  (90,355
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Share of profit of associates and joint ventures, net

   3,911   1,974   5,855   7,143   7,745   1,126 

Profit before income tax

   40,402   45,931   23,842   41,671   13,921   2,025 

Income tax

   (7,888  (10,744  (4,257  (8,919  (1,985  (289
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net profit

   32,514   35,187   19,585   32,752   11,936   1,736 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Attributable to:

       

- Equity holders of the Company

   32,211   34,699   19,127   32,253   11,395   1,657 

- Non-controlling interests

   303   488   458   499   541   79 

Basic and diluted earnings per share(1)

   1.14   1.22   0.66   1.13   0.39   0.06 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

   For the year ended December 31, 
   2015  2016  2017  2018  2019  2019 
   RMB  RMB  RMB  RMB  RMB  US$ 
Consolidated Statement of Comprehensive Income  (in millions except for per share data) 

Revenues

       

Gross written premiums

   363,971   430,498   511,966   535,826   567,086   81,457 

Less: premiums ceded to reinsurers

   (978  (1,758  (3,661  (4,503  (5,238  (752
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net written premiums

   362,993   428,740   508,305   531,323   561,848   80,705 

Net change in unearned premium reserves

   (692  (2,510  (1,395  700   (1,570  (226
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net premiums earned

   362,301   426,230   506,910   532,023   560,278   80,479 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Investment income

   97,582   109,147   122,727   125,167   139,919   20,098 

Net realized gains on financial assets

   32,297   6,038   42   (19,591  1,831   263 

Net fair value gains through profit or loss

   10,209   (7,094  6,183   (18,278  19,251   2,765 

Other income

   5,060   6,460   7,493   8,098   8,195   1,177 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total revenues

   507,449   540,781   643,355   627,419   729,474   104,782 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Benefits, claims and expenses

       

Insurance benefits and claims expenses

       

Life insurance death and other benefits

   (221,701  (253,157  (259,708  (248,736  (127,877  (18,368

Accident and health claims and claim adjustment expenses

   (21,009  (27,269  (33,818  (40,552  (50,783  (7,295

Increase in insurance contract liabilities

   (109,509  (126,619  (172,517  (189,931  (330,807  (47,517

Investment contract benefits

   (2,264  (5,316  (8,076  (9,332  (9,157  (1,315

Policyholder dividends resulting from participation in profits

   (33,491  (15,883  (21,871  (19,646  (22,375  (3,214

Underwriting and policy acquisition costs

   (35,569  (52,022  (64,789  (62,705  (81,396  (11,692

Finance costs

   (4,320  (4,767  (4,601  (4,116  (4,255  (611

Administrative expenses

   (27,458  (31,854  (35,953  (37,486  (40,275  (5,785

Other expenses

   (7,428  (4,859  (6,426  (7,642  (9,602  (1,380

Statutory insurance fund contribution

   (743  (1,048  (1,068  (1,097  (1,163  (167
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total benefits, claims and expenses

   (463,492  (522,794  (608,827  (621,243  (677,690  (97,344
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net gains on investments of associates and joint ventures

   1,974   5,855   7,143   7,745   8,011   1,151 

Including: share of profit of associates and joint ventures

   2,984   5,855   7,143   7,745   9,159   1,316 

Profit before income tax

   45,931   23,842   41,671   13,921   59,795   8,589 

Income tax

   (10,744  (4,257  (8,919  (1,985  (781  (112
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net profit

   35,187   19,585   32,752   11,936   59,014   8,477 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Attributable to:

       

- Equity holders of the Company

   34,699   19,127   32,253   11,395   58,287   8,372 

-Non-controlling interests

   488   458   499   541   727   105 

Basic and diluted earnings per share(1)

   1.22   0.66   1.13   0.39   2.05   0.29 

 

(1) 

Numbers are based on the weighted average number of 28,264,705,000 shares in issue.

   For the year ended December 31, 
   2014  2015  2016  2017  2018  2018 
   RMB  RMB  RMB  RMB  RMB  US$ 
   (in millions except for per share data) 

Other comprehensive income that may be reclassified to profit or loss in subsequent periods:

       

Fair value gains/(losses) on available-for-sale securities

   70,342   54,080   (44,509  (15,003  (24,591  (3,577

Amount transferred to net profit from other comprehensive income

   (7,120  (32,297  (6,038  (42  19,549   2,843 

Portion of fair value changes on available-for-sale securities attributable to participating policyholders

   (11,035  (12,767  17,372   5,605   (32  (5

Share of other comprehensive income of associates and joint ventures under the equity method

   120   353   (864  20   735   107 

Exchange differences on translating foreign operations

   —     10   21   (865  598   87 

Income tax relating to components of other comprehensive income

   (13,023  (2,242  8,242   2,359   1,716   250 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Other comprehensive income that may be reclassified to profit or loss in subsequent periods

   39,284   7,137   (25,776  (7,926  (2,025  (295
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Other comprehensive income that will not be reclassified to profit or loss in subsequent periods

   —     —     —     —     —     —   

Other comprehensive income for the year, net of tax

   39,284   7,137   (25,776  (7,926  (2,025  (295
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total comprehensive income for the year, net of tax

   71,798   42,324   (6,191  24,826   9,911   1,441 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Attributable to:

       

- Equity holders of the Company

   71,443   41,775   (6,647  24,341   9,325   1,356 

- Non-controlling interests

   355   549   456   485   586   85 

   For the year ended December 31, 
   2015  2016  2017  2018  2019  2019 
   RMB  RMB  RMB  RMB  RMB  US$ 
   (in millions except for per share data) 

Other comprehensive income that may be reclassified to profit or loss in subsequent periods:

       

Fair value gains/(losses) onavailable-for-sale securities

   54,080   (44,509  (15,003  (24,591  69,600   9,997 

Amount transferred to net profit from other comprehensive income

   (32,297  (6,038  (42  19,549   (4,635  (666

Portion of fair value changes onavailable-for-sale securities attributable to participating policyholders

   (12,767  17,372   5,605   (32  (19,521  (2,804

Share of other comprehensive income of associates and joint ventures under the equity method

   353   (864  20   735   599   86 

Exchange differences on translating foreign operations

   10   21   (865  598   237   35 

Income tax relating to components of other comprehensive income

   (2,242  8,242   2,359   1,716   (11,292  (1,622
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Other comprehensive income that may be reclassified to profit or loss in subsequent periods

   7,137   (25,776  (7,926  (2,025  34,988   5,026 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Other comprehensive income that will not be reclassified to profit or loss in subsequent periods

       

Share of other comprehensive income of associates and joint ventures under the equity method

               (76  (11

Other comprehensive income for the year, net of tax

   7,137   (25,776  (7,926  (2,025  34,912   5,015 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total comprehensive income for the year, net of tax

   42,324   (6,191  24,826   9,911   93,926   13,492 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Attributable to:

       

- Equity holders of the Company

   41,775   (6,647  24,341   9,325   93,134   13,378 

-Non-controlling interests

   549   456   485   586   792   114 

   As of December 31, 
   2014   2015   2016   2017   2018   2018 
   RMB   RMB   RMB   RMB   RMB   US$ 
Consolidated Statement of Financial Position  (in millions) 

Assets

            

Property, plant and equipment

   25,348    26,974    30,389    42,707    47,281    6,877 

Investment properties

   1,283    1,237    1,191    3,064    9,747    1,418 

Investments in associates and joint ventures

   44,390    47,175    119,766    161,472    201,661    29,330 

Held-to-maturity securities

   517,283    504,075    594,730    717,037    806,717    117,332 

Loans

   166,453    207,267    226,573    383,504    450,251    65,486 

Term deposits

   690,156    562,622    538,325    449,400    559,341    81,353 

Statutory deposits - restricted

   6,153    6,333    6,333    6,333    6,333    921 

Available-for-sale securities

   607,531    770,516    766,423    810,734    870,533    126,614 

Securities at fair value through profit or loss

   53,052    137,990    209,124    136,809    138,717    20,176 

Securities purchased under agreements to resell

   11,925    21,503    43,538    36,185    9,905    1,441 

Accrued investment income

   44,350    49,552    55,945    50,641    48,402    7,040 

Premiums receivable

   11,166    11,913    13,421    14,121    15,648    2,276 

Reinsurance assets

   1,032    1,420    2,134    3,046    4,364    635 

Other assets

   19,411    23,642    22,013    33,952    33,437    4,862 

Deferred tax assets

   —      —      —      —      1,257    183 

Cash and cash equivalents

   47,034    76,096    67,046    48,586    50,809    7,390 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total assets

   2,246,567    2,448,315    2,696,951    2,897,591    3,254,403    473,334 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Liabilities and equity

            

Liabilities

            

Insurance contracts

   1,603,446    1,715,985    1,847,986    2,025,133    2,216,031    322,308 

Investment contracts

   72,275    84,106    195,706    232,500    255,434    37,151 

Policyholder dividends payable

   74,745    107,774    87,725    83,910    85,071    12,373 

Interest-bearing loans and borrowings

   2,623    2,643    16,170    18,794    20,150    2,931 

Bonds payable

   67,989    67,994    37,998    —      —      —   

Financial liabilities at fair value through profit or loss

   10,890    856    2,031    2,529    2,680    390 

Derivative financial liabilities

   —      —      —      —      1,877    273 

Securities sold under agreements to repurchase

   46,089    31,354    81,088    87,309    192,141    27,946 

Annuity and other insurance balances payable

   25,617    30,092    39,038    44,820    49,465    7,194 

Premiums received in advance

   15,850    32,266    35,252    18,505    46,650    6,785 

Other liabilities

   20,062    26,514    36,836    47,430    58,426    8,498 

Deferred tax liabilities

   19,375    16,953    7,768    4,871    —      —   

Current income tax liabilities

   52    5,347    1,214    6,198    2,630    383 

Statutory insurance fund

   223    217    491    282    558    81 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total liabilities

   1,959,236    2,122,101    2,389,303    2,572,281    2,931,113    426,313 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Equity

    

Share capital

   28,265    28,265    28,265    28,265    28,265    4,111 

Other equity instruments

   —      7,791    7,791    7,791    7,791    1,133 

Reserves

   145,919    163,381    145,007    145,675    149,293    21,714 

Retained earnings

   109,937    123,055    122,558    139,202    133,022    19,347 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Attributable to equity holders of the Company

   284,121    322,492    303,621    320,933    318,371    46,305 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Non-controlling interests

   3,210    3,722    4,027    4,377    4,919    716 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total equity

   287,331    326,214    307,648    325,310    323,290    47,021 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total liabilities and equity

   2,246,567    2,448,315    2,696,951    2,897,591    3,254,403    473,334 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

   As of December 31, 
   2015   2016   2017   2018   2019   2019 
   RMB   RMB   RMB   RMB   RMB   US$ 
Consolidated Statement of Financial Position  (in millions) 

Assets

            

Property, plant and equipment

   26,974    30,389    42,707    47,281    51,758    7,435 

Right-of-use assets

                   3,520    506 

Investment properties

   1,237    1,191    3,064    9,747    12,141    1,744 

Investments in associates and joint ventures

   47,175    119,766    161,472    201,661    222,983    32,030 

Held-to-maturity securities

   504,075    594,730    717,037    806,717    928,751    133,407 

Loans

   207,267    226,573    383,504    450,251    608,920    87,466 

Term deposits

   562,622    538,325    449,400    559,341    535,260    76,885 

Statutory deposits - restricted

   6,333    6,333    6,333    6,333    6,333    910 

Available-for-sale securities

   770,516    766,423    810,734    870,533    1,058,957    152,110 

Securities at fair value through profit or loss

   137,990    209,124    136,809    138,717    141,608    20,341 

Derivative financial assets

                   428    61 

Securities purchased under agreements to resell

   21,503    43,538    36,185    9,905    4,467    642 

Accrued investment income

   49,552    55,945    50,641    48,402    41,703    5,990 

Premiums receivable

   11,913    13,421    14,121    15,648    17,281    2,482 

Reinsurance assets

   1,420    2,134    3,046    4,364    5,161    741 

Other assets

   23,642    22,013    33,952    33,437    34,029    4,887 

Deferred tax assets

               1,257    128    18 

Cash and cash equivalents

   76,096    67,046    48,586    50,809    53,306    7,657 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total assets

   2,448,315    2,696,951    2,897,591    3,254,403    3,726,734    535,312 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Liabilities and equity

            

Liabilities

            

Insurance contracts

   1,715,985    1,847,986    2,025,133    2,216,031    2,552,736    366,678 

Investment contracts

   84,106    195,706    232,500    255,434    267,804    38,468 

Policyholder dividends payable

   107,774    87,725    83,910    85,071    112,593    16,173 

Interest-bearing loans and borrowings

   2,643    16,170    18,794    20,150    20,045    2,879 

Lease liabilities

                   3,091    444 

Bonds payable

   67,994    37,998            34,990    5,026 

Financial liabilities at fair value through profit or loss

   856    2,031    2,529    2,680    3,859    554 

Derivative financial liabilities

               1,877         

Securities sold under agreements to repurchase

   31,354    81,088    87,309    192,141    118,088    16,962 

Annuity and other insurance balances payable

   30,092    39,038    44,820    49,465    51,019    7,328 

Premiums received in advance

   32,266    35,252    18,505    46,650    60,898    8,747 

Other liabilities

   26,514    36,836    47,430    58,426    81,114    11,653 

Deferred tax liabilities

   16,953    7,768    4,871        10,330    1,484 

Current income tax liabilities

   5,347    1,214    6,198    2,630    223    32 

Statutory insurance fund

   217    491    282    558    602    86 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total liabilities

   2,122,101    2,389,303    2,572,281    2,931,113    3,317,392    476,514 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Equity

    

Share capital

   28,265    28,265    28,265    28,265    28,265    4,060 

Other equity instruments

   7,791    7,791    7,791    7,791    7,791    1,119 

Reserves

   163,381    145,007    145,675    149,293    197,221    28,329 

Retained earnings

   123,055    122,558    139,202    133,022    170,487    24,489 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Attributable to equity holders of the Company

   322,492    303,621    320,933    318,371    403,764    57,997 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Non-controlling interests

   3,722    4,027    4,377    4,919    5,578    801 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total equity

   326,214    307,648    325,310    323,290    409,342    58,798 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total liabilities and equity

   2,448,315    2,696,951    2,897,591    3,254,403    3,726,734    535,312 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Exchange Rate Information

We prepare our consolidated financial statements in Renminbi. This annual report contains translations of Renminbi amounts into U.S. dollars, and U.S. dollars into Renminbi, at RMB 6.87556.9618 to US$ 1.00, the noon buying rate on December 31, 20182019 in the City of New York for cable transfers as certified for customs purposes by the Federal Reserve Bank of New York. You should not assume that Renminbi amounts could actually be converted into U.S. dollars at these rates or at all. Translations of foreign currency amounts into RMB amounts for the purpose of preparing our audited consolidated financial statements included elsewhere in this annual report or our previous annual reports have been made at the exchange rates published by the PBOC.

Since July 21, 2005, the PRC government has followed a managed floating exchange rate system that allows the value of the Renminbi to fluctuate within a regulated band based on market supply and demand and by reference to a basket of currencies. Under this system, the PBOC announces the closing price of a foreign currency traded against the Renminbi in the inter-bank foreign exchange market after the closing of the market on each working day, and makes it the central parity for the trading against the Renminbi on the following working day. On August 11, 2015, the PBOC adjusted the quotation mechanism of the Renminbi central parity to also consider demand and supply in foreign exchange markets and price movements of major currencies, in addition to the closing price on the previous working day. On May 26, 2017, the PBOC introduced a “counter-cyclical factor” into its formula that determines a central parity of Renminbi against the U.S. dollar. Under the current mechanism, the central parity of the Renminbi against the U.S. dollar is determined based on the closing rate, changes in a basket of currencies and the counter-cyclical factor. See “Item 3. Key Information—Risk Factors—Risks Relating to the People’s Republic of China—Government control of currency conversion and the fluctuation of the Renminbi may materially and adversely affect our operations and financial results”. In 2018,2019, the Renminbi depreciated by approximately 5.23%1.65% against the U.S. dollar. It remains unclear what further fluctuations may occur or what impact this will have on the value of the Renminbi.

Although PRC governmental policies were introduced in 1996 to reduce restrictions on the convertibility of Renminbi into foreign currency for current account items, conversion of Renminbi into foreign exchange for capital account items, such as foreign direct investments, loans or securities, requires the approval of the SAFE and other relevant authorities. Although experimental policies were introduced in certain pilot areas such as the Shanghai free trade zone to reduce foreign exchange control, restrictions on the convertibility of Renminbi into foreign currency are still in force in most parts of China.

The Hong Kong dollar is freely convertible into other currencies, including the U.S. dollar. Since October 17, 1983, the Hong Kong dollar has been linked to the U.S. dollar at the rate of HK$ 7.80 to US$ 1.00. The central element in the arrangements which give effect to the link is that by agreement between the Hong Kong government and the three Hong Kong banknote issuing banks, The Hongkong and Shanghai Banking Corporation Limited, Standard Chartered Bank (Hong Kong) Limited and the Bank of China (Hong Kong) Limited, certificates of debts, which are issued by the Hong Kong Government Exchange Fund to the banknote issuing banks to be held as cover for their banknote issues, are issued and redeemed only against payment in U.S. dollars, at the fixed exchange rate of HK$ 7.80 to US$ 1.00. When the banknotes are withdrawn from circulation, the banknote issuing banks surrender the certificates of debts to the Hong Kong Government Exchange Fund and are paid the equivalent U.S. dollars at the fixed rate.

The market exchange rate of the Hong Kong dollar against the U.S. dollar continues to be determined by the forces of supply and demand in the foreign exchange market. However, against the background of the fixed rate which applies to the issue of the Hong Kong currency in the form of banknotes, as described above, the market exchange rate has not deviated materially from the level of HK$ 7.80 to US$ 1.00 since the link was first established. The Hong Kong government has stated its intention to maintain the link at that rate, and it, acting through the Hong Kong Monetary Authority, has a number of means by which it may act to maintain exchange rate stability. Exchange rates between the Hong Kong dollar and other currencies are influenced by the linked rate between the U.S. dollar and the Hong Kong dollar.

B. CAPITALIZATION AND INDEBTEDNESS

Not Applicable.

C. REASONS FOR THE OFFER AND USE OF PROCEEDS

Not Applicable.

D. RISK FACTORS

Our business, financial condition and results of operations can be affected materially and adversely by any of the following risk factors. The risks and uncertainties described below may not be the only ones that we face. Additional risks and uncertainties that we are not aware of or that we currently believe are immaterial may also adversely affect our business, financial condition or results of operations.

Risks Relating to Our Business

Our investments are subject to risks.

We are exposed to potential investment losses if there is an economic downturn in China.

Until November 2006, we were only permitted to invest the premiums and other income we receive in investments in China. We obtained the approval to invest overseas with our foreign currency denominated funds in November 2006. See “Item 4. Information on the Company—Business Overview—Regulatory and Related Matters—Insurance Company Regulation—Regulation of investments”. However, we have continued to make our investments mainly in China and, as of December 31, 2018, approximately 97.84%2019, approximately97.99% of our total investment assets were in China. In particular, as of December 31, 2018,2019, approximately 44.92%42.65% of our total investment assets consisted of debt securities including Chinese government bonds, government agency bonds, corporate bonds, subordinated bonds and other debt securities as permitted by relevant government agencies; approximately 18.02%14.98% of our total investment assets consisted of term deposits with Chinese banks, of which 56.03%43.61% were placed with the five largest Chinese state-owned commercial banks; and approximately 14.51%17.04% of our total investment assets consisted of loans provided to Chinese entities and individuals, including policy loans, investment in debt investment plans and trust schemes. A serious downturn in the Chinese economy may lead to investment losses, which would reduce our earnings.

The PRC securities markets are still emerging markets, which may expose us to risks of loss from our investments there.

As of December 31, 2018,2019, we had RMB 424,657605,568 million (US$ 61,76486,984 million) invested in equity securities, among which RMB 134,152192,063 million (US$ 19,512 million)27,588million) were invested in PRC securities markets, including securities investment funds and shares traded on the securities markets in China. These securities investment funds and shares are primarily invested in equity securities that are issued by Chinese companies and traded on China’s stock exchanges. The PRC securities markets are still emerging markets and are characterized by evolving regulatory, accounting and disclosure requirements. This may from time to time result in significant price volatility, unexpected losses or lack of liquidity. These factors could cause us to incur losses on our publicly traded investments. Also, as one of the largest institutional investors in China, we may from time to time hold significant positions in many securities in which we invest, and any decision to sell or any perception in the market that we are a major seller of a security could adversely affect the liquidity and market price of that security.

Defaults on our debt investments may materially and adversely affect our profitability.

Approximately 44.92%42.65% of our investment assets as of December 31, 20182019 were comprised of debt securities. The issuers whose debt securities we hold may fail to pay or otherwise default on their obligations due to bankruptcy, a lack of liquidity, a downturn in the economy, operational failures or other reasons. Losses due to these defaults could reduce our profitability.

Defaults on our investments in loans may materially and adversely affect our profitability.

Approximately 14.51%17.04% of our investment assets as of December 31, 20182019 were comprised of loans, including policy loans, investments in debt investment plans and trust schemes. The borrowers to whom we provided loans may fail to pay or otherwise default on their obligations due to bankruptcy, a lack of liquidity, a downturn in the economy, operational failures or other reasons. Losses due to these defaults could reduce our profitability.

Investments in new investment channels may not lead to improvements in our rate of investment return or we may incur losses.

The CBIRC has in recent years significantly broadened the investment channels of Chinese life insurance companies. We have considered these alternative channels when making investments. For example, we made our first domestic private equity fund investment in 2011. In 2012, we made a direct equity investment and, in 2013, we began making investments in commercial real estate properties. In 2014, we made our first overseas real estate investment, first overseas private equity fund investment and first domestic preferred shares investment. In 2016, we made our first investment in shares traded on the Hong Kong Stock Exchange through the Shanghai-Hong Kong Stock Connect between China’s mainland markets and the Hong Kong Stock Exchange, and we also made our first investment in interbank negotiable certificates of deposit. In 2019, we made our first investment in bonds issued by banks for capital replenishment. However, our experience with these new investment channels, especially overseas channels, is limited, and these new channels are still subject to evolving regulatory requirements, which may increase the risk exposure of our investments. For example, since January 2013, debt investment plans are no longer required to be filed with and reviewed by the CBIRC, and in March 2014, the CBIRC warned insurance companies of risks in debt investment plans. The CBIRC noted, among other things, that issuers of some debt investment plans are not properly backed by their parent companies which are supposed to guarantee the payments if the plans face financial difficulties. Parent companies of some issuers do not engage in operating activities that can generate cash inflows and do not have effective control over their subsidiaries. As a result, the consolidated financial statements of these companies may not fully reflect their capacity to make payments when the plans face financial difficulties. As of December 31, 2018, the total amount of our investment in debt investment plans was RMB 75,717 million (US$ 11,013 million). These factors could cause us to incur losses for our investments in these new investment channels or limit our ability to improve our rate of investment return.

We may incur foreign exchange and other losses for our investments denominated in foreign currencies.

A portion of our investment assets are held in foreign currencies. We are authorized by the CBIRC to invest our assets held in foreign currencies in the overseas financial markets as permitted by the CBIRC. Thus, our investment results may be subject to foreign exchange gains and losses due to changes in exchange rates as well as the volatility and various other factors of overseas capital markets, including, among others, increase in interest rates. We recorded RMB 19467 million (US$ 2810 million) in foreign exchange losses for the year ended December 31, 2018,2019, resulting mainly from the change in foreign exchange rates applicable to our assets and liabilities held in foreign currencies. However, it remains unclear what further fluctuations may occur or what impact this will have on the value of the Renminbi. Future movements in the exchange rate of RMB against the U.S. dollar and other foreign currencies may adversely affect our results of operations and financial condition.

The outbreak of COVID-19 could have an adverse impact on our business.

The COVID-19 pandemic and the measures taken by governments around the world to contain its spread has negatively impacted the global economy, disrupted travel and business operations and created significant volatility and declines in the financial markets. Although, as of the date of this annual report, the travel and business restrictions imposed in China have largely been lifted, a further imposition of such restrictions, if the outbreak were to worsen, may interfere with our operations by, among other things, preventing face to face sales, which could have a material adverse impact on sales of our products. In addition, the value of the investments we hold, the income we receive from such investments, and our ability to adjust our portfolio mix, could be affected if there were further volatility or declines in the stock markets or if interest rates were to decline further as a result of government stimulus measures. See “Item 11 Quantitative and Qualitative Disclosures about Market Risk—Interest Rate Risk”. Furthermore, if a worsening of the COVID-19 outbreak were to result in increased claims for certain insurance products, it could reduce our earnings. Although the outbreak of COVID-19 has not had a material adverse impact on our business as of the date of this annual report, we cannot guarantee that this will continue to be the case if the outbreak were to worsen.

We are exposed to changes in interest rates.

Changes in interest rates may affect our profitability.

Our profitability is affected by changes in interest rates. Interest rates are highly sensitive to many factors, including economic growth rate, inflation, governmental monetary and tax policies, domestic and international economic and political conditions, financial regulatory requirements and other factors beyond our control. If interest rates were to increase significantly in the future, surrenders and withdrawals of life insurance and annuity policies and contracts may increase as policy holders may seek other investments with higher perceived returns. This process may result in cash outflows requiring that we sell investment assets at a time when the prices of those assets are adversely affected by the increase in market interest rates, which may result in realized investment losses. However, if interest rates were to decline in the future, the income we realize from our investments may decrease, affecting our profitability. In addition, as instruments in our investment portfolio mature, we might have to reinvest the funds we receive in investments bearing low interest rates, which may also affect our profitability. See “Item 11 Quantitative and Qualitative Disclosures about Market Risk—Interest Rate Risk”.

For our long-term life insurance products including annuity products, we are obligated to pay contractual benefits to our policyholders or the beneficiaries based on a guaranteed interest rate, which is established when the product is priced. These products expose us to the risk that changes in interest rates may change our “spread”, or the difference between the amount of return that we are able to earn on our investments and the amount of return that we are required to pay based on a guaranteed interest rate under the policies.

On June 10, 1999, the CIRC set the maximum guaranteed interest rate which insurance companies could commit to pay on new policies at 2.50% (compounded annually) and, in response, we set the guaranteed interest rates on our products at a range of between 1.50% and 2.50%. In August 2013, February 2015 and September 2015, the CIRC removed the 2.50% cap on the guaranteed interest rates for traditionalnon-participating insurance policies, universal life insurance policies and participating life insurance policies, respectively. From October 1, 2015, the guaranteed interest rates of all long-term life insurance products are to be decided by insurance companies at their discretion in accordance with the principle of prudence, but CBIRC approval is required for products with guaranteed interest rates above the maximum valuation rate set by the CBIRC. This maximum valuation rate varies by product. Although the removal of the 2.50% cap has not resulted in any material impact on the profitability of our insurance policies in force, it could result in the increase of the guaranteed interest rates of our new products and the decrease of our spread. We cannot assure you that the removal of the 2.50% cap will not lead to a material adverse effect on our business, results of operations or financial condition.

As of December 31, 2018,2019, the average guaranteed rate of return for all of our long-term insurance policies in force was 2.64%2.71%, while our investment yields for the years ended December 31, 2019, 2018 and 2017 were 5.24%, 3.29% and 2016 were 3.29%, 5.16% and 4.69%, respectively. See “Item 4. Information on the Company—Business Overview—Investments—Investment Results”. If the rates of return on our investments were to fall below the minimum rates we guarantee, our profitability would be materially and adversely affected.

Because of the general lack of long-term fixed income securities in the Chinese capital markets, we are unable to match closely the duration of our assets and liabilities, which increases our exposure to interest rate risk.

Like other insurance companies, we seek to manage interest rate risk through managing, to the extent possible, the average duration of our investment assets and the insurance policy liabilities they support. Matching the duration of our assets to their related liabilities reduces our exposure to changes in interest rates, because the effect of the changes largely will be offset against each other. However,other.However, the limited availability of long-duration investment assets in the markets in which we invest, has resulted in, and in the future may result in, the duration of our assets being shorter than that of our liabilities, particularly with respect to liabilities with durations of more than 20 years. Furthermore,years.Furthermore, the Chinese financial markets currently do not provide adequate financial derivative products for us to hedge our interest rate risk. Werisk.We believe that with the development of the Chinese capital markets and the gradual easing of the investment restrictions imposed on insurance companies in China, our ability to match the duration of our assets to that of our liabilities will improve. We also seek to manage the risk of duration mismatch by focusing on product offerings whose maturity profiles are in line with the duration of investments available to us in the prevailing investment environment. However, until we are able to match more closely the duration of our assets and liabilities, we will continue to be exposed to interest rate changes, which may materially and adversely affect our business and earnings.

Our growth is dependent on our ability to attract and retain productive agents.

A substantial portion of our business is conducted through our exclusive agents. Because of differences in productivity, some of our sales agents are responsible for a disproportionately high percentage of our sales of individual products. If we are unable to retain and build on this core group of highly productive agents, our business could be materially and adversely affected. Increasing competition for agents from other insurance companies and business institutions and increasing labor costs in China may also force us to increase the compensation of our agents, which would increase our operating costs and reduce our profitability. In addition, on January 6, 2013, the CIRC issued the Regulatory Rules on Insurance Sales Personnel, or the Sales Personnel Rules, which became effective on July 1, 2013. Among other things, the Sales Personnel Rules provide that exclusive agents must have at least a college degree, instead of a junior high school degree as previously required by the CIRC. See “Item 4. Information on the Company—Business Overview—Regulatory and Related Matters—Regulation of Insurance Agencies, Insurance Brokers and Other Intermediaries”. The CIRC has authorized its local branches to set the education degree requirements for exclusive agents by considering local conditions. Weconditions.We believe that if more CBIRC branches were to impose the requirement of having a college degree or above on new qualified exclusive agents, we cannot guarantee that we will not have difficulty in attracting and retaining productive agents in the future. In addition, as the market competition for qualified agents increases, our costs of attracting and retaining qualified agents may increase.

If we are unable to develop other distribution channels for our products, our growth may be materially and adversely affected.

Commercial banks are rapidly emerging as some of the fastest growing distribution channels in China. Many newly established domestic and foreign-invested life insurance companies have been focusing on commercial banks as one of their main distribution channels. Inchannels.In addition, with the relaxation of the regulatory restrictions of ownership by commercial banks in insurance companies, the number of insurance companies owned or controlled by commercial banks is increasing. Among the six largest Chinese state-owned commercial banks, five banks and the controlling shareholder of the remaining one have set up their own life insurance companies. These insurance companies are able to benefit from their holding relationships with these commercial banks to develop bancassurance as their main distribution channels. We do not have exclusive arrangements with any of the commercial banks through which we sell life insurance and annuity products, and thus our sales may be materially and adversely affected if one or more commercial banks choose to favor our competitors’ products over our own. Inown.In addition, as the bancassurance market becomes increasingly competitive, commercial banks may demand higher commission rates, which could increase our cost of sales and reduce our profitability. Ifprofitability.If we are unable to continue to develop our alternative distribution channels, our growth may be materially and adversely affected.

Agent and employee misconduct is difficult to detect and deter and could harm our reputation or lead to regulatory sanctions or litigation costs.

Agent or employee misconduct could result in violations of law by us, regulatory sanctions, litigation or serious reputational or financial harm. Misconduct could include:

 

engaging in misrepresentation or fraudulent activities when marketing or selling insurance policies or annuity contracts to customers;

 

hiding unauthorized or unsuccessful activities, resulting in unknown and unmanaged risks or losses; or

 

otherwise not complying with laws or our control policies or procedures.

We cannot always deter agent or employee misconduct, and the precautions we take to prevent and detect these activities may not be effective in all cases. We have experienced agent and employee misconduct that has resulted in litigation and administrative actions against us and these agents and employees, and in some cases criminal proceedings and convictions against the agent or employee in question. Nonequestion.None of these actions has resulted in material losses, damages, fines or other sanctions against us. We cannot assure you, however, that agent or employee misconduct will not lead to a material adverse effect on our business, results of operations, financial condition or prospects.

Our business is dependent on our ability to attract and retain key personnel, including senior management, underwriting personnel, actuaries, information technology specialists, investment managers and other professionals.

The success of our business is dependent to a large extent on our ability to attract and retain key personnel who havein-depth knowledge and understanding of the life insurance market in China, including members of our senior management, qualified underwriting personnel, actuaries, information technology specialists and experienced investment managers. Asmanagers.As of the date of this annual report, we do not carry key personnel insurance for any of these personnel. Wepersonnel.We compete to attract and retain these key personnel with other life insurance companies and financial institutions, some of which may offer better compensation arrangements. Existing insurers are expanding their operations and the number of other financial institutions is growing. As the insurance and investment businesses continue to expand in China, we expect that competition for these personnel will increase in the future. Althoughfuture.Although we have not had difficulty in attracting and retaining qualified key personnel in the past,we cannot guarantee that this will continue to be the case. If we were unable to continue to attract and retain key personnel, our business and financial performance could be materially and adversely affected.

Differences in future actual operating results from the assumptions used in pricing and establishing reserves for our insurance and annuity products may materially affect our earnings.

Our earnings depend significantly upon the extent to which our actual operating results are consistent with the assumptions used in pricing and establishing the reserves for insurance contracts in our financial statements. Our assumptions include those for discount rate, mortality, morbidity, lapse rate and expenses. To the extent that trends in actual experiences are less favorable than our underlying assumptions used in establishing these reserves, and these trends are expected to continue in the future, we could be required to increase our reserves. Any such increase could have a material adverse effect on our profitability and, if significant, our financial condition.

We establish the reserves for insurance contracts based on the use of assumptions for discount rate, mortality, morbidity, lapse rate and expenses. These assumptions are based on our previous experience and the data published by other Chinese life insurers, as well as judgments made by the management. These assumptions may deviate from our actual experience, and, as a result, we cannot determine precisely the amounts which we will ultimately pay to fulfill our obligations under the insurance contracts or when these payments will need to be made. These amounts may vary from the estimated amounts, particularly when those payments may not occur until well into the future. The discount rate assumption is affected by certain factors, such as further macro-economy, monetary and exchange rate policies, capital market results and availability of investment channels to invest our insurance funds. We review and update the assumptions used to evaluate the reserves periodically, and establish the reserves for insurance contracts based on such assumptions. If the reserves originally established for future policy benefits prove inadequate, we must increase our reserves established for future policy benefits, which may have a material effect on our earnings and our financial condition.

We have data available for a shorter period of time than life insurance companies operating in some other countries do and, as a result, less claims experience on which to base some of the assumptions used in establishing our reserves. For a discussion of how we establish our assumptions for mortality, morbidity and lapse rate, see “Item 5. Operating and Financial Review and Prospects—Critical Accounting Policies”. Given the limited nature of this experience, it is possible that our actual claims could vary significantly from the assumptions used.

Our risk management and internal reporting systems, policies and procedures may leave us exposed to unidentified or unanticipated risks, which could materially and adversely affect our businesses or result in losses.

Our policies and procedures to identify, monitor and manage risks may not be fully effective. Many of our current methods of managing risk and exposures are based upon our use of observed historical market behavior or statistics based on historical models. As a result, these methods may not fully predict future exposures, which could be significantly greater than what the historical measures indicate. In addition, risk management depends upon the evaluation of information regarding markets, customers or other matters that is publicly available or otherwise accessible to us, which may not always be accurate, complete,up-to-date or properly evaluated. In addition, a significant portion of business information needs to be centralized from our many branch offices. Management of operational, legal and regulatory risks requires, among other things, policies and procedures to record properly and verify a large number of transactions and events, and these policies and procedures may not be fully effective. Failure or the ineffectiveness of these systems could materially and adversely affect our business or result in losses.

We are likely to offer a broader and more diverse range of insurance and investment products in the future as the insurance market in China continues to develop. At the same time, we anticipate that we may invest in a significantly broader range of asset classes. The combination of these factors will require us to continue to enhance our risk management capabilities and is likely to increase the importance of our risk management policies and procedures to our results of operations and financial condition. If we fail to adapt our risk management policies and procedures to our changing business, our business, results of operations and financial condition could be materially and adversely affected.

Catastrophes could materially reduce our earnings and cash flow.

We could in the future experience catastrophic losses that may have an adverse impact on the business, results of operations and financial condition of our insurance business. Catastrophes can be caused by various events, including terrorist attacks, earthquakes, hurricanes, floods and fires, as well as pandemics and epidemics, such as severe acute respiratory syndrome, or SARS.including the recentCOVID-19 outbreak.

We establish liabilities for claims arising from a specific catastrophe after assessing the exposure and damages arising from the event. Althoughevent.Although we have purchased catastrophe reinsurance in order to reduce our catastrophe exposure, we cannot assure you that any significant catastrophic event will not have a material adverse effect on us.

Current or future litigation, arbitration and regulatory proceedings could result in financial losses or harm our businesses.

We are involved in litigation and arbitration proceedings involving our insurance operations on an ongoing basis. In addition, the CBIRC as well as other PRC governmental agencies, including tax commerce and industrial administration and audit bureaus and the PBOC, from time to time make inquiries and conduct examinations or investigations concerning our compliance with PRC laws and regulations. Theseregulations.These litigation, arbitration and administrative proceedings have in the past resulted in payments of insurance benefits, damage awards, settlements or administrative sanctions, including fines, which have not been material to us. Weus.We currently have control procedures in place to monitor our litigation, arbitration and regulatory exposure and take appropriate actions. See “Item 8. Financial Information—Consolidated Financial Statements and Other Financial Information—Legal and Regulatory Proceedings”. While.While we cannot predict the outcome of any pending or future litigation, arbitration, examination or investigation, we do not believe that any pending legal matter will have a material adverse effect on our business, financial condition or results of operations. However,operations.However, we cannot assure you that any future litigation, arbitration or regulatory proceeding will not have an adverse outcome, which could have a material adverse effect on our operating results or cash flows. See “Item 8. Financial Information—Consolidated Financial Statements and Other Financial Information—Legal and Regulatory Proceedings”.

The embedded value information we present in this annual report is based on several assumptions and may vary significantly as those assumptions are changed.

In order to provide investors with an additional tool to understand our economic value and business results, we have disclosed information regarding our embedded value, as discussed in the section entitled “Item 8. Financial Information—Embedded Value”. The embedded value is an estimate of our economic value (excluding the value attributed to new business after the valuation date) and is based on a discounted cash flow valuation determined using commonly applied actuarial methodologies. Standards with respect to the calculation of embedded value are still evolving, however, and there is no universal standard which defines the form, calculation method or presentation format of the embedded value of an insurance company. Assumptionscompany.Assumptions used in embedded value calculations include rate of investment return, discount rate, mortality, morbidity, expenses and surrender rate, as well as certain macro factors, many of which are beyond our control. These assumptions may deviate significantly from our actual experience and therefore the embedded value is consequently not inherently predictive. Furthermore, since our actual market value is determined by investors based on a variety of information available to them, the embedded value should not be construed to be a direct reflection of our performance. The inclusion of the embedded value in this annual report should not be regarded as a representation by us, our management or any other person as to our future profitability. Because of the technical complexity involved in embedded value calculations and the fact that embedded value estimates vary materially as key assumptions are changed, you should read the discussion under the section entitled “Item 8. Financial Information—Embedded Value” in its entirety. You should use special care when interpreting embedded value results and should not place undue reliance solely on them. See also “Forward-Looking Statements”.

A computer system failure, cyber-attacks or other security breaches may disrupt our business, damage our reputation and adversely affect our results of operations and financial condition.

We use computer systems to store, retrieve, evaluate and utilize customer and company data and information. Our business is highly dependent on our ability to access these systems to perform necessary business functions such as developing and selling insurance products, providing customer support, policy management, filing and paying claims, managing our investment portfolios and producing financial statements. Although we have designed and implemented a variety of security measures and backup plans to prevent or limit the effect of failure, our computer systems may be vulnerable to disruptions as a result of natural disasters,man-made disasters, criminal activities, pandemics or other events beyond our control. In addition, our computer systems may be subject to computer viruses or other malicious codes, unauthorized access, cyber-attacks or other computer-related penetrations. The failure of our computer systems for any reason could disrupt our operations and may adversely affect our business, results of operations and financial condition. Although we have not experienced such a computer system failure or security breach in the past, we cannot assure you that we will not encounter a failure or security breach in the future.

We retain confidential information on our computer systems, including customer information and proprietary business information. In addition, for business purposes, from time to time customer information is transmitted between our computer systems and those of third parties, such as third-party agents selling insurance products for us. Any compromise of the security or other errors of our computer systems or those arising during the information transmission process that result in the disclosure of personally identifiable customer information could damage our reputation, expose us to litigation, increase regulatory scrutiny and require us to incur significant technical, legal and other expenses.

United States Foreign Account Tax Compliance Act

The Foreign Account Tax Compliance Act, or FATCA, generally requires a foreign financial institution, or FFI, to enter into an FFI agreement under which it will agree to identify and provide the United States Internal Revenue Service, or the IRS, with information regarding accounts, including certain insurance policies, held by U.S. persons and U.S.-owned foreign entities, or be subject to a 30% withholding tax on “withholdable payments”, which include, among other items, payments of U.S.-source interest and dividends and gross proceeds from the sale or other disposition of property that may produce U.S.-source interest or dividends. Proposed regulations promulgated on December 13, 2018, or the proposed FATCA regulations, eliminate withholding on payments of gross proceeds from the sale or other disposition of property that may produce U.S.-source interest or dividends. In addition, an FFI that has entered into an FFI agreement may be required to withhold on certain “foreign passthrupassthrough payments” that it makes to FFIs that have not entered into their own FFI agreements or to account holders who do not respond to requests to confirm their U.S. person status and/or do not agree to allow the FFI to report certain account related information to the IRS. Under the proposed FATCA regulations, withholding on foreign passthru payments will begin no earlier than the date that is two years after the date of publication in the Federal Register of final regulations that define the term “foreign passthru payment”. Consequently, the scope of any withholding on foreign passthru payments is uncertain at this time.

The United States and the PRC have agreed in substance on the terms of an intergovernmental agreement, or IGA, that is intended to facilitate the type of information reporting required under FATCA. Under the agreed terms, instead of reporting directly to the IRS, Chinese FFIs are required to report specified account information directly to the PRC tax authority, which will then pass that information to the IRS. WhileIRS.While compliance with the IGA will not eliminate the risk of withholding described above, it is expected to reduce that risk for FFIs that are resident in China. Although the IGA has not yet been officially signed, the PRC and the United States have agreed to treat the IGA as in effect from June 26, 2014, provided that the PRC continues to demonstrate “firm resolve” to sign the IGA as soon as possible. If the United States and the PRC ultimately fail to reach a final agreement on the terms of the IGA, then the FATCA reporting and withholding regime described in the prior paragraph will apply to Chinese FFIs.

We will closely monitor developments regarding FATCA and the IGA. If we are required to comply with the terms of the IGA or FATCA, as applicable, we expect that our compliance costs will increase. If we do not comply with the terms of the IGA or FATCA, as applicable, then certain payments to us will be subject to withholding under FATCA. However, since the text of the IGA has not been released, and regulations and other guidance remain under development, the future impact of this law on us is uncertain.

U.S. Holders will be subject to adverse tax consequences if we are considered to be a passive foreign investment company, or PFIC, for U.S. federal income tax purposes

If we are considered a PFIC for U.S. federal income tax purposes, a U.S. Holder will be subject to adverse tax consequences. Anon-U.S. corporation will generally be a PFIC if 75% or more of its gross income constitutes “passive income” or 50% or more of its assets produce “passive income” or are held for the production of “passive income”. The PFIC provisions, as modified by the Tax Cuts and Jobs Act, or the TCJA, specifically exclude from the definition of “passive income” any income “derived in the active conduct of an insurance business by a qualifying insurance corporation”. Anon-U.S. corporation is a qualifying insurance corporation if it would be subject to tax as an insurance company if it were a domestic corporation and (i) loss and loss adjustment expenses and certain reserves, or “applicable insurance liabilities”, constitute more than 25% of thenon-U.S. corporation’s gross assets for the relevant year or (ii) a U.S. Holder makes an election to apply an alternative facts and circumstances test that applies only in certain runoff-related or ratings-related circumstances involving the insurance business. We make various simplifying assumptions to estimate the asset composition and value of our subsidiaries in order to apply the PFIC tests to the income and assets of our 25% or greater owned subsidiaries.

The IRS released proposed Treasury regulations regarding the application of the PFIC rules to insurance companies in July 2019. These regulations are not yet in force but are proposed to be effective for taxable years of U.S. Holders beginning on or after the date that final regulations are issued. The proposed Treasury regulations provide that whether a company is engaged in the active conduct of an insurance business is a facts and circumstances test, but also introduce a “bright-line” test providing that the active conduct requirement is met only if the insurance company’s “active conduct percentage” is at least 50%. In general, a company’s active conduct percentage is determined by dividing the company’s aggregate expenses for certain insurance-related services of its officers and employees (and the officers and employees of certain affiliates) by the company’s aggregate expenses for such insurance-related services (including those paid to unaffiliated persons). If these rules are finalized in proposed form, we cannot assure you that we would not be treated as a PFIC.

Although we believe that we were not classified as a PFIC in 2019, there is no assurance that the IRS will not take a contrary position and assert that we are a PFIC, and no assurances can be given that we will not become a PFIC at some point in the future. U.S. Holders are urged to consult their tax advisors regarding the effects of the PFIC rules.

The auditors’ reports included in this annual report are prepared by relying on audit work which is not inspected by the Public Company Accounting Oversight Board and, as such, investors may be deprived of the benefits of such inspection.

Auditors of companies that are registered with the SEC and traded publicly in the United States, including our independent registered public accounting firm, must be registered with the US Public Company Accounting Oversight Board (United States), or the PCAOB, and are required by the laws of the United States to undergo regular inspections by the PCAOB to assess their compliance with the laws of the United States and professional standards. Because we have substantial operations within China and our independent registered public accounting firm is based in China, the PCAOB is currently unable to conduct inspections of the work of our auditor as it relates to those operations without the approval of the Chinese authorities, and thus our auditor’s work related to our operations in China is not currently inspected by the PCAOB.

This lack of PCAOB inspection of audit work performed in China prevents the PCAOB from regularly evaluating the audit work of any auditor that was performed in China including those performed by our auditor. As a result, investors may be deprived of the full benefits of PCAOB inspections.

The inability of the PCAOB to conduct inspections of audit work performed in China makes it more difficult to evaluate the effectiveness of our auditor’s audit procedures as compared to auditors in other jurisdictions that are subject to PCAOB inspections on all of their work. Investors may lose confidence in our reported financial information and procedures and the quality of our consolidated financial statements.

On December 7, 2018, the SEC and the PCAOB issued a joint statement highlighting continued challenges faced by the U.S. regulators in their oversight of financial statement audits of U.S.-listed companies with significant operations in China. The joint statement reflects a heightened interest in an issue that has vexed U.S. regulators in recent years. However, it remains unclear what further actions the SEC and the PCAOB will take to address this issue.

Inspections of other firms that the PCAOB has conducted outside the PRC have identified deficiencies in those firms’ audit procedures and quality control procedures, which may be addressed as part of the inspection process to improve future audit quality. The inability of the PCAOB to conduct full inspections of auditors in the PRC makes it more difficult to evaluate the effectiveness of our independent registered public accounting firm’s audit procedures or quality control procedures as compared to auditors outside of the PRC that are subject to PCAOB inspections. Investors may lose confidence in our reported financial information and procedures and the quality of our financial statements.

As part of a continued regulatory focus in the United States on access to audit and other information currently protected by national law, in particular China’s, in June 2019, a bipartisan group of lawmakers introduced bills in both houses of the U.S. Congress, which if passed, would require the SEC to maintain a list of issuers for which PCAOB is not able to inspect or investigate an auditor report issued by a foreign public accounting firm. The proposed Ensuring Quality Information and Transparency for Abroad-Based Listings on our Exchanges (EQUITABLE) Act prescribes increased disclosure requirements for these issuers and, beginning in 2025, the delisting from U.S. national securities exchanges included on the SEC’s list for three consecutive years. Enactment of this legislation or other efforts to increase U.S. regulatory access to audit information could cause investor uncertainty for affected issuers, including us, and the market price of the ADSs could be adversely affected. It is unclear if this proposed legislation would be enacted. Furthermore, there has been recent media reports on deliberations within the U.S. government regarding potentially limiting or restricting China-based companies from accessing U.S. capital markets. If any such deliberations were to materialize, the resulting legislation may have material and adverse impact on the stock performance of China-based issuers listed in the United States.

We may be adversely affected if additional remedial measures are imposed on the four China-based accounting firms which reached settlement with the SEC in the administrative proceedings brought by the SEC against them.

In December 2012, the SEC initiated administrative proceedings against five accounting firms in China, alleging that they refused to produce audit work papers and other documents related to certain China-based companies under investigation by the SEC for potential accounting fraud. In January 2014, an SEC administrative law judge ruled in favor of the SEC, issuing an initial decision which censured each of the five accounting firms for failure to provide their audit work papers to the SEC and ordered asix-month suspension of the China-based affiliates of four of the five accounting firms’ right to practice before the SEC. The accounting firms have appealed the decision of the administrative law judge to the SEC, and the decision will not come into force unless and until an order of finality is issued by the SEC. We are not subject to any SEC investigations, nor are we involved in the proceedings brought by the SEC against the accounting firms. However, the China affiliate of the independent registered public accounting firm that has issued the auditor’s report included in our annual reports filed with the SEC for the 2013, 2014 and 2015 fiscal years, which is also our independent registered public accounting firm for the 2016, 2017, 2018 and 20182019 fiscal years, is one of the five accounting firms named in the SEC’s proceedings.

In February 2015, four of the five accounting firms, including the China affiliate of the independent registered public accounting firm that has issued the auditor’s report included in our annual report filed with the SEC for the 2013, 2014 and 2015 fiscal years, which is also our independent registered public accounting firm for the 2016, 2017, 2018 and 20182019 fiscal years, each agreed to a censure and to pay a fine to the SEC to settle the dispute and avoid suspension of their ability to practice before the SEC. The settlement required the firms to follow detailed procedures and to seek to provide the SEC with access to audit documents of China-based companies via the CSRC. If future document productions fail to meet the specified criteria, the SEC retains authority to impose a variety of additional remedial measures on the firms depending on the nature of the failure, including an automaticsix-month bar on the performance of certain audit work, commencement of a new proceeding or the resumption of the current proceeding by the SEC. While we cannot predict if the SEC will further review the four China-based accounting firms’ compliance with specified criteria or if the results of such a review would result in the SEC imposing penalties, if they are subject to additional remedial measures, we may be adversely affected, along with other U.S.-listed companies in China audited by these accounting firms. If none of the China-based auditors are able to continue to perform audit work for China-based companies listed in the U.S., we will not be able to meet the reporting requirements under the Securities Exchange Act of 1934, as amended, or the Exchange Act, which may ultimately result in our deregistration by the SEC and delisting of our ADSs from the NYSE.

Risks Relating to the PRC Life Insurance Industry

We expect competition in the Chinese insurance industry to increase, which may materially and adversely affect the growth of our business.

We face competitive pressures from both domestic and foreign-invested life insurance companies operating in China, as well as from property and casualty insurance companies, which may compete with our accident and short-term health insurance businesses, and other financial institutions that sell other financial investment products in competition with ours. In addition, the establishment of other professional health insurance companies and pension annuities companies may also lead to greater competition in the health insurance business and commercial pension insurance business. Ifbusiness.If we are not able to adapt to these increasingly competitive pressures in the future, our growth rate may decline, which could materially and adversely affect our earnings.

Competition among domestic life insurance companies is increasing.

According to statistical and unaudited market share information derived from China Insurance Yearbook, in 2018, the last year for which the year of 2018 released by the CBIRC on its website,market information for separate geographic markets is available, our closest competitors are Ping An Life Insurance Company of China, Ltd., or Ping An Life, China Pacific Life Insurance Co., Ltd., or China Pacific Life, Huaxia Life Insurance Company Limited, or Huaxia Life, and Taiping Life Insurance Company Limited, or Taiping Life.Life. Ping An Life, China Pacific Life, Huaxia Life, Taiping Life and we together accounted for approximately 56% of the life insurance premiums in China in 2018, with our market share in China increasing from 19.7% in 2017 to 20.4% in 2018. Each of Ping An Life, China Pacific Life, Huaxia Life and Taiping Life has operated in the Chinese insurance market for more than ten years, and each has a recognized brand name. According to statistical and market share information derived from China Insurance Yearbook, in 2017, the last year for which the audited market information for separate business segments and geographic markets business is available,In 2018, Ping An Life had a greater market share than we did in Beijing, Shanghai, Guangdong, Shenzhen, Beijing, Tianjin, Heilongjiang, Liaoning, Dalian, Ningbo, Qingdao, Hubei, Chongqing, Qingdao, Liaoning, Dalian, Shenzhen, Xiamen, Hainan and Ningbo. Xiamen, China Pacific Life had a greater market share than we did in Ningbo, and Huaxia Life had a greater market share than we did in Hainan.

We also face competition from insurance companies owned or controlled by commercial banks.

Amongbanks.Among the six largest Chinese state-owned commercial banks, five banks and the controlling shareholder of the remaining one have set up their own life insurance companies. Thesecompanies.These insurance companies are able to benefit from their holding relationships with these commercial banks to develop bancassurance as their main distribution channels. Inchannels.In addition, we also face competition from smaller insurance companies, which may have competitive advantages in various regions in which we operate, and new entrants to the group life insurance market, including professional pension companies that are being established pursuant to a set of regulations promulgated by the Ministry of Human Resources and Social Security of the PRC, and new entrants to the health insurance industry, including newly approved and established professional health insurance companies, following Chinese government’s adoption of policies that encourage the development of health insurance and improved health care in China.

Competition from foreign-invested life insurance companies is increasing, as restrictions on their operations in China are relaxed.

Foreign-invested life insurance companies are insurance companies in which foreign entities hold at least a 25% interest. Foreign-investedinterest.Foreign-invested life insurers have been permitted to sell health, annuityindividual and group life insurance, health insurance and annuity products nationwide in China since December 2004. According2004.According to statistical and unaudited market share information released by the CIRC on its website,derived from China Insurance Yearbook, in 2018, foreign-invested insurers had a life insurance market share of approximately 8.1% in 2018. On.On November 10, 2017, China announced that it will substantially relax foreign ownership limits in life insurance companies. In 2018, China increased the limit on foreign ownership in Chinese life insurance companies to 51% and on December 6, 2019, CBIRC announced that allstarting from January 1, 2020, foreign ownership restrictionsinvestors will be allowed to own 100% in Chinese life insurance companies will be removed in 2021.insurers. We believe that the relaxation of the restrictions on foreign-invested insurers once implemented, will continue to increase the competitive pressures we are facing.

We are likely to face increasing competition from property and casualty insurance companies and other companies offering products that compete with our own.

In addition to competition from life insurance companies, we face competition from other companies that may offer products that compete with our own, including:

 

  

Property and casualty companies. Beginning on January 1, 2003, property and casualty insurance companies have been permitted to sell short-term health insurance and accident products, but only with regulatory approval. There were 88 property and casualty insurers as of December 31, 2018. We believe property and casualty insurers have the competitive advantage of being able to bundle, or cross-sell, short-term health and accident products with the othernon-life insurance products that they are currently selling to their existing and potential customers. We believe this will lead to greater competition in the accident and health insurance sectors. On December 30, 2006, we established a property and casualty company, CLPCIC, with CLIC. While this joint venture mainly focuses on property insurance business, it also develops short-term health insurance and accident business. Its operations may have a negative impact on sales of our short-term health insurance and accident products in the future.

 

  

Mutual fund companies, commercial banks and other financial services providers. We face increasing competition from other financial services providers, primarily licensed mutual fund companies, commercial banks providing personal banking services and offering various financial products, trust companies and securities brokerage firms licensed to manage separate accounts. These financial service providers provide a variety of financial investment products that may prove to be attractive to the public and thereby adversely affect the sale of some products we offer, including traditional life insurance policies with a savings feature, participating life insurance policies and annuities.

All of our institutional insurance agencies and brokers are required to obtain permits and be registered. If a substantial number of our institutional insurance agencies and brokers fail to meet these qualification and registration requirements or this failure results in policyholders canceling their policies, our business may be materially and adversely affected.

Institutional insurance agents and insurance brokers are required under the PRC insurance law to register with the administration of industry and commerce, and obtain business licenses with the permits issued by the CBIRC. It also requiresnon-dedicated institutional insurance agencies to obtain registrations with the administration of industry and commerce with the permits issued by the CBIRC. WeCBIRC.We cannot assure you that all of our institutional agents will obtain such licenses. The enforcement of this requirement could adversely affect the composition and productivity of our distribution channel, which could have a material adverse effect on our business.

Further development of regulations in China may impose additional costs or restrictions on our activities.

We operate in a highly regulated industry. The CBIRC supervises and administers the insurance industry in China. In exercising its authority, it is given certain discretion to administer the law. China’s insurance regulatory regime is undergoing significant changes toward a more transparent regulatory process and a convergent movement toward international standards. Some of these changes may result in additional costs or restrictions on our activities. Foractivities.For example, the CIRC issued notices in September 2016 and May 2017 to further reinforce the regulation of life insurance products by requiring insurance companies to revise or improve the design of a number of insurance products. For instance, insurance companies are required to (i) increase the death coverage for insurance products including individual term life insurance, individual endowment insurance and individual whole life insurance products, and (ii) seek CIRC approval for universal insurance products with a guaranteed interest rate above 3%. CIRC also required that (i) whole life insurance, annuity insurance and care insurance products must not be designed asshort-to-medium term products, (ii) the first payment of survival insurance benefits for endowment products and annuity products must only occur after five years since the policy has become effective, and the annual payment or partial payment must not exceed 20% of the paid premiums, and (iii) insurance companies must not design universal insurance products or investment-linked insurance products in the form of riders. See “Item 4. Information on the Company—Business Overview—Regulatory and Related Matters—Insurance Company Regulation—Regulation of products”. These new requirements apply to a number of key products sold by us. Although these requirements are consistent with our long-term development strategy, revising the design of a number of products during a short period of time may increase our operating costs and may adversely affect our business, results of operations and financial condition.

In addition, because the terms of our products are subject to regulations, changes in regulations may affect our profitability on the policies and contracts we issue. Forissue.For instance, under the guidelines issued by the CIRC, the dividends on our participating products must be no less than 70% of the distributable earnings from participating products in accordance with CIRC requirements. If this level were to be increased in the future, our profitability could be materially and adversely affected. Furthermore,affected.Furthermore, in August 2013, February 2015 and September 2015, the CIRC removed the 2.50% cap on the guaranteed interest rates for traditionalnon-participating insurance policies, universal life insurance policies and participating life insurance policies, respectively. From October 1, 2015, the guaranteed interest rates of all long-term life insurance products are to be decided by insurance companies at their discretion in accordance with the principle of prudence, but CBIRC approval is required for products with guaranteed interest rates above the maximum valuation rate set by the CBIRC, which varies by product. Although the removal of the 2.50% cap has not resulted in any material impact on the profitability of our insurance policies in force, it could result in the increase of the guaranteed interest rates of our new products and the decrease of our spread, and therefore we cannot assure you that the removal of the 2.50% cap will not lead to a material adverse effect on our business, results of operations or financial condition.

Our ability to comply with minimum solvency requirements is affected by a number of factors, and our compliance may force us to raise additional capital, which could increase our financing costs or be dilutive to our existing investors, or to reduce our growth.

In February 2015, the CIRC issued the major technical standards for a new set of solvency regulations, the “China Risk Oriented Solvency System”, orC-ROSS, with the aim of replacing the then current solvency requirements on Chinese insurance companies, or Solvency I.C-ROSS adopts the internationally accepted “three-pillar” regulatory system which includes quantitative capital requirements, qualitative regulatory requirements and market discipline mechanisms while its regulatory concept, models, methods and parameters are based on Chinese insurance market conditions.C-ROSS was officially implemented by the CIRC on January 1, 2016. See “Item 4. Information on the Company—Business Overview—Regulatory and Related Matters—Insurance Company Regulation—Solvency requirements”. Our core solvency adequacy ratio underC-ROSS as of December 31, 20182019 was 250.55%266.71%, and our comprehensive solvency adequacy ratio underC-ROSS as of December 31, 20182019 was 250.56%276.53%. While our solvency ratio is currently above the regulatory requirements, if we grow rapidly in the future, or if the required solvency level is raised in the future, we may need to raise additional capital to meet our solvency requirement, including through additional issuance of subordinated debt,capital replenishment bonds, which would increase our financing costs, or through additional issuance of shares, which would be dilutive to our existing investors. If we are not able to raise additional capital, we may be forced to reduce the growth of our business.

Furthermore, as we are exposed to potential insurance, market and investment risks, we cannot assure you that our solvency ratio underC-ROSS will always be above the required level. If our solvency ratio underC-ROSS is below the required solvency level, we may need to raise additional capital to meet our solvency requirement, including through additional issuance of subordinated debt, which would increase our financing costs, or through additional issuance of shares, which would be dilutive to our existing investors. If we are not able to raise additional capital, we may be forced to reduce the growth of our business. A failure to meet our Solvency requirement can also lead to various regulatory actions being taken by the CBIRC, which could have a material adverse effect on our business or financial condition. See “Item 4. Information on the Company—Business Overview—Regulatory and Related Matters—Insurance Company Regulation—Solvency requirements”.

Risks Relating to the Restructuring

CLIC has incurred substantial losses on the policies retained by it in the restructuring. If CLIC is unable to meet its obligations to its policyholders, it may seek to increase the level of dividends we pay, sell the China Life shares it owns or take other actions which may have a material adverse effect on the value of the shares our other existing investors own.

In connection with the restructuring, CLIC transferred to us (1) all long-term insurance policies (policies having a term of more than one year from the date of issuance) issued on or after June 10, 1999, having policy terms approved by or filed with the CIRC on or after June 10, 1999 and either (i) recorded as a long-term insurance policy as of June 30, 2003 in an actuarial database attached to the restructuring agreement as an annex or (ii) having policy terms for group supplemental medical insurance (fund type), (2) stand-alone short-term policies (policies having a term of one year or less from the date of issuance) issued on or after June 10, 1999, and (3) all riders supplemental to the policies described in clauses (1) and (2) above, together with the reinsurance contracts specified in an annex to the restructuring agreement. See “Item 4. Information on the Company—History and Development of the Company—Our Restructuring”. CLIC has incurred substantial losses on thesenon-transferred policies, primarily because the guaranteed interest rates it had committed to pay on these policies are higher than the investment return it was able to generate on its investment assets. This negative spread onnon-transferred policies created substantial losses for CLIC and a resulting negative net worth. Theworth.The amount of accumulated undistributed profits of CLIC itself is expected to remain negative in the short term.

In connection with the restructuring, CLIC established, together with the MOF, a special purpose fund for the purpose of paying claims under thenon-transferred policies. The approval of the special purpose fund issued to CLIC provides that in the event there is any deficiency in the special purpose fund for so long as the fund is in existence, the MOF will provide support through the injection of funds to ensure the payments of benefits and claims to the policyholders of thenon-transferred policies. See “Item 4. Information on the Company—History and Development of the Company—Our Restructuring”. In connection with the restructuring, we were advised by our PRC legal counsel, King & Wood, that (1) the MOF hashad the authority to issue this approval regarding the special purpose fund, (2) the approval iswas valid and effective, and (3) it hashad no reason to believe that the MOF will revoke the approval. We cannot assure you, however, that a court would decidechanges in a manner consistent with King & Wood’s conclusions.law, facts or circumstances that may occur after such date will not affect the conclusions stated in such advice.

We cannot predict the amount of funds that will be available to the special purpose fund from CLIC’s own operations to satisfy its obligations to its policyholders as they become due. CLIC’s cash requirements and available cash resources will be affected by several factors which are subject to uncertainty, including prevailing interest rates and the returns on investment generated by CLIC’s assets, as well as the claims, expenses and persistency experience with respect to CLIC’s insurance policies. The cash resources available to CLIC will also depend in part on our profitability, which will affect the amount of our tax payments and hence the amount of refund contributed to the fund (if CLIC’s application for the extension of the period during which the income tax payments will be rebated is approved; See “Item 4. Information on the Company—History and Development of the Company—Our Restructuring”), the timing and amount of our dividend payments and the market prices of our shares and ADSs, which will affect the proceeds to CLIC from dispositions of our shares. If it is unable to satisfy its obligations to its policyholders from other sources, CLIC may seek, subject to our articles of association and applicable laws, to increase the amount of dividends we pay in order to satisfy its cash flow requirements. Any such increase in our dividend payments would reduce the funds available for reinvestment in our business. In addition, if we are unable to pay dividends in amounts sufficient to satisfy these requirements, CLIC may seek to sell its shareholdings in us or take other actions in order to satisfy these needs. The sale of these holdings or even the market perception of such a sale may materially and adversely affect the price of our shares.

The transfer of policies to us by CLIC and/or the separation of assets between CLIC and us may be subject to challenge.

We have beenIn connection with the restructuring, we were advised by our PRC legal counsel, King & Wood, that (1) the transferred policies have beenwere legally and validly transferred to China Life and (2) following the restructuring, we willwould not have any continuing obligations to holders of thenon-transferred policies who remain policyholders of CLIC and that there iswas no legal basis on which holders of thenon-transferred policies can make a claim against China Life. We also have beenwere advised by King & Wood that, although there iswas no specific law applicable to restructurings, these conclusions arewere supported by, among other things, the approval of the restructuring and various related matters by the State Council, the MOF and the CIRC; the support provided by the MOF with respect to thenon-transferred policies as described above; and contract and other law. We cannot assure you that policyholders of CLIC, holders of transferred policies or other parties will not seek to challenge the transfer of the transferred policies or the separation of assets occurring as a consequence of the restructuring, or that a court would decide in a manner consistent with King & Wood’s conclusions. If the transfer of policies to us or the separation of assets were challenged successfully, our financial condition and results of operations would likely be materially and adversely affected.

We do not hold exclusive rights to the trademarks in the “China Life” name (in English and Chinese), the “ball” logos and other business related slogans and logos, and CLIC, which owns these trademarks, may take actions that would impair the benefits we derive from their use.

We conduct our business under the “China Life” brand name, the “ball” logos, the “C” mark and other business related slogans and logos. CLIC owns these trademarks and has registered them with the Trademark Office of the SAMR. CLICSAMR.CLIC has entered into a trademark license agreement with us, under which CLIC has agreed to grant us and our branches a royalty-free license to use the “China Life” brand name, the “ball” logos and the “C” mark.

Although CLIC has undertaken in anon-competition agreement with us not to compete with us in China, without our prior consent in writing, in any life, accident and health insurance and any other businesses in China which may compete with our insurance business, CLIC, its subsidiaries and affiliates are permitted to use the brand name and logo in their own businesses, including life insurance business outside China and any other businesses they may enter into in the future within China, including property and casualty (other than businesses that compete with our accident and health businesses) and asset management businesses. In addition, they are not precluded from taking actions that may impair the value of the brand name, which could harm our business. See “Item 7. Major Shareholders and Related Party Transactions—Related Party Transactions—Continuing Related Party Transactions with CLIC”. The China Life brand name and our reputation could be materially harmed if CLIC fails to make payments when due on outstanding policies retained by CLIC in the restructuring or new policies written by CLIC after the restructuring, if CLIC reduces the rates of return payable on policies retained by CLIC or if CLIC is placed into receivership.

As our controlling shareholder, CLIC will be able to exert influence on our affairs and could cause us to make decisions or enter into transactions that may not be in your best interests.

We are controlled by CLIC, whose interests may conflict with those of our other shareholders. As of the date of this annual report, CLIC holds approximately 68.37%of our share capital. As a result of these factors, CLIC, which is wholly owned by the PRC government, will, so long as it holds the majority of our shares, effectively be able to control the composition of our board of directors and, through the board, exercise a significant influence over our management and policies. In addition, subject to our articles of association and applicable laws, CLIC may, so long as it holds the majority of our shares, effectively be able to determine the timing and amount of our dividend payments and approve increases or decreases of our share capital, the issuance of new securities, amendments of our articles of association, mergers and acquisitions and other major corporate transactions. CLIC may also be able to prevent us effectively from taking actions to enforce or exercise our rights under agreements to which we are a party, including the agreements we entered into with CLIC in connection with the restructuring. See “Item 7. Major Shareholders and Related Party Transactions”. As a majority shareholder, CLIC may be able to take these actions without your approval. In addition, CLIC’s control could have the effect of deterring takeovers or delaying or preventing changes in control or changes in management that might be desirable to other shareholders.

CLIC may direct business opportunities elsewhere.

CLIC has other business interests, including therun-off of the insurance policies retained by it in the restructuring. Notwithstanding a general undertaking pursuant to anon-competition agreement with us not to compete with us in our principal areas of business in China, CLIC is permitted to sell riders to these retained policies and enter into other businesses, including life insurance businesses outside of China and property and casualty (other than businesses that compete with our accident and health businesses) and asset management businesses, both inside and outside of China. In 2006, we formed a property and casualty company with CLIC, in connection with which we granted a waiver to CLIC allowing it to engage in accident and short-term health businesses indirectly through the property and casualty company.

CLIC engages in insurance businesses in HonginHong Kong, Macau, Singapore and Indonesia through China Life Insurance (Overseas) Co., Limited, or China Life Overseas, its wholly owned subsidiary. CLIC also may continue to engage in insurance business in other regions outside of China in the future. Although it is required under thenon-competition agreement to give us a right of first refusal over business opportunities it develops in these areas, we may not be in a position to take advantage of these opportunities at that time, which could harm our business. See “Item 7. Major Shareholders and Related Party Transactions—Related Party Transactions—Continuing Related Party Transactions with CLIC”.

In addition, while we provide policy administration and other services to CLIC for the policies retained by CLIC in the restructuring, and provide investment management services to CLIC through our asset management subsidiary, these agreements can be terminated with notice or upon expiration. If CLIC were to terminate its policy administration and asset management arrangements with us and our asset management subsidiary, respectively, our loss of fees could materially and adversely affect us.

Risks Relating to the People’s Republic of China

China’s economic, political and social conditions, as well as government policies, could affect our business.

Substantially all of our assets are located in China and substantially all of our revenues are derived from our operations in China. Accordingly, our results of operations and prospects are subject, to a significant degree, to economic, political and legal developments in China. The economy of China differs from the economies of most developed countries in many respects, including, without limitation:

 

the extent of government involvement;

 

its level of development;

 

its growth rate; and

 

its control of foreign exchange.

The economy of China has been transitioning from one of high-speed growth to one that seeks high-quality development. Although in recent years the Chinese government has implemented measures emphasizing the utilization of market forces for economic reform, the reduction of state ownership of productive assets and the establishment of sound corporate governance in business enterprises, a substantial portion of productive assets in China is still owned by the Chinese government. In addition, the Chinese government continues to play a significant role in regulating industrial development. It also exercises significant control over China’s economic growth through the allocation of resources, controlling payment of foreign currency-denominatedcurrency denominated obligations, setting and implementing financial and monetary policy and providing preferential treatment to particular industries or companies.industries.

According to data released by the National Bureau of Statistics of China, China’s Gross Domestic Product, a key indicator of economic growth, was 6.6%6.1% in 2018.2019. The recent outbreak ofCOVID-19 and the global effort to contain it have negatively impacted the global economy and have slowed the Chinese economy as well. China’s Gross Domestic Product in the first quarter of 2020 shrank 6.8% year-on-year. In an effort to bolster the economy, the Chinese government may take certain measures, including adjustment of interest rates and market-oriented financial reforms. Some of the measures taken by the Chinese government to improve China’s economic performance may have a negative effect on our business. Forbusiness.For example, our operating results and financial condition could be materially and adversely affected by government monetary policies and changes in interest rate policies, tax regulations and policies and regulations affecting the capital markets and the asset management industry. A slowdown in Chinese growth rates could also adversely affect us by impacting sales of our products, reducing our investment returns, or otherwise.

The PRC legal system has inherent uncertainties that could limit the legal protections available to you.

We are organized under the laws of China and are governed by our articles of association. The Chinese legal system is based on written statutes. Prior court decisions may be cited for reference but are not binding on subsequent cases and have limited precedential value. Since 1979, the Chinese legislative bodies have promulgated laws and regulations dealing with such economic matters as foreign investment, corporate organization and governance, commerce, taxation and trade. However, because these laws and regulations are relatively new, and because of the limited volume of published decisions, the interpretation and enforcement of these laws and regulations involve uncertainties.

Holders of H shares and ADSs generally are required to resolve disputes with us, our senior management and holders of our A shares only through arbitration in Hong Kong or China.

In accordance with the rules applicable to Chinese overseas listed companies, our articles of association provide that, with certain limited exceptions, all disputes or claims based on our articles of association, PRC company law or other relevant laws or administrative rules, and concerning matters between holders of H shares and ADSs and holders of A shares, us, or our directors, supervisors, president, vice presidents or other senior officers, must be submitted for arbitration at either the China International Economic and Trade Arbitration Commission or the Hong Kong International Arbitration Center. If an applicant chooses to have the dispute arbitrated at the Hong Kong International Arbitration Center, either party may request that the venue be changed to Shenzhen, a city in China near Hong Kong. The governing law for any such disputes or claims is Chinese law, unless Chinese law itself provides otherwise. Pursuant to an arrangement of mutual enforcement of arbitration awards between the PRC courts and the Hong Kong courts, Hong Kong arbitration awards are enforceable in China, subject to the satisfaction of certain legal requirements. However, due to the limited number of actions that have been brought in China by holders of shares issued by a Chinese company to enforce an arbitral award, we are uncertain as to the outcome of any action brought in China to enforce a Hong Kong arbitral award made in favor of holders of H shares and ADSs.

The laws in China differ from the laws in the United States and may afford less protection to our minority shareholders.

Although Chinese company law provides that shareholders of a Chinese company may, under certain circumstances, sue the company’s directors, supervisors and senior management in the interests of the company, limited detailed implementation rules or court interpretations have been issued in this regard. Also, class action lawsuits are generally uncommon in China. In addition, PRC company law imposes limited obligations on a controlling shareholder with respect to protection of the interests of minority shareholders, although overseas listed joint stock companies, such as ourselves, are required to adopt certain provisions in their articles of association that are designed to protect minority shareholder rights. These mandatory provisions provide, among other things, that the rights of any class of shares, including H shares, may not be varied without a resolution approved by holders of shares in the affected class holding no less thantwo-thirds of the shares of the affected class entitled to vote, and provide that in connection with a merger or division involving our company, a dissenting shareholder may require us to purchase the dissenters’ shares at a fair price. Disputes arising from these protective provisions would likely have to be resolved by arbitration. Seearbitration.See “—Holders of H shares and ADSs generally are required to resolve disputes with us, our senior management and holders of our A shares only through arbitration in Hong Kong or China”.

You may experience difficulties in effecting service of legal process, enforcing foreign judgments or bringing original actions in the PRC based on U.S. or other foreign laws against us, our management and some of the experts named in the annual report.

We are a company incorporated under the laws of China, and substantially all of our assets are located in China. In addition, most of our directors, supervisors, executive officers and some of the experts named in this annual report reside within China, and substantially all of the assets of these persons are located within China. As a result, it may not be possible to effect service of process within the United States or elsewhere outside China upon our directors, supervisors or executive officers or some of the experts named in this annual report, including with respect to matters arising under U.S. federal securities laws or applicable state securities laws. Our PRC legal counsel, King & Wood, has advised us that China does not have treaties providing for the reciprocal recognition and enforcement of judgments of courts with the United States, the United Kingdom, Japan or many other countries. Our Hong Kong legal adviser, Latham & Watkins, has also advised us that Hong Kong has no statutory arrangement for the reciprocal enforcement of judgments with the United States although it may be possible for a civil action to be brought in Hong Kong based on a monetary judgment of the courts of the United States. As a result, recognition and enforcement in China or Hong Kong of judgments of a court in the United States and any of the other jurisdictions mentioned above in relation to any matter may be difficult or impossible. Furthermore, an original action may be brought in the PRC against us, our directors, supervisors, executive officers or the experts named in this annual report only if the actions are not required to be arbitrated by PRC law and our articles of association, and only if the facts alleged in the complaint give rise to a cause of action under PRC law. In connection with any such original action, a PRC court may award civil liability, including monetary damages.

Due to jurisdictional limitations and various other factors, the U.S. Securities and Exchange Commission, the U.S. Department of Justice and other U.S. authorities may also be limited in their ability to pursue companies and individuals in China, in connection with any alleged violation of U.S. securities and other laws.

Holders of H shares may be subject to PRC taxation.

Under current PRC tax laws, regulations and rulings, dividends paid by us to individual holders of H shares outside of the PRC are subject to PRC individual income tax at rates not exceeding 20%, depending on the applicable tax treaties between the home country of the individual holder of H shares and the PRC. When paying dividends tonon-resident enterprise holders of H shares outside of the PRC, such dividends are subject to an enterprise income tax, which is currently levied at a rate of 10%. Suchnon-resident enterprise holders of H shares may be entitled to tax reductions or exemptions according to applicable tax treaties. In addition, to date, relevant tax authorities have not collected capital gains tax on the gains realized by individuals upon the sale or other disposition of H shares. If relevant tax authorities promulgate implementation rules on the taxation of capital gains realized by individuals upon the sale or other disposition of H shares, individual holders of H shares may be required to pay capital gains tax. Seetax.See “Item 10. Additional Information—Taxation—The People’s Republic of China”.

Government control of currency conversion and the fluctuation of the Renminbi may materially and adversely affect our operations and financial results.

We receive substantially all of our revenues in Renminbi, which currently is not a freely convertible currency. A portion of these revenues must be converted into other currencies to allow us to make payments on declared dividends, if any, on our H shares, and payments of interest and principal on our debt held in foreign currencies.

Under China’s existing foreign exchange regulations, we are able to pay dividends and interest and principal in foreign currencies without prior approval from the SAFE by complying with various procedural requirements. Therequirements.The Chinese government, however, may, at its discretion, restrict access in the future to foreign currencies for current account transactions. If this were to occur, we may not be able to pay dividends in foreign currencies to our shareholders, including holders of our ADSs.

The value of the Renminbi against the U.S. dollar and other currencies fluctuates and is affected by, among other things, changes in China’s political and economic conditions. On July 21, 2005, the PRC government introduced a managed floating exchange rate system to allow the value of the Renminbi to fluctuate within a regulated band based on market supply and demand and by reference to a basket of currencies. Under this system, the PBOC announces the closing price of a foreign currency traded against the Renminbi in the inter-bank foreign exchange market after the closing of the market on each working day, and makes it the central parity for the trading against the Renminbi on the following working day. On August 11, 2015, the PBOC adjusted the quotation mechanism of the Renminbi central parity to also consider demand and supply in foreign exchange markets and price movements of major currencies, in addition to the closing price on the previous working day. On May 26, 2017, the PBOC introduced the “counter-cyclical factor” into its formula that determines a central parity of Renminbi against the U.S. dollar. Under the current mechanism, the central parity of the Renminbi against the U.S. dollar is determined based on the closing price, changes in a basket of currency exchange rates and the counter-cyclical factor. From July 21, 2005 to April 13, 2018,10, 2020, the Renminbi appreciated by approximately 28.9%13.25% against the U.S. dollar. In 2018,2019, the Renminbi depreciated by 5.23%1.65% against the U.S. dollar. A portion of our assets and liabilities are held in foreign currencies and may be subject to foreign exchange gains and losses due to changes in exchange rates. Werates.We recorded RMB 19467 million (US$ 2810 million) in foreign exchange losses for the year ended December 31, 2018,2019, resulting mainly from the change in foreign exchange rates applicable to our assets and liabilities held in foreign currencies. Any future appreciation of the Renminbi may materially and adversely affect the value of, and any dividends payable on, our H shares in foreign currency terms. Our financial condition and results of operations also may be affected by changes in the value of certain currencies other than the Renminbi.

Payment of dividends is subject to restrictions under Chinese law.

Under Chinese law, dividends may be paid only out of distributable profits. Any distributable profits that are not distributed in a given year are retained and available for distribution in subsequent years. However, ordinarily we will not pay any dividends in a year in which we do not have any distributable profits.

Payment of dividends by us is also regulated by the PRC insurance law. See “Item 8. Financial Information—Consolidated Financial Statements and Other Financial Information—Policy on Dividend Distributions”.

ITEM 4. INFORMATION ON THE COMPANY

A. HISTORY AND DEVELOPMENT OF THE COMPANY

We were formed as a joint stock life insurance company pursuant to the PRC company law on June 30, 2003 under the corporate name of 中国中国人寿保险股份有限公司in connection with the restructuring.

General Information

Our principal executive offices are located at 16 Financial Street, Xicheng District, Beijing 100033, China. Our telephone number is(86-10) 6363-3333. Our official website address iswww.e-chinalife.com. The information on our website is not a part of this annual report. We have appointed CT Corporation System at 111 Eighth Avenue, New York, New York 10011 as our agent for service of process in the United States.

Our Restructuring

Upon the approval of the State Council and the CIRC, we were formed on June 30, 2003 as a joint stock company in connection with the restructuring by CLIC, our controlling shareholder. The restructuring was effected through a plan of restructuring, which was approved by the CIRC on August 21, 2003, and a restructuring agreement we entered into with CLIC on September 30, 2003, with retroactive effect to June 30, 2003, which we refer to in this annual report as the effective date. Pursuant to PRC law and the restructuring agreement, we enjoyed the rights and benefits and assumed the obligations and liabilities arising from the restructuring from and after the effective date.

In connection with the restructuring:

 

CLIC transferred to us (1) all long-term insurance policies (policies having a term of more than one year from the date of issuance) issued on or after June 10, 1999, having policy terms approved by or filed with the CIRC on or after June 10, 1999 and either (i) recorded as a long-term insurance policy as of June 30, 2003 in an actuarial database attached to the restructuring agreement as an annex or (ii) having policy terms for group supplemental medical insurance (fund type), (2) stand-alone short-term policies (policies having a term of one year or less from the date of issuance) issued on or after June 10, 1999 and (3) all riders supplemental to the policies described in clauses (1) and (2) above, together with the applicable reinsurance contracts specified in an annex to the restructuring agreement. We refer to these policies in this annual report as the “transferred policies”. All other insurance policies were retained by CLIC. We refer to these policies as the “non-transferred“non-transferred policies”. We assumed all obligations and liabilities of CLIC under the transferred policies. CLIC continues to be responsible for its liabilities and obligations under thenon-transferred policies following the effective date.

 

Cash, specified investment assets and various other assets were also transferred to us.

 

CLIC agreed not to, directly or indirectly through its subsidiaries and affiliates, participate, operate or engage in life, accident and health insurance businesses and any other business in China which may compete with our insurance business. CLIC also undertook (1) to refer to us any corporate business opportunity that falls within our business scope and which may directly or indirectly compete with our business and (2) to grant us a right of first refusal, on the same terms and conditions, to purchase any new business developed by CLIC. See “Item 7. Major Shareholders and Related Party Transactions—Related Party Transactions—Continuing Related Party Transactions with CLIC”.

Substantially all of the management personnel and employees who were employed by CLIC in connection with the transferred assets and business were transferred to us. Some management and personnel remained with CLIC.

 

CLIC retained the trademarks used in our business, including the “China Life” name in English and Chinese and the “ball” logos, and granted us and our branches a royalty-free license to use these trademarks. CLIC and its subsidiaries and affiliates will be entitled to use these trademarks, but CLIC may not license or transfer these trademarks to any other third parties. See “Item 7. Major Shareholders and Related Party Transactions—Related Party Transactions—Continuing Related Party Transactions with CLIC”.

CLIC’s contracts with its agents and other intermediaries were transferred to us.

 

We entered into various agreements under which we provide policy administration services to CLIC for thenon-transferred policies, manage CLIC’s investment assets and lease office space from CLIC for our branch and field offices. See “Item 7. Major Shareholders and Related Party Transactions”.

In connection with the restructuring, CLIC established, together with the MOF, a special purpose fund for the purpose of paying claims under thenon-transferred policies. Under the administrative measures for the special purpose fund as amended in May 2012, the special purpose fund will be funded by renewal premiums paid on thenon-transferred policies over time; tax rebates received by CLIC; proceeds from the investments of the special purpose fund; shareholder dividends paid in cash to CLIC by its subsidiaries and shareholding enterprises; proceeds from the disposition by CLIC of its shares in its subsidiaries and shareholding enterprises over time; cash income from the disposition of assets by CLIC; financial assets owned by CLIC; long-term equity investment held by CLIC; and funds injected by the MOF in the event of a deficiency in the special purpose fund. The special purpose fund isco-administered by CLIC and the MOF. The special purpose fund will be available to satisfy CLIC’s operating expenses, including the payment of benefits and claims obligations arising from thenon-transferred policies, as well as expenses incurred in operating the special purpose fund, including third-party management fees, professional fees and such other purposes as the management committee of the special purpose fund may agree, as well as capital expenses as approved by the MOF. A management committee of the special purpose fund comprised of four representatives from the MOF and three representatives from CLIC oversees the management of the fund, with specified material items subject to the approval of the MOF. The special purpose fund will be dissolved when all claims and benefits under thenon-transferred policies have been paid, or sooner if the management committee so agrees.

The MOF’s approval of the special purpose fund issued to CLIC provides that in the event there is any deficiency in the special purpose fund for so long as the fund is in existence as described above to meet any payment obligation arising out of thenon-transferred policies, the MOF will provide support through the injection of funds to ensure the payments of benefits and claims to the policyholders of thenon-transferred policies. We have beenIn connection with the restructuring, we were advised by our PRC legal counsel, King & Wood, that (1) the MOF hashad the authority to issue this approval regarding the special purpose fund, (2) the approval iswas valid and effective, and (3) it hashad no reason to believe that the MOF will revoke the approval. We cannot assure you, however, that a court would decidechanges in a manner consistent with King & Wood’s conclusions.law, facts or circumstances that may occur after such date will not affect the conclusions stated in such advice.

In accordance with generally applicable tax laws and regulations, CLIC, AMC and ourselves will file income tax returns and pay our respective income taxes as separate and independent taxpayers. In accordance with a circular issued by the MOF, a portion of the income tax payments made by CLIC and us during the period of January 1, 2003 to December 31, 2010 is required to be rebated to CLIC. All of the income tax payments made by AMC may also be rebated to CLIC, if the current shareholding structure of AMC remains unchanged. Inunchanged.In 2011 CLIC applied for the extension of the period during which the income tax payments will be rebated, but no substantive progress had been made as of the date of this annual report.

We have been

In connection with the restructuring, we were advised by our PRC legal counsel, King & Wood, that following the restructuring we would not have any continuing obligations to holders of thenon-transferred policies and that there iswas no legal basis on which holders of thenon-transferred policies cancould make a claim against China Life. King & Wood based its conclusion on, among other things, the following factors: (1) after the restructuring, China Life was established as a separate legal entity and China Life’s assets and liabilities should be regarded as distinct and separate from those of CLIC; (2) there iswas no contractual relationship, direct or indirect, between the holders of thenon-transferred policies and China Life; (3) the restructuring (including the transfer of the transferred policies to China Life) has beenwas approved by the CIRC and has beenwas conducted without infringing upon the rights of the holders ofnon-transferred policies; (4) the arrangements made under the restructuring agreement, in particular the MOF’s support as described above, arewere expected to enable CLIC to satisfy its obligations under thenon-transferred policies; and (5) PRC regulatory authorities havehad no legal power to direct China Life to assume CLIC’s obligations under thenon-transferred policies or to indemnify the holders of thenon-transferred policies.

See “Item 3. Key Information—Risk Factors—Risks Relating to the Restructuring”.

Developments After Restructuring

On November 23, 2003, we established an asset management company, AMC, with CLIC, in connection with the restructuring. AMC manages our investment assets and, separately, substantially all of those of CLIC. On December 30, 2006, we established a property and casualty company, CLPCIC, with CLIC. On January 15, 2007, we established a pension insurance company, China Life Pension, with CLIC and AMC.

In December 2003, we successfully completed our initial public offering of H shares, including H shares in the form of American depositary shares, or ADSs, and raised approximately RMB 24,707 million in aggregate net proceeds. Upon completion of our initial public offering, our H shares became listed on the Hong Kong Stock Exchange and ADSs each representing 40 of our H shares became listed on the New York Stock Exchange. The ratio of ADSs to H shares was reduced from 40 H shares to 15 H shares on December 29, 2006 and was further reduced from 15 H shares to 5 H shares on May 26, 2015.

In December 2006, we issued 1,500,000,000 new ordinary domestic shares through public offering on the SSE at the offering price of RMB 18.88 per share, raising RMB 28,320 million in aggregate gross proceeds. The A shares have been listed on the SSE since January 9, 2007. Prior to the offering, CLIC held 19,323,530,000 ordinary domestic shares, or CLIC A shares, which have been registered with the China Securities Depository and Clearing Corporation Limited as circulative A shares with restrictive trading following the A share offering. CLIC has undertaken that for a period of 36 months commencing on January 9, 2007 it will not transfer or put on trust the CLIC A shares held by it or allow such CLIC A shares to be repurchased by China Life. On January 11, 2010, 19,323,530,000 CLIC A shares were released from trading restrictions.

In July 2015,we issued Core Tier 2 Capital Securities in the principal amount of US$ 1,280 million to qualified investors who meet applicable regulatory requirements at an initial distribution rate of 4.00%.

In March 2019, we issued bonds in the principal amount of RMB 35 billion for capital replenishment in the national inter-bank bond market. The bonds have a10-year maturity and a fixed coupon rate of 4.28% per annum. We have a conditional right to redeem the bonds on the fifth anniversary of issuance. The proceeds from the issuance of the bonds will be used to replenish our capital so as to enhance our solvency according to applicable laws and approvals from regulatory authorities.

We incurred capital expenditures of RMB 10,562 million (US$ 1,517million), RMB 14,755 million, (US$ 2,146 million),and RMB 17,055 million in 2019, 2018 and RMB 5,892 million in 2018, 2017, and 2016, respectively. Theserespectively.These capital expenditures mainly comprised of the addition of properties for our own use.

SEC’s Website and Our Website

The SEC maintains a website at http://www.sec.gov that contains reports, proxy and information statements and other information regarding issuers that file electronically with the SEC. Our official website address iswww.e-chinalife.com. The information on our website is not a part of this annual report.

B. BUSINESS OVERVIEW

We are the leading life insurance company in China. We provide a broad range of insurance products, including individual and group life insurance, annuity, health insurance and accident insurance products. We had nearly 285303 million insurance policies in force as of December 31, 2018,2019, including individual and group life insurance policies, annuity contracts, health insurance and accident insurance policies. As of December 31, 2018,2019, the average guaranteed rate of return for all of our long-term insurance policies in force was 2.64%2.71%. For the financial year ended December 31, 2018,2019, our lapse rate was approximately 4.69%1.89%. The policy persistency rates, which measure the ratio of the insurance policies that are still effective after a certain period, were 91.1%86.80% for 14 months after issuance and 86.0%85.90% for 26 months after issuance.

Effective January 1, 2014, we realigned our previously reported individual life insurance, group life insurance, short term insurance, supplementary major medical insurance and other segments into four newly identified segments, namely life insurance, health insurance, accident insurance and other. Our management has conducted its analysis and evaluation of our operating results based on the new reporting segments. In connection with this realignment, segment operating results for the fiscal year ended December 31, 2013 have been revised to conform to current year segment operating results presentation. For a detailed discussion, see our consolidated financial statements included elsewhere in this annual report.

The information below is organized in accordance with our identified segments.

Life Insurance

We offer life insurance and annuity products to individuals and groups. We market our individual life insurance and annuity products primarily through a distribution force comprised of approximately 1,439,000 exclusive1,613,000exclusive agents operating in 17,451approximately 16,000 field offices throughout China, as well as othernon-dedicated agencies located at branch offices of banks and other organizations. We offer group life insurance and annuity products to the employees of companies and institutions through approximately 82,700 direct65,500direct sales representatives, as well as insurance agencies and insurance brokerage companies. Gross written premiums generated by our life insurance and annuity products totaled RMB 437,540 million (US$ 63,638446,562 million(US$ 64,145 million) for the year ended December 31, 2019, RMB 437,540 millionfor the year ended December 31, 2018, and RMB 429,822 million formillionfor the year ended December 31, 2017, constituting 78.74%, 81.66% and RMB 361,905 million for the year ended December 31, 2016, constituting 81.66%, 83.96% and 84.07% of our total gross written premiums for those periods. Gross written premiums generated by our life insurance and annuity products for 20182019 increased by 1.80%2.06 % from 2017.2018.

The following table sets forth selected financial and other data regarding our life insurance and annuity business as of the dates or for the periods indicated.

 

  As of or for the year ended
December 31,
   Compound
annual
growth rate
   As of or for the year ended December 31,   Compound
annual
growth rate
 
  2016   2017   2018   2018   (2016-2018)   2017   2018   2019   2019   (2017-2019) 
  RMB   RMB   RMB   US$       RMB   RMB   RMB   US$     
  (in millions, except as otherwise indicated)   (in millions, except as otherwise indicated) 

Gross written premiums

   361,905    429,822    437,540    63,638    9.95   429,822    437,540    446,562    64,145    1.93

Liabilities of insurance contracts

   1,762,363    1,914,597    2,081,822    302,788    8.69   1,914,597    2,081,822    2,385,407    342,642    11.62

Liabilities of investment contracts

   183,773    218,436    240,152    34,929    14.31   218,436    240,152    252,362    36,250    7.49

Products

We offer a wide variety of life insurance and annuity products to individuals, providing a wide range of coverage for the whole length of a policyholder’s life. Our individual life insurance and annuity products consist of whole life and term life insurance and endowment insurance and annuities.insurance. We also offer group annuity products and group whole life and term life insurance products to enterprises and institutions. We market these products as an important part of our group customers’ overall employee benefit plans. We believe we are the market leader in the development of group annuity products.

We offer bothnon-participating and participating products. There were approximately 230249 millionnon-participating policies and 5554.53 million participating policies as of December 31, 2018,2019, among which approximately 128151 millionnon-participating policies and 3735.99 million participating policies were sold to individuals.

The following table sets forth selected financial information regarding our life insurance and annuity products.

 

  For the year ended December 31,   Compound
annual
growth rate
   For the year ended December 31,   Compound
annual
growth rate
 
  2016   2017   2018   2018   (2016-2018)   2017   2018   2019   2019   (2017-2019) 
  RMB   RMB   RMB   US$       RMB   RMB   RMB   US$     
  (in millions, except as otherwise indicated)   (in millions, except as otherwise indicated) 

Gross written premiums

                    

Whole life and term life insurance

   33,395    40,606    49,520    7,202    21.77   40,606    49,520    64,196    9,221    25.74

Endowment

   188,415    198,418    126,318    18,372    (18.12%)    198,418    126,318    113,950    16,368    (24.22%) 

Annuities

   140,095    190,798    261,702    38,063    36.68   190,798    261,702    268,416    38,556    18.61

Whole Life and Term Life Insurance

Non-participating whole life and term life insurance

We offernon-participating whole life and term life insurance products.

Non-participating whole life insurance products provide a guaranteed benefit,pre-determined by the contract, upon the death of the insured, in return for the periodic payment of fixed premiums over apre-determined period. Premium payments may be required for the length of the contract period, to a specified age or for a specified period, and are typically level throughout the period.

Non-participating term life insurance products provide a guaranteed benefit upon the death of the insured within a specified time period in return for the periodic payment of fixed premiums. Specified coverage periods generally range from 5 to 30 years or expire at specified ages. Death benefits may be level over the period or increasing. Premiumsand premiums are typically set at a level amount forover the coverage period. Term life insurance products are sometimes referred to as pure protection products, in that there are normally little or no savings or investment elements. Unlike endowment products, term life insurance policies expire without maturity benefits.

Participating whole life insurance

We also offer participating whole life insurance products, which, in addition to the benefit payment of traditional whole life insurance policies, also provide a participation feature in the form of dividends. The policyholder is entitled to share a portion of the distributable earnings from participating products, as determined by us based on formulas prescribed by the CIRC. UnderCIRC.Under guidelines issued by the CIRC, the dividends must be no less than 70% of the distributable earnings from participating products. We offer participating whole life insurance products only to individual customers.

Endowment

Non-participating endowment products

Non-participating endowment products provide to the insured various guaranteed benefits if the insured survives specified maturity dates or periods stated in the policy, and provide to a beneficiary guaranteed benefits upon the death of the insured within the coverage period, in return for the periodic payment of premiums. Specified coverage periods generally range from 5 to 30 years or end at specified ages. Premiums are typically at a level amount for the coverage period.

Participating endowment products

We also offer participating endowment products, which are endowment policies that also provide a participation feature in the form of dividends. Policyholders are entitled to share a portion of the distributable earnings from participating products, as determined by us based on formulas prescribed by the CIRC. UnderCIRC.Under guidelines issued by the CIRC, the dividends must be no less than 70% of the distributable earnings from participating products.

China Life Xin Fu Yi Sheng Participating Endowment and China Life Fu Lu Shuang Xi Participating Endowment generated the most income of our participating endowment products in 2018.2019. China Life Xin Fu Yi Sheng Participating Endowment generated RMB 17,72916,963 million (US$ 2,5792,437 million) of net premiums in 2018,2019, representing 4.06%3.81% of the net premiums of our life insurance business, and China Life Fu Lu Shuang Xi Participating Endowment generated RMB 16,66615,129 million (US$ 2,4242,173 million) of net premiums in 2018,2019, representing 3.81%3.39% of the net premiums of our life insurance business. The net premiums earned from our participating endowment products decreased bydecreasedby RMB 14,13215,182 million (US$ 2,0552,181 million), or 11.94%14.56%, to RMB 89,076 million (US$ 12,795 million) in 2019 from RMB 104,258 million (US$ 15,164 million) in 2018 from RMB 118,390 million in 2017.2018.

We offer endowment products only to individual customers.

Annuities

Annuities are used for both asset accumulation and asset distribution needs. Annuitants pay premiums into our accounts, and receive guaranteed level payments of benefits during the payoff period as specified in the contracts. We offer bothnon-participating and participating annuities. Fornon-participating annuity products, risks associated with the underlying investments are borne entirely by us. A significant portion of ournon-participating annuity products imposes charges upon an early surrender or withdrawal of the contract.surrender.

Participating annuity products are annuities that provide a participation feature in the form of dividends in addition to the guaranteed annuity benefits. The dividends are determined by us in the same manner as our life insurance policies. Likenon-participating annuities, a significant portion of our participating annuity products imposes charges upon an early surrender or withdrawal of the contract. surrender.

In our universal group annuities, interest accrued on an annuitant’s deposits is credited to each participating employee’s personal account, or to each participating employee’s personal account and employer’s group account.

Universal LifeInsurance Products

Universal lifeinsurance products are life insurance policies with flexible premium and sum insured as well as transparency on costs. For each universal lifeinsurance policy, we establish a separate account and determine the interest credit rate, mortality and expense charges specifically for suchthe account. The benefits of universal lifeinsurance products are linked to the account value of each separate account.

PersonalTax-deferred Pension Insurance Products

In May 2018, the Chinese government permitted trial sales of personaltax-deferred pension insurance products in Shanghai, the Fujian province (including Xiamen) and Suzhou Industrial Park, and we commenced our personaltax-deferred pension insurance business. Because such business is still at the trial stage and sales are limited geographically, our premium income from personaltax-deferred pension insurance business remains small.

Marketing and Distribution

Individual

We have historically sold most of our individual life insurance and annuity products to the mass market and will continue to actively serve this market. However, we believe our core individual customer base will evolve as China’s economy develops. Wedevelops.We will seek to capitalize on the market opportunities in the growing affluent segment of China’s population by focusing our marketing efforts on large andmedium-sized cities with an aim to attract more medium- andhigh-end customers, as we believe that the demand for life insurance and annuity products in these areas is greater. Ingreater.In addition, we have been implementing a customer segmentation sales approach which targets different customers with different products, with these products in many cases supplemented by our individual accident and health products.

We distribute our individual life and annuity products nationwide through multiple channels. Our primary distribution system is comprised of approximately 1,439,000 exclusive1,613,000exclusive agents in 17,451 fieldapproximately 16,000field offices throughout China. In addition, we are implementing our customer-oriented market segmentation sales initiatives to all exclusive agents nationwide. Whilenationwide.While continuing to invest in our exclusive agent force, we have also expanded into other distribution channels, primarilynon-dedicated agencies located in approximately 44,000 outlets42,600outlets of commercial banks, to diversify our distribution channels and to achieve higher growth. See “—Distribution Channels”.

Group

We target our group life insurance and annuity products to large institutional customers in China, including branches of foreign companies, which we believe have a greater awareness of and need for group life insurance and annuity products. We have long-term customer relationships with many of China’s largest companies and institutions. We provide large group customers with products having flexible fee and dividend structures, as well as convenient customer service. While continuing to focus on large institutional clients, we also target small- tomedium-sized companies to supplement our growth and to increase our profits.growth.

We market our group life insurance and annuity products primarily through our direct sales representatives. We also market our group life insurance and annuity products through commercial banks, insurance agency companies and insurance brokerage companies. See “—Distribution Channels”.

Health Insurance

We offer a broad array of health insurance products and services to both individuals and groups, including medical insurance, care insurance, ,diseasedisease insurance and disability income insurance. Our health insurance gross written premiums totaled RMB 83,614105,581 million (US$ 12,16115,166 million) for the year ended December 31, 2019, RMB 83,614 million for the year ended December 31, 2018 and RMB 67,708 million for the year ended December 31, 2017, constituting 18.62%, 15.60% and RMB 54,010 million for the year ended December 31, 2016, constituting 15.60%, 13.23% and 12.55% of our total gross written premiums for those periods. Gross written premiums generated by our health insurance products for 20182019 increased by 23.49%26.27% from 2017.2018.

Our health insurance business shares our nationwide life insurance sales force and distribution network of exclusive agents. Our policy review and claim adjustment processes are facilitated through a team of supporting personnel with medical training.

The following table sets forth selected financial and other data regarding our health insurance as of the dates or for the periods indicated. The financial results of both our long-term health insurance and short-term health insurance are reflected in the following table.

 

  As of or for the year ended
December 31,
   Compound
annual
growth rate
   As of or for the year ended December 31,   Compound
annual
growth rate
 
  2016   2017   2018   2018   (2016-2018)   2017   2018   2019   2019   (2017-2019) 
  RMB   RMB   RMB   US$       RMB   RMB   RMB   US$     
  (in millions, except as otherwise indicated)   (in millions, except as otherwise indicated) 

Gross written premiums

   54,010    67,708    83,614    12,161    24.42   67,708    83,614    105,581    15,166    24.87

Liabilities of insurance contracts

   77,837    102,190    125,743    18,289    27.10   102,190    125,743    158,800    22,810    24.66

Liabilities of investment contracts

   11,933    14,064    15,282    2,223    13.17   14,064    15,282    15,442    2,218    4.78

Products

We offer health insurance products to both individuals and groups. We classify our health insurance products as short-term products, having policy terms of less than or up to one year, and long-term products, having policy terms longer than one year. We offer both short-term and long-term defined health benefit plans, medical expense reimbursement plans, care insurance plans and disease-specific plans to individuals and groups.

Defined health benefit plans

These plans provide a fixed payment based on the number of days of hospitalization for specificresulting from diseases, injuries from accidents or surgical operation.operations. Policyholders either pay premiums in a single payment or on a periodic basis.

Medical expense reimbursement plans

These plans provide for the reimbursement of a portion of the participant’s outpatient or hospitalization treatment fees and expenses. Policyholders pay premiums either in a single payment or on a periodic basis or, for certain group medical expense reimbursement plans, irregularly as determined by the policyholder.

Since 2003, weWe also started providingprovide medical agency services for the basic social medical insurance plans carried outoffered by local governments. The agency services include checking and reimbursement of medical expenses and medical service investigations. We do not collect premiums but only charge a specified amount of handling fees for these services. As of December 31, 2018,2019, we havehad carried out more than 500600 medical agency services projects in over 2029 provinces and cities, providing services to more than 100 million people.

We also commenced our supplementary major medical insurance business in 2013. As part of the Chinese government’s overall medical insurance scheme, supplementary major medical insurance reimburses policyholders for a specified percentage of their high medical expenses caused by major illnesses which are in excess of the maximum amounts covered by the basic social medical insurance and willwhich would otherwise be borne by the individuals. As of the date of this annual report, theThe Chinese government has implemented supplementary major medical insurance programs nationwide in China. Local governments use a portion of the basic medical insurance funds to purchase supplementary major medical insurance services from qualified insurance companies through a government tender. Supplementary major medical insurance offers protection to all the policyholders covered by the basic social medical insurance in the pilot areas. As of December 31, 2018,2019, we had carried outundertaken over 240230 supplementary major medical insurance projects,programs, providing services to overapproximately 400 million people.

Care insurance plans

These plans provide to individuals who have disabilities covered by the insurance contracts with a fixed allowance and reimbursement of expenses for their daily living and medical care. Premium payments are paid either in a single payment or on a periodic basis.

We commenced our care insurance business in 2015. The Chinese government launched pilot long-term care insurance programs beginning in 2016. Under these programs, local governments in pilot areas raise funds through various channels to provide funds or protection services to people who have life disabilities for their daily living and medical care. Some local governments purchase long-term care insurance services from qualified insurance companies through government tender procedures. We also provide services for policy-based long-term care insurance carried out by local governments. As of December 31, 2018,2019, we had carried out 22 policy-basedundertaken more than 40 long-term care insurance projects,programs, providing services to over 913 million people.

Disease-specific plans

These plans provide a payment benefit for various diseases. Premium payments for disease-specific plans are paid either in a single payment or on a periodic basis.

Marketing and Distribution

We offer our health insurance products to both individuals and groups through the same distribution channels we use to market our life insurance products. We market our individual health insurance products through our exclusive agent sales force. We marketforce, and our group health insurance products primarily through our direct sales representatives. See “—Distribution Channels”.

We market our health insurance products either as primary products, as riders or as supplementary products packaged with our life, annuity or accident insurance products. We conduct extensive health insurance related training programs for our direct sales representatives and our exclusive agents.

Accident Insurance

We are the leading accident insurance provider in China. Our accident insurance gross written premiums totaled RMB 14,67214,943 million (US$ 2,1342,146 million) for the year ended December 31, 2019, RMB 14,672 million for the year ended December 31, 2018 and RMB 14,436 million for the year ended December 31, 2017, constituting 2.64%, 2.74% and RMB 14,583 million for the year ended December 31, 2016, constituting 2.74%, 2.82% and 3.39% of our total gross written premiums for those periods. Gross written premiums generated by our accident insurance products for 20182019 increased by 1.63%1.85% from 2017.2018.

The following table sets forth selected financial and other data regarding our accident insurance as of the dates or for the periods indicated. The financial results of both our long-term accident insurance and short-term accident insurance are reflected in the following table.

 

  As of or for the year ended
December 31,
   Compound
annual
growth rate
   As of or for the year ended December 31,   Compound
annual
growth rate
 
  2016   2017   2018   2018   (2016-2018)   2017   2018   2019   2019   (2017-2019) 
  RMB   RMB   RMB   US$       RMB   RMB   RMB   US$     
  (in millions, except as otherwise indicated)   (in millions, except as otherwise indicated) 

Gross written premiums

   14,583    14,436    14,672    2,134    0.30   14,436    14,672    14,943    2,146    1.74

Liabilities of insurance contracts

   7,786    8,346    8,466    1,231    4.28   8,346    8,466    8,529    1,225    1.09

Products

We offer a broad array of accident insurance products to both individuals and groups.

Individual accident insurance

Individual accident insurance products provide a benefit in the event of death or disability of the insured as a result of an accident orand, for certain products, a reimbursement of medical expenses to the insured in connection with an accident. Typically, a death benefit is paid if the insured dies as a result of the accident within 180 days of the accident, and a disability benefit is paid if the insured is disabled, with the benefit depending on the extent of the disability. IfCertain individual accident insurance products may also provide coverage if the insured receives medical treatment at a medical institution approved by us as a result of an accident, individual accident insurance products may also provide coverage for such medical expenses.accident. We offer a broad array of individual accident insurance products, such as insurance for students and infants against death and disability resulting from accidental injury and comprehensive coverage against accidental injury. We also offer products to individuals requiring special protection, such as accidental death and disability insurance for commercial air travel passengers and automobile passengers and drivers.

Group accident insurance

We offer a number of group accident insurance products and services to businesses, government agencies and other organizations of various sizes. We also offer group accident products targeted at specific groups, such as small-value group accident injury insurance tolow-income people in rural areas.

Marketing and Distribution

We market our individual accident insurance products through our direct sales force and our exclusive agent sales force, as well as intermediaries, such asnon-dedicated agencies located at outlets of commercial banks, savings cooperatives, travel agencies, hotels and airline sales counters and insurance agency and insurance brokerage companies. We market our group accident insurance products primarily through our direct sales representatives and the same intermediaries we use to sell our individual accident products. See “—Distribution Channels”.

We market our accident insurance products either as primary products, as riders or as supplementary products packaged with our life, annuity or health products. Our direct sales representatives market our individual accident products to employees of our institutional customers.

Product Development

In 2018,2019, in line with our general development strategy, we developed and introduced 101102 new products, including: 6538 long-term insurance products consisting of 1512 life insurance products, 18nine annuity products, fourone accident insurance productsproduct and 2816 health insurance products; and 3664 short-term insurance products consisting of 1311 life insurance products, two26 accident insurance products and 2127 health insurance products.

With respect to long-term insurance products, we developed and introduced, among others:

 

for the individual insurance distribution channel, eightXin Xiang Zhi Zun (celebration edition), Jin Xiu Qian Cheng, Xin Fu Lin Men and modified universal product Xin Zun Bao (Type A) for better meeting the demands of the customers; upgraded products including: insuranceof Kang Ning series, relaunch of the sale of Rui Xin series products and upgraded Bai Wan Ru Yi Xing product packagesfor promoting the development of protection-based products by enhancing the accidental injury protection function; universal endowment product Fu Lu Xiang Ban, which allows for refund of premiums paid upon policy maturity; upgraded China Life Luck for Children (premium edition)series products; and China Life Luck (premium edition); Kang Ning Whole Life (ultimate edition),participating endowment product Ru Yi Chuan Jia, which introduces multiple payments for minor illnessesfeatures both protection and multiple payments for different categories of critical illnesses; Kang Ning Jia Bao supplementary insurance for existing customers, which provides extended coverage for diseases to existing customers of the Kang Ning series; and Kang Ning Children refundable critical illness insurance for children and annuity insurance products for children, such as Sui Sui Ying, An Xin Bao and Jin Bang Ti Ming, as well as the Supplementary Term Insurance for Children, which are intended to satisfy the needs emerging in the market for children;savings;

 

for the bancassurance distribution channel, several long-term annuity products including China Life Xin Xi Bao annuity insurance (exclusive edition),Ying Yi Sheng Whole Life Insurance, China Life Le An Xiang Ban Hospitalization Expense Reimbursement Supplementary Medical Insurance, China Life Xin Fu Heng Ying annuity insuranceJi Bao Annuity Insurance, China Life Xin Yuan Bao Whole Life Insurance (universal) (Le Xin edition) and China Life Xin Fu TianXiang Ying annuity insurance, and the insurance package of Fu You Life, as well as long-term protection-based products such as China Life Le Xin Chuan Fu whole life insurance and China Life Zhen Ai Xiang Ban term insurance, which are intended to further optimize the business structure of the bancassurance distribution channel and enhance business value;Pension Annuity Insurance;

for the group distribution channel, products including China Life Wen JianKang Hui Group Whole Life Critical Illness Insurance (exclusive edition), China Life Additional Hui Xiang Yi Sheng group pension annuity insurance (universal), which are intended to satisfy the needs of corporate customersDisease-specific Insurance and their employees for planning well for old age through commercial pension products; China Life Individual Tax DeferredSales Elite Group Pension Annuity Insurance Type A (2018 edition), China Life Individual Tax Deferred Pension Annuity Insurance Type B (2018 edition) and China Life Individual Tax Deferred Pension Annuity Insurance Type C (2018 edition) which were introduced in response to the government program to build a multi-layer pension insurance system, and are intended to satisfy the needs of individual customers for planning well for old age through commercial pension products that provide preferential tax benefits.(universal).

With respect to short-term insurance products, we developed the Beautifulproducts including, among others, Ru E Kang Yue Proton and Heavy Ion, China Life Additional Fu Pin Bao Group Medical Insurance with Defined Benefits for Illness Hospitalization, China Life Additional Fu Pin Bao Group Medical Insurance with Defined Benefits for Accidental Injury Hospitalization, Xi Yang Hong series, Xi Yang Bao series, “OBOR” series, China Life Group Disability Income Insurance for the basic medical insurance system, which enriches our health insurance product line, and key short-term insurance products such asProfessional Athletes, China Life Additional Xin Lv Zhou New OasisExpense Reimbursement Medical Insurance for Illness Hospitalization, China Life Additional Xin Lv Zhou Supplementary Medical Insurance for Illness Hospitalization, China Life Comprehensive Group Medical Insurance, Tong Tai Wu You series, China Life Da Ai Wu Jiang Disease-specific Group Insurance, China Life Fei An Bao Insurance for Specific Tumor Diseases, and Le Xue Wu You.China Life Additional Insurance for Overseas Treatment of Specific Diseases.

Distribution Channels

We believe we have the largest distribution force with the most extensive geographic reach compared with any of our competitors. Ourcompetitors.Our distribution network reaches almost every county in China. ThroughoutChina.Throughout China, we have approximately 1,439,000 exclusiveapproximately1,613,000exclusive agents operating in 17,451 fieldapproximately 16,000field offices for our individual products and approximately 82,700 direct65,500direct sales representatives for group products. We have a multi-channel distribution network selling individual and group insurance products through intermediaries, primarilynon-dedicated agencies located in approximately 44,000 outlets42,600outlets of commercial banks as of the end of 2018. Commission2019.Commission rates vary by product, based on such factors as the payment terms and period over which the premiums are paid for the product, as well as CIRC regulations. We support our agents and representatives through training programs, sales materials and information technology systems.

Exclusive agent force

Our exclusive agent force of approximately 1,439,000 agents1,613,000agents is the primary distribution channel for our individual life, annuity, health and accident insurance products.

The following table sets forth information relating to our exclusive agent force as of the dates indicated.

 

  As of December 31,   As of December 31, 
  2016   2017   2018   2017   2018   2019 

Number of exclusive agents (approximately)

   1,495,000    1,578,000    1,439,000    1,578,000    1,439,000    1,613,000 

Number of field offices

   17,011    17,100    17,451 

Number of field offices (approximately)

   17,100    17,451    16,000 

Our exclusive agent force is among our most valuable assets, allowing us to more effectively control our distribution and build and maintain long-term relationships with our individual customers. The number of our exclusive agents decreasedincreased from 1,578,000 as of the end of 2017 to 1,439,000 as of the end of 2018.2018 to 1,613,000 as of the end of 2019. During 2018,2019, we continued to improve both the quantity and quality of our agent force, by carrying out performance reviews and dismissing agents with lower productivity, which have led to the decrease of the numberhas become an important driver of our exclusive agents.business growth. See “Item 4. Information on the Company—Business Overview—Regulatory and Related Matters—Regulation of Insurance Agencies, Insurance Brokers and Other Intermediaries” and “Item 3. Key Information—Risk Factors—Risks Relating to Our business—Our growth is dependent on our ability to attract and retain productive agents”. We believe that our customers and prospective customers prefer the personal approach of our exclusive agents and, therefore, we believe our exclusive agent force will continue to serve as our core distribution channel.

We also have developed a special sales force targeting “orphan policies” (policies which were serviced by former exclusive agents who have since left the company) to improve our service for these policies.

We supervise and provide training to our exclusive agents through more than 3,0745,307 full-time trainers and 177,700127,536 part time trainers. We set product management and customer service standards, and have developed sales risk warning and credit rating systems, which we require all of our field offices and agents to meet, and conduct field tests with a view to ensuring quality. We also have an extensive training program.

We compensate our exclusive agent force through a system of commissions and bonuses to reward performance. Our agents are compensated based on a commission rate that generally decreases over the premium period. For short-term insurance products, our exclusive agents are generally compensated with fixed agent fees. We provide group annuities, group commercial supplemental pension insurance, group life and medical insurance for our exclusive agents. We motivate our agents by rewarding them with performance-based bonuses and by organizing sales-related competitions among different field offices and sales units. We also try to increase the loyalty of our exclusive agents through other methods, such as through participation in sales conferences.

We believe we have the largest exclusive agent sales force in China. We intend to improve the quality and productivity of our individual exclusive agent force and reduce the attrition rate of our agents by taking the following actions:

 

improving the overall productivity of our exclusive agents by implementing our market segmentation sales approach, managing, supporting and incentivizing the exclusive agents through different levels, and providing standardized sales services to our customers;

 

motivating our exclusive agents with an improved performance-based evaluation and compensation scheme;

 

building a more professional exclusive agent force by improving our education and training system and programs, enhancing our training efforts and increasing the number of qualified exclusive agents;

 

improving the quality of our exclusive agent force and reducing turnover by expanding our recruitment program and strengthening the cultivation, training and performance support for our new exclusive agents;

 

improving the managementproductivity of our exclusive agentsagent force by developing consistent standards for managing the conduct of our exclusive agents;strengthening professional operation and standardized management; and

 

improving the efficiencycapabilities of our exclusive agentsagent force for customer service and self and team management by providing effective sales support, including establishing a customer service platform and improving and expanding the China LifeE-Home sales support system nationwide to further enhance their marketing, time management and customer service capabilities.system.

Group distribution channel

Our group distribution channel is comprised of our direct sales force and intermediaries.

Direct sales force

Our direct sales force, which consists of approximately 82,70065,500 direct sales representatives, is our primary distribution system for our group life insurance and annuities, group accident insurance and group health insurance products, as well as our individual accident insurance and individual short-term health insurance products. As of the end of 2018,2019, the number of our direct sales representatives was 82,700,65,500, and, in particular, the number of direct sales representatives with high productivity reached 54,000, an increase of 4.3% from the end of 2017.45,000. In 2018,2019, we continued to improve the quality of the sales force by dismissing direct sales representatives with lower productivity, and further strengthened and improved our group distribution channel.

We believe maintaining our leading position in the group insurance market depends on a professional and qualified direct sales force. We set product management and customer service standards which we require all of our branch offices and direct sales representatives to meet.

We motivate our direct sales representatives by rewarding them with performance-based bonuses and by organizing sales and services-related competitions among different branch offices and sales units.

Intermediaries

We also offer individual and group products through intermediaries.

We market group products through dedicated insurance agencies and insurance brokerage companies. Dedicated insurance agencies and insurance brokerage companies work with companies primarily to select group insurance providers and group products and services in return for commission fees. Currently, the market of dedicated insurance agencies and insurance brokerage companies in China generally remains underdeveloped. However, we expect that the dedicated insurance agencies and insurance brokerage companies will play a more important role in sales of our group products in the future.

We also sell short-term insurance products through othernon-dedicated agencies. Currently, we havenon-dedicated agencies operating at outlets of commercial banks, travel agencies, credit cooperatives, small loan companies and airline sales counters. We expectnon-dedicated agencies to become an increasingly important distribution channel for individual products.

Bancassurance channel

We have bancassurance arrangements with major commercial banks in China, and currently generate a significant portion of our total sales through bancassurance. Ourbancassurance.Our distribution channels are primarily comprised ofnon-dedicated agencies located in approximately 44,00042,600 outlets of commercial banks. We have established strategic alliances with many banks. We intend to improve the attractiveness of our products by providing new products andall-around services to each major bank and providing training and integrated systems support to our banking partners.

Other distribution channels

We also sell individual products through other newly developed distribution channels including telephone salesDuring 2019, in response to regulatory requirements and internet-based sales.

The major products sold throughour development strategy, we integrated our telephone sales channel are individual insurance and health insurance products. As a newwith our exclusive agent force. We also continued to improve our Internet-based sales channel developed in recent years,and increase the sales generated by our telephone sales channel have been increasing and we believe that its growth will continue.

The sales volume and numbervariety of products sold online. Our customers are able to purchase some of our internet-based sales channel have been steadily increasing over the past several years due to the improvement of the process for internet-based sales business. We also selllife, health and accident insurance products through our official website as well as the internet-based sales platforms of insurance brokerage companiesInternet-based channel. We have continued to optimize online services and improve user experience, supporting our other third-party websites.distribution channels through our Internet-based distribution channel.

Gross written premiums attributable to each distribution channel

The following table sets forth gross written premiums attributable to each distribution channel, as of the dates indicated.

 

  For the year ended December 31   For the year ended December 31, 
  2016   2017   2018   2018   2017   2018   2019   2019 
  RMB   RMB   RMB   US$   RMB   RMB   RMB   US$ 
  (in millions)   (in millions) 

Exclusive agent force

   282,136    353,668    408,278    59,382    353,668    408,278    436,621    62,717 

First-year business of long-term insurance

   74,813    90,629    79,513    11,565    90,629    79,513    84,142    12,086 

First-year regular

   90,240    79,241    83,865    12,046 

Single

   283    389    272    40    389    272    277    40 

First-year regular

   74,530    90,240    79,241    11,525 

Renewal business

   199,826    253,586    316,930    46,096    253,586    316,930    336,676    48,361 

Short-term insurance business

   7,497    9,453    11,835    1,721    9,453    11,835    15,803    2,270 

Group distribution channel

   24,915    26,207    26,404    3,840    26,207    26,404    28,846    4,143 

First-year business of long-term insurance

   5,430    4,368    3,487    507    4,368    3,487    3,018    433 

First-year regular

   943    1,004    968    139 

Single

   4,571    3,425    2,483    361    3,425    2,483    2,050    294 

First-year regular

   859    943    1,004    146 

Renewal business

   703    999    1,649    240    999    1,649    1,995    287 

Short-term insurance business

   18,782    20,840    21,268    3,093    20,840    21,268    23,833    3,423 

Bancassurance channel

   108,256    113,505    76,841    11,176    113,505    76,841    70,060    10,063 

First-year business of long-term insurance

   85,882    80,731    31,881    4,637    80,731    31,881    23,851    3,426 

First-year regular

   20,954    23,239    23,820    3,422 

Single

   68,047    59,777    8,642    1,257    59,777    8,642    31    4 

First-year regular

   17,835    20,954    23,239    3,380 

Renewal business

   21,813    31,880    43,785    6,368    31,880    43,785    44,623    6,409 

Short-term insurance business

   561    894    1,175    171    894    1,175    1,586    228 

Other distribution channels

   15,191    18,586    24,303    3,535    18,586    24,303    31,559    4,534 

First-year business of long-term insurance

   811    1,064    937    136    1,064    937    763    110 

First-year regular

   984    935    763    110 

Single

   90    80    2    0.3    80    2    —      —   

First-year regular

   721    984    935    136 

Renewal business

   1,160    1,641    2,314    337    1,641    2,314    2,503    360 

Short-term insurance business

   13,220    15,881    21,052    3,062    15,881    21,052    28,293    4,064 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

   430,498    511,966    535,826    77,933    511,966    535,826    567,086    81,457 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Competition

According to statistical and unaudited market share information derived from China Insurance Yearbook, in 2018, the last year for which the year of 2018 released by the CBIRC on its website,market information for each individual insurance company and separate business segments is available, our nearest competitors were Ping An Life, China Pacific Life, Huaxia Life and Taiping Life in 2018. In 2017, the last year for which the audited market information for separate business segments is available, our nearest competitors were Ping An Life, Anbang Life, China Pacific Life and Taikang Life.

 

In the life insurance market, Ping An Life, Anbang Life, China Pacific Life, TaikangHuaxia Life, Taiping Life, and we collectively represented approximately 52%54.8% of total life insurance premiums in 2017.2018. We primarily compete based on the nationwide reach of our sales network, the largestour large distribution force and the level of services we provide, as well as our strong brand name.

In the accident insurance market, Ping An Life, Anbang Life, China Pacific Life, TaikangHuaxia Life, Taiping Life, and we collectively represented approximately 60%63.0% of total accident premiums in 2017.2018. We primarily compete based on the nationwide reach of our sales network and the level of services we provide and our strong brand name, as well as our cooperative arrangements with other companies and institutions.

In the health insurance market, Ping An Life, Anbang Life, China Pacific Life, TaikangHuaxia Life, Taiping Life, and we collectively represented approximately 47%56.2% of total health premiums in 2017.2018. We primarily compete based on the nationwide reach of our sales network, the level of services we provide, our multi-layered managed care scheme and systems of policy review and claim management, as well as our strong brand name.

The following table sets forth market share information for the year ended December 31, 2017,2018, the most recent year for which official market information for separate business segments is available, in all segments of the life insurance market in which we do business.

 

  Life
premiums
market share
 Accident
premiums
market share
 Health
premiums
market share
 Total
premiums
market share
   Life
premiums
market share
 Accident
premiums
market share
 Health
premiums
market share
 Total
premiums
market share
 

China Life

   20 25 17 20   20.8 22.3 17.2 20.4

Ping An Life Insurance Company of China, Ltd. (1)

   13 25 20 14   15.5 27.0 21.2 17.0

Anbang Life Insurance Co., Ltd.

   9 0 0 7

China Pacific Life Insurance Co., Ltd.

   6 10 7 7   7.3 9.2 8.6 7.7

Taikang Life Insurance Co., Ltd.

   5 1 4 4

Huaxia Life Insurance Co., Ltd.

   6.8 1.2 3.1 6.0

Taiping Life Insurance Co., Ltd

   4.4 3.4 6.1 4.7

Others(2)

   47 39 52 48   45.2 37.0 43.8 44.1
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Total

   100  100  100  100   100  100  100  100
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

 

(1)

For purposes of this annual report, the statistics for Ping An Life Insurance Company of China, Ltd. do not include those of Ping An Health Insurance Company of China, Ltd. and Ping An Annuity Insurance Company of China, Ltd.

(2)

Others include: PICC Life Insurance Co., Ltd., PICC Health Insurance Co., Ltd., Taiping Life Insurance Co., Ltd., Taiping Pension Co., Ltd., Minsheng Life Insurance Co., Ltd., CPIC Allianz Health Insurance Co., Ltd., Ping An HealthAnnuity Insurance Company of China, Ltd., Ping An AnnuityHealth Insurance Company of China, Ltd., China United Life Insurance Co., Ltd., Sunshine Life Insurance Corporation Limited, Taikang Life Insurance Co., Ltd., Taikang Pension & Insurance Co., Ltd., New China Life Insurance Co., Ltd., Huatai Life Insurance Co., Ltd., Tianan Life Insurance Company Limited of China, Funde Sino Life Insurance Co., Ltd., Anbang Life Insurance Co., Ltd., Anbang Annuity Insurance Co., Ltd,Ltd., Hexie Health Insurance Co., Ltd., Union Life Insurance Co., Ltd., Greatwall Life Insurance Co., Ltd., ABC Life Insurance Co., Ltd., Kunlun Health Insurance Co., Ltd., Hexie Health Insurance Co., Ltd., June Life Insurance Co., Ltd., Huaxia Life Insurance Co., Ltd., Sinatay Life Insurance Co., Ltd., Yingda Taihe Life Insurance Co., Ltd., Guohua Life Insurance Co., Ltd., Happy Life Insurance Co., Ltd., Aeon Life Insurance Co., Ltd., China Post Life Insurance Co., Ltd., Zhongrong Life Insurance Co., Ltd., Lian Life Insurance Co., Ltd., Sino-Conflux Insurance Company, Qian Hai Life Insurance Co., Ltd., Soochow Life Insurance Co., Ltd., Hongkang Life Insurance Co., Ltd., Pearl River Life Insurance Co., Ltd., Jixiang Life Insurance Company Limited, Bohai Life Insurance Corporation Limited, Guolian Insurance Co., Ltd,Ltd., Shanghai Life Insurance Company Limited, Hengqin Life Insurance Co., Ltd., Fosun United Health Insurance Co., Ltd., Hetai Life Insurance Co., Ltd., Huagui Life Insurance Co., Ltd., Trust Mutual Life Insurance Company, Aixin Life Insurance Co., Ltd., China Merchants Life Insurance Company Limited, China Three Gorges Life Insurance Co., Ltd., Beijing Life Insurance Co., Ltd., Guobao Life Insurance Co., Ltd., Ruihua Health Assurance Corporation, Haibao Life Insurance Co., Ltd., Guofu Life Insurance Co., Ltd., Manulife-Sinochem Life Insurance Co., Ltd., CCB Life Insurance Company Limited, Allianz China Life Insurance Co., Ltd.,ICBC-AXA Assurance Co., Ltd., BoComm Life Insurance Co., Ltd., Citic-Prudential Life Insurance Co., Ltd., Generali China Life Insurance Co., Ltd., Sun Life Everbright Life Insurance Co., Ltd.,ING-BOB Life Insurance Co., Ltd., Founder Meiji Yasuda Life Insurance Co., Ltd., Aviva-COFCO Life Insurance Co., Ltd., Aegon THTF Life Insurance Co., Ltd., CIGNA – CMB Life Insurance Co., Ltd., Greatwall Changsheng Life Insurance Co., Ltd,Ltd., Heng An Standard Life Insurance Co., Ltd.,Skandia-BSM Life Insurance Co., Ltd.,Sino-US United MetLife Insurance Company Ltd., Cathay Lujiazui Life Insurance Co., Ltd., BOC Samsung Life Insurance Co., Ltd., Sino-French Life Insurance Co., Ltd., Evergrand Life Assurance Co., Ltd., King Dragon Life Insurance Co., Ltd., HSBC Life Insurance Co., Ltd., Shin Kong – HNA Life Insurance Co., Ltd., Pramerica Fosun Life Insurance Co., Ltd., Sino-Korea Life Insurance Co., Ltd., ERGO China Life Insurance Co., Ltd. and American International Assurance Co., Ltd. (China).

Source: China Insurance Yearbook 20182019

We face competition not only from domestic life insurance companies, but also fromnon-life insurance companies and foreign-invested life insurers. There were 7785 licensed life insurers as of December 31, 2016, 85 asinsurersas of December 31, 2017 and 91 as of December 31, 2018. Property and casualty insurers were allowed to sell accident and short-term health insurance products with regulatory approval starting from January 2003, which we believe will lead to greater competition in the accident and health insurance sectors, especially in the group accident and group health insurance products. In addition, we believe that China’s commitment to accelerate the opening of its insurance sector to foreign investors, including the relaxation on market access requirements applicable to foreign-invested insurance companies and foreign ownership limits in its insurance sector, will further increase competition in China’s life insurance market. In 2018, China increased the limit on foreign ownership in Chinese life insurance companies to 51% and on December 6, 2019, CBIRC announced that allstarting from January 1, 2020, foreign ownership restrictionsinvestors will be allowed to own 100% in Chinese life insurance companies will be removed in 2021.insurers. We believe that the relaxation of the restrictions on foreign-invested insurers once implemented, will continue to increase the competitive pressures we are facing.

See “Item 3. Key Information—Risk Factors—Risks Relating to the PRC Life Insurance Industry—We expect competition in the Chinese insurance industry to increase, which may materially and adversely affect the growth of our business”.

We also face increasing competition from other financial services providers, primarily licensed mutual fund companies, commercial banks providing personal banking services and operating business of various financial products, trust companies and brokerage houses licensed to manage separate accounts. These financial services providers may be permitted to manage employer-sponsored defined contribution pension plans, which we believe will compete directly with our group annuity products. We also face competition in the sale of our traditional life insurance savings policies, individual participating policies and annuities from financial institutions which offer investment products to the public.

Business Management

Customer Support Management

We seek to provide quality services to our customers and potential customers and to be responsive to their needs, both before and after a sale, through an extensive customer support network. Our customer service network is managed by specialized customer service departments, which are responsible for setting uniform standards and procedures for providing policy-related services to customers, handling inquiries and complaints from customers and training customer services personnel.

We deliver customer services primarily through customer service centers and customer contact centers operating in our branch offices and in field offices throughout China and a comprehensive multimedia coordination center.China. We have upgraded our customer telephone call center to an integrateda multimedia coordination center platform that allows customers to access our various service channels, including our telephone call center,dedicated customer service line “95519”, official WeChat account, official website and China Life Insurance application. We take advantage of alternative customer services channels, such as online electronic notification, cell phone messages and the Internet,online smart robots, complementing the customer services provided by our customer service centers and the multimedia coordination center.customer contact centers.

Customer service centers

We provide customer supportcomprehensive insurance service to customers through approximately 2,629 customer2,600customer service centers nationwide. WeOur customer service centers provide several types of policy-related services to our customers, which include collecting regular premiums, purchasing riders, reinstating lapsed policies, processing termination of contracts, increasing insured amounts, processingincluding policy loans, paying benefitsadministration and updatingclaims settlement. We apply AI technology to our customer information including information regarding the insuredsservice and beneficiaries of policies.use technology products such as Smart Teller Machines, Intelligent Robot at Counter, China Life Electronic Counter, Intelligent Appointment and China Life Insurance App, to simplify service process and improve service efficiency. We have uniform service standards for customer service centers nationwide and require our customer service centers to provide these policy-relatedpolicy related services in accordance with the uniform standards to ensure the high quality of the services we provide. We have a specialized customer service department to further refine our customer services. The customer service department’s role is to provide service to our customers and superviseIn 2019, we received the qualityaward of service provided by“Enterprise with Outstanding Contribution for Improving the Service Quality of China Insurance Industry” from the China Association for Quality Promotion for the tenth time. Many of our customer service centers.centers won the title of “Customer Satisfaction AAA Unit”.

ContactCustomer contact centers

Our customer contact centers allow customers to make product and service inquiries, file suggestions and complaints, report claims and losses, make appointments and apply for conservations through telephone and onlineInternet channels. Our customer contact centers also allow the customers to access online self-services through a smart voice navigation system, an interactive voice response system and intelligent online robots. They also providefollow-up review of policies, notifications and reminder services to customers. With our dedicated nationwide inquirycustomer service line 95519,“95519”, our customers can reach us on a “24 hours/7 days” basis. We have also built an integrated financial service ecology. Through our dedicated customer line “95519”, in addition to access to our service, customers are also able to access other financial services provided by CLPCIC, China Life Pension, CGB, AMP and China Life Insurance Overseas.

We believe our customer contact centers have become popular with our customers because of the quality of services we provide and our continuous efforts in innovation. We received the awards of “China’s Best Customer Contact Center of Year 2017-2018”, “Best Customer Contact Center for Innovation Practice”, “Best Customer Contact Center for Service Experience”2018-2019” and “China’s Best Customer Contact Center for Smart Solutions”Operation and Management” from the Customer Relationship Management Committee of the China Federation of IT Promotion and Customer Contact Center Committee. WeCommittee.We also received the “Best Call Centers in the World” award from the International Customer Management Institute in 2007, 2011 and 2015, respectively, and have obtained the authentication of Chinese national contact center operating performance standards. Werespectively.We will use new technology and new services to innovate and continue to promote the intelligent and digital transformation and upgrading of our multimedia coordinationcustomer contact centers. We seek to ensure that we have a sufficient number of lines and staff to service the increasing use of our multimedia coordinationcustomer contact centers.

We have established system-wide standards for our customer contact centers, which we monitor periodically through regular call quality monitoring and customer satisfaction surveys on the contact centers.

Cell phone messageNotification services

We send cellphone messages and online notifications to convey such information as renewal payment reminders, notice of successful premium payment and birthday greetings.

Internet-based services

Our customers can utilizeaccess our Internet-based services for inquiries, complaints andvarious service requestsguides through our website (www.e-chinalife.com)(www.e-chinalife.com). We also use emails to send messages to our customers throughout China, conveying such information as renewal payment reminders.

Our Internet-based services are offered through our “ChinaChina Life Insurance” applicationInsurance App (formerly China Life E Bao), and official WeChat account and other online channels.account. During 2018,2019, the number of registered users of our online channels increased by 62.9%24.92% from 2017,2018, and 98.6%99.56% of policy loans and 91.57%95.69% of the receipt of policies were handled online including through our China Life Insurance application and official WeChat account.

Supplementary services

To allow our customers to benefit from superior service and enhance their service experience, we provide several types of supplementary services while continuing to provide quality basic insurance services.

To meet the demand of different customer groups, we have launched four service programs, namely “Excellent Teenagers”, “Healthy Family”, “Financial Elite” and “Colorful Life”. In 2018,2019, we continued to hold the “Little Painters of China Life” and “China Life 700 Running” activities and also organized a series of online and offline customer festival activities. In 2018,2019, we carried out over 36,00032,000 activities and served 27.6540.28 million customers.

Underwriting and Pricing

Our individual and group insurance underwriting involves the evaluation of applications for life, accident and health insurance products by a professional staff of underwriters and actuaries, who determine the type and the amount of risk that we are willing to accept. We have established qualification requirements and review procedures for our underwriting professionals. We employ detailed underwriting policies, guidelines and procedures designed to assist our underwriters to assess and quantify risks before issuing a policy to qualified applicants.

We generally evaluate the risk characteristics of each prospective insured. Requests for coverage are reviewed on their merits, and a policy is not issued unless the particular risk or risk portfolio has been examined and approved for underwriting.

We have different authorization limits and procedures depending on the amount of the claim. We also have authorization limits for personnel depending on their qualifications.

In order to maintain high standards of underwriting quality and consistency, we engage in periodic internal underwriting audits.

Individual and group product pricing reflects our insurance underwriting standards. Product pricing on insurance products is based on the expected payout of benefits, calculated through the use of mortality table, morbidity, expenses and investment returns. Those assumptions and other assumptions for calculating expected profit margin are based on our own experience, third party consultation, the experience of reinsurance companies and published data from other institutions. For more information on regulation of insurance products, see “—Regulatory and Related Matters—Insurance Company Regulation”.

We primarily offer products denominated in Renminbi.

Claims Management

We manage the claims from policyholders through our claims verification staff at our headquarters and branch offices. Typically, upon receiving a claim, a staff person will make a preliminary verification if all materials supporting the claim have been submitted; if so, the claim and its materials will be forwarded to the claim settlement department to confirm liability and to determine whether a claim investigation is needed. Upon confirming the validity of the claim and insurance liability, the amount payable to the insured will be calculated, and the claim will be paid upon completion of approval procedure. Meanwhile, in order to improve the operational efficiency of claims forsmall-sum medical insurance with low risks, we have built an automatic operation mode to automatically handle the entire process after the acceptance of the claim.

We manage claims management risk through organizational controls and computer systems controls. Our organizational controls include specific limits on authorization for branches at different levels; periodic case inspection and special inspections in particular situations by risk management departments at all levels of our organization; and expense mechanisms linking payout ratios of short-term insurance policies and expense ratios of branches. Except for some health insurance claims below a certain amount, verification of claims by two staff members is also required. We also periodically provide training for our claims verification personnel and conduct appraisals of their performance. Our claims management is strictly processed with computers to streamline claims verification and handling.

Reinsurance

We have entered into various reinsurance agreements with China Life Reinsurance Company Ltd., or China Life Re, formerly known as China Reinsurance Company, for the reinsurance of individual risks and group risks. In general, individual and group risks are primarily reinsured either on a surplus basis, whereby we are reinsured for risks above a specified amount, or on a quota share basis. Under our reinsurance policy, the specified amount above which the risks are reinsured varies among different types of insurance products. In general, our reinsurance agreements with China Life Re do not have a definite term, but may be terminated with respect to new business thereunder by either party on a date agreed by both parties with three to six months’ notice.

We have also entered into reinsurance agreements separately with other reinsurance companies including the Beijing branch of Munich Reinsurance Company, the Beijing Branch of SCOR, the Shanghai branch of Reinsurance Group of America, the Beijing branch of Swiss Reinsurance Company Limited, the Shanghai branch of Hannover Re, the Shanghai branch of General Re Corporation and Aetna Life & Casualty (Bermuda) Ltd.

In June 2018,2019, we renewed our catastrophe reinsurance in order to reduce our catastrophe exposure.

These reinsurance agreements spread the risk and reduce the effect on us of potential losses. Under the terms of the reinsurance agreements, the reinsurer agrees to assume liabilities for the ceded business in the event the claim is paid. However, we remain liable to our policyholders if the reinsurer fails to meet the obligations assumed by it.

We also accept external auditing of reinsured business by our reinsurers.

Investments

As of December 31, 2018,2019, we had RMB 3,104,0143,573,154 million (US$ 451,460513,251 million) of investment assets. As provided by China’s insurance laws and regulations, we may invest insurance premiums and other insurance funds in five categories of investment assets, including liquidity assets, fixed income assets, equity assets, real properties and other financial assets, all as defined by the CBIRC and subject to various limitations. Each category of investment assets is also divided into domestic assets and overseas assets. See “—Regulatory and Related Matters—Insurance Company Regulation—Regulation of investments”. As of December 31, 2018,2019, we have invested our insurance premiums and other insurance funds in term deposits, debt securities, loans, securities investment funds, stocks, resale agreements, investment properties, investments in associates and joint ventures, equity interests ofnon-listed enterprises and related financial products.

We direct and monitor our investment activities through the application of our strategic asset allocation plan, annual asset allocation plan, investment guidelines and a series of investment management guidelines and investment plans. Our investment management guidelines and investment planssystems, which include: (1) performance goals for the investment fund; (2) specified asset allocations and investment scope based on regulatory provisions, level of indebtedness and market forecasts; (3) specified goals for investment duration and asset-liability matching requirements based on asset-liability matching strategies; (4) specified authorization levels required for approval of significant investment projects; and (5) specified risk management policies and prohibitions. The investment management guidelinesThese are subject to review and investment plans are reviewed and approvedapproval by the board of directors, and, in particular, the strategic asset allocation plan and annual asset allocation plan are subject to review and approval by the board of directors annually. The board of directors may delegate and authorize our management to review and approve investment guidelines and some investment management systems.

Investment proposals typically originate from our investment management department, which is in charge of all of our investment assets except for investment in real properties used by us, which is separately managed by ourown-use real property investment management department. Material investment decisions are reviewed and approved by our board of directors or shareholder’s meeting and other investment proposals are reviewed by our president and senior management for final approval.

AMC, the asset management company that we established with CLIC, manages a substantial part of our Renminbi investments and, separately, substantially all of the investments retained by CLIC. See “—Asset Management Business”. IHC, a wholly owned subsidiary of CLIC, also manages our investments in unlisted equity interests, real estate and related financial products and securitization financial products. Other related parties are also entrusted to manage a small amount of our assets. See “Item 7. Major Shareholders and Related Party Transactions—Related Party Transactions.Transactions”. In addition, as of December 31, 2018,2019, we had also engaged 2622 third party domestic investment managers to manage RMB 101,79696,257 million (US$ 14,80613,826 million) for investment in Chinese openpublic markets and 1310 third party overseas investment managers to manageUS$ 1,404manage US$ 1,363 million for investment in overseas openpublic markets.

The following table summarizes information concerning our investment assets as of December 31, 2016, 2017, 2018 and 2018.2019.

 

  As of December 31,   As of December 31, 
  2016 2017 2018   2017 2018 2019 
  Carrying
value
   % of
total
 Carrying
value
   % of
total
 Carrying
value
   % of
total
   Carrying
value
   % of
total
 Carrying
value
   % of
total
 Carrying
value
   % of
total
 
  (RMB in millions, except as otherwise indicated)   (RMB in millions, except as otherwise indicated) 

Cash and cash equivalents

   67,046    2.6 48,586    1.8 50,809    1.6   48,586    1.8 50,809    1.6 53,306    1.5

Term deposits

   538,325    20.9 449,400    16.3 559,341    18.0   449,400    16.3 559,341    18.0 535,260    15.0

Statutory deposits—restricted

   6,333    0.2 6,333    0.2 6,333    0.2   6,333    0.2 6,333    0.2 6,333    0.2

Debt securities, held-to-maturity

   594,730    23.2 717,037    26.1 806,717    26.1   717,037    26.1 806,717    26.1 928,751    26.0

Debt securities, available-for-sale

   399,758    15.5 455,124    16.5 496,590    16.0   455,124    16.5 496,590    16.0 509,791    14.3

Debt securities, securities at fair value through profit or loss

   154,406    6.0 82,891    3.0 88,003    2.8   82,891    3.0 88,003    2.8 85,206    2.4

Debt securities

   1,148,894    44.7 1,255,052    45.6 1,391,310    44.9   1,255,052    45.6 1,391,310    44.9 1,523,748    42.7
  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

 

Loans

   226,573    8.8 383,504    13.9 450,251    14.5   383,504    13.9 450,251    14.5 608,920    17.0

Equity securities, available for sale

   366,665    14.3 355,610    12.9 373,943    12.1   355,610    12.9 373,943    12.1 549,166    15.4

Equity securities, securities at fair value through profit or loss

   54,718    2.1 53,918    2.0 50,714    1.6   53,918    2.0 50,714    1.6 56,402    1.6

Equity securities

   421,383    16.4 409,528    14.9 424,657    13.7   409,528    14.9 424,657    13.7 605,568    17.0
  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

 

Derivative financial assets

   —      —     —      —    428    0.0

Resale agreements

   43,538    1.7 36,185    1.3 9,905    0.3   36,185    1.3 9,905    0.3 4,467    0.1

Investment properties

   1,191    0.0 3,064    0.1 9,747    0.3   3,064    0.1 9,747    0.3 12,141    0.3

Investments in associates and joint ventures

   119,766    4.7 161,472    5.9 201,661    6.5   161,472    5.9 201,661    6.5 222,983    6.2
  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

 

Total investment assets

   2,573,049    100.0  2,753,124    100.0  3,104,014    100.0   2,753,124    100.0  3,104,014    100.0  3,573,154    100.0
  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

 

Average investment assets balance

   2,453,932    2,633,087    2,928,569      2,633,087    2,928,569    3,338,584   

Risk management

Our primary investment objective is to pursue optimal investment yields while considering macroeconomic factors, risk control and regulatory requirements. We are exposed to five primary sources of investment risk:

 

interest rate risk, relating to the market price and cash flow variability associated with changes in interest rates;

credit risk, relating to the uncertainty associated with the continued ability of a given obligor to make timely payments of principal and interest;

 

market valuation risk, relating to the changes in market value for our investments, particularly our securities investment fund holdings and shares listed on the Chinese securities exchanges, which are denominated and traded in Renminbi;

 

liquidity risk, relating to the lack of liquidity in many of the debt and equity securities markets we invest in, due to contractual restrictions on transfer or the size of our investments in relation to the overall market; and

 

currency exchange risk, relating to the impact of changes in the value of the Renminbi against the U.S. dollar and other currencies on the value of our investments.

Our investment assets are principally comprised of fixed income securities and term deposits, and therefore changes in interest rates have a significant impact on the rate of our investment return. Wereturn.We manage interest rate risk through adjustments to our portfolio mix and terms, and by managing, to the extent possible, the average duration and maturity of our assets and liabilities. However, because of the general lack of long-term fixed income securities in the Chinese financial markets, the duration of some of our assets is lower than our liabilities. We believe that with the development of China’s financial markets and the gradual easing of our investment restrictions, our ability to match our assets to our liabilities will improve. Although we have been approved to enter into interest rate swaps, it is still not an effective means for us to hedge our interest rate risk as the Chinese interest rate swap market is still in the early stages of development.

We believe we have a relatively low credit risk, because we mainly invest in fixed income products with high credit ratings. We monitor our credit risk throughin-house fundamental analysis of the Chinese economy and the underlying obligors and transaction structures.

We are subject to market valuation risk, particularly because China’s bond and stock markets are more volatile than developed markets. We manage valuation risk through industry and issuer diversification and asset allocation.

Since substantially all of our investments are made in China, we are exposed to the effect of changes in the Chinese economy and other factors which affect the Chinese banking industry and securities markets.

We are also subject to market liquidity risk for many of the investments we make, due to the size of our investments in relation to the overall market. We manage liquidity risk through selection of liquid assets and through asset diversification. In addition, we view fundraising through repurchase agreements as a way of managing our short-term liquidity risk.

Our ability to manage our investment risks is limited by the investment restrictions placed on us and the lack of sophisticated investment vehicles for risk management in China’s capital markets. Themarkets.The CBIRC allows insurance companies to invest in financial derivative products with the aim to hedge and reduce investment risks. We are considering these alternative ways of investing to further improve our risk management.

Our assets held in foreign currencies are subject to foreign exchange risks resulting from the fluctuations of the value of the Renminbi against the U.S. dollar and other foreign currencies. As we are approved by the CIRC to invest our assets held in foreign currencies in overseas financial markets, the return from overseas investments could, to a certain extent, reduce the foreign exchange risks we are exposed to.

For further information on our management of interest rate risk and market valuation risk, see “Item 11. Quantitative and Qualitative Disclosures about Market Risk”.

Investment results

Our investment yields for the years ended December 31, 2019, 2018 and 2017 and 2016 were 5.24%,3.29%, 5.16%, and 4.69%5.16%, respectively. Beginningrespectively.Beginning in 2018, we revised the formula to calculate our investment yield to consider the impact of investments in associates and joint ventures on our investment yield. The investment yieldsyield for the fiscal years ended December 31, 2017 and December 31, 2016 havehas also been revised to conform to the revised formula.

The following table sets forth the yields on average assets for each major component of our investment portfolios for the periods indicated.

 

   As of or for the years ended December 31, 
   2016  2017  2018 
   Yield (1)  Amount  Yield (1)  Amount  Yield (1)  Amount 
   (RMB in millions, except as otherwise indicated) 

Cash, cash equivalents, statutory deposits and term deposits:

 

    

Investment income

   4.4  27,851   4.3  23,827   4.1  22,699 

Ending assets: cash and cash equivalents

    67,046    48,586    50,809 

Ending assets: statutory deposits—restricted

    6,333    6,333    6,333 

Ending assets: term deposits

    538,325    449,400    559,341 
   

 

 

   

 

 

   

 

 

 

Ending assets

    611,704    504,319    616,483 

Debt securities:

       

Investment income

    48,036    53,895    61,517 

Net realized gains on financial assets

    46    (123   357 

Net fair value gains through profit or loss

    (918   (1,542   2,006 
   

 

 

   

 

 

   

 

 

 

Total

   4.4  47,164   4.3  52,230   4.8  63,880 

Ending assets

    1,148,894    1,255,052    1,391,310 

Loans:

       

Investment income

   5.5  12,018   5.4  16,320   5.5  22,894 

Ending assets

    226,573    383,504    450,251 

Equity securities:

       

Investment income

    20,271    27,939    17,776 

Net realized gains on financial assets

    5,992    165    (19,948

Net fair value gains through profit or loss

    (6,319   8,179    (18,938
   

 

 

   

 

 

   

 

 

 

Total

   4.8  19,944   8.7  36,283   (5.1%)   (21,110

Ending assets

    421,383    409,528    424,657 

Resale agreements:

       

Investment income

   3.0  971   1.9  746   1.2  281 

Ending assets

    43,538    36,185    9,905 

Investments properties:

       

Investment income

   4.9  60   3.2  69   1.6  105 

Ending assets

    1,191    3,064    9,747 

Investments in associate and joint ventures:

       

Investment income

   7.0  5,855   5.1  7,143   4.3  7,745 

Ending assets

    119,766    161,472    201,661 

Securities sold under agreements to repurchase:

       

Interest expense

   (2.6%)   (1,460  (3.7%)   (3,144  (2.6%)   (3,565

Ending liabilities

    81,088    87,309    192,141 

Total investments:

       

Investment income

    109,147    122,727    125,167 

  As of or for the years ended December 31,   As of or for the years ended December 31, 
  2016 2017 2018   2017 2018 2019 
  Yield (1) Amount Yield (1) Amount Yield (1) Amount   Yield (1) Amount Yield (1) Amount Yield (1) Amount 
  (RMB in millions, except as otherwise indicated) 

Cash, cash equivalents, statutory deposits and term deposits:

Cash, cash equivalents, statutory deposits and term deposits:

 

    

Investment income

   4.3 23,827  4.1 22,699  4.4 26,695 

Ending assets: cash and cash equivalents

   48,586   50,809   53,306 

Ending assets: statutory deposits—restricted

   6,333   6,333   6,333 

Ending assets: term deposits

   449,400   559,341   535,260 
   

 

   

 

   

 

 

Ending assets

   504,319   616,483   594,899 

Debt securities:

       

Investment income

   53,895   61,517   63,148 

Net realized gains on financial assets

   (123  357   (35

Net fair value gains through profit or loss

   (1,542  2,006   778 
   

 

   

 

   

 

 

Total

   4.3 52,230  4.8 63,880  4.4 63,891 

Ending assets

   1,255,052   1,391,310   1,523,748 

Loans:

       

Investment income

   5.4 16,320  5.5 22,894  5.1 27,111 

Ending assets

   383,504   450,251   608,920 

Equity securities:

       

Investment income

   27,939   17,776   22,804 

Net realized gains on financial assets

   165   (19,948  1,866 

Net fair value gains through profit or loss

   8,179   (18,938  18,279 
   

 

   

 

   

 

 

Total

   8.7 36,283  (5.1%)  (21,110 8.3 42,949 

Ending assets

   409,528   424,657   605,568 

Resale agreements:

       

Investment income

   1.9 746  1.2 281  2.2 161 

Ending assets

   36,185   9,905   4,467 

Investments properties:

       

Income of investments properties

   3.2 69  1.6 105  0.3 31 

Ending assets

   3,064   9,747   12,141 

Investments in associates and joint ventures:

       

Net gains on investments of associates and joint ventures

   5.1 7,143  4.3 7,745  3.8 8,011 

Ending assets

   161,472   201,661   222,983 

Securities sold under agreements to repurchase:

       

Interest expense

   (3.7%)  (3,144 (2.6%)  (3,565 (1.5%)  (2,392

Ending liabilities

   87,309   192,141   118,088 

Total investments:

       

Investment income

   122,727   125,167   139,919 

Net realized gains on financial assets

   6,038   42   (19,591   42   (19,591  1,831 

Net fair value gains through profit or loss

   (7,094  6,183   (18,278   6,183   (18,278  19,251 

Income of Investments properties

   60   69   105    69   105   31 

Income of Investments in associates and joint ventures

   5,855   7,143   7,745 

Net gains on investments of associates and joint ventures

   7,143   7,745   8,011 

Interest expense of securities sold under agreements to repurchase

   (1,460  (3,144  (3,565   (3,144  (3,565  (2,392

Total

   4.69 112,546  5.16 133,020  3.29 91,583    5.16 133,020  3.29 91,583  5.24 166,651 

Ending assets excluding securities sold under agreements to repurchase

   2,491,961   2,665,815   2,911,873    2,665,815   2,911,873   3,455,066 

 

(1)

Yields for 2019, 2018 2017 and 20162017 are calculated by dividing the totalgross investment income for that year by the average of the ending balances of that year and the previous year.

Term deposits

Term deposits consist principally of term deposits with Chinese commercial banking institutions and represented 15.0% of our total investment assets as of December 31, 2019, 18.0% of our total investment assets as of December 31, 2018 and 16.3% of our total investment assets as of December 31, 2017, and 20.9% of our total investment assets as of December 31, 2016.2017.

We generally place term deposits with state-owned commercial banks and large joint stock commercial banks. The terms of the term deposits vary. They typically allow us to renegotiate terms with the banks upon prepayment, including the methods for the calculation of accrued interest, if any. We make large term deposits to obtain higher yields than can ordinarily be obtained with regular deposits.

The following table sets forth term deposits by contractual maturity dates, as of the dates indicated.

 

   As of December 31, 
   2016   2017   2018 
   Amortized
cost
   Amortized
cost
   Amortized
cost
 
   (RMB in millions) 

Due in one year or less

   185,835    97,076    158,920 

Due after one year and through five years

   344,790    349,524    323,021 

Due after five years and through ten years

   7,700    2,800    77,400 
  

 

 

   

 

 

   

 

 

 

Total term deposits

   538,325    449,400    559,341 
  

 

 

   

 

 

   

 

 

 

   As of December 31, 
   2017   2018   2019 
   Amortized
cost
   Amortized
cost
   Amortized
cost
 
   (RMB in millions) 

Due in one year or less

   97,076    158,920    107,039 

Due after one year and through five years

   349,524    323,021    420,191 

Due after five years and through ten years

   2,800    77,400    8,030 
  

 

 

   

 

 

   

 

 

 

Total term deposits

   449,400    559,341    535,260 
  

 

 

   

 

 

   

 

 

 

The following table sets forth term deposits outstanding to Chinese banking institutions as of the dates indicated.

 

  As of December 31,   As of December 31, 
  2016   2017   2018   2017   2018   2019 
  Amortized
cost
   Amortized
cost
   Amortized
cost
   Amortized
cost
   Amortized
cost
   Amortized
cost
 
  (RMB in millions)   (RMB in millions) 

Industrial & Commercial Bank of China

   21,210    10,819    5,378    10,819    5,378    3,205 

Agriculture Bank of China

   110,242    50,819    42,264    50,819    42,264    49,089 

Bank of China

   70,792    43,625    40,000    43,625    40,000    40,000 

China Construction Bank

   42,750    26,070    25,200    26,070    25,200    5,200 

Bank of Communications

   121,142    132,922    200,534    132,922    200,534    135,950 

Other banks

   172,189    185,145    245,965    185,145    245,965    301,816 
  

 

   

 

   

 

   

 

   

 

   

 

 

Total term deposits

   538,325    449,400    559,341    449,400    559,341    535,260 
  

 

   

 

   

 

   

 

   

 

   

 

 

Debt securities

Debt securities in which we are permitted to invest mainly consist of the following categories:

 

Chinese government bonds;

 

government agency bonds (including local government bonds issued and repaid by the MOF as agent, central bank notes, financial bonds issued by Chinese state-owned policy banks andRMB-denominated bonds issued by international development institutions);

 

corporate bonds (including financial bonds issued by commercial banks, corporate bonds, convertible corporate bonds, short-term financing bonds and medium-term notes);

 

subordinated bonds and debt (including subordinated bonds issued by Chinese state-owned policy banks, subordinated bonds issued by commercial banks, subordinated debt with fixed terms issued by commercial banks and subordinated debt with fixed terms issued by insurance companies); and

 

tier 2 capital bonds and perpetual capital bonds (including tier 2 capital bonds and perpetual capital bonds issued by Chinese state-owned policy banks, and tier 2 capital bonds and perpetual capital bonds issued by qualified commercial banks).

Debt securities represented 42.7% of our total investment assets as of December 31, 2019, 44.9% of our total investment assets as of December 31, 2018 and 45.6% of our total investment assets as of December 31, 2017 and 44.7% of our total investment assets as of December 31, 2016.2017.

Based on estimated fair value, Chinese government bonds, Chinese government agency bonds, corporate bonds, subordinated bonds and debt and other debt securities comprised 5.7%4.7%, 36.3%33.6%, 37.5%29.1%, 4.3%10.6% and 16.2%22.0% of our totalavailable-for-sale debt securities as of December 31, 2019, 5.7%, 36.3%,37.5%,4.3% and 16.2%of our totalavailable-for-sale debt securities as of December 31, 2018 and 5.4%, 34.7%, 43.3%, 3.0% and 13.6% of our totalavailable-for-sale debt securities as of December 31, 2017, and 5.4%, 36.6%, 47.1%, 4.2% and 6.7% of our total available-for-sale debt securities as of December 31, 2016.2017. Except for a small number of debt securities, which collectively had a carrying value of RMB 60,97641,650 million (US$ 8,8695,983 million) as of December 31, 2018,2019, most of our debt securities are traded on security exchanges or in the unlisted interbank market in China.

We mainly invest in secured bonds and unsecured bonds rated AA or above by the rating agencies recognized by the CBIRC, such as China Chengxin International Credit Rating Co., Ltd,Ltd., or Chengxin International, and China Lianhe Credit Rating Co., Ltd., or Lianhe Credit. We also invest in short-term financing bonds ratedA-2 or above.

Chengxin International is a member of Moody’s Investors Service Inc., with Moody’s owning 30% equity interest in Chengxin International. Chengxin International created its own rating structures by making reference to the rating structures and experience of Moody’s and Fitch Ratings. AAA is the highest rating. Other approved rating agencies, such as Lianhe Credit, have similar rating structures. Ratings given by these entities are not directly comparable to ratings given by U.S. rating agencies.

The following table sets forth the amortized cost and estimated fair value of debt securities, as of the dates indicated.

 

  As of December 31,   As of December 31, 
  2016 2017 2018   2017 2018 2019 
  Amortized
cost
   % of
total
 Estimated
fair value
   % of
total
 Amortized
cost
   % of
total
 Estimated
fair value
   % of
total
 Amortized
cost
   % of
total
 Estimated
fair value
   % of
total
   Amortized
cost
   % of
total
 Estimated
fair value
   % of
total
 Amortized
cost
   % of
total
 Estimated
fair value
   % of
total
 Amortized
cost
   % of
total
 Estimated
fair value
   % of
total
 
  (RMB in millions)   (RMB in millions) 

Debt securities, available-for-sale:

Debt securities, available-for-sale:

 

              

Debt securities,available-for-sale:

 

              

Government bonds

   20,173    1.8 21,653    1.8 24,818    2.0 24,632    2.0 26,759    1.9 28,440    2.0   24,818    2.0 24,632    2.0 26,759    1.9 28,440    2.0 22,500    1.5 23,758    1.5

Government agency bonds

   140,444    12.4 146,310    12.5 164,331    13.0 157,765    12.8 172,250    12.5 180,273    12.6   164,331    13.0 157,765    12.8 172,250    12.5 180,273    12.6 163,678    10.9 171,189    10.9

Corporate bonds

   183,408    16.1 188,337    16.1 199,613    15.7 197,133    16.1 181,178    13.2 185,720    13.1   199,613    15.7 197,133    16.1 181,178    13.2 185,720    13.1 145,033    9.6 148,455    9.5

Subordinated bonds/debt

   15,948    1.4 16,708    1.4 13,588    1.1 13,495    1.1 20,953    1.5 21,514    1.5   13,588    1.1 13,495    1.1 20,953    1.5 21,514    1.5 53,062    3.5 53,922    3.4

Others

   26,773    2.3 26,750    2.3 62,651    4.9 62,099    5.0 78,136    5.8 80,643    5.6   62,651    4.9 62,099    5.0 78,136    5.8 80,643    5.6 109,729    7.3 112,467    7.3
  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

 

Total debt securities, available-for-sale

   386,746    34.0  399,758    34.1  465,001    36.7  455,124    37.0  479,276    34.9  496,590    34.8   465,001    36.7  455,124    37.0  479,276    34.9  496,590    34.8  494,002    32.8  509,791    32.6
  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

 

Debt securities, held to maturity:

                                      

Government bonds

   97,196    8.6 102,595    8.7 125,866    9.9 123,712    10.0 179,943    13.1 191,009    13.4   125,866    9.9 123,712    10.0 179,943    13.1 191,009    13.4 215,928    14.3 228,198    14.6

Government agency bonds

   169,001    14.9 173,036    14.7 241,808    19.1 223,313    18.2 266,986    19.4 276,484    19.3   241,808    19.1 223,313    18.2 266,986    19.4 276,484    19.3 401,799    26.6 415,013    26.6

Corporate bonds

   178,444    15.7 184,461    15.7 200,869    15.9 196,536    16.0 212,709    15.5 220,267    15.4   200,869    15.9 196,536    16.0 212,709    15.5 220,267    15.4 198,322    13.2 206,793    13.2

Subordinated bonds/debt

   150,089    13.2 159,060    13.6 148,494    11.7 149,423    12.1 147,079    10.7 155,783    10.9   148,494    11.7 149,423    12.1 147,079    10.7 155,783    10.9 112,702    7.5 118,571    7.6
  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

 

Total debt securities, held to maturity

   594,730    52.4  619,152    52.7  717,037    56.6  692,984    56.3  806,717    58.7  843,543    59.0   717,037    56.6  692,984    56.3  806,717    58.7  843,543    59.0  928,751    61.6  968,575    62.0
  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

 

Debt securities, securities at fair value through profit or loss

                                      

Government bonds

   381    0.0 380    0.0 2,139    0.2 2,081    0.2 118    0.0 118    0.0   2,139    0.2 2,081    0.2 118    0.0 118    0.0 41    0.0 41    0.0

Government agency bonds

   6,800    0.6 6,762    0.6 9,463    0.7 9,084    0.7 6,639    0.5 6,760    0.5   9,463    0.7 9,084    0.7 6,639    0.5 6,760    0.5 6,829    0.5 6,859    0.4

Corporate bonds

   144,596    12.7 144,131    12.3 68,401    5.4 66,915    5.4 79,390    5.8 79,774    5.6   68,401    5.4 66,915    5.4 79,390    5.8 79,774    5.6 76,395    5.0 77,215    4.9

Others

   3,133    0.3 3,133    0.3 4,819    0.4 4,811    0.4 1,346    0.1 1,351    0.1   4,819    0.4 4,811    0.4 1,346    0.1 1,351    0.1 1,083    0.1 1,091    0.1

Total debt securities, securities at fair value through profit or loss

   154,910    13.6  154,406    13.2  84,822    6.7  82,891    6.7  87,493    6.4  88,003    6.2   84,822    6.7  82,891    6.7  87,493    6.4  88,003    6.2  84,348    5.6  85,206    5.4
  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

 

Total debt securities

   1,136,386    100.0  1,173,316    100.0  1,266,860    100.0  1,230,999    100.0  1,373,486    100.0  1,428,136    100.0   1,266,860    100.0  1,230,999    100.0  1,373,486    100.0  1,428,136    100.0  1,507,101    100.0  1,563,572    100.0
  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

  

 

   

 

 

The following table shows the amortized cost and estimated fair value of debt securities excluding securities at fair value through profit or loss by contractual maturity dates, as of the dates indicated.

 

  As of December 31,   As of December 31, 
  2016   2017   2018   2017   2018   2019 
  Amortized
cost
   Estimated
fair value
   Amortized
cost
   Estimated
fair value
   Amortized
cost
   Estimated
fair value
   Amortized
cost
   Estimated
fair value
   Amortized
cost
   Estimated
fair value
   Amortized
cost
   Estimated
fair value
 
  (RMB in millions)   (RMB in millions) 

Due in one year or less

   63,665    64,119    64,919    64,884    28,371    28,529    64,919    64,884    28,371    28,529    51,097    50,715 

Due after one year and through five years

   213,167    218,608    268,090    265,832    304,467    313,067    268,090    265,832    304,467    313,067    279,248    288,711 

Due after five years and through ten years

   341,479    355,984    460,372    452,122    485,722    506,005    460,372    452,122    485,722    506,005    457,940    478,297 

Due after ten years

   363,165    380,199    388,657    365,270    467,433    492,532    388,657    365,270    467,433    492,532    634,468    660,643 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total debt securities, excluding those at fair value through profit or loss

   981,476    1,018,910    1,182,038    1,148,108    1,285,993    1,340,133    1,182,038    1,148,108    1,285,993    1,340,133    1,422,753    1,478,366 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Our investments in debt securities are subject to strict restrictions under relevant Chinese regulation. See “—Regulatory and Related Matters—Regulation of investments”. We diversify our corporate bonds by industry and issuer to effectively manage and control concentration risks. As of the date of this annual report, we believe that our corporate bond portfolio does not have significant exposure to a single industry or issuer.

Loans

We offer interest-bearing policy loans to our policyholders, who may borrow from us in amounts up to the total cash values of their policies. In general, the loans are secured by the policyholders’ rights under the policies. As of December 31, 2018,2019, the total amount of our policy loans was RMB 142,165174,872 million (US$ 20,67725,119 million), and represented 4.6%4.89% of our total investment assets as of that date.

In addition to policy loans, our other loans mainly consist of our investment in debt investment plans and trust schemes. As of and for the year ended December 31, 2016, the total amount of our investment in debt investment plans was RMB 63,028 million, and we had total investment proceeds from such plans of approximately RMB 3,532 million. As of and for the year ended December 31, 2017, the total amount of our investment in debt investment plans was RMB 73,668 million, and we had total investment proceeds from such plans of approximately RMB 3,605 million. As of and for the year ended December 31, 2018, the total amount of our investment in debt investment plans was RMB 75,717 million, and we had total investment proceeds from such plans of approximately RMB 4,295 million. As of and for the year ended December 31, 2019, the total amount of our investment in debt investment plans was RMB 83,924 million (US$ 11,01312,055 million), and we had total investment proceeds from such plans of approximately RMB 4,2954,489 million (US$ 625645 million). As of and for the year ended December 31, 2016, the total amount of our investment in trust schemes was RMB 47,864 million, and we had total investment proceeds from such schemes of approximately RMB 3,066 million. As of and for the year ended December 31, 2017, the total amount of our investment in trust schemes was RMB 163,764 million, and we had total investment proceeds from such schemes of approximately RMB 6,343 million. As of and for the year ended December 31, 2018, the total amount of our investment in trust schemes was RMB 185,105 million, and we had total investment proceeds from such schemes of approximately RMB 9,276 million. As of and for the year ended December 31, 2019, the total amount of our investment in trust schemes was RMB 215,306 million (US$ 26,92230,927 million), and we had total investment proceeds from such schemes of approximately RMB 9,27611,077 million (US$ 1,3491,591 million).

Securities investment funds

Securities investment funds consist of Chinese domestic investment funds and overseas investment funds that primarily invest in securities. As of December 31, 2018,2019, our investment in securities investment funds was RMB 106,271118,450 million (US$ 15,45617,014 million) and represented 3.4%3.31% of our total investment assets as of that date. Our investment in securities investment funds mainly consists of investment in Chinese domestic investment funds.

We invest in both “closed-end”“closed-end” securities investment funds, in which the number of shares is fixed and the share value depends on the trading prices, and “open-end”“open-end” securities investment funds, in which the number of shares issued by the fund fluctuates and the share value is set by the value of the assets held by the fund. Our investments in securities investment funds are subject to strict restrictions under relevant Chinese regulations. See “—Regulatory and Related Matters—Insurance Company Regulation—Regulation of investments”. Our holdings in securities investment funds comply with those restrictions.

The following table presents the carrying values of investments inopen-end andclosed-end securities investment funds as of the dates indicated.

 

  As of December 31,   As of December 31, 
  2016 2017 2018   2017 2018 2019 
  Carrying
value
   % of
total
 Carrying
value
   % of
total
 Carrying
value
   % of
total
   Carrying
value
   % of
total
 Carrying
value
   % of
total
 Carrying
value
   % of
total
 
  (RMB in millions, except as otherwise indicated)   (RMB in millions, except as otherwise indicated) 

Open-end

   117,027    97.5 99,012    97.8 104,107    98.0   99,012    97.8 104,107    98.0 118,450    100.0

Closed-end

   2,946    2.5 2,224    2.2 2,164    2.0   2,224    2.2 2,164    2.0       
  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

 

Total

   119,973    100.0  101,236    100.0  106,271    100.0   101,236    100.0  106,271    100.0  118,450    100.0
  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

 

Stocks

Investments in stocks consist of investment in publicly offered and listed equity securities that are denominated and traded in Renminbi and investment in stocks listed on specified overseas stock exchanges that are permitted by the CIRC. Our investments in stocks are subject to strict restrictions under relevant Chinese regulations. See “—Regulatory and Related Matters—Insurance Company Regulation—Regulation of investments”. As of December 31, 2019, the total amount of our investment in common stocks was RMB 276,604 million (US$ 39,732 million), and represented 7.7% of our total investment assets as of that date. As of December 31, 2018, the total amount of our investment in common stocks was RMB 178,710 million (US$ 25,992 million), and represented 5.8 % of our total investment assets as of that date. As of December 31, 2017, the total amount of our investment in common stocks was RMB 173,450 million, and represented 6.3% of our total investment assets as of that date. As of December 31, 2016, the total amount of our investment in common stocks was RMB 140,166 million, and represented 5.4% of our total investment assets as of that date.

Resale agreements

We enter into resale agreements, which consist of securities resell activities in resell markets.

The securities purchased under agreements to resell were RMB 9,9054,467 million (US$ 1,441million)642 million) as of December 31, 2019, RMB 9,905 million as of December 31, 2018, and RMB 36,185 million as of December 31, 2017, and RMB 43,538 million as of December 31, 2016.2017.

Equity interests innon-listed enterprises and related financial products

Insurance companies are allowed to invest, directly or indirectly, in equity interests innon-listed enterprises. These investments are categorized either as “direct investments”, for investments by an insurance company in its name, or as “indirect investments”, for investments through equity investment funds and other related financial products sponsored and established by an investment management institution. Our investments in equity interests innon-listed enterprises and related financial products are subject to strict restrictions under relevant Chinese regulations. See “—Regulatory and Related Matters—Insurance Company Regulation—Regulation of investments”.

We started to make investments in equity interests innon-listed enterprises in 2006. In2006.In November 2017, we entrusted IHC to invest in Ningbo Meishan Bonded Port Area Baishan Investment Management Partnership, or Baidu Fund Partnership. The total capital commitment in the Baidu Fund Partnership is RMB 7.011 billion, of which RMB 5.6 billion was subscribed by us and RMB 1.4 billion was subscribed by Ningbo Meishan Bonded Port Area Baidu Zhixin Asset Management Company, each as a limited partner. The Baidu Fund Partnership will primarily make middle-late-stagemakes mid-to-late stage investments in private equity transactions in the Internet sector, including Internet, mobile Internet, artificial intelligence, Internet finance, consumption upgrade, and Internet+.

In 2018, we subscribed for additional shares of CLPCIC by contributing RMB 1.52 billion undistributed profits of CLPCIC. In December 2018, we subscribed for an additional 1,871,875,329 shares of China Guangfa Bank, or CGB, for RMB 13.012 billion. Upon closing, we hold 8,600,631,426 shares of CGB, and our shareholding in CGB remains at 43.686%. We are still the largest shareholder of CGB.

In 2018, we invested RMB 8 billion in equity interests in China Power Investment Nuclear Power Co., Ltd.

In 2019, we invested RMB 9 billion in equity interests in Qinghai Huanghe Hydropower Development Co., Ltd.

The following table presents the carrying values of our major investments in equity interests innon-listed enterprises as of the dates indicated.

 

  As of December 31,   As of December 31, 
  2016   2017   2018   2017   2018   2019 
  Carrying
value
   Carrying
value
   Carrying
value
   Carrying
value
   Carrying
value
   Carrying
value
 
  (RMB in millions, except as
otherwise indicated)
   (RMB in millions, except as otherwise indicated) 

China Life Property and Casualty Insurance Company Limited

   7,929    8,185    7,963    8,185    7,963    9,332 

China Guangfa Bank Co., Ltd.

   50,299    53,459    72,655    53,459    72,655    75,180 

Sinopec Sales Co., Ltd.

   10,522    10,172    10,219    10,172    10,219    10,232 

Sinopec Sichuan to East China Gas Pipeline Co., Ltd.

   20,000    21,347    21,387            21,347            21,387            21,433 

Ningbo Meishan Bonded Port Area Baishan Investment Management Partnership

   —      1,680    1,698    1,680    1,698    1,751 

China Power Investment Nuclear Power Co., Ltd.

   —      —      8,036    —      8,036    8,607 

Qinghai Huanghe Hydropower Development Co., Ltd.

   —      —      9,007 

Asset Management Business

On November 23, 2003, in connection with the restructuring, we established an asset management company, AMC, with CLIC, for the purpose of operating the asset management business more professionally in a separate entity and to better attract and retain qualified investment management professionals. AMC manages our investment assets and, separately, substantially all of those of CLIC. For a description of our investment assets, see “—Investments”.

We own 60% and CLIC owns 40% of AMC. Directors of AMC are appointed by the shareholders at a general meeting. As the controlling shareholder, we effectively control the composition of AMC’s board of directors. In 2014, the registered capital of AMC was increased from RMB 3 billion to RMB 4 billion. The proportionate shareholding between CLIC and us remains unchanged.

As of and for the year ended December 31, 2018,2019, AMC had total assets of RMB 10,41411,914 million (US$ 1,5151,711 million), net assets of RMB 9,24310,354 million (US$ 1,3441,487 million) and net profit of RMB 1,0391,286 million (US$ 151185 million).

Property and Casualty Business

In December 2006, we and CLIC established a property and casualty company, CLPCIC, with us owning 40% and CLIC owning the remaining 60%. In 2018, the registered capital of CLPCIC was increased from RMB 15 billion to RMB 18.8 billion, with us and CLIC contributing RMB 1.52 billion and 2.28 billion undistributed profits of CLPCIC, respectively. The proportionate shareholding between CLIC and us remains unchanged.

As of and for the year ended December 31, 2018,2019, CLPCIC had total assets of RMB 83,56191,167 million (US$ 12,15313,095 million), net assets of RMB 19,90723,330 million (US$ 2,8953,351 million) and net profit of RMB 1212,123 million (US$ 18305 million).

Pension Insurance Business

In January 2007, we, CLIC and AMC established a pension insurance company, China Life Pension, with us owning 55%, CLIC owning 25% and AMC owning the remaining 20%. In January 2015, the registered capital of China Life Pension was increased from RMB 2.5 billion to RMB 3.4 billion. China Life Pension is currently held 70.74%, 4.41%,4.41%, 3.53%, 1.33%, and 19.99% by us, CLIC, AMC, China Credit Trust Company Limited and AMP Life Limited, respectively.

China Life Pension has obtained qualifications to serve as investment manager, trustee and account manager of enterprise annuity funds.

As of and for the year ended December 31, 2018,2019, China Life Pension had total assets of RMB 4,5935,644 million (US$ 668811 million), net assets of RMB 3,4294,084 million (US$ 499587 million) and net profit of RMB 352635 million (US$ 5191 million).

Information Technology

Our computer systems provide support for many aspects of our businesses, including product development, sales and marketing, business management, cost control and risk control. Wecontrol.We have approximately 2,100 experienced1,981experienced engineers, technicians and specialists providing professional and flexible support for our business operations in various aspects, including the design, research and development and operation of our computer systems.

In 2018,During 2019, we continued to develop our information technology system to provide accessible, mobileactively applied advanced technologies and convenient services to our customers, sales teams and employees.pushed forward digital transformation. We took the following steps:

 

ConstructionUpgrade of Internet Networksales model. We built approximately 15,700 new network linesadopted technologies such as AI and achieved WIFI coverage for all our service centers. We installed approximately 660,000 setsBig Data to achieve data integration, and developed innovative sales models such as an AI sales model called “Golden Instruction”, which is designed to achieve smarter, more accurate and convenient sales of smart devices,insurance products. In 2019, the online customer acquisition rate grew by 47%year-on-year, and built more than 20,000 digital service centers and 3,475 service supervision and coordination centers that allow real-time interaction between us and our branch offices in different provinces, cities and counties. Our research and data center in Beijing was successfully launched for use in 2018. We now have three multi-active data centers in Beijing and Shanghai, which help us provide all cloud-based information services.

Constructionthe percentage of Digital Platformonline sales force recruitment reached 70%. We have developed an open digitalheld online training sessions for new agents with 4.9 million participants. More than 60 million customers were recommended to the sales team through the intelligent platform, and the ratio of customers who purchased long-term insurance policies to provide various online services. We use “big data” to analyze customer needs to facilitateall the offering of comprehensive insurance plans tailored to various specific needs of customers. We also use data on individual agents to provide relevant information on agents, including, among others, service records, accumulated amounts of insurance coverage sold and quality of service, to helprecommended customers know more about our individual agents, which facilitates the development of trust and interaction between the customers and our individual agents. Our digital platform also facilitates efficient interaction among and effective management of our individual agents. Our platform also provides open access to third party business partners, which allows them to offer relevant services on our platform.increased by four times.

 

Intelligent ServicesUpgrade of field offices and equipment. We have built five artificialused the “Internet of Things” technology, which accelerated the real-time interconnection between different field offices and networks as well as the intelligent platforms including big data, real-time computing, smart voice, face recognitionupgrade of daily office operations. In 2019, we added 88,000 sets of intelligent equipment and deep learning,deployed more than 2,000 self-service terminals at our service counters nationwide and have adoptedset up demonstrative 5G digital field offices in multiple cities.

Upgrade of service and customer experience. We continued to use AI technology in underwriting, policy administration, claims settlement, services and risk control. In 2019, the approval rate of individual insurance policies by automatic underwriting was 89.4%, and the number of claims settled through complete automatic process reached more than 11.3 million. We introduced a short-term risk identification model for critical illness insurance with a 91% accuracy rate in identifying risks. We also developed a platform to utilize intelligent technologies into many aspectsto discover and verify suspected money-laundering activities, which enhanced our ability to control sales risks.

Establishment of cloud-based infrastructure. We utilized industry-leading hybrid clouds to achieve the rapid deployment of our businesses. We have adopted an electronic signature technology,front office applications and secure storage of back office data, which allows customers to signeffectively improved the stability, smoothness and purchase insurance policies at any time and from any place. We provide intelligent services throughout the whole business operation process, including intelligent underwriting, online preservation and automatic claims settlement. We have also launched an intelligent electronic quick payment service, which enables real-time transfersecurity of funds. We have adopted smart voice technology to replace manual operation, which has improved serviceour systems. Specifically, resource allocation efficiency and reduced labor costs. Intelligent robots have been deployed in 13 cities to provide automatic responses to customers’ questionsoverall access speed increased by nine-times and intelligent guidance at counters. We have built an artificial intelligent model to identify and evaluate key risks relating to critical illness, which has improvedtwo-times, respectively. While substantially expanding the efficiency and effectivenessresources of our risk control system.basic platform, we also managed to reduce the costs of resources.

Roll-out of new digital applications and establishment of digital ecosystem. We use artificial intelligenceintroduced component-basedplug-in professional service modules and efficiently launched various types of flexibly-combined “light” applications suited for different market application scenarios for their users. We also introduced a series of innovative applications such as cloud video and cloud desktop, and provided readily available, mobile, convenient live-streaming and smart office services for our salespersons and employees nationwide. In addition, during 2019, we developed more than 1,000 innovative applications based on the platform and cooperated with more than 6,000 institutions to detect issuescarry out various services and identify breakdowns ofover 40,000 activities, which enhanced our information technology system to ensure a secure and stable information technology system.insurance-centered ecosystem services.

We also continue to attach importance to financial data security and have implemented projects, including the separation of internal and external network,networks, cloud desktops, providing different levels of protection fitting to the various application systems, intelligent security monitoring and supervision platforms and anti-intrusion system.systems. User access information obtained through front office applications is gathered and managed at a back office platform. We have built a security protection system to cover assessment, protection, detection, response, recovery and other aspects of data protection. We have aan intelligent visualization system to provide real-time monitoring on cyber attacks. We also have internal rules on the procedures for reporting and handling material accidents, including cybersecurity incidents, occurring during business operations.

Trademarks

We conduct our business under the “China Life” brand name (in English and Chinese), the “ball” logos, the “C” mark and other business related slogans and logos. CLIC owns these trademarks and has registered them with the Trademark Office of the SAMR. CLIC has entered into a trademark license agreement with us, under which CLIC has agreed to grant us a royalty-free license to use the “China Life” brand name, the “ball” logos and the “C” mark. See “Item 7. Major Shareholders and Related Party Transactions—Related Party Transactions—Continuing Related Party Transactions with CLIC”.

Disclosure of Certain Activities Under Section 13(r) of the Securities Exchange Act of 1934

Under Section 13(r) of the Exchange Act, which was added by the Iran Threat Reduction and Syrian Human Rights Act of 2012, we are required to disclose in our annual report filed with the SEC if we or any of our affiliates knowingly engaged in certain Iran-related activities, including transactions or dealings with the Government of Iran or relating to Iran during the period covered by the annual report, no matter whether these activities are material or not. Disclosure is required even when the activities were conducted outside of the U.S. by non-U.S. entities and even when such activities were conducted in compliance with applicable law.

In June 2017, CLPCIC, a casualty and property insurance company in which we own 40% interest, provided marine hull insurance for a fleet of vessels managed by the National Iranian Tanker Company (“NITC”) as a co-insurer for the period from July 1, 2017 to June 30, 2018, and the lead insurer is Assuranceforeningen Skuld. These transactions were entered into in compliance with laws and regulations applicable to CLPCIC. We understand that NITC is affiliated with the Government of Iran and it was, at the time the insurance was in force, on the List of Persons Identified as Blocked Solely Pursuant to Executive Order 13599. The total premiums that CLPCIC received from these transactions are approximately RMB 530,000. The insurance coverage under these transactions expired on June 30, 2018. CLPCIC does not intend to continue providing insurance coverage to NITC upon the expiration of the insurance coverage.

Regulatory and Related Matters

Overview

The insurance industry is heavily regulated in the PRC. The applicable laws and regulations governing insurance activities undertaken within the territories of the PRC consist principally of the PRC Insurance Law and rules and regulations promulgated under that law. The CBIRC is the authority authorized by the PRC State Council to regulate and supervise the insurance industry in the PRC. The CBIRC has been the principal regulatory authority over the PRC insurance industry since 2018, when its predecessor, the CIRC, was merged with China’s banking regulator, the CBRC.

The PRC Insurance Law, which provided the initial framework for regulating the PRC insurance industry, was enacted in 1995, and significantly amended on October 28, 2002, February 28, 2009, August 31, 2014 and April 24, 2015. Among other things, the major provisions of the PRC Insurance Law include: (1) licensing of insurance companies and insurance intermediaries, such as agents and brokers; (2) separation of property and casualty business and life insurance business; (3) regulation of market conduct by participants; (4) substantive regulation of insurance products; (5) regulation of the financial condition and performance of insurance companies; and (6) supervisory and enforcement powers of the CIRC.CBIRC.

The CIRC, the predecessor to the CBIRC, was established in 1998. ItThe CBIRC has extensive supervisory authority over the PRC insurance industry, including: (1) promulgation of regulations applicable to the insurance industry; (2) approval for establishment of insurance companies and their subsidiaries; (3) review of qualifications of senior management of insurance companies; (4) supervision of insurance companies and their solvency and market activities; (5) establishment of investment regulations; (6) approving the policy terms and premium rates for certain insurance products; (7) setting standards for measuring the financial soundness of insurance companies; (8) requiring insurance companies to submit reports concerning their business operations and condition of assets; and (9) ordering the suspension of all or part of an insurance company’s business. Since their establishment, CBIRC and its establishment, thepredecessor CIRC hashave promulgated a series of regulations indicating a gradual shift in the regulatory approach to a more transparent regulatory process and a convergent movement toward international standards.

In March 2018, the National People’s Congress of the PRC approved the merger of China’s long-existing regulatory commissions of banking and insurance into a new administration called the China Banking and Insurance Regulatory Commission, or CBIRC. Guo Shuqing, formerly the head of CBRC, has been appointed as the chairman of CBIRC. The CIRC and the CBRC no longer exist, and some of their authorities, including drafting certain regulations to govern the insurance and banking industries, have been ceded to PBOC, China’s central bank. As of the date of this annual report, the regulations, rules and guidance previously issued by the CIRC still remain effective unless otherwise be amended or abolished. This merger is intended to improve the efficiency and coordination of Chinese financial regulation.

Insurance Company Regulation

Licensing requirements

An insurance company is required to obtain a license from the CBIRC in order to engage in an insurance business. In general, a license will be granted only if the company can meet prescribed registered capital requirements and other specified requirements, including requirements relating to its form of organization, the qualifications of its senior management and actuarial staff, the adequacy of its information systems and specifications relating to the insurance products to be offered.

The CBIRC may grant a life insurer a license to offer all or part of the following products: accident insurance, term life insurance, whole life insurance, annuities, short-term and long-term health insurance, endowment insurance (for individuals only) and other personal insurance approved by the CBIRC, as well as reinsurance relating to any of the foregoing.

An insurance company may seek approval for establishing branch offices to meet its business needs so long as it meets minimum capital and other requirements. Our headquarters and all of our branch offices have obtained the requisite insurance licenses.

Minimum capital requirements

The minimumpaid-in capital for an insurance company is RMB 200 million. For an insurance company whose registered capital is RMB 200 million, the minimum incremental capital for each first branch office in a province other than the province where its headquarter is located is RMB 20 million. No additional capital will be required when thepaid-in capital has reached RMB 500 million, and the insurer’s solvency is sound.

Restriction of ownership in joint stock insurance companies

Any acquisition of shares which results in the acquirer owning 5% or more of the registered capital of a joint stock insurance company, whether or not listed, requires the approval of the CBIRC. A filing with the CBIRC is required with respect to a change of equity interest of less than 5% in an insurance company, unless it is a listed insurance company. Equity interests held by a single shareholder, including its related parties and persons acting in concert, must not exceedone-third of the registered capital of a single insurance company. An exception to theone-third cap applies to insurance companies establishing or investing in other insurance companies for the purposes of innovation and specialization of their business, or consolidating their operations under a single group management. Equity interests held by a single domestic limited partnership must not exceed 5% of the registered capital of a single insurance company. The combined equity interests held by several domestic limited partnerships must not exceed 15% of the registered capital of a single insurance company, and the combined equity interests held by foreign investors may not exceed 51% of the total equity of a single life insurance company. China plans to remove theseOn December 6, 2019, CBIRC announced that starting from January 1, 2020, restrictions on foreign ownership restrictions in 2021.Chinese life insurers will be removed and foreign investors will be allowed to own 100% in Chinese life insurers.

Fundamental changes

Prior approval must be obtained from the CBIRC before specified fundamental changes relating to a Chinese insurance company may occur. These include: a change of company name, registered capital or address of executive offices of companies or their subsidiaries; an expansion of business scope; an amendment to articles of association; a merger orspin-off; a change in a shareholder whose capital contribution accounts for 5% or more of the total capital of the company or a change in shareholding of 5% or more of the shares of the company; and a termination of a branch office. In addition, certain other changes relating to the insurance company must be reviewed by or filed with the CBIRC.

Regulation of products

Regulation of ordinary personal insurance products.An ordinary personal insurance product is one whose insurance premiums and policy benefits are definite upon issuance of the insurance policy. Beginning from August 5, 2013, the CIRC removed the original 2.50% cap on the guaranteed interest rates of ordinary personal insurance products, and such guaranteed interest rates can be decided by insurance companies at their discretion in accordance with the principle of prudence. Meanwhile, the statutory valuation rates of ordinary personal insurance policies issued on and after August 5, 2013 have been increased from 2.50% to 3.50%. In addition, beginning from August 5, 2013, if the guaranteed interest rate of an ordinary personal insurance product developed by an insurance company is not higher than the maximum valuation rate set by the CBIRC which varies depending on product, the insurance company must file the relevant information of the product with the CBIRC. If such rate is higher than the maximum valuation rate set by the CBIRC, the insurance company is required to obtain the approval of the CBIRC on the product in advance, and during the approval process, the insurance company is not allowed to submit new insurance clauses and premium rates to the CBIRC for approval. On September 2, 2016, the CIRC further required that policy loans provided by an insurer may not exceed 80% of the cash value or account value of the policy. From October 1, 2017, the first payment of survival insurance benefits for the ordinary endowment products and annuity products must occur only after five years since the policy becomes effective and the annual payment or partial payment must not exceed 20% of the paid premiums. Beginning from August 30, 2019, the cap on the valuation rate of premium reserves of ordinary pension annuity products or ordinary long-term annuity products with a term more than ten years issued on and after August 5, 2013 is equal the lower of 3.50% or the guaranteed interest rate.

Regulation of participating products. A participating product is one which the policyholder or annuitant is entitled to share in the distributable earnings of the insurer through “policy dividends”. The participation dividend may be in the form of a cash payment or an increase in the insured amount. At least 70% of the distributable earnings is required to be distributed as dividends. In September 2015, the CIRC removed the original 2.50% cap on the guaranteed interest rate of participating products. From October 1, 2015, the guaranteed interest rate is to be decided by insurance companies at their discretion in accordance with the principle of prudence. If the guaranteed interest rate of a participating product developed by an insurance company is not higher than 3.50%, the insurance company must file the specific information of such product with the CBIRC for record. If such rate is higher than 3.50%, the insurance company is required to obtain the approval of the CBIRC for the product. In addition, the valuation rate of unearned premium reserves of participating products equals to either the guaranteed interest rate or 3.00%, whichever is lower. Beginning from September 2, 2016, if the guaranteed interest rate of a life insurance product newly developed by an insurance company is lower than the maximum valuation rate set by the CIRC, which is 3.00% for participating products, the insurance company is only required to file specified information relating to the product with the CBIRC, and if such rates are higher than 3.00%, the insurance company is required to obtain the approval of the CBIRC for such products. From October 1, 2017, the first payment of survival insurance benefits for the participating endowment products and annuity products must occur only after five years since the policy becomes effective and the annual payment or partial payment must not exceed 20% of the paid premiums.

Regulation of universal products. A universal product is one which offers the typical protection of life insurance with investment accounts providing a minimum yield. The premium payments and coverage of universal products are flexible, usually with a minimum guaranteed interest rate, and the investment yields are settled periodically. Beginning from February 16, 2015, the CIRC removed the original 2.50% cap on the minimum guaranteed interest rate of universal products, with the guaranteed interest rate to be decided by insurance companies at their discretion in accordance with the principle of prudence. Meanwhile, the maximum valuation rate of a universal product has been increased from a compound annual rate of 2.50% to a compound annual rate of 3.50%. Beginning from September 2, 2016, the CIRC changed the maximum valuation rate of a universal product from a compound annual rate of 3.50% to a compound annual rate of 3.00%. If the minimum guaranteed interest rate of a universal product developed by an insurance company is not higher than the maximum valuation rate set by the CBIRC (i.e., a compound annual rate of 3.00%), the insurance company must file specified information relating to the product with the CBIRC. If such rate is higher than the maximum valuation rate set by the CBIRC, the insurance company is required to obtain the approval of the CBIRC for the product. Any amendment to the insurance clauses, premium rates, insurance liabilities, types of insurance or pricing methods of universal products must be filed with or approved by the CBIRC. From October 1, 2017, universal products must be designed to allow the flexibility to pay additional premiums from time to time and to adjust the insured amount. Insurance companies may not design the universal products in the form of riders.

Regulation of investment-linked products. An investment-linked product is one which insures the policyholder or annuitant against one or more separate risks and at the same time gives the policyholder or annuitant an interest in one or more separate investment accounts. Insurance companies must complete the establishment of investment accounts before submitting the required information regarding their investment-linked products to the CBIRC for approval or filing. Insurance companies must report on the establishment, change, consolidation, division, close or settlement of the investment accounts to the CBIRC within 10 business days after occurrence of these events. Transactions between a separate investment account and any other account of the insurance company, other than a transfer of cash to establish the investment account, are prohibited. From October 1, 2017,prohibited, and, investment-linked products must be designed to allow the flexibility to pay additional premiums from time to time and to adjust the insured amount. Insurance companies may not design investment-linked products in the form of riders. Other CIRC regulations govern the sale and disclosure terms of investment-linked products.

Regulation of short-to-medium term products. Beginning from March 21, 2016, CIRC’s new regulations on personal insurance products with short-to-medium terms became effective. Under the new CIRC regulations, personal insurance products with short-to-medium terms are defined as follows:

where the sum of the cash value of the insurance policy (account value) at the end of any policy year within the past four policy years and the cumulative survival insurance benefits exceeds the total amount of premiums paid; and

it is expected that 60% or more of the policies of such product have a duration of less than five years.

Under the CIRC regulations, an insurer’s annual premium income from personal insurance products with short-to-medium terms may not exceed two times the amount of capital invested by or the net assets of such insurer at the end of the latest quarter, whichever is larger. Insurers are also required to immediately cease developing and selling personal insurance products with a term of less than one year. An insurer’s annual premium income from personal insurance products with a term more than one year but less than three years may not exceed 90% of the overall regulatory limitation in 2016, 70% of the overall regulatory limitation in 2017 and 50% of the overall regulatory limitation in 2018 and thereafter. Furthermore, the CIRC issued a new notice in September 2016, requiring that beginning from January 1, 2019, an insurer’s annual premium income from personal insurance products with short-to-medium terms may not exceed 50% of its total premiums for 2019, 40% of its total premiums for 2020 and 30% of its total premiums for 2021 and thereafter. On September 30, 2017, the CIRC issued a notice which further requires that, beginning from such date, a life insurer will not be approved for setting up new branches within one year if its quarterly premium income from insurance products with short-to-medium terms exceeds 50% of its total quarterly insurance premium income.

Investment-linked products and variable annuity insurance must also be evaluated and reported according to the above requirements applicable to products with short-to-medium terms. Whole life insurance products, annuity products and healthcare insurance products may not be designed as products with short-to-medium terms.

Regulation of variable annuity insurance. Variable annuity insurance is a type of insurance where the policy benefits are associated with the price of the investment unit in the linked investment account, and a minimum amount of policy benefits is guaranteed as stipulated in the insurance agreement. Under variable annuity insurance, the insurance company is obliged to pay an annuity or offer an option for the conversion of the insurance proceeds to be annuitized upon maturity. Variable annuity products may not be sold or amended without the prior approval of the CBIRC. Variable annuity products must be sold and disclosed in accordance with the requirements of the CIRC.

Regulation of pension insurance. A life insurance company or a pension insurance company, as approved by the CIRC, may engage in individual and group pension insurance business. The pension insurance terms and premium rates determined by an insurance company must be filed with or approved by the CBIRC in accordance with its regulatory provisions. Other CIRC regulations govern the sale and disclosure terms of pension insurance, as well as the investments by pension insurance funds.

Regulation of enterprise annuity funds. Subject to the approval of the PRC Ministry of Human Resources and Social Security, insurance companies may serve as the trustee, account manager and investment manager for enterprise annuity funds. China Life Pension has obtained qualifications to serve as investment manager, trustee and account manager of enterprise annuity fund.

Regulation of health insurance. Subject to approval by the CBIRC, life insurance companies may engage in health insurance business. Other insurance companies may, subject to approval by the CBIRC, engage in short-term health insurance business. Insurance companies engaged in health insurance business are required to submit an actuarial report or reserves assessment report for the preceding year in accordance with the relevant provisions of the CIRC. Insurance companies must also submit a pricing review report to the CBIRC before March 15 of each year regarding the short-term health insurance products. Beginning on January 1, 2016, insuranceInsurance companies maywere permitted to sell health insurance products eligible for preferential individual income tax policies in accordance with the CIRC’s relevant requirements in 31 pilot cities, including Beijing, Shanghai, Tianjin and Chongqing.Chongqing beginning in 2016 and, from July 1, 2017, nationwide in China. The health insurance products may be offered to taxpayers who have reached the age of 16 but have not reached the statutory retirement age. The expenses incurred by individuals in the pilot cities for purchasing such health insurance products will be deductible from their individual income tax up to RMB 2,400 per year. From October 1, 2017, the survivalyear or RMB 200 per month. Survival benefits paid before the expiry of the policy term of a care insurance product may only be paid under the condition that the care required by the insured is caused by disability in activities of daily living as agreed in the insurance contract. Survival benefits paid before the expiry of the policy term of a disability income insurance product may only be paid under the condition that the loss of working ability of the insured is caused by a disease or an accidental injury as agreed in the insurance contract. AllOn December 1, 2019, the new Measures for the Administration of Health Insurance came into effect, pursuant to which sales of products that are not in compliance with the medical insurance premiums collected by insurance companies from their group medical insurance productsrequirements under the new measure must be used for the payment of insurance benefits under the medical insurance coverage, and the interest rates of products used for pricing must satisfy relevant regulatory requirements.ceased before April 1, 2020.

Regulation of short-term accidental injury insurance. Short-term accidental injury insurance is a type of insurance that uses death or disability caused by accidents or physical injuries stipulated in the insurance agreement as a condition for paying insurance proceeds. Short-term accidental injury insurance products must be developed and managed by the headquarters of the insurance company and filed with the CBIRC. Insurance companies must also submit a pricing review report to the CBIRC before March 15 of each year regarding the short-term accident insurance products they offer.

Regulation of foreign exchange denominated insurance. Insurance companies may seek approval from the CBIRC and the SAFE to engage in foreign exchange denominated insurance and reinsurance businesses, allowing them to offer products tonon-Chinese policyholders or fornon-Chinese beneficiaries, as well as policies covering accidents and illnesses which occur outside China, together with related reinsurance.

Regulation of supplementary major medical insurance. As part of the Chinese government’s overall medical insurance scheme, supplementary major medical insurance reimburses policyholders for a specified percentage of their medical expenses which are in excess of the maximum amounts covered by the basic social medical insurance as long as such medical expenses are caused by the diseases covered by the basic social medical insurance. The Chinese government has launched pilot supplementary major medical insurance programs have now been launched nationwide in China. Local governments in these pilot areas use a portion of the basic medical insurance funds to purchase supplementary major medical insurance service from qualified insurance companies through a government tender. Insurance companies are required to apply to the CBIRC for the qualification to engage in such business. Supplementary major medical insurance products must be filed with the CBIRC.

Regulation of investments

Permitted investments.As a Chinese life insurance company, we are subject to restrictions under the PRC Insurance Law, the Measures for the Administration of the Utilization of Insurance Funds and other related rules and regulations on the asset categories and percentages in which we are permitted to invest. On January 23, 2014, the CIRC issued a notice classifying the assetsAssets that insurance companies may invest in are classified into five broad categories: current assets, fixed-income assets, equity assets, property assets and other financial assets. The notice further specifies the amounts in percentages that may be invested in each asset category and the percentages that correspond to concentration risks for investing in a single item and counter-party are limited to specified amounts, and insurance companies are subject to risk monitoring requirements and early warning mechanisms with respect to liquidity, financing scale and asset classes.

Asset categories, investment and concentration risk regulatory percentages. Currently, Chinese life insurance companies are allowed to invest their funds in the following asset categories, subject to the satisfaction of conditions prescribed for each form of investment.

 

                     Regulatory Percentage(1)
Asset
Category
  Definition  Specific Items Included  Investment
Regulatory
Percentage
  Concentration Risk Regulatory
Percentage
Current assets  Current assets refer to cash reserves, deposits payable on demand, and highly-liquid assets with shorter terms and less risk of changes in value that can be readily converted into a definite amount of cash.  Domestic items mainly include cash, current deposits, bank call deposits, insurance asset management products on the monetary market, and government bonds, quasi-government bonds and reverse repurchase agreements with residual maturities of one year or less. Overseas items mainly include bank current deposits, monetary market funds, overnight lending, commercial bills, bank bills, negotiable certificates of deposit, reverse repurchase agreements, short-term government bonds, government-backed bonds, bonds of international financial organizations, corporate bonds and convertible bonds with residual maturities of one year or less, as well as other tools or products recognized by the CBIRC in this category.  None.  The total outstanding investments by an insurance company in a single legal person(2) must not exceed 20% of the total assets(3) of the insurance company as at the end of the last quarter (excluding, among others, investments in domestic central government bonds, quasi-government bonds, and equity investments in insurance enterprises with proprietary funds).

                     Regulatory Percentage(1)
Asset
Category
  Definition  Specific Items Included  Investment
Regulatory
Percentage
  Concentration Risk Regulatory
Percentage
Fixed-income assets  Fixed-income assets refer to assets characterized by a definite maturity date and payments of interest and principal according topre-determined interest rates and payment methods, as well as other assets whose main value is dependent on the changes in the value of the aforesaid assets.  Domestic items mainly include term deposits, negotiated deposits, bond funds, fixed-income insurance asset management products, financial institution (company) bonds,non-financial institution (company) bonds and government bonds and quasi-government bonds with residual maturities of more than one year. Overseas items mainly include term deposits, structured deposits with bank guaranteed commitments, securities investment funds with fixed-income commitments, government bonds, government-backed bonds, bonds of international financial organizations, corporate bonds and convertible bonds with residual maturities of more than one year, as well as other tools or products recognized by the CBIRC in this category.  None.  

The book balance of investment by an insurance company in a single fixed-income asset(4) must not exceed 5% of the total assets of the insurance company as at the end of the last quarter, excluding investments in domestic central government bonds, quasi-government bonds and bank deposits.

 

The total outstanding investment by an insurance company in a single legal person must not exceed 20% of the total assets of the insurance company as at the end of the last quarter (excluding, among others, investments in domestic central government bonds, quasi-government bonds and equity investments in insurance enterprises with proprietary funds).

            Regulatory Percentage(1)
Asset
Category
DefinitionSpecific Items IncludedInvestment
Regulatory
Percentage
Concentration Risk Regulatory
Percentage
Equity assets  

Equity assets include both listed and unlisted equity assets.

 

Listed equity assets refer to the ownership certificate representing the equity or other residual income rights of enterprises that are publicly listed and traded on stock exchanges or financial asset markets, as well as other assets whose main value depends on the changes in the value of the aforesaid assets.

 

Unlisted equity assets refer to the equity or other residual income rights of enterprises that are established and registered but are not publicly listed on exchanges, as well as other assets whose main value depends on the changes in the value of the aforesaid assets.

  

Domestic items of listed equity assets mainly include shares(6), equity funds, hybrid funds and equity insurance asset management products. Overseas items of listed equity assets mainly include ordinary shares, preferred shares, global depositary receipts, American depositary receipts and equity securities investment funds, as well as other tools or products recognized by the CBIRC in this category.

 

Domestic and overseas items of unlisted equity assets mainly include equities of unlisted companies, equity investment funds (including venture capital funds), asset backed securities, insurance private equity funds and other related financial products, as well as other tools or products recognized by the CBIRC in this category.

  The total book balance of investments by an insurance company in equity assets must not exceed 30%(5) of the total assets of the insurance company as at the end of the last quarter, and the book balance of significant equity investments must not be higher than the net assets of the insurance company as at the end of the last quarter. The book balance does not include the equity of any insurance enterprise as invested by the insurance company with its proprietary funds.  

The book balance of investments by an insurance company in a single equity asset must not exceed 5%(5) of the total assets of the insurance company as at the end of the last quarter, except as otherwise provided for significant equity investments, investments in equities of insurance enterprises with self-owned funds and acquisitions of listed companies and investments in shares of listed commercial banks.

 

The total outstanding investments by an insurance company in a single legal person must not exceed 20% of the total assets of the insurance company as at the end of the last quarter (excluding, among others, investments in domestic central government bonds, quasi-government bonds, and equity investments in insurance enterprises with proprietary funds).

                     Regulatory Percentage(1)
Asset
Category
  Definition  Specific Items Included  Investment
Regulatory
Percentage
  Concentration Risk Regulatory
Percentage
Property assets  Property assets refer to purchased or invested land, structures and other land attachments, as well as other assets whose main value depends on the changes in the value of the aforesaid assets.  Domestic items mainly include real estate, infrastructure investment schemes, property investment schemes, property insurance asset management products and other property related financial products. Overseas items mainly include commercial properties, office properties and real estate investment trusts (REITs), as well as other tools or products recognized by the CBIRC in this category.  

The total book balance of investments by an insurance company in property assets must not exceed 30%(5)of the total assets of the insurance company as at the end of the last quarter. The book balance does not include the properties purchased by the insurance company for its own use.

 

The book balance of the properties purchased by an insurance company for its own use must not exceed 50% of the net assets of the insurance company as at the end of the last quarter.

  

The book balance of investments by an insurance company in a single property asset must not exceed 5%(6) of the total assets of the insurance company as at the end of the last quarter, excluding properties purchased for its own use.

 

The total outstanding investments by an insurance company in a single legal person must not exceed 20% of the total assets of the insurance company as at the end of the last quarter (excluding, among others, investments in domestic central government bonds, quasi-government bonds and equity investments in insurance enterprises with proprietary funds).

                     Regulatory Percentage(1)
Asset
Category
  Definition  Specific Items Included  Investment
Regulatory
Percentage
  Concentration Risk Regulatory
Percentage
Other financial assets  Other financial assets refer to other kinds of assets that are distinctively different from all the foregoing categories of assets, including in terms of risk-return characteristics, liquidity and other characteristics, and cannot be classified into any of the foregoing categories.  Domestic items mainly include financial products by commercial banks, asset-backed securities offered by banking financial institutions, trust schemes of collective funds offered by trust companies, special asset management schemes offered by securities companies, project asset-backed schemes offered by insurance asset management companies and other insurance asset management products. Overseas items mainly include structured deposits without bank guaranteed commitments, as well as other tools or products recognized by the CBIRC in this category.  The total book balance of investments by an insurance company in other financial assets must not exceed 25% of the total assets of the insurance company as at the end of the last quarter.  

The book balance of investments by an insurance company in a single other financial asset must not exceed 5% of the total assets of the insurance company as at the end of the last quarter, excluding purchase of insurance asset management products within its group.

 

The total outstanding investments by an insurance company in a single legal person must not exceed 20% of the total assets of the insurance company as at the end of the last quarter (excluding, among others, investments in domestic central government bonds, quasi-government bonds, and equity investments in insurance enterprises with proprietary funds).

Overseas investment  An insurance company is allowed to participate in overseas investments in 25 developed markets, and 20 emerging markets and Macau in accordance with the relevant requirements of the CBIRC.  As referred to in the investable overseas items listed in each of the above asset categories.  The total outstanding overseas investments by an insurance company must not exceed 15% of the total assets of the insurance company as at the end of the last quarter.  The total outstanding investments by an insurance company in a single legal person must not exceed 20% of the total assets of the insurance company as at the end of the last quarter (excluding, among others, equity investments in insurance enterprises with proprietary funds).

 

(1)

When calculating the regulatory percentages for each asset category, an insurance company is required to combine its domestic and overseas investments in assets of the category on a consolidated basis.

(2)

A single legal person refers to a single fund-raising party with legal person status that establishes a direct creditor-debtor or shareholder relationship with an insurance company due to the latter’s investment therein.

(3)

Total assets exclude the balance of the funds raised from bond repurchases and the amount of assets under independent accounts (including investment-linked life insurance products, variable annuity products, health care entrusted management products, pension insurance entrusted management products and investment-orientednon-life insurance products withoutpre-agreed returns).

(4)

Single asset investments refer to the investments in a single specific item under any category of investment assets. Where an investment product is issued in several phases, the book balance of the investment in a single asset is the sum of the investments in each phase.

(5)

An insurance institution that has already taken advantage of relevant policies to increase its holdings of blue-chip stocks must adjust the percentage of investments within two years from January 24, 2017 or within the time limit otherwise provided by relevant regulatory authorities until the percentage requirements under applicable regulatory requirements are met, i.e., the total book balance of investments by an insurance company in equity assets must not exceed 30% of the total assets of the insurance company as at the end of the last quarter, and the book balance of investments by an insurance company in a single equity asset must not exceed 5% of the total assets of the insurance company as at the end of the last quarter.

(6)

The CBIRC classifies investments in stocks into three categories: (i) ordinary stock investment, which refers to investment in less than 20% of the total share capital of a listed company without control over the company, (ii) material stock investment, which refers to investment in 20% or more of the total share capital of a listed company without control over the company, and (iii) acquisition of a listed company, which refers to becoming the controlling shareholder or actual controller of a listed company or otherwise having control over a listed company. There is no regulatory restriction for ordinary stock investment that does not involve an acquisition in the secondary market of more than 5% of the share capital of a listed company. For ordinary stock investment that involves an acquisition in the secondary market of more than 5% of the share capital of a listed company, information disclosure and reporting after the investment are required. For a material stock investment, filing with the regulatory authorities after the investment is required. For acquisition of a listed company, prior regulatory approval is required.

Investment risk monitoring percentages.To alleviate the risks associated with liquidity and high volatility of assets, an insurance company that experiences any of the following circumstances is required to report to the CBIRC in a timely manner, and the CBIRC will closely monitor the operation of the insurance company and disclose the related information to the public when necessary:

 

Liquidity monitoring. The total book balance of investments by an insurance company in current assets and government bonds and quasi-government bonds with residual maturities of one year or longer is lower than 5% of the total assets of the insurance company as at the end of the last quarter.

 

Financing leverage monitoring. The total outstanding borrowings (including inter-industry lending and bond repurchases) of an insurance company exceed 20% of the total assets of the insurance company as at the end of the last quarter.

 

Monitoring of different categories of assets. The total book balance of investments by an insurance company in domestic bonds with a long-term credit rating of AA or lower as rated by domestic credit rating agencies exceeds 10% of the total assets of the insurance company as at the end of the last quarter, or the total book balance of investments in equity assets exceeds 20% of the total assets of the insurance company as at the end of the last quarter, or the total book balance of investments in property assets exceeds 20% of the total assets of the insurance company as at the end of the last quarter, or the total book balance of investments in other financial assets exceeds 15% of the total assets of the insurance company as at the end of the last quarter, or the total book balance of outstanding overseas investments exceeds 10% of the total assets of the insurance company as at the end of the last quarter.

 

The book balance of a single inter-group insurance asset management product purchased by an insurance company exceeds 5% of the total assets of such insurance company as at the end of the last quarter.

Risk Classification of Insurance Assets.An insurance company must evaluate, at least once every half year, the quality of its insurance assets falling within the categories of fixed-income assets, equity assets and property assets, and divide such assets into five categories based on risk, namely “pass”, “special mention”, “substandard”, “doubtful” and “loss”, with the last three categories collectively referred to as “non-performing“non-performing assets”. Insurance assets that require risk classification include assets invested by the insurance company other than those subject to fair value measurement and changes to these assets are counted as gains or losses for the period in question or owners’ equity. An insurance company must establish and improve risk classification systems and working processes for its assets and file reports on such systems and processes with the CBIRC. In addition, an insurance company is required to semiannually report to the CBIRC the relevant information on the classification of its assets. An insurance company must also establish feasible plans for annual asset loss provisions and write-offs, as well as plans for the disposal ofnon-performing assets based on its actual operations and the quality of its assets. These plans must be approved by its board of directors and be filed with the CBIRC.

Insurance private equity funds. Insurance companies are allowed to establish private equity funds that comply with the requirements of the CBIRC, including growth funds, buyout funds, funds for strategic emerging industries, mezzanine funds, real estate funds, venture capital funds, and funds of funds (FoF) primarily investing in the aforementioned funds. Insurance companies must register the establishment of private equity funds with the CBIRC, and periodically submit quarterly reports, annual reports and other related information to the CBIRC during the term of private equity funds.

Financial derivative products. Apart from the regulations on the five asset categories described above, the CIRC has separately issued a series of rules governing the operation of domestic and overseas trading of derivative products by an insurance company. Financial derivative products are financial contracts whose value is determined by one or more types of underlying assets, indices or certain events. Typical financial derivative products include forwards, futures, options and swaps.

Bank capital replenishment bonds. On January 25, 2019, the CBIRC issued separate rules allowing insurance companies to invest in Tier 2 capital bonds andnon-fixed term capital bonds issued by banks. Investment in Tier 2 capital bonds andnon-fixed term capital bonds issued by policy banks is regulated in accordance with requirements on investment in quasi-government bonds. Investment in Tier 2 capital bonds andnon-fixed term capital bonds issued by commercial banks is regulated in accordance with requirements on investment in unsecurednon-financial institution (company) bonds.

Insurance companies may participate in derivatives transactions only for the purpose of hedging or averting risks, and not for the purpose of speculation. Legitimate purposes include hedging or averting risks of current assets and liabilities, or the company as a whole, and hedging the risk of assets scheduled to be bought within the next month, or locking in future transaction prices.

“Assets scheduled to be bought”, as used above, refers to assets that an insurance institution has decided to buy after going through its investment decision-making process. If the assets are not bought within one month of the decision date, or the plan was aborted within the aforementioned period, the insurance institution must terminate, liquidate or unwind the relevant derivative upon the expiration of the prescribed period or within five trading days of such decision.

For an insurer carrying out interest rate swaps, the notional principal may not exceed 10% of its fixed-income assets (including bank deposits, bonds and other debt instruments) as of the end of the previous quarter. The notional principal swapped with the same counterparty may not exceed 3% of such counterparty’s fixed-income assets as of the end of the previous quarter.

Solvency requirements

Solvency I requirements

From March 2003 to December 31, 2015, we were required to calculate and report our solvency ratio, a standard developed by the CIRC to measure the financial soundness of life insurance companies to provide better policyholder protection under a system of corrective regulatory action. The standard for calculation of solvency ratio was further revised by the CIRC in September 2008. The solvency ratio of an insurance company under this standard was a measure of capital adequacy calculated by dividing the actual capital of the company (which is the admitted assets less admitted liabilities, determined in accordance with relevant CIRC rules) by the minimum capital it is required to meet.

Under this standard, the minimum capital of a life insurance company was the sum of its minimum capital for its short-term business (policies having a term of one year or less from the date of issuance) and the minimum capital for its long-term business (policies having a term of more than one year from the date of issuance). The standard for calculation of the minimum capital was further revised by the CIRC in January 2010. In January 2013, the CIRC issued the standard for calculation of the minimum capital for supplementary major medical insurance. In August 2013, the standard for calculation of the minimum capital with respect to the total sums at risk under long term life insurance policies was revised by the CIRC. In April 2014, the CIRC issued the standard for calculation of the minimum capital for high cash value products.

The minimum capital for a life insurance company’s short-term business was the sum of the minimum capital for supplementary major medical insurance and the higher of:

18% of the portion of net premiums received in the most recent fiscal year net of business tax and other surcharges which is not in excess of RMB 100 million, plus 16% of the portion which is in excess of RMB 100 million; and

26% of the portion of the average annual claims payments during the most recent three fiscal years which is not in excess of RMB 70 million, plus 23% of the portion which is in excess of RMB 70 million.

The minimum capital for its long-term business was the sum of:

4% of the period-end reserves for insurance risks after unbundling of mixed insurance contracts;

4% (if the annual premium revenue from high cash value products is not more than the base amount) or 6% (if the annual premium revenue from high cash value products is more than the base amount) of the period-end reserves for insurance contracts of high cash value products;

4% of the period-end reserves for other insurance contracts;

1% of the liabilities for other risks after unbundling of investment-linked insurance contracts and variable annuity insurance contracts;

4% (if the annual premium revenue from high cash value products is not more than the base amount) or 6% (if the annual premium revenue from high cash value products is more than the base amount) of the liabilities for other risks after unbundling of hybrid insurance contracts for high cash value products;

4% of the liabilities for other risks after unbundling of other mixed insurance contracts;

4% of the liabilities for insurance policies which do not pass the tests for significant insurance risks;

0.15% of the total sums at risk under life insurance contracts;

0.24% of the total sums at risk under health insurance contracts;

0.06% of the total sums at risk under accident insurance contracts; and

0.3% of the total sums at risk under other insurance contracts.

An insurance company with a solvency ratio below 100% could be subject to a range of regulatory actions by the CBIRC. The CBIRC may in such situations require the insurance company to, among other things, raise additional share capital, limit paying dividends on its shares, limit the remuneration and expense accounts of its directors and senior management, restrict its advertising activities, restrict the establishment of branch offices and business operations, cease any new business development, transfer its insurance business to others or seek reinsurance of its insurance obligations, sell its assets or restrict the acquisition of fixed assets, limit the channels for using its capital, change its management team or put the insurer into receivership.

C-ROSS requirements

On January 1, 2016, the CIRC implemented a new set of solvency regulations, the “China Risk Oriented Solvency System”, orC-ROSS, which replaced Solvency I.its previous solvency requirements known as “Solvency I”.

C-ROSS adopts the internationally accepted “three-pillar” regulatory system while its regulatory concept, models, methods and parameters are based on Chinese insurance market conditions. The three pillars are:

 

Pillar I: quantitative capital requirements which aim to prevent quantifiable risks, and include quantifying capital requirements, criteria for assessment and recognition of actual assets and liabilities, capital classification, stress tests and regulatory measures to be imposed on the insurers which fail to meet the quantitative capital requirements.

Pillar II: qualitative regulatory requirements which aim to prevent unquantifiable risks, and which include an integrated risk rating, requirements on assessment and management of risks by the insurers, and regulatory inspection and analysis and regulatory measures to be imposed on the insurers which fail to meet the qualitative regulatory requirements.

Pillar III: market discipline mechanisms which aim to involve, through sufficient information disclosure systems and other means, market players including the public, customers, rating agencies and industry analysts by introducing mechanisms through which they will play an important role in the solvency supervision process.

UnderC-ROSS, the three indicators to measure the solvency ratio of an insurer include the following:

 

the core solvency adequacy ratio, which is calculated by dividing the core capital of an insurer by the minimum capital it is required to meet;

 

the comprehensive solvency adequacy ratio, which is calculated by dividing the sum of core capital and supplementary capital of an insurer by the minimum capital it is required to meet; and

 

an integrated risk rating, which is a comprehensive rating system that the CIRC uses to evaluate an insurer’s overall solvency based on both quantitative assessments on quantifiable risks in Pillar I and qualitative risk assessments on unquantifiable risks in Pillar II.

The core solvency adequacy ratio and comprehensive solvency adequacy ratio of an insurer reflect the capital adequacy for quantifiable risks of such insurer, and the integrated risk rating reflects the overall solvency risks of such insurer.

The actual capital of an insurer is admitted assets less admitted liabilities, determined in accordance with relevant rules underC-ROSS. The actual capital is classified into core capital and supplementary capital, depending on the loss absorbing capacity and features of such capital. The minimum capital of an insurer is the capital that the CIRC requires it to meet.

UnderC-ROSS, solvency risks are classified into inherent risk and control risk. Inherent risk refers to the risks that are unavoidable in the writing of insurance business. Control risk refers to the risks of failure to identify, evaluate and manage control inherent risk timely due to imperfections in the internal management and control process. Inherent risk includes both quantifiable risks and unquantifiable risks.

Quantifiable risks include the following:

 

Insurance risk, which includes life insurance risk andnon-life insurance risk;

Market risk, which includes interest rate risk, equity price risk, property price risk, overseas assets price risk and foreign exchange risk; and

 

Credit risk, which includes spread risk and default risk.

Unquantifiable risks include the following:

 

Operation risk;

Reputation risk;

 

Strategy risk; and

 

Liquidity risk.

The minimum capital requirement for quantifiable risks is determined using a value at risk approach. The minimum capital requirement for control risk is determined based on solvency aligned risk management requirements and assessment, or SARMRA.

The CIRC comprehensively evaluates the inherent risk and control risk of an insurer and determines an integrated risk rating of solvency risks. Insurers will then be classified into the following four supervision categories:

 

Category A: an insurer’s solvency adequacy ratio meets the CIRC requirement, and its risk level is very low for the four unquantifiable risks;

 

Category B: an insurer’s solvency adequacy ratio meets the CIRC requirement, and its risk level is low for the four unquantifiable risks;

 

Category C: an insurer’s solvency adequacy ratio does not meet the CIRC requirement, or an insurer’s solvency adequacy ratio meets the CIRC requirement but its risk level is high for one or more of the four unquantifiable risks; or

 

Category D: an insurer’s solvency adequacy ratio does not meet the CIRC requirement, or an insurer’s solvency adequacy ratio meets the CIRC requirement but its risk level is serious for one or more of the four unquantifiable risks.

The CIRC applies different regulatory policies to each of the four supervision categories with respect to, among others, market access, product management, use of insurance funds andon-site inspection.

Category B insurer may be subject to a range of regulatory actions by the CBIRC, including, among others, risk alert, supervisory conversation, rectification of identified problems within a specified deadline,on-site inspection or request to submit and implement plans to prevent insolvency or improve risk management.

If a Category C insurer does not meet the solvency adequacy ratio required by the CBIRC, the CBIRC may in such situations require the insurer to, in addition to the regulatory actions for category B, adjust its business structure, restrict business expansion and increase in assets, restrict the establishment of branch offices, restrict its commercial advertising activities, limit its business scope, transfer its insurance business to others or seek reinsurance of its insurance obligations, adjust investment portfolios or counterparties, limit its channels or percentages of investment, raise additional share capital, limit paying dividends on its shares, limit the remuneration of its directors and senior management or change its management team. If an insurer of category C meets the solvency adequacy ratio as required by the CBIRC but its risk level is high for one or more of the four unquantifiable risks, the CBIRC may take specific regulatory actions that target on the respective issues of each insurer.

For a Category D insurer the CBIRC may, in addition to the regulatory actions for category C, require such insurer to rectify or cease part or all new business, put the insurer into receivership or take other regulatory actions as determined by the CBIRC.

Based on the latest comprehensive rating results regarding the solvency risks of insurers released by the CBIRC for the fourth quarter of 2018,2019, we had been classified as a Category A insurer.

Our core solvency adequacy ratio as of December 31, 20182019 was 250.55%266.71%, and our comprehensive solvency adequacy ratio as of December 31, 20182019 was 250.56%276.53%.

Statutory deposits

Insurance companies in China are required to deposit an amount equal to 20% of their registered capital with at least two qualified commercial banks, each of which must, among other things, have net assets of no less than RMB 20 billion as of the end of the previous year and have no affiliated relationship with the insurance company. These funds may not be used for any purpose other than to pay off debts during a liquidation proceeding. Insurance companies must choose more than two qualified commercial banks as statutory deposit banks and the statutory deposit period must be for a minimum of one year. In addition, when an insurance company deposits the statutory funds for a business opening or capital increase, renews the deposit upon maturity or transfers the deposit to another bank, changes the nature of the deposit upon maturity or withdraws the deposit before maturity, the insurance company must file with the CBIRC within 10 business days after these funds are duly deposited.

Statutory insurance fund

Chinese life insurance companies are required to contribute to a statutory insurance fund 0.15% of the premiums for life insurance with guaranteed earnings and 0.05% of the premiums for life insurance without guaranteed benefits; 0.8% of insurance premiums for short-term health insurance and 0.15% of insurance premiums for long-term health insurance; 0.8% of the premiums fornon-investment accident insurance, 0.08% of the premiums for investment accident insurance with guaranteed benefits, and 0.05% of premiums for investment accident insurance without guaranteed benefits. Contributions are not required once the balance of the statutory insurance fund of a life insurance company reaches 1% of the company’s total assets.

Statutory reinsurance

Insurance companies are required to reinsure, for any single risk, the excess of the maximum potential liability over an amount equal to 10% of the sum ofpaid-in capital and capital reserves.

Actuaries

Insurance companies are required to employ actuarial professionals and establish a system for actuarial reporting.

Regulation of corporate governance

Directors and senior management qualification and remuneration management requirements. Directors, supervisors and senior management of an insurance company are subject to qualification requirements implemented by the CBIRC. An insurance company must have at least three independent directors and the number of independent directors shall be no less than one third of the number of all the directors. In addition, if any of the shareholders of an insurance company holds more than 50% of the registered capital or equity of the company, then the number of independent directors must be no less than one half of the number of all the directors. The cash benefits, subsidies and allowances thatdirectors, unless such 50% or greater shareholder is an insurance group company paysor an insurance company. An insurance company must reasonably determine the remuneration paid to its directors, supervisors and senior management annually must not exceed 10% of their respective base remuneration.based on the company’s financial conditions, operating results, risk control and other factors. Where an insurance company has inadequate solvency, the CBIRC will place restrictions on the remuneration of its directors, supervisors and senior management in accordance with relevant regulatory rules on solvency. The senior management of an insurance company receivein-office audits once every three years. If any member of the senior management leaves due to a job change, promotion or any other reasons, a departure audit must be conducted.

Risk management. Insurance companies must establish and adopt procedures, organizational structures, systems and measures to identify, evaluate and control the risks involved in its insurance operation. Insurance companies must report to the regulatory authorities in a timely manner any major risks, and submit an annual risk management report reviewed by the board of directors. In addition, as required by the CBIRC, an insurance company that conducts certain activities, such as direct share investments, equity investments, real estate investments, investments in unsecured bonds, development of infrastructure investment schemes and real estate investment schemes and use of derivatives, must have at least two qualified risk officers. Where an insurance company decides to change a risk officer, impose disciplinary sanctions on a risk officer, dismiss a risk officer or terminate the employment of a risk officer, the insurance company must replace such risk officer within 10 business days from the date of the decision, and report to the CBIRC the reasons for such replacement.

Asset-liability management. On March 1, 2018,July 24, 2019, the CIRCCBIRC released interim measures for the supervision and regulation of insurance asset-liability management. The new interim measures, as well as the other regulatory requirements including the previously issued rules on insurance asset-liability management, set forth a set of specific technical criteria and rules on the quantitative and competency assessments on insurers’ asset-liability management, as well as requirements on preparing and submitting asset-liability management reports. The new rules have been implemented on a pilot basis since their date of issue. Under the new rules,interim measures, the CBIRC will adopt differential regulation and supervision standards for insurance companies must file quarterly reportsdepending on asset-liability management with the CBIRC within 30 days after the end of each quarter, and file annual reports on asset-liability management with the CBIRC no later than May 31 of each year. Both the quarterly reports and the annual reports must be prepared in accordance with specified guidelines. In addition, insurance companies must completetheir respective asset-liability management competency assessments and file such assessments with the CBIRC by August 31, 2018. During the pilot period, the CBIRC will review the reports andquantitative assessment results submitted by the insurers but it will not take regulatory action.scores.

Compliance management. Insurance companies must prevent, identify, evaluate, report and manage compliance risks by taking measures such as setting up a compliance department, formulating and implementing compliance policies (which are required to be filed with the CBIRC), exercising compliance monitoring and providing compliance trainings, so as to ensure compliance by the company, its staff and sales agents with the relevant laws and regulations, rules of regulatory authorities, industrial self-regulatory rules, internal management systems and codes of ethics. An annual compliance report must be submitted to the CBIRC by April 30 each year. Each insurance company is required by the CBIRC to appoint a compliance officer and establish a compliance management department in its head office. Starting from June 1, 2016, whereWhere the proposed compliance head of an insurance company for whom the insurance company has applied for CBIRC approval of post-holding qualifications also serves in other senior management positions, the insurance company must submit a statement that the proposed compliance head will not also manage a business or financial department during his or her term of office. Beginning from July 1, 2017, the headquarter and provincial branches of an insurance company must each set up a compliance management department. Where the proposed compliance head of an insurance company for whom the insurance company has applied for approval of post-holding qualifications is to be served by a senior management person other than the general manager, the insurance company must submit a statement that the proposed compliance head will not also manage departments that may be in conflict with his or her responsibilities for compliance management, such as those for business, finance, fund use and internal audit during his or her term of office. As of the date of this annual report, we have set up a compliance management department, established compliance standards and appointed a compliance officer whose qualification has been approved by the CBIRC.

Related party transactions.Insurance companies are required to establish a related party transaction control committee or designate their audit committee to be responsible for identifying related parties, managing, reviewing and approving related party transactions and controlling risks,risks. The related party transaction control committee must be composed of at least three directors, with an independent director acting as the person in charge. The related party transaction control committee should focus on the compliance, fairness and must update the recordsnecessity of related parties at least once every six months.party transactions. According to applicable CIRCCBIRC regulations, related party transactions between an insurance company and any of its related parties are classified as either “material related party transactions” or “ordinary related party transactions”. The term “material related party transactions” refers to any single transaction or a series of transactions within any given year between an insurance company or any of its controlled subsidiaries and a related party in which the trading volume exceeds RMB30 million and accounts for 1% or more of the insurance company’s net assets as of the end of the previous year or has a value of more than RMB 30 million, or transactions between an insurance company and a related party in which the accumulative trading volume within one fiscal year accounts for 5% or more of the insurance company’saudited net assets as of the end of the previous year. The term “ordinary related party transactions” refers to all related party transactions other than “material related party transactions”.    A material related party transaction is subject to approvalmust be first reviewed by the insurer’srelated party transaction control committee, and then be approved by the board of directors, (the related board resolutions must be adopted by at least two-thirdsvote of all more than two thirds ofnon-affiliated directors, except for any related party transactions between an insurance group (holding) company and its insurance subsidiaries, as well as between and among its insurance subsidiaries themselves) or shareholders, while anby shareholders. An ordinary related party transaction is subject to reviewmust be reviewed in accordance with the internal management system and authorization process of the insurance company.company, and then be filed with or approved by the related party transaction control committee. An insurance company is required to maintain a system to manage related party transactions and file them with the CBIRC. Companies must take effective measures to prevent their shareholders, directors, supervisors, senior management and other related parties from taking advantage of their positions and acting against the interests of the company or the insured through related party transactions. In addition, an insurance company is required, within 10 business days after the conclusion of the transaction agreements (or within 10 business days from the occurrence of the relevant event if no transaction agreement is concluded), tomust report to the CBIRC and make an announcement oneach of its website and the website of the Insurance Association of China if it conducts certainmaterial related party transactions, including, among others, transactions relating to investments of insurance funds and related party transactions that involve transfers of assetsthe execution, renewal or interests above a specified amount. In respectsubstantive change of any information that could not be publicly disclosedframework transaction agreement, as it involves state secrets or due towell as any other reasons, the insurance company must, at least five business days prior to the prescribed date of information disclosure, report this fact to the CBIRC and refrain from disclosing such informationtransaction as required by law.the CBIRC.

Internal audit. Insurance companies are required to establish an independent department for internal audit purposes, staffed with sufficient internal audit personnel (the number of full-time internal audit personnel generally must not be less than 5‰ of the total number of the company’s employees), establish an audit committee, and designate an audit controller whose appointment and replacement must be filed with the CBIRC. An internal audit report must be submitted to the CBIRC by April 30 of each year and any major risk identified during the internal audit process must be reported to the CBIRC in a timely manner.

Reporting and disclosure requirements. An insurance company must disclose to the public various information regarding its operations and business, including financial and accounting information, information on its insurance liabilities and reserves, risk management, its insurance products, solvency, material related transactions and major events, as well as other information required by the CBIRC. An insurance company must disclose this information on its website, and by April 30 of each year, an insurance company must also disclose an annual report on its website and in media designated by the CBIRC. In addition, within 10 business days after the occurrence of a material related party transaction or other material events, an insurance company must disclose information about such transactions and events on its website.

Internal control assessment. In January 2006, the CIRC issued tentative rules on internal control assessment of life insurance companies to facilitate and supervise the companies and improve their awareness of, and strengthen their controls over, matters such as corporate governance in management, internal controls and regulatory compliance in operations and risk management. Life insurance companies are required to submit to the CBIRC an internal control assessment form and an annual internal control assessment report each year. The CBIRC assesses the internal control of life insurance companies at least every three years, covering at least one third of all life insurance companies each year. Under the Basic Guidelines for Internal Controls in Insurance Companies issued by the CIRC in August 2010 and the Measures for Compliance Management of Insurance Companies issued by the CIRC in December 2016, which are effective from July 1, 2017, an insurance company must establish an internal control evaluation system in various operations including sales, operation, basic management and fund use, and by April 30 of each year, submit to the CBIRC an evaluation report on its internal control. In addition, where the CBIRC deems necessary, the CBIRC may collect information reflecting the corporate governance of insurance companies, establish an information database of insurance companies’ governance, and conduct governance ratings for insurance companies throughon-site oroff-site investigations, media reports, assessments of independent rating agencies and public disclosure by insurance companies. The CBIRC may take regulatory measures against insurance companies based on the rating results, including interviews, a risk warning in writing and rectifications within a specified period.

Custody of insurance assets. In October 2014, the CIRC and CBRC jointly issued a notice on regulating the insurance assets custody business. Under this notice, insuranceInsurance companies are required to establish and improve mechanisms for the custody of insurance assets, select qualified commercial banks and other professional institutions, place various assets generated by the investment of insurance funds under third-party custody and oversight, and ensure that the revenue and expenditure concerning the use of insurance funds (except for expenditure of daily expenses) are primarily processed through the custody fund accounts. Insurance companies are required to submit implementing plans relating to the custody of their insurance assets to the CBIRC.

Market conduct

Insurance companies are required to take steps to ensure that sales promotional materials used by their sales representatives and agents are objective, true and correct, with no material omissions or misleading information, contain no forecasts of benefits that are not guaranteed under the insurance or annuity product and do not exaggerate the benefits provided under the insurance or annuity product. The sales promotional materials must also highlight in an appropriate fashion any exclusions of coverage or liability in their products, as well as terms providing for policy or annuity surrenders and return of premiums. If any insurance policy or consulting service is provided through telephone sales, requisite office space, staff, facilities and adequate supervisingsupervision must be furnished. In addition, the telephone sale must be conducted directly by the insurance company, and the terms and rates of the premiums of the insurance policy and geographic business area must be submitted to the CBIRC for approval.

Insurance companies which conduct marketing and promotional activities throughwe-media platforms (such as websites, apps, blogs, microblogs, corporate accounts and WeChat) are required to establish a relevantan appropriate management system. The management criteria of such system should be no less strict than the criteria provided in existing regulations in relation to the insurance promotional materials foroff-line channels.

Insurance companies are subject to extensive regulation against any anti-competitive behavior or unfair dealing conduct. They may not pay insurance agents, the insured or the beneficiary any rebates or other illegal payments, nor may they pay their agents commissions over and above the industry norm.

Insurance companies are required to establish internal rules and procedures to protect the personal data of policyholders and insureds. Insurance companies are prohibited from illegalillegally obtaining, using or selling of the personal data of policyholders and insureds.

Insurance companies are also required to comply with anti-money laundering regulations and establish internal operational procedures and anti-money laundering control systems. No insurance activity can be conducted for the purpose of illegal fundraising.

Regulation of issuance of subordinated debt

Beginning in September 2004, insuranceInsurance companies that meet a series of qualification tests and are approved by the CBIRC may issue subordinated debt with a fixed term of at least five years to certain qualified Chinese legal persons and foreign investors. The audited net asset value of the issuer must be at least RMB 500 million as of the end of the prior year and the total amount of unpaid debt at any given point after the issuance, including both principal and interest, must not exceed the issuer’s net asset value as of the end of the prior year. Proceeds from the issuance of subordinated debt may be recorded as supplementary capital of an issuance company, provided that the total amount that has been recorded as supplementary capital may not exceed 50% of the net assets of an insurance company. Proceeds from the issuance of subordinated debt may not be used to offset daily operating losses of an insurance company. The issuer must comply with certain disclosure obligations both at the time of the issuance and during the term of the debt. The issuer may repay the debt only if its solvency ratio would remain at least 100% after the repayment of both principal and the interest. Since March 15, 2013, a qualifiedQualified insurance group (or holding) company isgroups or holding companies are also allowed to issue subordinated debt in accordance with the relevant requirements of the CIRC.requirements.

Beginning in MaySince 2012, publicly listed insurance companies that meet a series of qualification tests and are approved by the CBIRC mayhave also been permitted to issue subordinated convertible bonds. Subordinated convertible bonds refer to bonds issued by an insurance company in accordance with statutory procedures that satisfy the following conditions: the bonds have a maturity of five years or longer; the principal and interest of the bonds shall be repaid and paid after insurance policy liabilities and other general liabilities in the event of bankruptcy liquidation; and the bonds can be converted into shares of the insurance company in accordance with the agreed conditions within a certain period of time. An insurance company must submit an issuance application to the relevant securities regulatory authority within six months after the CBIRC has approved the issuance of subordinated convertible bonds. Anbonds, and an issuer must report the issuance information to the CBIRC within ten working days after completion of the issuance of subordinated convertible bonds.

Regulation of issuance of capital replenishment bonds by insurance companies

Since January 2015, insurance companies including insurance group companies that meet a series of qualification tests and are approved by the CBIRC and PBOC may issue bonds for capital replenishment in the national inter-bank bond market. The capital replenishment bonds issued by an insurance company must have a maturity of at least five years and be repaid after insurance policy liabilities and other general liabilities, but prior to payment related to the equity capital of such insurance company. The audited net asset value of the issuer as of the end of the prior year and its net asset value in the latest quarterly financial statements must be no less than RMB 1 billion, and the total amount of its issued capital replenishment bonds and fixed-term subordinated debts pursuant to CBIRC requirements must not exceed 100% of the issuer’s net asset value. The issuer must comply with certain disclosure obligations both at the time of the issuance and during the term of the bonds. The issuer has the right to redeem the capital replenishment bonds after five years of its issuance provided that its solvency ratio is at least 100% after the redemption.

Regulation of merger and acquisition of insurance companies

An insurance company may apply to the CBIRC for approval of the acquisition of control of another insurance company through the acquisition of equity or shares of the other insurance company. Except under special circumstances, such as a transfer between affiliated parties under common control or risk disposition, the acquiring party is not allowed to transfer the acquired equity or shares in the target insurance company within five years from the completion of the acquisition. Upon approval by the CBIRC, the acquiring party may control two insurance companies engaging in the same type of business after the completion of acquisition. In addition, an insurance company may apply to the CBIRC for approval for the merger with other insurance companies by absorption or establishing a new insurance company. The business scope of the insurance company subsequent to the merger is subject to there-approval by the CBIRC. An insurance company must, during the twelve-month period after the completion of merger or acquisition, report the following information in writing to the CBIRC within the first 30 days of each quarter: the making of investments in and purchases or sales of material assets, related party transactions, business transfers, notifications to insurance consumers, public announcements, changes of senior management personnel and employee placements.

Regulation of establishment and management ofnon-insurance subsidiaries

An insurance company may apply to the CBIRC for approval for the direct or indirect establishment of domestic or overseasnon-insurance subsidiaries (excluding insurance companies, insurance asset management institutions, dedicated insurance agencies, insurance brokerage institutions and insurance assessment institutions), primarily including: (1) financial institutions that engage innon-insurance financial services; (2) service firms that provide various supporting services to insurance companies; (3) investment platform companies with a strong connection with an insurance business, project companies established for managing the investment of insurance funds in real properties, and companies formed as a result of the investment of insurance funds in the upstream and downstream industry chain of an insurance business; and (4) other types of companies. Unless otherwise prescribed by laws, administrative regulations and the CBIRC, an insurance company is not allowed to guarantee the debts of itsnon-insurance subsidiaries, or lend funds to itsnon-insurance subsidiaries. An insurance company must build firewalls between itsnon-insurance subsidiaries in terms of personnel, capital, business and information to prevent risks spreading from itsnon-insurance subsidiaries. An insurance company must also cause itsnon-insurance subsidiaries to establish and improve their respective information disclosure systems, and submit to the CBIRC an annual report on itsnon-insurance subsidiaries by April 30 of each year.

Regulation of establishment of overseas insurance institutions

An insurance company may apply to the CBIRC for approval for the establishment of overseas branches, overseas insurance companies and overseas insurance intermediaries, or the acquisition of overseas insurance companies or intermediaries. In order to submit such an application, an insurance company must have an operating history of no less than two years, total assets of no less than RMB 5 billion as at the end of the prior year and foreign exchange funds of no less than US$ 15 million or its equivalent in other freely convertible currencies as at the end of the preceding year. The applicant insurance company must also comply with applicable solvency, risk management and other requirements as stipulated by the CBIRC.

Compliance with regulatory requirements

Our management confirms that we have complied in all material respects with all applicable regulatory requirements set out above.

Regulation of Foreign-Invested Insurance Companies

China acceded to the WTO on December 11, 2001. As a result of China’s commitments in connection with the accession, the Chinese insurance market is gradually opening up to foreign insurers and insurance-related service providers. A foreign life insurer with total assets of no less than US$ 5,000 million and 30 years of industry experience in any WTO member country, and which has had a representative office for two years in China, is permitted to form a life insurance joint venture with a domestic partner of its choice. Foreign life insurers may own up to one-half of the joint venture. In addition, theThe geographic limitation on foreign life insurers, which were permitted to operate only in specified cities, has been lifted since December 11, 2004. Accordingly, foreign life insurers have been permitted to provide group life insurance, health insurance and annuity and other pension-like products since December 11, 2004. In addition, sinceSince December 11, 2006, foreign insurance brokers have been permitted to set up wholly owned subsidiaries in China. In December 2019, the CBIRC announced that starting from January 1, 2020, the 51% cap on foreign ownership in Chinese life insurers will be removed and foreign investors will be allowed to own 100% in Chinese life insurers, and the CBIRC also removed the requirements that a foreign insurance company must have engaged in insurance business for more than 30 years and have maintained a representative office in China for at least two years before it can establish a foreign invested insurance company in China.

Foreign-invested insurance companies, including Sino-foreign equity joint ventures, wholly foreign-owned insurance companies and branches of foreign insurance companies, are generally regulated in the same manner as domestic insurance companies. Without the approval of the CBIRC, foreign-invested insurance companies may not engage in asset purchases and sales or other transactions with their affiliates, but may engage in outward and inward reinsurance with their affiliates. In addition, where the foreign-invested insurance company is a branch of a foreign insurance company, it is required to notify the CBIRC of fundamental events relating to the foreign insurance company within ten days following the occurrence of the event. Reportable events include: (1) a change of name, senior management or jurisdiction of incorporation of the foreign insurance company, (2) a change in the foreign insurance company’s share capital, (3) a change in any person beneficially owning 10% or more of the foreign insurance company’s shares, (4) a change in business scope, (5) the imposition of administrative sanctions by any applicable regulatory authority, (6) a material loss incurred by the foreign insurance company, (7) aspin-off, merger, dissolution, revocation of corporate franchise or bankruptcy involving the foreign insurance company and (8) other events specified by the CBIRC. If the foreign insurance company is dissolved, or its corporate franchise is revoked or it is declared bankrupt, the Chinese branch of the foreign insurance company will be prohibited from conducting any new business.

Beginning in June 2012, the CIRC has delegatedThe CBIRC delegates certain authorities with respect to foreign-invested insurance companies to its provincial and local branch offices: approving the change of place of business of branches and subsidiaries of foreign-invested insurance companies; approving the establishment of subsidiary agencies of foreign-invested insurance companies below the branch-office level; approving the opening of subsidiary agencies of foreign-invested insurance companies below the branch-office level; and approving the qualification of senior management personnel of subsidiary agencies of foreign-invested insurance companies below the branch-office level.

Regulation of Insurance Asset Management Companies

An insurance asset management company is a limited liability company or joint stock company that manages insurance funds on behalf of others. Insurance asset management companies are regulated by the CBIRC.

Minimum capital requirements

The registered capital of an insurance asset management company may not be lower than RMB 100 million or the equivalent amount of other freely convertible currencies.

Business operations

An insurance asset management company may conduct the following businesses: (1) managing funds in Renminbi or other foreign currencies entrusted to it, including insurance funds, funds of pension, annuity and housing provident institutions, as well as funds of other qualified investors that are capable of identifying and undertaking corresponding risks; (2) managing and operating its own insurance funds in Renminbi or foreign currencies; (3) as trustee, carrying out asset management business appointed by and on behalf of the trustor, or developing asset management products for the interest of the beneficiary or for specific purposes and carrying out asset management business; (4) applying to relevant financial regulatory authorities to carry out publicly-raised asset management business in accordance with the law, provided that relevant conditions are met; (5) as approved by the CBIRC, issuing relevant asset management products to domestic insurance groups or holding companies, insurance companies, insurance asset management companies and other qualified investors capable of identifying and bearing the applicable risk; and (6) other businesses approved by the CBIRC or other departments of the State Council.

The investments of the insurance funds by insurance asset management companies are subject to the same requirements and limitations applicable to the investments by the insurance companies themselves. With the regulatory expansion of insurance company investment channels, the investment channels of insurance asset management companies over their own funds have been expanded as well to cover subordinated bonds issued by banks and insurance companies, bank subordinated bonds and stock investments.

Insurance asset management companies are also subject to the governance of regulations which generally apply to the asset management businesses of financial institutions. Starting from April 27, 2018, the asset management businesses of financial institutions are subject to new supervision rules, which apply to the participation of insurance funds in publicly-offered funds, private equity funds, trust schemes, equity investment schemes, debt investment schemes and portfolio insurance asset management products through the asset management products of insurance asset management companies.

In connection with the funds being managed by an insurance asset management company, a custodian is required to be appointed. The custodian must be an independent commercial bank or financial institution satisfying applicable CIRCCBIRC requirements.

Shareholding restrictions

At least 75% of the shares of an insurance asset management company must be owned by domestic insurance companies, and at least one of the shareholders of an insurance asset management company must be an insurance company or insurance holding company satisfying specified requirements.

Investment risk control

Both insurance companies and asset management companies must establish structures, arrangements and measures to recognize, assess, manage and control investment risks. Members of senior management may not be responsible for the management of departments in charge of investment decisions, investment transactions and risk controls at the same time. Branches of insurance companies may not manage insurance funds. Insurance asset management companies must arrange for separate investment managers to manage their own funds and the insurance funds from other insurance companies, as well as insurance funds from an insurance company that are of a different nature.

Major emergency response management

An insurance asset management company is required to establish a monitoring and precaution mechanism for major emergencies.

Regulation of Insurance Agencies, Insurance Brokers and Other Intermediaries

Insurance agents are business entities or individuals which or who act on behalf of an insurance company in respect of insurance matters. An insurance company is responsible for the acts of its agents when the acts are within the scope of their agency. Licensed insurance agencies fall into two groups: dedicated agencies andnon-dedicated agencies.

A dedicated agency is a company (and its branches) organized under the PRC company law whose principal business is to act as an agent of insurance companies. Dedicated agencies are subject to minimum capital and other requirements, and their business is generally limited to insurance-related activities.

Anon-dedicated agency is a business entity whose principal business is other than as an insurance agency. To receive a license, the agency business must have a direct relationship with its principal business, which the CIRCCBIRC has interpreted as permitting commercial banks to act asnon-dedicated insurance agencies. Sales representatives of insurance companies are prohibited from selling insurance products at commercial bank outlets. The bancassurance management personnel of insurance companies are responsible for providing services (including training and the exchange of documents) to commercial banks and assisting commercial banks to provide related customer services, such as the payment of maturity benefits and handling of renewal fee after selling insurance products.

Prior to August 3, 2015, individual insurance agents, representatives of insurance agencies and insurance brokers were required to obtain qualification certificates issued by the CIRC. Under such CIRC regulations, we were subject to sanctions if we retained exclusive agents without CIRC qualification certificates, and policyholders who bought insurance policies through our unqualified agents were allowed to cancel the policies under some circumstances. On August 3, 2015, the CIRC issued a Notice on the Administration of Insurance Intermediary Personnel, effective on the same day. Under the new regulations, the CIRC canceled the requirements on qualification certificates or practice certificates for individual insurance agents, representatives of insurance agencies and insurance brokers, with the effect that insurance companies are now only required to complete registration for their individual insurance agents in the insurance intermediary regulatory information system maintained by the CIRC. In addition, insurance companies are required to take adequate measures to ensure the good conduct and professional competence of their individual insurance agents, representatives of insurance agencies and insurance brokers.

All insurance agencies and agents are required to enter into agency agreements that specify the duration of the agency; the amount of the agency fee and the method of payment; the scope of the agency, including the insurance products to be marketed; and other relevant matters. Absent specific CBIRC approval, insurance agents are prohibited from signing insurance and annuity products on behalf of the insurance companies they represent. None of our agents is authorized to sign insurance policies or annuity contracts for us.

Insurance agencies are required to open special accounts for the handling of funds that they hold or collect for the insurance companies they represent. They may not engage in the following activities: dealing with unauthorized insurers or insurance intermediaries, engaging in activities beyond their authorized business scope or geographical area, causing injury to the rights of the insurance companies they represent, spreading rumors or otherwise injuring the reputation of others in the insurance industry, misappropriating the funds of the insurance companies they represent, defrauding insurance customers through false or misleading representations or material omissions, using undue influence to induce insurance customers to purchase insurance, or defrauding the insurance companies they represent through collusion with the insured or the insurance beneficiary. In addition, dedicated insurance agencies are subject to various reporting requirements, including submission of annual financial reports, and are subject to supervision and examination by the CBIRC.

Insurance brokers who represent individuals and companies purchasing insurance and other intermediaries are subject to similar regulatory requirements regarding their activities. Among other things, they are subject to supervision and examination by the CBIRC, and fundamental corporate changes must be approved by the CBIRC. Only companies organized under the PRC company law and meeting requirements set by the CBIRC are authorized to act as insurance brokers. Insurance brokers are required to comply with standards prescribed by the CBIRC. Insurance brokerage agencies must provide training to their brokerage personnel regarding insurance laws and provide education on ethics and other matters.

Regulation of Internet Insurance Businesses

Insurance companies and intermediaries are allowed to carry out an Internet-based insurance business, including sales, underwriting, claims settlement, policy surrender, complaint handling, customer services and other insurance business activities, through proprietary network platforms or third-party network platforms that meet the relevant requirements prescribed by the CBIRC. Insurance companies and intermediaries that carry out an internet-based insurance business must set up an information disclosure column on their official websites, disclosing the related website names and addresses, internet insurance products, existing branches, customer services and ways for consumers to make complaints. The CBIRC is required to carry out regulation andon-site inspection of an internet insurance business, and may take rectification measures against insurance companies and intermediaries that conduct operations in violation of the regulations. Insurance companies engaging in internet-based guaranteed insurance businesses, which use internet credit lending platforms as intermediaries to provide both the borrowers (i.e., insurance applicants) and the lenders (i.e., the insured) on such platforms with guaranteed insurance services, must comply with regulatory requirements on solvency, verify the qualifications of insurance applicants in a prudent manner, clarify the information disclosure obligations of the internet platforms, enhance product management and adhere to other compliance requirements stipulated by the CBIRC.

No.2 Interpretation of Accounting Standard for Business Enterprises

On August 7, 2008, the MOF issued the No.2 Interpretation of Accounting Standard for Business Enterprises, requiring listed companies which issue both H shares and A shares to adopt consistent accounting policies to recognize, calculate and report a particular transaction in their H share financial statements and A share financial statements, except for certain differences in relation to the reversal of impairment losses of long-term assets and disclosures in relation to related party transactions.

On January 5, 2009, the CIRC issued the Notification on the Implementation of the No.2 Interpretation of Accounting Standards for Business Enterprises in the Insurance Sector (No.1 [2009] of CIRC), which requires insurance companies to make appropriate changes to their accounting policies that cause differences between onshore and offshore financial statements when preparing their 2009 annual financial statements, such that the same accounting policies and estimates will apply to a particular transaction.

On December 22, 2009, the MOF issued the Notification on the Promulgation of the Regulations regarding the Accounting Treatment of Insurance Contracts, which regulates issues relating to, among other things, the unbundling of mixed insurance contracts, tests for significant insurance risks and the calculation of reserves for insurance contracts, and requires insurance companies to comply with these requirements beginning with the preparation of their financial statements for the year ended December 31, 2009. The accounting treatment of any transaction item adopted in previous year which differs from those set out in the MOF’s regulations must be retrospectively adjusted, unless any such adjustment is not practicable under the circumstances.

Implementation of VAT

Following the decision of the PRC State Council, the Value Added Tax, or VAT, has applied to the financial and insurance sector since May 1, 2016. Therefore, our primary business has been subject to 6% VAT from May 1, 2016 instead of the 5% business tax, or BT, which previously had applied to our business.

Policy onpre-tax deduction of underwriting and policy acquisition costs

In May 2019, the MOF and SAT issued a policy onpre-tax deduction of underwriting and policy acquisition costs of insurance companies. Under the policy, from January 1, 2019, the underwriting and policy acquisition costs incurred by insurance companies in connection with their operating activities that do not exceed 18% of the balance of total premium income for the year, after deducting surrender payments and other expenses, can be deducted when calculating taxable income, and the portion that exceeds 18% can be carried forward and deducted in following years. The implementationpolicy applies to the final settlement of VAT has had an effectenterprise income tax of insurance companies for the 2018 tax year. Therefore, thepre-tax deduction percentage for enterprise income tax on our businessunderwriting and operations, including, among other things,policy acquisition costs has been adjusted to 18% from the previous 10%, which will result in a reduction in our product developmentincome tax in 2019 and pricing, finance management, management of receipts and IT systems. However, our management believes that the implementation of VAT has not had any known material impact on our overall operating results and financial conditions.future years.

Administrative Penalty by the PBOC

In July 2018, the PBOC imposed a fine of RMB 700,000 on us fornon-compliance with anti-money laundering laws and regulations during the period from July 1, 2015 to June 30, 2016. Thenon-compliance issues identified by the PBOC include failure to preserve clients’ identity information and transaction records and failure to submit reports on transactions of large payments and suspicious transactions to the PBOC. We have taken corrective measures and improved our anti-money laundering system by refining the process for identifying customers’ data, retaining transaction records and reporting large payment transactions and suspicious transactions. The fine imposed by the PBOC doesdid not have a material impact on the business operations and financial results of our company.

C. ORGANIZATIONAL STRUCTURE

The following is our simplified corporate structure as of the date of this annual report:

 

LOGO

LOGO

 

 

 

(1)

Wholly owned by CLIC

(2)

Formerly known as China Life Asset Management (Hong Kong) Company Limited

List of Significant Subsidiaries

 

Name of Subsidiary

  

Jurisdiction of Incorporation

  

Proportion of Ownership Interest

Owned by China Life

中国人寿资产管理有限公司

China Life Asset Management Company Limited

  The People’s Republic of China  

60%

(directly)

中国人寿富兰克林资产管理有限公司

China Life Franklin Asset Management Company Limited(1)

  Hong Kong  

50%(2)

(indirectly through affiliate)

中国人寿养老保险股份有限公司

China Life Pension Company Limited

  The People’s Republic of China  

74.27%(3)

(directly and indirectly through affiliate)

国寿安保基金管理有限公司

China Life AMP Asset Management Co., Ltd.

  The People’s Republic of China  

85.03%(4)

(indirectly through affiliate)

国寿财富管理有限公司

China Life Wealth Management Company Limited

  The People’s Republic of China  

100%(5)

(indirectly through affiliate)

 

 

(1)

Formerly known as China Life Asset Management (Hong Kong) Company LimitedLimited.

(2)

AMC, which is 60% owned by us, owns 50%.

(3)

We own 70.74% and AMC, which is 60% owned by us, owns 3.53%.

(4)

AMC, which is 60% owned by us, owns 85.03%.

(5)

AMC, which is 60% owned by us, owns 48%, and China Life AMP, which is 85.03% owned by AMC, owns 52%.

D. PROPERTY, PLANTS AND EQUIPMENT

As of December 31, 2018,2019, we owned and leased 4,1804,171 and 14,13911,887 properties, respectively, and had 311307 properties under construction. Among the 4,1804,171 properties owned by us, 2,5231,639 properties are leased to third parties (including partial leasing) while the remaining properties are mainly occupied by us as office premises. 15Nine properties are recognized as investment properties.

On December 29, 2017, we entered into a new property leasing agreement with China Life Investment Holding Company Limited, or IHC. Under this property leasing agreement, which will expire on December 31, 2020, IHC agreed to lease to us 1,893 properties owned by it. The annual rent is determined by reference to market rent or, where there is no available comparison, by reference to the costs incurred by IHC in holding and maintaining the properties, plus a margin of approximately 5%.

ITEM 4A. UNRESOLVED STAFF COMMENTS.

None.

ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS.

You should read the following discussion and analysis in conjunction with the audited consolidated financial statements and accompanying notes included elsewhere in this annual report.

Overview of Our Business

We are the leading life insurance company in China. We provide a broad range of insurance products, including individual and group life insurance, annuity contracts, health insurance and accident insurance products. We had nearly 285303 million insurance policies in force as of December 31, 2018,2019, including individual and group life insurance policies, annuity contracts, health insurance and accident insurance policies.

We report our financial results according to the following three principal business segments:

 

  

Life insurance, which offers participating andnon-participating life insurance and annuities to individuals and groups.

 

  

Health insurance, which offers short-term and long-term health insurance to individuals and groups. The financial results of our supplementary major medical insurance are also reflected in our health insurance business segment.

  

Accident insurance, which offers short-term and long-term accident insurance to individuals and groups.

In addition, we have an “other” reporting segment, in which we primarily report the income and cost of the agency business in respect of transactions with CLIC and other companies, net share of profit of associates and joint ventures, income and expenses of subsidiaries, and unallocated income and expenditure of our company. Seecompany.See Note 5 to our consolidated financial statements included elsewhere in this annual report.

Financial Overview of Our Business

We had total gross written premiums of RMB 535,826567,086 million (US$ 77,93381,457 million) and net profit of RMB 11,93659,014 million (US$ 1,7368,477 million) for the year ended December 31, 2018.2019. Our principal business segments had the following results:

 

  

Life insurance had total gross written premiums of RMB 437,540446,562 million (US$ 63,63864,145 million) in 2018.2019.

 

  

Health insurance had total gross written premiums of RMB 83,614105,581 million (US$ 12,16115,166 million) in 2018.2019.

 

  

Accident insurance had total gross written premiums of RMB 14,67214,943 million (US$ 2,1342,146 million) in 2018.2019.

Our business has been characterized by growth of premium income over the past several years, together with a move towards an improved business structure which has been evidenced by a rapid increase in first-year regular premiums, with the percentage of first-year regular premiums for products with regular premiums of ten years or more in first-year regular premiums being above 50% since 2013. At the same time, our business has also been affected by certain unfavorable factors, including the increasing cross-industry competition from companies in other financial industries, and the rapid development of the insurance companies owned or controlled by commercial banks and some other small andmedium-sized insurance companies, which have secured an increasing market share, as well as the changing economic and investment environment within China, including slowing economic growth and fluctuations in interest rates.

Factors Affecting Our Results of Operations

Revenues, Expenses and Profitability

We earn our revenues primarily from:

 

insurance premiums from the sale of life insurance policies and annuity contracts, including participating andnon-participating policies and annuity contracts with life contingencies, as well as accident and health insurance products. Net premiums earned accounted for 84.80%76.81% of total revenues in 2018.2019.

 

investment income and net realized gains on financial assets, net fair value gains through profit or loss. Investment income and net realized gains on financial assets, net fair value gains through profit or loss accounted for 13.91%22.07% of total revenues in 2018.2019.

In addition, following the restructuring, we receive service fees for policy management services we provide to CLIC. AMC also receives asset management fees for asset management services provided to CLIC. See “Item 7. Major Shareholders and Related Party Transactions—Related Party Transactions”.

Our operating expenses primarily include:

 

insurance benefits provided to our policyholders, accident and health claims and claim adjustment expenses;

 

increase in insurance contracts liabilities;

investment contract benefits;

 

policyholder dividends resulting from participation in profits;

 

underwriting and policy acquisition costs; and

 

administrative and other expenses.

We also pay rent to IHC on the properties we lease from it.

Our profitability depends principally on our ability to price and manage risk on insurance and annuity products, our ability to maximize the return on investment assets, our ability to attract and retain customers, and our ability to manage expenses. In particular, factors affecting our profitability include:

 

our ability to design and distribute products and services and to introduce new products which gain market acceptance on a timely basis;

 

our ability to price our insurance and investment products at levels that enable us to earn a margin over the costs of providing benefits and the expense of acquiring customers and administering those products;

 

our returns on investment assets;

 

our mortality and morbidity experience, which affects our insurance reserves;

 

our lapse experience, which affects our ability to recover the cost of acquiring new business over the lives of the contracts;

 

our cost of administering insurance contracts and providing customer services;

 

our ability to manage liquidity, market and credit risk in our investment portfolio and to manage duration risk in our asset and policy portfolios through asset-liability management; and

 

changes in regulations.

In addition, other factors, such as competition, securities market conditions, taxes and general economic conditions, affect our profitability.

Interest Rates

For our long-term life insurance products including annuity products, we are obligated to pay contractual benefits to our policyholders or the beneficiaries based on a guaranteed interest rate,which is established when the product is priced. These products expose us to the risk that changes in interest rates may change our “spread”, or the difference between the amount of return we are able to earn on our investments and the amount of return we are required to pay under the policies. In August 2013, February 2015 and September 2015, the CIRC removed the 2.50% cap on the guaranteed interest rates for the traditional participating insurance policies, universal life insurance policies, and participating life insurance policies, respectively. From October 1, 2015, the guaranteed interest rates of all long-term life insurance products are to be decided by insurance companies at their discretion in accordance with the principle of prudence, but CBIRC approval is required for products with guaranteed interest rates above the maximum valuation rate set by the CBIRC, which varies by product. If the rates of return on our investments fall below the rates we guarantee, our profitability would be adversely affected. In November 2014, the interest rate onone-year term deposits, a key benchmark rate, was reduced from 3.00% to 2.75%, and in 2015, the interest rate was further reduced five times from 2.75% to 1.50%.As of the date of this annual report, this interest rate remained unchanged. If economic conditions change in the future, the Chinese government may adjust the interest rates accordingly. As of December 31, 2018,2019, the average guaranteed rate of return for all of our long-term insurance policies in force was 2.64%2.71%, while our investment yields for the years ended December 31, 2019, 2018 2017 and 2016 were2017were 5.24%, 3.29% and 5.16%, 5.16% and 4.69%, respectively. However,respectively.However, if the rates of return on our investments were to fall below the rates we guarantee, our profitability would be materially and adversely affected. If the interest rates were to be increased, but we did not raise the guaranteed rates of our products, sales of some of our products could be adversely impacted.

Interest rates also affect our returns on investment assets, a large proportion of which is held in negotiated bankterm deposits and debt securities. In a declining interest rate environment, interest rate changes expose us to reinvestment risks. In a rising interest rate environment, higher rates may yield greater interest income but also may generate unrealized capital losses forresult in a decline in the fair value of debt securities designated as trading, causing us to incur realized capital losses for securities we reinvest or requiring us to take an impairment if the market value of debt securities declines for an extended period.trading.

For further information on our exposure to interest rate risk, see “Item 11 Quantitative and Qualitative Disclosure about Market Risk—Interest Rate Risk” and Note 4 to our consolidated financial statements included elsewhere in this annual report.

Investments

As an insurance company, we have beenare permitted to invest in five categories of investment assets, including liquidity assets, fixed income assets, equity assets, real properties and other financial assets. However, we are limited by Chinese laws and regulations in the maximum amount that we may invest in each type of assets. See “Item 4. Information on the Company—Business Overview—Investments” and “Item 4. Information on the Company—Business Overview—Regulatory and Related Matters—Insurance Company Regulation—Regulation of investments”. Our material concentration risks relate to our investments in bank deposits and Chinese government securities.

Our investments are subject to risks. Volatility or declines in Chinese and international financial markets may expose us to higher market and credit risks, such as when domestic and international economic conditions differ from market expectations. We may also invest in new investment channels, use new investment tools or engage new investment managers, which may expose us to new risks. These factors could affect our investment income and the book value of our investment assets. In addition, as a portion of our investment assets are held in foreign currencies, our investment results may also be subject to foreign exchange gains and losses due to changes in exchange rates. Furthermore, our investments in associates are also affected by the operational conditions, financial risks and volatility in profits of these associates, which, in turn, will affect our profitability. See “Item 3. Key Information—Risk Factors—Risks Relating to Our Business—Our investments are subject to risks”.

Our results can be materially affected by investment impairments. The following table sets forth impairment charges and reversal of impairment charges, which are included in net realized gains on financial assets and net gains on investments of associates and joint ventures, for the years ended December 31, 2016, 2017, 2018 and 2018.

2019.

Impairment  For the year ended
December 31,
   For the year ended December 31, 
2016   2017   2018   2018  2017   2018   2019   2019 
  (RMB in millions)   US$   (RMB in millions)   US$ 

Debt securities

   (143   (114   (42   (6   (114   (42   (3,749   (539

Equity securities

   (2,513   (2,643   (8,163   (1,187   (2,643   (8,163   (2,638   (379

Associates and joint ventures

   —      —      (1,500   (215
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

   (2,656   (2,757   (8,205   (1,193   (2,757   (8,205   (7,887   (1,133
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

During the year ended December 31, 2019, we recognized an impairment expense of RMB 2,638 million (US$ 379 million) foravailable-for-sale equity securities for which we determined that objective evidence of impairment existed. During the year ended December 31, 2018, we recognized an impairment expense of RMB 8,163 million (US$ 1,187 million) foravailable-for-sale equity securities for which we determined that objective evidence of impairment existed. During the year ended December 31, 2017, we recognized an impairment expense of RMB 2,643 million foravailable-for-sale equity securities for which we determined that objective evidence of impairment existed. During the year ended December 31, 2016, we recognized an impairment expense of RMB 2,513 million for available-for-sale equity securities for which we determined that objective evidence of impairment existed. Our rationale for the impairment is based on a severe or prolonged decline in value. These securities were not impaired due to company-specific events such as bankruptcies.

During the year ended December 31, 2019, we recognized an impairment expense of RMB 3,749 million (US$ 539 million) in debt securities. During the year ended December 31, 2018, we recognized an impairment expense of RMB 42 million (US$ 6 million) in debt securities. During the year ended December 31, 2017, we recognized an impairment expense of RMB 114 million in debt securities.

During the year ended December 31, 2016,2019, we recognized an impairment expense of RMB 1431,500 million (US$ 215 million) in debt securities.associates and joint ventures. During the years ended December 31, 2018 and December 31, 2017, we recognized no impairment expense in associates and joint ventures.

Available-for-sale securities comprised of the following asset classes as of December 31, 2016, 2017, 2018 and 2018.2019.

 

  As of December 31,   As of December 31, 
  2016   2017   2018   2017   2018   2019 
  Cost or
amortized
cost
   Estimated
fair value
   Cost or
amortized
cost
   Estimated
fair value
   Cost or
amortized
cost
   Estimated
fair value
   Cost or
amortized
cost
   Estimated
fair value
   Cost or
amortized
cost
   Estimated
fair value
   Cost or
amortized
cost
   Estimated
fair value
 
  (RMB in millions)   (RMB in millions) 

Debt securities

                        

Government bonds

   20,173    21,653    24,818    24,632    26,759    28,440    24,818    24,632    26,759    28,440    22,500    23,758 

Government agency bonds

   140,444    146,310    164,331    157,765    172,250    180,273    164,331    157,765    172,250    180,273    163,678    171,189 

Corporate bonds

   183,408    188,337    199,613    197,133    181,178    185,720    199,613    197,133    181,178    185,720    145,033    148,455 

Subordinated bonds/debt

   15,948    16,708    13,588    13,495    20,953    21,514    13,588    13,495    20,953    21,514    53,062    53,922 

Other

   26,773    26,750    62,651    62,099    78,136    80,643    62,651    62,099    78,136    80,643    109,729    112,467 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Subtotal

   386,746    399,758    465,001    455,124    479,276    496,590    465,001    455,124    479,276    496,590    494,002    509,791 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Equity securities

                        

Funds

   114,373    105,290    97,516    91,344    115,949    92,304    97,516    91,344    115,949    92,304    97,208    102,349 

Common stocks

   110,774    110,653    124,090    129,424    160,231    143,469    124,090    129,424    160,231    143,469    217,564    236,323 

Other

   143,161    150,722    127,689    134,842    126,253    138,170    127,689    134,842    126,253    138,170    195,360    210,494 
  

 

   

 

   

 

   

 

   

 

   

 

 

Subtotal

   368,308    366,665    349,295    355,610    402,433    373,943    349,295    355,610    402,433    373,943    510,132    549,166 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

   755,054    766,423    814,296    810,734    881,709    870,533    814,296    810,734    881,709    870,533    1,004,134    1,058,957 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

The difference between the aggregate cost/amortized cost and the aggregate estimated fair value reflects the amount of the unrealized gains and losses, and provision for impairment losses. As of December 31, 2018,2019, we had gross unrealized gains of RMB 37,12563,261 million (US$ 5,4009,087 million) and gross unrealized losses of RMB 43,8845,055 million (US$ 6,383726 million), and made a provision for impairment losses of RMB 4,4173,383 million (US$ 642486 million). As of December 31, 2018, we had gross unrealized gains of RMB 37,125 million and gross unrealized losses of RMB 43,884 million, and made a provision for impairment losses of RMB 4,417 million. As of December 31, 2017, we had gross unrealized gains of RMB 25,120 million and gross unrealized losses of RMB 26,837 million, and made a provision for impairment losses of RMB 1,845 million. As of December 31, 2016, we had gross unrealized gains of RMB 31,391 million and gross unrealized losses of RMB 18,064 million, and made a provision for impairment losses of RMB 1,938 million.TheThe unrealized losses as of December 31, 20182019 related primarily to the unrealized losses ofavailable-for-sale stocks and funds.

The following tables set forth the length of time that each class ofavailable-for-sale securities has continuously been in an unrealized loss position as of December 31, 2019, 2018 2017 and 2016.2017. For the year ended December 31, 2019, the decrease of our unrealized losses on equity securities, mainly resulting from the overall upturn of the Chinese stock market, constituted a significant component of the movement of the total unrealized losses compared to the prior year.For the year ended December 31, 2018, unrealized losses on equity securities, mainly resulting from the overall volatility and downturn of the Chinese stock market, constituted a significant component of the movement of the total unrealized losses compared to the prior year. For the year ended December 31, 2017, unrealized losses on debt securities, mainly resulting from the increase in interest rates in the Chinese market, constituted a significant component of the movement of the total unrealized losses compared to the prior year.

As of December 31, 2018

  0-6
months
  7-12
months
  More than 12
months
  Total 
   (RMB in millions) 

Debt securities

     

Unrealized losses

   126   473   1,046   1,645 

Carrying amounts

   9,665   11,075   41,365   62,105 

Unrealized losses as a percentage of carrying amounts

   1.30  4.27  2.53  2.65

Equity securities

     

Unrealized losses

   7,445   21,813   12,981   42,239 

Carrying amounts

   50,073   92,845   52,549   195,467 

Unrealized losses as a percentage of carrying amounts

   14.87  23.49  24.70  21.61

Total

     

Total unrealized losses

   7,571   22,286   14,027   43,884 

Total carrying amounts

   59,738   103,920   93,914   257,572 

Unrealized losses as a percentage of carrying amounts

   12.67  21.45  14.94  17.04

As of December 31, 2017

  0-6
months
  7-12
months
  More than 12
months
  Total 
   (RMB in millions) 

Debt securities

     

Unrealized losses

   3,670   2,128   5,274   11,072 

Carrying amounts

   181,504   52,795   45,788   280,087 

Unrealized losses as a percentage of carrying amounts

   2.02  4.03  11.52  3.95

Equity securities

     

Unrealized losses

   12,342   3,391   32   15,765 

Carrying amounts

   132,893   25,982   786   159,661 

Unrealized losses as a percentage of carrying amounts

   9.29  13.05  4.07  9.87

Total

     

Total unrealized losses

   16,012   5,519   5,306   26,837 

Total carrying amounts

   314,397   78,777   46,574   439,748 

Unrealized losses as a percentage of carrying amounts

   5.09  7.01  11.39  6.10

As of December 31, 2016

  0-6
months
  7-12
months
  More than 12
months
  Total 
   (RMB in millions) 

Debt securities

     

Unrealized losses

   1,222   40   200   1,462 

Carrying amounts

   48,144   1,040   3,104   52,288 

Unrealized losses as a percentage of carrying amounts

   2.54  3.85  6.44  2.80

Equity securities

     

Unrealized losses

   12,023   4,579   —     16,602 

Carrying amounts

   121,106   23,443   1   144,550 

Unrealized losses as a percentage of carrying amounts

   9.93  19.53  —     11.49

Total

     

Total unrealized losses

   13,245   4,619   200   18,064 

Total carrying amounts

   169,250   24,483   3,105   196,838 

Unrealized losses as a percentage of carrying amounts

   7.83  18.87  6.44  9.18

As of December 31, 2019

  0-6
months
  7-12
months
  More than 12
months
  Total 
   (RMB in millions) 

Debt securities

     

Unrealized losses

   374   141   531   1,046 

Carrying amounts

   28,298   2,794   25,884   56,976 

Unrealized losses as a percentage of carrying amounts

   1.32  5.05  2.05  1.84

Equity securities

     

Unrealized losses

   2,084   1,029   896   4,009 

Carrying amounts

   50,291   26,006   3,175   79,472 

Unrealized losses as a percentage of carrying amounts

   4.14  3.96  28.22  5.04

Total

     

Total unrealized losses

   2,458   1,170   1,427   5,055 

Total carrying amounts

   78,589   28,800   29,059   136,448 

Unrealized losses as a percentage of carrying amounts

   3.13  4.06  4.91  3.70

As of December 31, 2018

  0-6
months
  7-12
months
  More than 12
months
  Total 
   (RMB in millions) 

Debt securities

     

Unrealized losses

   126   473   1,046   1,645 

Carrying amounts

   9,665   11,075   41,365   62,105 

Unrealized losses as a percentage of carrying amounts

   1.30  4.27  2.53  2.65

Equity securities

     

Unrealized losses

   7,445   21,813   12,981   42,239 

Carrying amounts

   50,073   92,845   52,549   195,467 

Unrealized losses as a percentage of carrying amounts

   14.87  23.49  24.70  21.61

Total

     

Total unrealized losses

   7,571   22,286   14,027   43,884 

Total carrying amounts

   59,738   103,920   93,914   257,572 

Unrealized losses as a percentage of carrying amounts

   12.67  21.45  14.94  17.04

As of December 31, 2017

  0-6
months
  7-12
months
  More than 12
months
  Total 
   (RMB in millions) 

Debt securities

     

Unrealized losses

   3,670   2,128   5,274   11,072 

Carrying amounts

   181,504   52,795   45,788   280,087 

Unrealized losses as a percentage of carrying amounts

   2.02  4.03  11.52  3.95

Equity securities

     

Unrealized losses

   12,342   3,391   32   15,765 

Carrying amounts

   132,893   25,982   786   159,661 

Unrealized losses as a percentage of carrying amounts

   9.29  13.05  4.07  9.87

Total

     

Total unrealized losses

   16,012   5,519   5,306   26,837 

Total carrying amounts

   314,397   78,777   46,574   439,748 

Unrealized losses as a percentage of carrying amounts

   5.09  7.01  11.39  6.10

Financial assets other than those accounted for as at fair value through profit or loss are adjusted for impairments, where these are declinesimpairments.

In evaluating whether a decline in value that are considered to be other than temporary.

Our rationaleis an impairment for an other-than-temporary impairment is based on a severe or prolonged decline in value. We determine a severe or prolonged decline after considering both quantitative and qualitative factors.

The qualitativethese financial assets, we consider several factors include specific information on the financial status and performance of the investee, including, but not limited to:to, the following:

 

losssignificant financial difficulty of major contracts;the issuer or debtor;

 

a breach of debt covenants;contract, such as a default or delinquency in payments;

it becomes probable that the issuer or debtor will enter into bankruptcy or other financial reorganization; and

 

bankruptcy.the disappearance of an active market for that financial asset because of financial difficulties.

In evaluating whether a decline in value is impairment for equity securities, we also consider the extent or the duration of the decline. The quantitative factors include the following:

 

the market price of the equity securities was more than 50% below itstheir cost at the balance sheetreporting date;

 

the market price of the equity securities was more than 20% below itstheir cost for a period of at least six months at the balance sheetreporting date; and

 

the market price of the equity securities was below itstheir cost for a period of more than one year.year (including one year) at the reporting date.

When the decline in value is considered an impairment,held-to-maturity debt securities are written down to their present value of estimated future cash flows discounted at the securities’ effective interest rates, andavailable-for-sale debt securities and equity securities are written down to their fair value, and the change is recorded in net realized gains on financial assets in the period the impairment is recognized. The impairment loss is reversed through the net profit if in a subsequent period the fair value of a debt security increases and the increase can be objectively related to an event occurring after the impairment loss was recognized through net profit. The impairment losses recognized in net profit on equity investments are not reversed. See “—Critical Accounting Policies”.

As of December 31, 2019, our total investment assets were RMB 3,573,154 million (US$ 513,251million) and the investment yield for the year ended December 31, 2019 was 5.24%. The investment yield primarily reflected the increase in spread income and fair value through profit or loss of equity investments we have invested in. As of December 31, 2018, our total investment assets were RMB 3,104,014 million (US$ 451,460 million) and the investment yield for the year ended December 31, 2018 was 3.29%. The investment yield primarily reflected the increase in interest income and the decrease in spread income of stocks we have invested in.    As of December 31, 2017, our total investment assets were RMB 2,753,124 million and the investment yield for the year ended December 31, 2017 was 5.16%. As of December 31, 2016, our total investment assets were RMB 2,573,049 million and the investment yield for the year ended December 31, 2016 was 4.69%.

We calculate the investment yields for a given year by dividing the totalgross investment income for that year by the average of the ending balance of investment assets of that year and the previous year. Beginning in 2018, we revised the formula to calculate our investment yield to consider the impact of investments in associates and joint ventures on our investment yield. The investment yieldsyield for the fiscal yearsyear ended December 31, 2017 and December 31, 2016 havehas also been revised to conform to the revised formula.

Mix of Products

The following table sets forth premium information as of or for the years ended December 31, 2019, 2018 2017 and 20162017 by type of product in our life insurance business, health insurance business and accident insurance business.

 

  As of or for the year ended
December 31,
   Compound
annual
growth rate
   As of or for the year ended
December 31,
   Compound
annual
growth rate
 
  2016   2017   2018   2018   (2016-2018)   2017   2018   2019   2019   (2017-2019) 
  RMB   RMB   RMB   USD       RMB   RMB   RMB   USD     

Life insurance business

                    

Whole life and term life insurance:

                    

Gross written premiums

   33,395    40,606    49,520    7,202    21.77   40,606    49,520    64,196    9,221    25.74

Endowment:

                    

Gross written premiums

   188,415    198,418    126,318    18,372    (18.12%)    198,418    126,318    113,950    16,368    (24.22%) 

Annuities:

                    

Gross written premiums

   140,095    190,798    261,702    38,063    36.68   190,798    261,702    268,416    38,556    18.61

Health insurance business(1)

                    

Gross written insurance premiums

   54,010    67,708    83,614    12,161    24.42   67,708    83,614    105,581    15,166    24.87

Accident insurance business(2)

                    

Gross written insurance premiums

   14,583    14,436    14,672    2,134    0.30   14,436    14,672    14,943    2,146    1.74

 

(1)

Including long-term and short-term health products.

(2)

Including long-term and short-term accident products.

Under guidelines issued by the CBIRC, we are required to pay to our participating policyholders dividends which are no less than 70% of the distributable earnings on participating products. Participating products tend to present us with less market risk, since we have more flexibility to set the level of dividends and participating products are subject to guaranteed interest rates which are generally lower than those ofnon-participating products. In addition, changes in interest rates have less of impact on their lapse rates than on those ofnon-participating policies. Conversely, participating products tend to be less profitable for us thannon-participating products, largely because the terms of these contracts effectively commit us to sharing a portion of our earnings from participating products with our policyholders. However, participating products still provide us with attractive profit contributions given the growing level of sales volume they produce.

Products classified as investment contracts also affect our revenues, since only a portion of the payments we received under such products are recorded in our consolidated income statement as policy fees, and the majority of such payments are recorded as investment contracts under financial liabilities on our balance sheet.

We have adjusted our premium structure to focus more on sales of products with regular premiums, especially products with regular premiums for ten years or more, which has reduced the proportion of single written premiums of our total first-year gross written premiums. We believe that this strategy could contribute to a more steady development of our business and enhance the loyalty of our customers and the retention rate of our sales agent force.

Regulation

We operate in a highly regulated industry. Changes in regulation can have a significant impact on our revenues, expenses and profitability. China’s insurance regulatory regime is undergoing significant changes toward a more transparent regulatory process and a convergent movement toward international standards. Amongstandards.Among other things, recent changes to permitted investment channels for insurance companies have impacted our investment portfolio and returns. See “Item 4. Information on the Company—Business Overview—Regulatory and Related Matters”.

Critical Accounting Policies

We prepared the consolidated financial statements under the historical cost convention, except for financial assets and financial liabilities at fair value through profit or loss,available-for-sale financial assets, insurance contract liabilities and certain property, plant and equipment at deemed cost during restructuring process. The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires our management to exercise its judgments in the process of applying our accounting policies. Many of these policies, estimates and related judgments are common in the insurance and financial services industries; others are specific to our businesses and operations. The following sections discuss the accounting policies applied in preparing our consolidated financial statements that we believe are most dependent on the application of these judgments and estimates. However, uncertainty about these judgments and estimates could result in outcomes that require a material adjustment to the carrying amounts of assets and liabilities in the future periods.

Liability for Long-term Insurance Contracts

Long-term insurance contracts include whole life insurance, term life insurance, endowment insurance and annuity policies with significant life contingency risk. Premiums are recognized as revenue when the insurance contracts are recognized and premiums are due from policyholders.

We use the discounted cash flow method to estimate the reserve of long-term insurance contracts. The reserve of long-term insurance contracts consists of a reasonable estimate of liability, a risk margin and a residual margin. The long-term insurance contracts liabilities are calculated using various assumptions, including assumptions on mortality rates, morbidity rates, lapse rates, discount rates and expense assumptions, and based on the following principles:

The reasonable estimate for liability of long-term insurance contracts is the present value of reasonable estimates of future cash outflows less future cash inflows. The expected future cash inflows include cash inflows of future premiums arising from the undertaking of insurance obligations, with consideration of decrement mostly from death and surrenders. The expected future cash outflows are cash outflows incurred to fulfill contractual obligations, consisting of the following:

 

 (i)

Guaranteed benefits based on contractual terms, including payments for deaths, disabilities, diseases, survivals, maturities and surrenders;

 

 (ii)

Additionalnon-guaranteed benefits, such as policyholder dividends; and

 

 (iii)

Reasonable expenses incurred to manage insurance contracts or to process claims, including maintenance expenses and claim settlement expenses. Future administration expenses are included in the maintenance expense. Expenses are determined based on expense analysis with consideration of future inflation and our expense management control.

On each reporting date, we review the assumptions for reasonable estimates of liability and risk margins, with consideration of all available information, taking into account our historical experience and expectation of future events. Changes in assumptions are recognized in net profit. Assumptions for the amortization of residual margin are locked in at policy issuance date and are not adjusted at each reporting date. We incorporate the potential impact of future risk factors on our operating results in the determination of assumptions. The sensitivity analysis disclosed in the Note 4.1.3 on page F-38onpage F-42 of this annual report provides a detailed analysis of impact of assumption changes on our operating results.

 

Margins have been taken into consideration while computing the reserves of insurance contracts, measured separately and recognized in net profit in each period over the life of the contracts. At the inception of the contracts, we do not recognize Day One gain, whereas on the other hand, Day One loss is recognized in profit immediately.

Margins comprise risk margin and residual margin. Risk margin is the reserve accrued to compensate for the uncertain amount and timing of future cash flows. At the inception of the contract, the residual margin is calculated net of certain acquisition costs, mainly consist of underwriting and policy acquisition costs, by us representing Day One gain and will be amortized over the life of contracts. For insurance contracts of which future returns are affected by investment yields of corresponding investment portfolios, their related residual margins are amortized based on estimated future participating dividends payable to the policyholders. For insurance contracts in which future returns are not affected by investment yields of corresponding investment portfolios, their related residual margins are amortized based on sum assured of outstanding policies. The subsequent measurement of residual margin is independent from the reasonable estimate of future discounted cash flows and risk margin. The assumption changes have no effect on the subsequent measurement of the residual margin.

 

We have considered the impact of time value on the reserve calculation for insurance contracts.

We establish liabilities for long-term traditional insurance contracts based on the following assumptions:

For the insurance contracts of which future insurance benefits are affected by investment yields of corresponding investment portfolios, the discount rate assumption is based on expected investment returns of the asset portfolio backing these liabilities, considering the impact of time value on liabilities. In developing discount rate assumptions, we consider investment experience, current investment portfolio and trend of the relevant yield curve. The assumed discount rates reflect the future economic outlook as well as our investment strategy. The assumed discount rates with risk margin ranged from 4.45% to 4.85% as at December 31, 2016,was 4.85% as at December 31, 2017, 2018 and 4.85% as at December 31, 2018, respectively.2019.

For the insurance contracts of which the future insurance benefits are not affected by the investment yields of the corresponding investment portfolios, the discount rate assumption is based on the “yield curve of reserve computation benchmark for insurance contracts”, published on the “China Bond” website, with consideration of liquidity spreads, taxation and other relevant factors. The assumed spot discount rates with risk margin ranged from 3.23% to 4.68% as at December 31, 2016, from 3.31% to 4.86% to4.86%as at December 31, 2017, and from 3.47% to 4.86% as at December 31, 2018 and from 3.52% to 4.83% as at December 31, 2019,respectively.

There is uncertainty relating to the discount rate assumption, which is affected by factors such as future macro-economy, monetary and foreign exchange policies, capital market and availability of investment channels of insurance funds. We determine the discount rate assumption based on the information obtained at the end of each reporting period, including consideration of risk margin.

The mortality and morbidity assumptions are based on the historical mortality and morbidity experience. The assumed mortality rates and morbidity rates vary by age of the insured and contract type.

We base our mortality assumptions on the China Life Insurance Mortality Table (2000-2003), adjusted where appropriate to reflect our recent historical mortality experience. The main source of uncertainty with life insurance contracts is that epidemics and wide-ranging lifestyle changes could result in deterioration in future mortality experience, thus leading to an inadequate reserve. Similarly, improvements in longevity due to continuing advancements in medical care and social conditions could expose us to longevity risk.

We base our morbidity assumptions for critical illness products on analysis of historical experience and expectations of future developments. There are two main sources of uncertainty. First, wide-ranging lifestyle changes could result in future deterioration in morbidity experience. Second, future development of medical technologies and improved coverage of medical facilities available to the policyholders may bring forward the timing of diagnosing critical illness, which demands earlier payment of the critical illness benefits. Both could ultimately result in an inadequate reserving of liability if current morbidity assumptions do not properly reflect such trends.

Risk margin is considered in our mortality and morbidity assumptions.

The expense assumptions are based on expected unit costs with the consideration of previous expenses study and future trends. Our expense assumptions are affected by certain factors, such as future inflation and market competition which bring uncertainty to these assumptions. We consider risk margin for expense assumptions based on the information obtained at the end of each reporting period. Components of expense assumptions include cost per policy and percentage of premium.Our expense assumptions for each of the past three years were as follows: the percentage of premiums costs of 0.85% to 0.90% of premiums for individual life products and 0.90% for group life products, as at December 31, 2016, 0.85% to 0.90% of premiums for individual life products and 0.90% for group life products as at December 31, 2017, and 0.85% to 0.90% of premiums for individual life products and 0.90% for group life products as at December 31, 2018, respectively, in each case plus a fixedper-policy expense.

 

The lapse rates and other assumptions are affected by certain factors, such as the future macro economy, availability of financial substitutions and market competition, which bring uncertainty to lapse rates and other assumptions. The lapse rates and other assumptions are determined with reference to creditable past experience, current conditions, future expectations and other information.

The method used to determine risk margin has been consistently applied. We consider risk margin for each of the discount rate, mortality and morbidity and expense assumptions to compensate for the uncertain amount and timing of future cash flow. When determining risk margin, we consider historical experience, future expectations and other factors. Risk margin is determined by us and does not include any elements imposed by regulators.

We adopted a consistent process to determine assumptions for the insurance contracts, which are detailed in Note 1415 to our consolidated financial statements included elsewhere in this annual report. On each reporting date, we review the assumptions for reasonable estimates of liability and risk margin, with consideration of all available information, and taking into account our historical experience and expectation of future events.

Universal Life Contracts and Unit-linked Contracts

Universal life contracts and unit-linked contracts are unbundled into the following components:

 

Insurance components; and

 

Non-insurance components.

The insurance components are accounted for as insurance contracts, and thenon-insurance components are accounted for as investment contracts, which are stated in the investment contract liabilities.

Investment Contracts

For investment contracts with or without discretionary participating feature, our policy fee income mainly consists of acquisition cost and various fee incomes (including handling fees and management fees) over the period during which the service is provided. Policy fee income net of certain acquisition cost is amortized over the expected life of the contracts by period and recognized in revenue.

Except for unit-linked contracts, of which the liabilities for transferred financial risks are carried at fair value, the liabilities of investment contracts are carried at amortized cost.

Valuation of Investments

We classify our financial assets into the following categories: securities at fair value through profit or loss,held-to-maturity securities, loans and receivables andavailable-for-sale securities. Management determines the classification of our financial assets at initial recognition, with the classification depending on the purpose for which the assets are acquired. The following are the policies used:

Securities at fair value through profit or loss. This category has twosub-categories: securities held for trading and those designated as at fair value through profit or loss at inception. Securities are classified as held for trading at inception if acquired principally for the purpose of selling in the short-term or if they form part of a portfolio of financial assets in which there is evidence of short term profit-taking. Other financial assets are classified as at fair value through profit or loss if they meet the criteria in IAS 39 and designated as such at inception by us.

Held-to-maturity securities.Held-to-maturity securities arenon-derivative financial assets with fixed or determinable payments and fixed maturities that we have the positive intention and ability to hold to maturity and do not meet the definition of loans and receivables nor designated asavailable-for-sale securities or securities at fair value through profit or loss. These investments are carried at amortized cost.

Loans and receivables. Loans and receivables arenon-derivative financial assets with fixed or determinable payments that are not quoted in an active market other than those that we intend to sell in the short term or held asavailable-for-sale. Loans and receivables mainly comprise term deposits, loans, securities purchased under agreements to resell, accrued investment income and premium receivables as presented separately in the statement of financial position. These investments are carried at amortized cost.

Available-for-sale securities.Available-for-sale securities arenon-derivative financial assets that are either designated in this category or not classified in any of the other categories.

Impairment of financial assets other than securities at fair value through profit or loss.Financial assets other than those accounted for as at fair value through profit or loss are adjusted for impairments, where there are declines in value that are considered to be impairment. In evaluating whether a decline in value is an impairment for these financial assets, we consider several factors including, but not limited to, the following:

 

significant financial difficulty of the issuer or debtor;

 

a breach of contract, such as a default or delinquency in payments;

 

it becomes probable that the issuer or debtor will enter into bankruptcy or other financial reorganization; and

 

the disappearance of an active market for that financial asset because of financial difficulties.

In evaluating whether a decline in value is impairment for equity securities, we also consider the extent or the duration of the decline. The quantitative factors include the following:

 

the market price of the equity securities was more than 50% below their cost at the reporting date;

the market price of the equity securities was more than 20% below their cost for a period of at least six months at the reporting date; and

 

the market price of the equity securities was below their cost for a period of more than one year (including one year) at the reporting date.

When the decline in value is considered impairment,held-to-maturity debt securities are written down to their present value of estimated future cash flows discounted at the securities effective interest rates;available-for-sale debt securities and equity securities are written down to their fair value, and the change is recorded in net realized gains on financial assets in the period the impairment is recognized. The impairment loss is reversed through net profit if in a subsequent period the fair value of a debt security increases and the increase can be objectively related to an event occurring after the impairment loss was recognized through net profit. The impairment losses recognized in net profit on equity instruments are not reversed through net profit.

As of December 31, 2018,2019, debt securities of RMB 215,460181,617 million (US$ 31,337million) contain26,088 million) contained guarantees issued by third parties and, of those, 83.27%86.49% were guaranteed by either the Chinese government or a Chinese government controlled financial institution. Of the guarantees issued by government or government controlled financial institutions, 92.10% relates92.90% related to debt securities issued by a government railway infrastructure entity. We monitor the credit worthiness of the third parties which have issued these guarantees using local Chinese credit ratings which are generally only utilized within China.

The methods and assumptions used by us in measuring the fair value of the financial instruments are as follows:

Debt securities. The fair values of debt securities are generally based on current bid prices. Where current bid prices are not readily available, fair values are estimated using either prices observed in recent transactions, values obtained from current bid prices of comparable investments or valuation techniques when the market is not active.

Equity securities. The fair values of equity securities are generally based on current bid prices. Where current bid prices are not readily available, fair values are estimated using either prices observed in recent transactions or commonly used market pricing model. Equity securities, for which fair values cannot be measured reliably, are recognized at cost less impairment.

Securities purchased under agreements to resell, policy loans, term deposits, interest-bearing loans and borrowings, and securities sold under agreements to repurchase.The carrying amounts of these assets in the consolidated statement of financial position approximate fair value. Fair values of other loans are obtained from valuation techniques.

Valuations are generally obtained from third party pricing services for identical or comparable assets, or through the use of valuation methodologies using observable market inputs, or recent quoted market prices. Valuation service providers typically gather, analyze and interpret information related to market transactions and other key valuation model inputs from multiple sources, and, through the use of widely accepted valuation models, provide a theoretical quote on various securities.

We utilize one pricing service for substantially all of our Chinese domestic debt securities. This pricing service provider is the only publicly-recognized pricing service provider in China, and its pricing information is used by the mutual fund industry and almost all companies in China. We utilize international pricing services for our overseas debt securities. These pricing service providers are internationally-recognized, and their pricing information is commonly used by international companies. The prices obtained from the pricing service arenon-binding. Our review and testing have shown the prices obtained from our pricing service to be appropriate. As such, during the year ended December 31, 2018,2019, we did not consider it necessary to adjust the prices obtained from our pricing service.

As at December 31, 2018,2019, RMB 804,316936,372 million of RMB 900,8311,025,989 million debt securities with prices obtained from our pricing service were issued by the Chinese government and government controlled organizations. This pricing service utilized a discounted cash flow valuation model using market observable inputs, mainly interest rates, to determine a fair value. There are no other significant market inputs. As such, we have classified these debt securities as Level 2 in the fair value hierarchy.

Management subjects the fair values provided by valuation service providers to a number of validation procedures. These procedures include a review of the valuation models utilized, as well as our own test recalculation of the prices obtained from the pricing service at each reporting date.

We consider a combination of many factors in determining whether we believe a market for a financial instrument is active or inactive. Among these factors include:

 

whether there has been any trades within past 30 days of the reporting date;

 

the volume of the trades within this 30 day period; and

 

the degree which the implied yields for a debt security for observed transactions differs from our understanding of the current relevant market rates and information.

Associates and joint ventures

Associates are entities on which we have significant influence, generally together with a shareholding of between 20% and 50% of the voting rights. Significant influence is the power to participate in the financial and operating policy decisions of such entities but without control or joint control over these decisions.

Joint ventures are joint arrangements whereby the parties have joint control of the arrangement and have rights to the net assets of the joint arrangement. Joint control is the contractually-agreed sharing of control of an arrangement, which exists only when decisions on relevant activities require unanimous consent of the parties sharing control.

We determine at each reporting date whether there is any objective evidence that the investments in associates and joint ventures are impaired. If this is the case, an impairment loss is recognized at the amount of the carrying amount of investment less its recoverable amount. The recoverable amount is the higher of the fair value of investment less costs of disposal and value in use. The impairment of investment in associates and joint ventures is reviewed for possible reversal at each reporting date.

Revenue Recognition

PremiumsPremiums.. Premiums from long-term insurance contracts are recognized as revenue when due from the policyholders.

Premiums from the sale of short-term accident and health insurance contracts are recorded when written and are accreted to earnings on apro-rata basis over the term of the related policy coverage.

Policy fee income.The policy fee income for investment contracts mainly consists of acquisition costs and various fee incomes (including handling fees and management fees) over the period during which service is provided. Policy fee income net of certain acquisition costs is amortized over the expected life of the contracts and recognized as other income.

Investment income. Investment income is comprised of interest income from term deposits, cash and cash equivalents, debt securities, securities purchased under agreements to resell, loans and dividend income from equity securities. Interest income is recorded on an accrual basis using the effective interest rate method. Dividend income is recognized when the right to receive a dividend payment is established.

Deferred taxation

Deferred income tax is recognized, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. Substantively enacted tax rates are used in the determination of deferred income tax.

Deferred income tax assets are recognized to the extent that it is probable that future taxable profit will be available against which the reversal of temporary differences can be recognized.

Deferred income tax is provided on temporary differences arising on investments in subsidiaries, associates and joint ventures except where the timing of the reversal of the temporary difference can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future.

Recently Issued Accounting Standards

The following standards and amendments are adopted by us for the first time for the financial year beginning on January 1, 2018.2019.

 

Standards/Amendments  Content  

Effective for annual

periods beginning on

or after

IFRS 216LeasesJanuary 1, 2019
IAS 28 Amendments  ClassificationLong-term Interests in Associates and Measurement of Share-based Payment TransactionsJoint Ventures  January 1, January 20182019
IFRS 4IAS 19 Amendments  Applying IFRS 9 Financial Instruments with IFRS 4 Insurance ContractsPlan Amendment, Curtailment or Settlement  January 1, January 20182019
IFRS 15IFRIC 23  Revenue from Contracts with CustomersUncertainty over Income Tax Treatments  January 1, January 20182019
IFRS 15 AmendmentsAnnual Improvements to IFRSs 2015-2017 Cycle  ClarificationsAmendments to IFRS 15 Revenue from Contracts with Customers3, IFRS 11, IAS 12 and IAS 23  January 1, January 2018
IAS 40 AmendmentsTransfers of Investment Property1 January 20182019

IFRS 2 Amendments16ClassificationLeases

IFRS 16 supersedes IAS 17 Leases, and Measurementrelated interpretations from International Financial Reporting Interpretation Committee and Standard Interpretation Committee. The standard sets out the principles for the recognition, measurement, presentation and disclosure of Share-based Payment Transactionsleases and requires lessees to account for all leases under a singleon-balance sheet model. Lessor accounting under IFRS 16 is substantially unchanged from IAS 17. Lessors continue to classify leases as either operating or finance leases using similar principles as in IAS 17. Therefore, IFRS 16 did not have any financial impact on leases where we are the lessor.

In June 2016,We have adopted IFRS 16 using the IASB issued amendmentsmodified retrospective method of adoption with the date of initial application of January 1, 2019. Under this method, the standard has been applied retrospectively with the cumulative effect of initial adoption as an adjustment to the opening balance of retained earnings as at January 1, 2019, and the comparative information for 2018 was not restated and continues to be reported under IAS 17.

New definition of a lease

Under IFRS 2 Share-based Payment16, at inception of a contract, an entity shall assess whether the contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys a right to control the use of an identified asset for a period of time in exchange for consideration. Control is conveyed where the customer has both the right to obtain substantially all of the economic benefits from use of the identified asset and the right to direct the use of the identified asset. We elected to use the transition practical expedient allowing the standard to be applied only to contracts that address three main areas:were previously identified as leases applying IAS 17 and IFRIC 4 at the effectsdate of vesting conditionsinitial application. Contracts that were not identified as leases under IAS 17 and IFRIC 4 were not reassessed. Therefore, the definition of a lease under IFRS 16 has been applied only to contracts entered or changed on or after January 1, 2019.

At inception or on reassessment of a contract that contains a lease component, we allocate the consideration in the contract to each lease andnon-lease component on the basis of their stand-alone prices. A practical expedient is available to a lessee, which we have adopted, not to separatenon-lease components and to account for the lease and the associatednon-lease components as a single lease component.

As a lessee – Leases previously classified as operating leases

As a lessee, we previously classified leases as either finance leases or operating leases based on the assessment of whether the lease transferred substantially all the rewards and risks of ownership of assets to us. Under IFRS 16, we apply a single approach to recognize and measureright-of-use assets and lease liabilities for all leases, except for two elective exemptions for leases oflow-value assets (elected on a lease by lease basis) and short-term leases (elected by class of underlying asset). We have elected not to recognizeright-of-use assets and lease liabilities for (i) leases oflow-value assets; and (ii) leases, that at the commencement date, have a lease term of 12 months or less. Instead, we recognize the lease payments associated with those leases as an expense on a straight-line basis over the lease term.

Lease liabilities as at January 1, 2019 were recognized based on the present value of the remaining lease payments, discounted using the incremental borrowing rate as at January 1, 2019.

Theright-of-use assets were measured at the amount of the lease liabilities, adjusted by the amount of any prepaid or accrued lease payments relating to the leases recognized in the statement of financial position immediately before January 1, 2019. All these assets were assessed for any impairment based on IAS 36 – Impairment of Assets on that date.

We have used the following elective practical expedients when applying IFRS 16 as at January 1, 2019:

Applied the recognition exemptions for leases of low value assets and leases with lease term that ends within 12 months from the date of initial application;

Applied a single discount rate to a portfolio of leases with reasonably similar characteristics on the measurement of a cash-settled share-based payment transaction; the classificationlease liability;

Excluded the initial direct costs from the measurement of a share-based payment transaction with net settlement features for withholding a certain amount in order to meet an employee’s tax obligation associated with the share-based payment; and accounting where a modification to the terms and conditions of a share-based payment transaction changes its classification from cash-settled to equity-settled. The amendments clarify that the approach used to account for vesting conditions when measuring equity-settled share-based payments also applies to cash-settled share-based payments. The amendments introduce an exception so that a share-based payment transaction with net share settlement features for withholding a certain amount in order to meet the employee’s tax obligation is classified in its entirety as an equity-settled share-based payment transaction when certain conditions are met. Furthermore, the amendments clarify that if the terms and conditions of a cash-settled share-based payment transaction are modified, with the result that it becomes an equity-settled share-based payment transaction, the transaction is accounted for as an equity-settled transaction fromright-of-use asset at the date of initial application;

Used hindsight in determining the modification. On adoption, entitieslease term where the contract contains options to extend or terminate the lease; and

Relied on its assessment of whether leases are requiredonerous immediately before the date of initial application. We adjusted theright-of-use asset at the date of initial application by the amount of any provision for onerous leases recognized in the statement of financial position immediately before the date of initial application.

In addition to applyland use rights, we recognized otherright-of-use assets of RMB 2,555 million and lease liabilities of RMB2,185 million at the date of initial application. Compared to the end of 2018, after the relative adjustments, total assets and total liabilities at the group level as at January 1, 2019 both increased by RMB 2,194 million. The reconciliation between the minimum unpaid lease payments of the operating leases disclosed in our financial statements for the year ended December 31, 2018, and the lease liabilities recognized in the consolidated statement of financial position at the date of initial application are as follows:

RMB million

Operating lease commitments as at December 31, 2018

2,474

Less: short-term leases, those leases with a remaining lease term less than 12 months from the date of initial application and leases oflow-value assets

(132

impact of discounting at the incremental borrowing rate as at January 1, 2019

(157

Lease liabilities as at January 1, 2019

2,185

The weighted average incremental borrowing rate we adopted as at January 1, 2019 in calculating the lease liabilities in the consolidated statement of financial position was 3.76%.

Refer to Note 2.7 to our consolidated financial statements included elsewhere in this annual report for relevant accounting policies.

IAS 28 Amendments – Long-term interests in associates and joint ventures

In October 2017, the IASB issued the amendments without restating prior periods,to IAS 28 which indicates that an entity applies IFRS 9 to long-term interests in an associate or joint venture to which the equity method is not applied but retrospective application is permitted if they elect to adopt for all three amendments and other criteria are met.

The Group’s accounting treatment for cash-settled share-based payments is consistent withthat, in substance, form part of the clarificationnet investment in the amendments. In addition, the Group has no share-based payment transactions with net settlement features for withholding tax obligations and has not made any modifications to the terms and conditions of its share-based payment transactions. Therefore, these amendments have no impact on the Group’s consolidated financial statements.

IFRS 4 Amendments – Applying IFRS 9 Financial Instruments with IFRS 4 Insurance Contracts

Amendments to IFRS 4 address issues arising from the different effective dates of IFRS 9 and IFRS 17.associate or joint venture (long-term interests). The amendments introduce two alternative options for entities issuing contracts within the scope of IFRS 4 upon the adoption of IFRS 9, notably a temporary exemption and an overlay approach. The temporary exemption enables eligible entities to defer the implementation date of IFRS 9 until the effective date of IFRS 17. The amendmentsalso clarify that an insurer may applyfor the entity that applies the temporary exemption from IFRS 9, if: (i) it has not previously applied any version of IFRS 9, other than only the requirements for the presentation of gains and losses on financial liabilities designated as at fair value through profit or loss and (ii) its activities are predominantly connected with insurance at its annual reporting date that immediately precedes April 1, 2016. The overlay approach allows entities applying IFRS 9 from 2018 onwards to remove from profit or loss the effects arising from the adoption of IFRS 9 and reclassify the amounts to other comprehensive income for designated financial assets. An entity can apply the temporary exemption from IFRS 9 for annual periods beginning on or after January 1, 2018, or apply the overlay approach when it applies IFRS 9 for the first time.

During 2016, we performed an assessment of the amendments and reached the conclusion that our activities were predominantly connected with insurance as at December 31, 2015. There has been no significant change in the activities of the Group since then that requires reassessment, and the Group considers that it continues to meet the criteria of applying the temporary exemption. We have decided to apply the temporary exemption from IFRS 9 and, therefore, continue to apply IAS 39 applies to our financial assetsthe long-term interests, and financial liabilities in our reporting period starting on January 1, 2018. Disclosures regarding our temporary exemption from IFRS 9those entities are contained in Note 32.

IFRS 15 – Revenue from Contracts with Customers and IFRS 15 Amendments

IFRS 15, issued in May 2014, establishes a new five-step modelnot required to account for revenue arising from contracts with customers. Under IFRS 15, revenue is recognized at an amount that reflectsrestate prior periods to reflect the consideration to which an entity expects to be entitled in exchange for transferring goods or services to a customer. The principles in IFRS 15 provide a more structured approach for measuring and recognizing revenue. The standard also introduces extensive qualitative and quantitative disclosure requirements, including disaggregation of total revenue, information about performance obligations, changes in contract asset and liability account balances between periods and key judgments and estimates. The standard supersedes all current revenue recognition requirements under IFRSs. Either a full retrospective application or a modified retrospective adoption is required on the initial application of the standard. In April 2016, the IASB issued amendments to IFRS 15 to address the implementation issues on identifying performance obligations, application guidance on principal-versus-agent consideration, licenses of intellectual property and transition.amendments. The amendments are also intended to help ensure a more consistent application when entities adopt IFRS 15 and decrease the cost and complexity of applying the standard. IFRS 15 and the amendments are effective for annual periods beginning on or after January 1, 2018, and early adoption2019.

Our accounting treatment in the previous years is permitted.

Given insurance contracts are scoped out of IFRS 15,in line with the mainamendments, thus there has been no impact on our consolidated financial statements as a result of the new standard is onamendments.

IAS 19 Amendments - Plan Amendment, Curtailment or Settlement

In February 2018, the IASB issued the amendments to IAS 19 which addresses the accounting treatment of income from administrativewhen a plan amendment, curtailment or settlement occurs during a reporting period. The amendments are effective for annual periods beginning on or after January 1, 2019 and investment management services. Basedapply retrospectively.

We have no defined benefit plans. The amendments under IAS 19 have had no impact on our consolidated financial statements. We will adopt the standard’s transitional provisions,amendments if such business occurs in the entity shall recognizefuture.

IFRIC 23 - Uncertainty over Income Tax Treatments

In June 2017, the cumulative effect of initially applying IFRS 15 as an adjustment to the opening balance of retained earnings or other component of equityIASB issued IFRIC Interpretation 23, which clarifies application of the recognition and measurement requirements in IAS 12 Income Taxes when there is uncertainty over income tax treatments. The interpretation mainly addresses the following four areas: whether an entity separately considers the uncertainty of tax treatments; assumptions adopted by an entity to address the examination of tax treatments by taxation authorities; how an entity determines taxable profit/(tax loss), tax bases, unused tax losses, unused tax credits and tax rates; and how an entity considers changes in facts and circumstances. The interpretation is effective for annual reporting period that includes the date of initial application, and does not require a restatement of prior periods. The Group adopted IFRS 15 using the modified retrospective approach fromperiods beginning on or after January 1, 2018. Adoption2019.

Our accounting treatment in the previous years is in line with the clarification of the standardinterpretation. The clarification has had no significant impact on relative items of the Group’sour consolidated financial statements.

IAS 40 Amendments – Transfers of Investment Property

Amendments to IAS 40, issued in December 2016, clarify when an entity should transfer property, including property under construction or development into, or out of investment property. The amendments state that a change in use occurs when the property meets, or ceases to meet, the definition of investment property and there is evidence of the change in use. A mere change in management’s intentions for the use of a property does not provide evidence of a change in use. The amendments are to be applied prospectively, and shall be applied to the changes that occurred, during or after the financial year when it applies amendments for the first time. An entity should reassess the classification of property held at the date that it first applies the amendments and, if applicable, reclassify property to reflect the conditions that exist at that date. Retrospective application is only permitted if it is possible without the use of hindsight. The amendments do not have any significant impact on the Group’s consolidated financial statements.

In addition, theAnnual Improvements 2014-20162015-2017 Cycle issued in December 20162017 set out amendments to IFRS 13, IFRS 11, IAS 12 and IAS 28,23, which are effective for annual periods beginning on or after January 1, 2018.2019. There ishas been no significant impact on the accounting policies of the Groupour consolidated financial statements as a result of these amendments.

New accounting standards and amendments that are effective but a temporary exemption is applied by the Groupus for the financial year beginning on January 1, 2018:2019:

 

Standards/Amendments  Content  

Effective for annual periods
beginning on

or after

IFRS 9  Financial Instruments  January 1, January 2018

IFRS 9 – Financial Instruments

In July 2014, the IASB issued the final version of IFRS 9, bringing together all phases of the financial instruments project to replace IAS 39 and all previous versions of IFRS 9. The standard introduces new requirements for classification and measurement, impairment and hedge accounting. IFRS 9 is effective for annual periods beginning on or after January 1, 2018, with early adoption permitted. Based on the current assessment, the Group expectswe expect the adoption of IFRS 9 will have a significant impact on the Group’sour consolidated financial statements. We have adopted and will continue to adopt the temporary exemption permitted in Amendments to IFRS 4 Applying IFRS 9 Financial Instruments with IFRS 4 Insurance Contracts (“IFRS 4 Amendment”) to apply IAS 39 rather than IFRS 9, until the effective date of IFRS 17. Refer to Note 33 to our consolidated financial statements included elsewhere in this annual report for more details.

Classification and measurement

IFRS 9 requires that the Groupwe classify debt instruments based on the combined effect of application of business models (hold to collect contractual cash flows, hold to collect contractual cash flows and sell financial assets or other business models) and contractual cash flow characteristics (solely payments of principal and interest on the principal amount outstanding or not). Debt instruments not giving rise to cash flows that are solely payments of principal and interest on the principal amount outstanding are to be measured at fair value through profit or loss. Other debt instruments giving rise to cash flows that are solely payments of principal and interest on the principal amount outstanding are to be measured at amortized cost, fair value through other comprehensive income or fair value through profit or loss, based on their respective business models. The GroupWe analyzed the contractual cash flow characteristics of financial assets as at December 31, 20182019 and made relevant disclosures in Note 32 according33 to our consolidated financial statements included elsewhere in this annual report in accordance with the IFRS 4 Amendments.

Equity instruments would generally be measured at fair value through profit or loss unless the Group electswe elect to measure at fair value through other comprehensive income for certain equity investments not held for trading. This will result in unrealized gains and losses on equity instruments currently classified asavailable-for-sale securities being recorded in income going forward. Currently, these unrealized gains and losses are recognized in other comprehensive income. If the Group electswe elect to record equity investments at fair value through other comprehensive income, gains and losses would never be recognized in income except for the received dividends which do not represent a recovery of part of the investment cost.

Impairment

IFRS 9 replaces the “incurred loss” model with the “expected credit loss” model which is designed to include forward-looking information. The Group isWe are in the process of developing and testing the key models required under IFRS 9 and analyzing the impact on the expected loss provision; the Group believeswe believe that the provision for our debt instruments of the Group under the “expected credit loss” model would be larger than that under the previous “incurred loss” model.

Hedge accounting

The Group doesWe do not apply the hedge accounting currently, so the Group expectswe expect that the new hedge accounting model under IFRS 9 will have no impact on the Group’sour consolidated financial statements.

The following standards and amendments are not yet effective and have not been early adopted by the Groupus for the financial year beginning on January 1, 2018.2019.

 

Standards/Amendments  Content  

Effective for annual periods
beginning on

or after

IFRS 16Leases1 January 2019
IFRS 3 Amendments  Definition of a Business  January 1, January 2020
IAS 1 and IAS 8 Amendments  Definition of Material  January 1, 2020
IFRS 9, IAS 39 and IFRS 7 AmendmentsInterest Rate Benchmark ReformJanuary 1, 2020
IFRS 17  Insurance Contracts  January 1, January 2021
IFRS 10 and IAS 28 Amendments  Sale or Contribution of Assets between an Investor and its Associate or Joint Venture  

No mandatory effective

date yet determined but

available for adoption

For a detailed discussion of the recently issued accounting standards, see Note 2.1.1, Note 2.1.2 and Note 2.1.22.1.3 to our consolidated financial statements included elsewhere in this annual report.

Inflation

According to the National Statistics Bureau of China, China’s overall national inflation rates, as represented by the general consumer price index, were approximately 2.1%2.9%,2.1%, 1.6%, 2.0%, and 1.4% and 2.0% in 2019, 2018, 2017, 2016 and 2015, and 2014, respectively. Inflationrespectively.Inflation has not had a significant effect on our business during the past three years.

Foreign Currency Fluctuation

See “Item 3. Key Information—Risk Factors—Risks Relating to the People’s Republic of China—Government control of currency conversion and the fluctuation of the Renminbi may materially and adversely affect our operations and financial results” and “Item 11. Quantitative and Qualitative Disclosures about Market Risk—Foreign Exchange Risk”.

A. OPERATING RESULTS

Year Ended December 31, 2019 Compared with Year Ended December 31, 2018

Total Revenues  For the year ended December 31, 
   2018   2019 
   RMB   RMB 
   (in millions) 

Net premiums earned

   532,023    560,278 

Life insurance business

   436,863    445,719 

Health insurance business

   80,279    99,575 

Accident insurance business

   14,881    14,984 

Investment income

   125,167    139,919 

Investment income from securities at fair value through profit or loss

   5,153    4,527 

Investment income fromavailable-for-sale securities

   39,483    43,196 

Investment income fromheld-to-maturity securities

   34,657    38,229 

Investment income from bank deposits

   22,699    26,695 

Investment income from loans

   22,894    27,111 

Other investment income

   281    161 

Net realized gains on financial assets

   (19,591   1,831 

Net fair value gains through profit or loss

   (18,278   19,251 

Other income

   8,098    8,195 
  

 

 

   

 

 

 

Total

   627,419    729,474 
  

 

 

   

 

 

 

Net Premiums Earned

Net premiums earned increased by RMB 28,255 million, or 5.3%, to RMB 560,278 million in 2019 from RMB 532,023 million in 2018.

Life Insurance Business

Net premiums earned from life insurance business increased by RMB 8,856 million, or 2.0%, to RMB 445,719 million in 2019 from RMB 436,863 million in 2018. This was primarily due to the steady growth of our life insurance business.

Health Insurance Business

Net premiums earned from health insurance business increased by RMB 19,296 million, or 24.0%, to RMB 99,575 million in 2019 from RMB 80,279 million in 2018. This was primarily due to our increased efforts to develop our health insurance business.

Accident Insurance Business

Net premiums earned from accident insurance business increased by RMB 103 million, or 0.7%, to RMB 14,984 million in 2019 from RMB 14,881 million in 2018. This was primarily due to the steady growth of our accident insurance business.

Investment Income

Investment income increased by RMB 14,752 million, or 11.8%, from RMB 125,167 million in 2018 to RMB 139,919 million in 2019.

Investment Income from Securities at Fair Value through Profit or Loss

Investment income from securities at fair value through profit or loss decreased by RMB 626 million, or 12.1%, to RMB 4,527 million in 2019 from RMB 5,153 million in 2018. This was primarily due to a decrease in interest income resulting from a decrease in investments in commercial paper at fair value through profit or loss.

Investment Income fromAvailable-for-Sale Securities

Investment income fromavailable-for-sale securities increased by RMB 3,713 million, or 9.4%, to RMB 43,196 million in 2019 from RMB 39,483 million in 2018. This was primarily due to an increase in dividends fromavailable-for-sale equity securities investment stocks.

Investment Income fromHeld-to-Maturity Securities

Investment income fromheld-to-maturity securities increased by RMB 3,572 million, or 10.3%, to RMB 38,229 million in 2019 from RMB 34,657 million in 2018. This was primarily due to an increase in interest income resulting from the increase in the allocation in government agency bonds.

Investment Income from Bank Deposits

Investment income from bank deposits increased by RMB 3,996 million, or 17.6%, to RMB 26,695 million in 2019 from RMB 22,699 million in 2018. This was primarily due to an increase in interest income resulting from the increase in the allocation in negotiated deposits.

Investment Income from Loans

Investment income from loans increased by RMB 4,217 million, or 18.4%, to RMB 27,111 million in 2019 from RMB 22,894 million in 2018. This was primarily due to an increase in interest income from trust schemes.

Net Realized Gains on Financial Assets

Net realized gains on financial assets increased by RMB 21,422 million to gains of RMB 1,831 million in 2019 from losses of RMB 19,591 million in 2018. This was primarily due to an increase in spread income of stocks and funds inavailable-for-sale securities.

Net Fair Value Gains through Profit or Loss

Net fair value gains through profit or loss increased by RMB 37,529 million to gains of RMB 19,251 million in 2019 from losses of RMB 18,278 million in 2018. This was primarily due to an increase in spread income and fair value of stocks in securities at fair value through profit or loss.

Other Income

Other income increased by RMB 97 million, or 1.2%, to RMB 8,195 million in 2019 from RMB 8,098 million in 2018. This was primarily due to the business growth of China Life Pension.

Benefits, Claims and Expenses  For the year ended December 31, 
   2018   2019 
   RMB   RMB 
   (in millions) 

Insurance benefits and claims expenses

    

Life insurance death and other benefits

   248,736    127,877 

Accident and health claims and claim adjustment expenses

   40,552    50,783 

Increase in insurance contracts liabilities

   189,931    330,807 

Investment contracts benefits

   9,332    9,157 

Policyholder dividends resulting from participation in profits

   19,646    22,375 

Underwriting and policy acquisition costs

   62,705    81,396 

Finance costs

   4,116    4,255 

Administrative expenses

   37,486    40,275 

Other expenses

   7,642    9,602 

Statutory insurance fund contribution

   1,097    1,163 
  

 

 

   

 

 

 

Total

   621,243    677,690 
  

 

 

   

 

 

 

Segment information of insurance benefits and claims expenses

    

Life insurance business

   412,876    427,673 

Health insurance business

   59,689    75,471 

Accident insurance business

   6,654    6,323 
  

 

 

   

 

 

 

Total

   479,219    509,467 
  

 

 

   

 

 

 

Insurance Benefits and Claims Expenses

Insurance benefits and claims, net of amounts ceded through reinsurance, increased by RMB 30,248 million, or 6.3%, to RMB 509,467 million in 2019 from RMB 479,219 million in 2018.

Life insurance death and other benefits payouts decreased by RMB 120,859 million, or 48.6%, to RMB 127,877 million in 2019 from RMB 248,736 million in 2018. This was primarily due to a decrease in maturities payable. Accident and health claims and claim adjustment expenses increased by RMB 10,231 million, or 25.2%, to RMB 50,783 million in 2019 from RMB 40,552 million in 2018. This was primarily due to an increase in the volume of short-term health insurance and accident insurance business. Increase in insurance contracts liabilities increased by RMB 140,876 million, or 74.2%, to RMB 330,807 million in 2019 from RMB 189,931 million in 2018. This was primarily due to an increase in the scale of insurance business.

Life Insurance Business

Insurance benefits and claims expenses attributable to life insurance business increased by RMB 14,797 million, or 3.6%, to RMB 427,673 million in 2019 from RMB 412,876 million in 2018. This was primarily due to an increase in the scale of life insurance business.

Health Insurance Business

Insurance benefits and claims expenses attributable to health insurance business increased by RMB 15,782 million, or 26.4%, to RMB 75,471 million in 2019 from RMB 59,689 million in 2018. This was primarily due to the growth in our health insurance business.

Accident Insurance Business

Insurance benefits and claims expenses attributable to accident insurance business decreased by RMB 331 million, or 5.0%, to RMB 6,323 million in 2019 from RMB 6,654 million in 2018. This was primarily due to a decrease in claims expenses of certain businesses.

Investment Contract Benefits

Investment contract benefits decreased by RMB 175 million, or 1.9%, to RMB 9,157 million in 2019 from RMB 9,332 million in 2018. This was primarily due to a decrease in the settlement interest rate of universal insurance accounts.

Policyholder Dividends Resulting from Participation in Profits

Policyholder dividends resulting from participation in profits increased by RMB 2,729 million, or 13.9%, to RMB 22,375 million in 2019 from RMB 19,646 million in 2018. This was primarily due to an increase in investment yields from participating accounts.

Underwriting and Policy Acquisition Costs

Underwriting and policy acquisition costs increased by RMB 18,691 million, or 29.8%, to RMB 81,396 million in 2019 from RMB 62,705 million in 2018. This was primarily due to an increase in commissions of regular business due to the growth of our business and the optimization of our business structure.

Finance Costs

Finance costs increased by RMB 139 million, or 3.4%, to RMB 4,255 million in 2019 from RMB 4,116 million in 2018. This was primarily due to an increase in interest paid for bonds payable.

Administrative Expenses

Administrative expenses include employees’ remuneration and other administrative expenses. Administrative expenses increased by RMB 2,789 million, or 7.4%, to RMB 40,275 million in 2019 from RMB 37,486 million in 2018. This was primarily due to the growth of our business.

Other Expenses

Other expenses increased by RMB 1,960 million, or 25.6%, to RMB 9,602 million in 2019 from RMB 7,642 million in 2018. This was primarily due to the increase in interest from dividends.

Profit  For the year ended December 31, 
   2018   2019 
   RMB   RMB 
   (in millions) 

Profit before income tax

   13,921    59,795 

Life insurance business

   1,630    42,418 

Health insurance business

   4,100    5,875 

Accident insurance business

   495    489 

Other businesses

   7,696    11,013 

Income tax

   1,985    781 

Net profit attributable to equity holders of the company

   11,395    58,287 

Profit before Income Tax

Our profit before income tax increased by RMB 45,874 million, or 329.5%, to RMB 59,795 million in 2019 from RMB 13,921 million in 2018.

Life Insurance Business

Profit before income tax in the life insurance business increased by RMB 40,788 million, or 2,502.3%, to RMB 42,418 million in 2019 from RMB 1,630 million in 2018. This was primarily due to an increase in our gross investment income.

Health Insurance Business

Profit before income tax in the health insurance business increased by RMB 1,775 million, or 43.3%, to RMB 5,875 million in 2019 from RMB 4,100 million in 2018. This was primarily due to an increase in our gross investment income.

Accident Insurance Business

Profit before income tax in the accident insurance business decreased by RMB 6 million, or 1.2%, to RMB 489 million in 2019 from RMB 495 million in 2018. This was primarily due to an increase in underwriting and policy acquisition costs resulting from structure adjustment of certain of our businesses.

Other Businesses

Profit before income tax in other businesses increased by RMB 3,317 million, or 43.1%, to RMB 11,013 million in 2019 from RMB 7,696 million in 2018. This was primarily due to an increase in our gross investment income.

Income Tax

We pay income tax according to applicable Chinese enterprise income tax regulations and rules. Income tax decreased by RMB 1,204 million, or 60.7%, to RMB 781 million in 2019 from RMB 1,985 million in 2018. This was primarily due to the impact of the new policy onpre-tax deduction of underwriting and policy acquisition costs. See “Item 4. Information on the Company—Business Overview—Regulatory and Related Matters—Policy on pre-tax deduction of underwriting and policy acquisition costs”.

Net Profit Attributable to Equity Holders of the Company

For the reasons set forth above, net profit attributable to equity holders of the Company increased by RMB 46,892 million, or 411.5%, to RMB 58,287 million in 2019 from RMB 11,395 million in 2018. This was primarily due to an increase in our gross investment income and the impact of the new policy onpre-tax deduction of underwriting and policy acquisition costs.

Major Assets  As of December 31, 
   2018   2019 
   RMB   RMB 
   (in millions) 

Investment assets1

   3,104,014    3,573,154 

Term deposits

   559,341    535,260 

Held-to-maturity securities

   806,717    928,751 

Available-for-sale securities

   870,533    1,058,957 

Securities at fair value through profit or loss

   138,717    141,608 

Derivative financial assets

   —      428 

Securities purchased under agreements to resell

   9,905    4,467 

Cash and cash equivalents

   50,809    53,306 

Loans

   450,251    608,920 

Statutory deposits—restricted

   6,333    6,333 

Investment properties

   9,747    12,141 

Investment in associates and joint ventures

   201,661    222,983 

Other assets

   150,389    153,580 
  

 

 

   

 

 

 

Total

   3,254,403    3,726,734 
  

 

 

   

 

 

 

1.

Beginning in 2018, the scope of investment assets has been revised to include investments in associates and joint ventures.

Investment Assets

Our total investment assets increased by RMB 469,140 million, or 15.1%, to RMB 3,573,154 million as of December 31, 2019 from RMB 3,104,014 million as of December 31, 2018.

Term Deposits

Term deposits decreased by RMB 24,081 million, or 4.3%, to RMB 535,260 million as of December 31, 2019 from RMB 559,341 million as of December 31, 2018. This was primarily due to the maturity of term deposits.

Held-to-Maturity Securities

Held-to-maturity securities increased by RMB 122,034 million, or 15.1%, to RMB 928,751 million as of December 31, 2019 from RMB 806,717 million as of December 31, 2018. This was primarily due to an increase in the allocation of government agency bonds.

Available-for-Sale Securities

Available-for-sale securities increased by RMB 188,424 million, or 21.6%, to RMB 1,058,957 million as of December 31, 2019 from RMB 870,533 million as of December 31, 2018. This was primarily due to an increase in the allocation of stocks inavailable-for-sale securities.

Securities at Fair Value Through Profit or Loss

Securities at fair value through profit or loss increased by RMB 2,891 million, or 2.1%, to RMB 141,608 million as of December 31, 2019 from RMB 138,717 million as of December 31, 2018. This was primarily due to an increase in the fair value of stocks in securities at fair value through profit or loss.

Securities Purchased under Agreements to Resell

Securities purchased under agreements to resell decreased by RMB 5,438 million, or 54.9%, to RMB 4,467 million as of December 31, 2019 from RMB 9,905 million as of December 31, 2018. This was primarily due to the needs for liquidity management.

Cash and Cash Equivalents

Cash and cash equivalents increased by RMB 2,497 million, or 4.9%, to RMB 53,306 million as of December 31, 2019 from RMB 50,809 million as of December 31, 2018. This was primarily due to the needs for liquidity management.

Loans

Loans increased by RMB 158,669 million, or 35.2%, to RMB 608,920 million as of December 31, 2019 from RMB 450,251 million as of December 31, 2018. This was primarily due to an increase in policy loans and certificates of deposit.

Investment Properties

Investment properties increased by RMB 2,394 million, or 24.6%, to RMB 12,141 million as of December 31, 2019 from RMB 9,747 million as of December 31, 2018. This was primarily due to new investments in investment properties.

Investments in associates and joint ventures

Our investments in associates and joint ventures increased by RMB 21,322 million, or 10.6%, to RMB 222,983 million as of December 31, 2019 from RMB 201,661 million as of December 31, 2018. This was primarily due to new investments in associates and joint ventures.

Major Liabilities  As of December 31, 
   2018   2019 
   RMB   RMB 
   (in millions) 

Liabilities

    

Insurance contracts

   2,216,031    2,552,736 

Investment contracts

   255,434    267,804 

Securities sold under agreements to repurchase

   192,141    118,088 

Policyholder dividends payable

   85,071    112,593 

Annuity and other insurance balances payable

   49,465    51,019 

Interest-bearing loans and borrowings

   20,150    20,045 

Deferred tax liabilities

   –      10,330 

Other liabilities

   112,821    184,777 
  

 

 

   

 

 

 

Total

   2,931,113    3,317,392 
  

 

 

   

 

 

 

Liabilities

Our total liabilities increased by RMB 386,279 million, or 13.2%, to RMB 3,317,392 million as of December 31, 2019 from RMB 2,931,113 million as of December 31, 2018.

Insurance Contracts

Liabilities of insurance contracts increased by RMB 336,705 million, or 15.2%, to RMB 2,552,736 million as of December 31, 2019 from RMB 2,216,031 million as of December 31, 2018 . This was primarily due to the accumulation of insurance liabilities from new insurance business and renewal business. As at the date of the statement of financial position, our insurance contracts reserves passed liability adequacy testing.

Investment Contracts

The account balance of investment contracts increased by RMB 12,370 million, or 4.8%, to RMB 267,804 million as of December 31, 2019 from RMB 255,434 million as of December 31, 2018. This was primarily due to an increase in the scale of universal insurance accounts.

Securities Sold under Agreements to Repurchase

Securities sold under agreements to repurchase decreased by RMB 74,053 million, or 38.5%, to RMB 118,088 million as of December 31, 2019 from RMB 192,141 million as of December 31, 2018. This was primarily due to the needs for liquidity management.

Policyholder Dividends Payable

Policyholder dividends payable increased by RMB 27,522 million, or 32.4%, to RMB 112,593 million as of December 31, 2019 from RMB 85,071 million as of December 31, 2018. This was primarily due to an increase in investment yields from participating accounts.

Annuity and Other Insurance Balances Payable

Annuity and other insurance balances payable increased by RMB 1,554 million, or 3.1%, to RMB 51,019 million as of December 31, 2019 from RMB 49,465 million as of December 31, 2018. This was primarily due to an increase in maturities and annuities payable.

Interest-bearing Loans and Borrowings

Our borrowings in foreign currency decreased in 2019. Interest-bearing loans and other borrowings include a three-year bank loan of EUR 67 million with a maturity date on January 18, 2021, a five-year bank loan of GBP 275 million with a maturity date on June 25, 2024, a five-year bank loan of US$ 860 million with a maturity date on September 16, 2024, and asix-month bank loan of EUR 127 million with a maturity date on January 11, 2020 which is automatically renewed upon maturity pursuant to the terms of the agreement, all of which are fixed rate loans, and a five-year bank loan of US$ 970 million with a maturity date on September 27, 2024, a three-year loan of EUR 400 million with a maturity date on December 6, 2020, and aone-year bank loan of US$ 18 million with a maturity date on November 6, 2020, all of which are floating rate loans.

Deferred Tax Liabilities

Deferred tax liabilities as of December 31, 2019 were RMB 10,330 million, and there were no deferred tax liabilities as of December 31, 2018. This change was primarily due to the increase in the fair value ofavailable-for-sale securities.

Equity Attributable to Equity Holders of the Company

As of December 31, 2019, equity attributable to our equity holders was RMB 403,764 million, an increase of RMB 85,393 million, or 26.8%, from RMB 318,371 million as of December 31, 2018. This was primarily due to the combined impact of total comprehensive income and profit distributions during 2019.

Year Ended December 31, 2018 Compared with Year Ended December 31, 2017

 

Total Revenues  For the year ended December 31,   For the year ended December 31, 
  2017   2018   2017   2018 
  RMB   RMB   RMB   RMB 
  (in millions)   (in millions) 

Net premiums earned

   506,910    532,023    506,910    532,023 

Life insurance business

   429,267    436,863    429,267    436,863 

Health insurance business

   63,323    80,279    63,323    80,279 

Accident insurance business

   14,320    14,881    14,320    14,881 

Investment income

   122,727    125,167    122,727    125,167 

Investment income from securities at fair value through profit or loss

   4,538    5,153    4,538    5,153 

Investment income from available-for-sale securities

   46,627    39,483    46,627    39,483 

Investment income from held-to-maturity securities

   30,669    34,657    30,669    34,657 

Investment income from bank deposits

   23,827    22,699    23,827    22,699 

Investment income from loans

   16,320    22,894    16,320    22,894 

Other investment income

   746    281    746    281 

Net realized gains on financial assets

   42    (19,591   42    (19,591

Net fair value gains through profit or loss

   6,183    (18,278   6,183    (18,278

Other income

   7,493    8,098    7,493    8,098 
  

 

   

 

   

 

   

 

 

Total

   643,355    627,419    643,355    627,419 
  

 

   

 

   

 

   

 

 

Net Premiums Earned

Net premiums earned increased by RMB 25,113 million, or 5.0%, to RMB 532,023 million in 2018 from RMB 506,910 million in 2017.

Life Insurance Business

Net premiums earned from life insurance business increased by RMB 7,596 million, or 1.8%, to RMB 436,863 million in 2018 from RMB 429,267 in 2017. This was primarily due to the steady growth of our life insurance business.

Health Insurance Business

Net premiums earned from health insurance business increased by RMB 16,956 million, or 26.8%, to RMB 80,279 million in 2018 from RMB 63,323 million in 2017. This was primarily due to the expansion of our health insurance business.

Accident Insurance Business

Net premiums earned from accident insurance business increased by RMB 561 million, or 3.9%, to RMB 14,881 million in 2018 from RMB 14,320 million in 2017. This was primarily due to the steady growth of our accident insurance business.

Investment Income

Investment income increased by RMB 2,440 million, or 2.0%, from RMB 122,727 million in 2017 to RMB 125,167 million in 2018.

Investment Income from Securities at Fair Value through Profit or Loss

Investment income from securities at fair value through profit or loss increased by RMB 615 million, or 13.6%, to RMB 5,153 million in 2018 from RMB 4,538 million in 2017. This was primarily due to an increase in interest income resulting from an increase in investments in corporate bonds at fair value through profit or loss.

Investment Income fromAvailable-for-Sale Securities

Investment income fromavailable-for-sale securities decreased by RMB 7,144 million, or 15.3%, to RMB 39,483 million in 2018 from RMB 46,627 million in 2017. This was primarily due to a decrease in dividends fromavailable-for-sale equity securities investment funds.

Investment Income fromHeld-to-Maturity Securities

Investment income fromheld-to-maturity securities increased by RMB 3,988 million, or 13.0%, to RMB 34,657 million in 2018 from RMB 30,669 million in 2017. This was primarily due to an increase in interest income resulting from the increase in the allocation in government bonds.

Investment Income from Bank Deposits

Investment income from bank deposits decreased by RMB 1,128 million, or 4.7%, to RMB 22,699 million in 2018 from RMB 23,827 million in 2017. This was primarily due to a decrease in interest income resulting fromthefrom the fact that new negotiated deposits were mainly made toward the end of 2018 and the decrease in the allocation indepositsin deposits other than negotiated deposits.

Investment Income from Loans

Investment income from loans increased by RMB 6,574 million, or 40.3%, to RMB 22,894 million in 2018 from RMB 16,320 million in 2017. This was primarily due to an increase in interest income from trust schemes.

Net Realized Gains on Financial Assets

Net realized gains on financial assets decreased by RMB 19,633 million to losses of RMB 19,591 million in 2018 from gains of RMB 42 million in 2017. This was primarily due to a decrease in spread income of stocks inavailable-for-sale securities and an increase in equity investment assets qualified for impairment.

Net Fair Value Gains through Profit or Loss

Net fair value gains through profit or loss decreased by RMB 24,461 million to losses of RMB 18,278 million in 2018 from gains of RMB 6,183 million in 2017. This was primarily due to a decrease in spread income and fair value of stocks in securities at fair value through profit or loss.

Other Income

Other income increased by RMB 605 million, or 8.1%, to RMB 8,098 million in 2018 from RMB 7,493 million in 2017. This was primarily due to the business growth of China Life Pension.

Benefits, Claims and Expenses  For the year ended December 31, 
   2017   2018 
   RMB   RMB 
   (in millions) 

Insurance benefits and claims expenses

    

Life insurance death and other benefits

   259,708    248,736 

Accident and health claims and claim adjustment expenses

   33,818    40,552 

Increase in insurance contracts liabilities

   172,517    189,931 

Investment contracts benefits

   8,076    9,332 

Policyholder dividends resulting from participation in profits

   21,871    19,646 

Underwriting and policy acquisition costs

   64,789    62,705 

Finance costs

   4,601    4,116 

Administrative expenses

   35,953    37,486 

Other expenses

   6,426    7,642 

Statutory insurance fund contribution

   1,068    1,097 
  

 

 

   

 

 

 

Total

   608,827    621,243 
  

 

 

   

 

 

 

Segment information of insurance benefits and claims expenses

    

Life insurance business

   409,410    412,876 

Health insurance business

   50,624    59,689 

Accident insurance business

   6,009    6,654 
  

 

 

   

 

 

 

Total

   466,043    479,219 
  

 

 

   

 

 

 

Insurance Benefits and Claims Expenses

Insurance benefits and claims, net of amounts ceded through reinsurance, increased by RMB 13,176 million, or 2.8%, to RMB 479,219 million in 2018 from RMB 466,043 million in 2017.

Life insurance death and other benefits payouts decreased by RMB 10,972 million, or 4.2%, to RMB 248,736 million in 2018 from RMB 259,708 million in 2017. This was primarily due to a decrease in maturities payable. Accident and health claims and claim adjustment expenses increased by RMB 6,734 million, or 19.9%, to RMB 40,552 million in 2018 from RMB 33,818 million in 2017. This was primarily due to an increase in the volume of short-term health insurance and accident insurance business. Increase in insurance contracts liabilities increased by RMB 17,414 million, or 10.1%, to RMB 189,931 million in 2018 from RMB 172,517million in 2017. This was primarily due to an increase in the scale of insurance business.

Life Insurance Business

Insurance benefits and claims expenses attributable to life insurance business increased by RMB 3,466 million, or 0.8%, to RMB 412,876 million in 2018 from RMB 409,410 million in 2017. This was primarily due to an increase in the scale of life insurance business.

Health Insurance Business

Insurance benefits and claims expenses attributable to health insurance business increased by RMB 9,065 million, or 17.9%, to RMB 59,689 million in 2018 from RMB 50,624 million in 2017. This was primarily due to the growth in our health insurance business.

Accident Insurance Business

Insurance benefits and claims expenses attributable to accident insurance business increased by RMB 645 million, or 10.7%, to RMB 6,654 million in 2018 from RMB 6,009 million in 2017. This was primarily due to an increase in claims expenses of certain businesses.

Investment Contract Benefits

Investment contract benefits increased by RMB 1,256 million, or 15.6%, to RMB 9,332 million in 2018 from RMB 8,076 million in 2017. This was primarily due to an increase in the scale of universal insurance accounts.

Policyholder Dividends Resulting from Participation in Profits

Policyholder dividends resulting from participation in profits decreased by RMB 2,225 million, or 10.2%, to RMB 19,646 million in 2018 from RMB 21,871 million in 2017. This was primarily due to a decrease in investment yields from participating accounts.

Underwriting and Policy Acquisition Costs

Underwriting and policy acquisition costs decreased by RMB 2,084 million, or 3.2%, to RMB 62,705 million in 2018 from RMB 64,789 million in 2017. This was primarily due to the increase in the percentage of renewal premiums in gross written premiums as a result of our enhanced efforts in the adjustment of our business structure.

Finance Costs

Finance costs decreased by RMB 485 million, or 10.5%, to RMB 4,116 million in 2018 from RMB 4,601 million in 2017. This was primarily due to a decrease in interest paid due to redemptions of subordinated debts.

Administrative Expenses

Administrative expenses include employees’ remuneration and other administrative expenses. Administrative expenses increased by RMB 1,533 million, or 4.3%, to RMB 37,486 million in 2018 from RMB 35,953 million in 2017. This was primarily due to the growth of our business.

Other Expenses

Other expenses increased by RMB 1,216 million, or 18.9%, to RMB 7,642 million in 2018 from RMB 6,426 million in 2017. This was primarily due to the change in foreign exchange rates applicable to our assets and liabilities held in foreign currencies and interest from dividends.

 

Profit  For the year ended December 31, 
   2017   2018 
   RMB   RMB 
   (in millions) 

Profit before income tax

   41,671    13,921 

Life insurance business

   29,315    1,630 

Health insurance business

   3,246    4,100 

Accident insurance business

   528    495 

Other businesses

   8,582    7,696 

Income tax

   8,919    1,985 

Net profit attributable to equity holders of the company

   32,253    11,395 

Profit before Income Tax

Our profit before income tax decreased by RMB 27,750 million, or 66.6%, to RMB 13,921 million in 2018 from RMB 41,671 million in 2017.

Life Insurance Business

Profit before income tax in the life insurance business decreased by RMB 27,685 million, or 94.4%, to RMB 1,630 million in 2018 from RMB 29,315 million in 2017. This was primarily due to a significant decrease in the gross investment income from openpublic market equity investments due to the overall volatility and downward trend in equity markets.

Health Insurance Business

Profit before income tax in the health insurance business increased by RMB 854 million, or 26.3%, to RMB 4,100 million in 2018 from RMB 3,246 million in 2017. This was primarily due to the growth and quality improvement in the short-term health insurance business.

Accident Insurance Business

Profit before income tax in the accident insurance business decreased by RMB 33 million, or 6.3%, to RMB 495 million in 2018 from RMB 528 million in 2017. This was primarily due to fluctuation in claims expenses of certain accident insurance businesses.

Other Business

Profit before income tax in other business decreased by RMB 886 million, or 10.3%, to RMB 7,696 million in 2018 from RMB 8,582 million in 2017. This was primarily due to fluctuation in exchange rates for liabilities of our subsidiaries held in foreign currencies.

Income Tax

We pay income tax according to applicable Chinese enterprise income tax regulations and rules. Income tax decreased by RMB 6,934 million, or 77.7%, to RMB 1,985 million in 2018 from RMB 8,919 million in 2017. This was primarily due to the combined impact of taxable income and deferred income tax.

Net Profit Attributable to Equity Holders of the Company

For the reasons set forth above, net profit attributable to equity holders of the Company decreased by RMB 20,858 million, or 64.7%, to RMB 11,395 million in 2018 from RMB 32,253 million in 2017. This was primarily due to a significant decrease in the gross investment income from openpublic market equity investments due to the overall volatility and downward trend in equity markets.

Major Assets  As of December 31, 
   2017   2018 
   RMB   RMB 
   (in millions) 

Investment assets1

   2,753,124    3,104,014 

Term deposits

   449,400    559,341 

Held-to-maturity securities

   717,037    806,717 

Available-for-sale securities

   810,734    870,533 

Securities at fair value through profit or loss

   136,809    138,717 

Securities purchased under agreements to resell

   36,185    9,905 

Cash and cash equivalents

   48,586    50,809 

Loans

   383,504    450,251 

Statutory deposits—restricted

   6,333    6,333 

Investment properties

   3,064    9,747 

Investment in associates and joint ventures

   161,472    201,661 

Other assets

   144,467    150,389 
  

 

 

   

 

 

 

Total

   2,897,591    3,254,403 
  

 

 

   

 

 

 

 

1.

Beginning in 2018, the scope of investment assets has been revised to include investments in associates and joint ventures, and the amounts of investment assets for 2017 and 2016 have also been revised to conform to this revised scope.

Investment Assets

Our total investment assets increased by RMB 350,890 million, or 12.7%, to RMB 3,104,014 million as of December 31, 2018 from RMB 2,753,124 million as of December 31, 2017.

Term Deposits

Term deposits increased by RMB 109,941 million, or 24.5%, to RMB 559,341 million as of December 31, 2018 from RMB 449,400 million as of December 31, 2017. This was primarily due to an increase in the scale of the negotiated deposits.

Held-to-Maturity Securities

Held-to-maturity securities increased by RMB 89,680 million, or 12.5%, to RMB 806,717 million as of December 31, 2018 from RMB 717,037 million as of December 31, 2017. This was primarily due to an increase in the allocation of government bonds.

Available-for-Sale Securities

Available-for-sale securities increased by RMB 59,799 million, or 7.4%, to RMB 870,533 million as of December 31, 2018 from RMB 810,734 million as of December 31, 2017. This was primarily due to an increase in the allocation of financial bonds inavailable-for-sale securities.

Securities at Fair Value Through Profit or Loss

Securities at fair value through profit or loss increased by RMB 1,908 million, or 1.4%, to RMB 138,717 million as of December 31, 2018 from RMB 136,809 million as of December 31, 2017. This was primarily due to an increase in the scale of corporate bonds in securities at fair value through profit or loss.

Cash and Cash Equivalents

Cash and cash equivalents increased by RMB 2,223 million, or 4.6%, to RMB 50,809 million as of December 31, 2018 from RMB 48,586 million as of December 31, 2017. This was primarily due to the needs for liquidity management.

Loans

Loans increased by RMB 66,747 million, or 17.4%, to RMB 450,251 million as of December 31, 2018 from RMB 383,504 million as of December 31, 2017. This was primarily due to an increase in the scale of policy loans.

Investment Properties

Investment properties increased by RMB 6,683 million, or 218.1%, to RMB 9,747 million as of December 31, 2018 from RMB 3,064 million as of December 31, 2017. This was primarily due to new investments in investment properties.

Investments in associates and joint ventures

Our investments in associates and joint ventures increased by RMB 40,189 million, or 24.9%, to RMB 201,661 million as of December 31, 2018 from RMB 161,472 million as of December 31, 2017. This was primarily due to the fact that we increased our allocation in investments in associates and joint ventures, and that the equity of investments in associates and joint ventures increased.

 

Major Liabilities  As of December 31, 
   2017   2018 
   RMB   RMB 
   (in millions) 

Liabilities

    

Insurance contracts

   2,025,133    2,216,031 

Investment contracts

   232,500    255,434 

Securities sold under agreements to repurchase

   87,309    192,141 

Policyholder dividends payable

   83,910    85,071 

Annuity and other insurance balances payable

   44,820    49,465 

Interest-bearing loans and borrowings

   18,794    20,150 

Deferred tax liabilities

   4,871    —   

Other liabilities

   74,944    112,821 
  

 

 

   

 

 

 

Total

   2,572,281    2,931,113 
  

 

 

   

 

 

 

Liabilities

Our total liabilities increased by RMB 358,832 million, or 13.9%, to RMB 2,931,113 million as of December 31, 2018 from RMB 2,572,281 million as of December 31, 2017.

Insurance Contracts

Liabilities of insurance contracts increased by RMB 190,898 million, or 9.4%, to RMB 2,216,031 million as of December 31, 2018 from RMB 2,025,133 million as of December 31, 2017. This was primarily due to the accumulation of insurance liabilities from new policies and renewal business. As at the date of the statement of financial position, our insurance contracts reserves passed liability adequacy testing.

Investment Contracts

The account balance of investment contracts increased by RMB 22,934 million, or 9.9%, to RMB 255,434 million as of December 31, 2018 from RMB 232,500 million as of December 31, 2017. This was primarily due to an increase in the scale of universal insurance accounts.

Securities Sold under Agreements to Repurchase

Securities sold under agreements to repurchase increased by RMB 104,832 million, or 120.1%, to RMB 192,141 million as of December 31, 2018 from RMB 87,309 million as of December 31, 2017. This was primarily due to the needs for liquidity management.

Policyholder Dividends Payable

Policyholder dividends payable increased by RMB 1,161 million, or 1.4%, to RMB 85,071 million as of December 31, 2018 from RMB 83,910 million as of December 31, 2017. This was primarily due to the increase of dividend on deposit.

Annuity and Other Insurance Balances Payable

Annuity and other insurance balances payable increased by RMB 4,645 million, or 10.4%, to RMB 49,465 million as of December 31, 2018 from RMB 44,820 million as of December 31, 2017. This was primarily due to an increase in maturities payable.

Interest-bearing Loans and Borrowings

Our borrowings in foreign currency increased in 2018. Interest-bearing loans and other borrowings include a five-year bank loan of GBP 275 million with a maturity date on June 17, 2019, a three-year bank loan of US$ 970 million with a maturity date on September 27, 2019, a three-year bank loan of US$ 940 million with a maturity date on September 30, 2019, a three-year bank loan of EUR 67 million with a maturity date on January 18, 2021, asix-month bank loan of EUR 127 million with a maturity date on January 11, 2019 and to be automatically renewed upon maturity, all of which are fixed rate loans, and a three-year loan of EUR 400 million with a maturity date on December 6, 2020, which is a floating rate loan.

Deferred Tax Liabilities

Deferred tax liabilities as of December 31, 2017 were RMB 4,871 million, and there were no deferred tax liabilities as of December 31, 2018. This change was primarily due to the decrease in the fair value ofavailable-for-sale securities.

Equity Attributable to Equity Holders of the Company

As of December 31, 2018, equity attributable to our equity holders was RMB 318,371 million, a decrease of RMB 2,562 million, or 0.8%, from RMB 320,933 million as of December 31, 2017. This was primarily due to the combined impact of total comprehensive income and profit distributions during 2018.

Year Ended December 31, 2017 Compared with Year Ended December 31, 2016

Total Revenues  For the year ended December 31, 
   2016   2017 
   RMB   RMB 
   (in millions) 

Net premiums earned

   426,230    506,910 

Life insurance business

   361,649    429,267 

Health insurance business

   50,590    63,323 

Accident insurance business

   13,991    14,320 

Investment income

   109,147    122,727 

Investment income from securities at fair value through profit or loss

   6,210    4,538 

Investment income from available-for-sale securities

   37,243    46,627 

Investment income from held-to-maturity securities

   24,854    30,669 

Investment income from bank deposits

   27,851    23,827 

Investment income from loans

   12,018    16,320 

Other investment income

   971    746 

Net realized gains on financial assets

   6,038    42 

Net fair value gains through profit or loss

   (7,094   6,183 

Other income

   6,460    7,493 
  

 

 

   

 

 

 

Total

   540,781    643,355 
  

 

 

   

 

 

 

Net Premiums Earned

Net premiums earned increased by RMB 80,680 million, or 18.9%, to RMB 506,910 million in 2017 from RMB 426,230 million in 2016.

Life Insurance Business

Net premiums earned from life insurance business increased by RMB 67,618 million, or 18.7%, to RMB 429,267 in 2017 from RMB 361,649 million in 2016. This was primarily due to a rapid increase in renewals and first-year regular premiums.

Health Insurance Business

Net premiums earned from health insurance business increased by RMB 12,733 million, or 25.2%, to RMB 63,323 million in 2017 from RMB 50,590 million in 2016. This was primarily due to rapid development in protection-oriented businesses.

Accident Insurance Business

Net premiums earned from accident insurance business increased by RMB 329 million, or 2.4%, to RMB 14,320 million in 2017 from RMB 13,991 million in 2016.

Investment Income

Investment income increased by RMB 13,580 million, or 12.4%, from RMB 109,147 million in 2016 to RMB 122,727 million in 2017.

Investment Income from Securities at Fair Value through Profit or Loss

Investment income from securities at fair value through profit or loss decreased by RMB 1,672 million, or 26.9%, to RMB 4,538 million in 2017 from RMB 6,210 million in 2016. This was primarily due to a decrease in interest income resulting from a decrease in investments in commercial papers in bonds at fair value through profit or loss.

Investment Income from Available-for-Sale Securities

Investment income from available-for-sale securities increased by RMB 9,384 million, or 25.2%, to RMB 46,627 million in 2017 from RMB 37,243 million in 2016. This was primarily due to an increase in dividend income from available-for-sale equity investments.

Investment Income from Held-to-Maturity Securities

Investment income from held-to-maturity securities increased by RMB 5,815 million, or 23.4%, to RMB 30,669 million in 2017 from RMB 24,854 million in 2016. This was primarily due to an increase in interest income resulting from the increase in the allocation in financial bonds.

Investment Income from Bank Deposits

Investment income from bank deposits decreased by RMB 4,024 million, or 14.4%, to RMB 23,827 million in 2017 from RMB 27,851 million in 2016. This was primarily due to a decrease in interest income resulting from the decrease in the allocation in deposits.

Investment Income from Loans

Investment income from loans increased by RMB 4,302 million, or 35.8%, to RMB 16,320 million in 2017 from RMB 12,018 million in 2016. This was primarily due to an increase in interest income from the increase in the allocation in trust schemes.

Net Realized Gains on Financial Assets

Net realized gains on financial assets decreased by RMB 5,996 million, or 99.3%, to gains of RMB 42 million in 2017 from gains of RMB 6,038 million in 2016. This was primarily due to a decrease in spread income of stocks and funds in available-for-sale securities.

Net Fair Value Gains through Profit or Loss

Net fair value gains through profit or loss increased by RMB 13,277 million to gains of RMB 6,183 million in 2017 from losses of RMB 7,094 million in 2016. This was primarily due to an increase in spread income and fair value of stocks in securities at fair value through profit or loss.

Other Income

Other income increased by RMB 1,033 million, or 16.0%, to RMB 7,493 million in 2017 from RMB 6,460 million in 2016. This was primarily due to an increase in the commission fees earned from CLPCIC.

Benefits, Claims and Expenses  For the year ended December 31, 
   2016   2017 
   RMB   RMB 
   (in millions) 

Insurance benefits and claims expenses

    

Life insurance death and other benefits

   253,157    259,708 

Accident and health claims and claim adjustment expenses

   27,269    33,818 

Increase in insurance contracts liabilities

   126,619    172,517 

Investment contracts benefits

   5,316    8,076 

Policyholder dividends resulting from participation in profits

   15,883    21,871 

Underwriting and policy acquisition costs

   52,022    64,789 

Finance costs

   4,767    4,601 

Administrative expenses

   31,854    35,953 

Other expenses

   4,859    6,426 

Statutory insurance fund contribution

   1,048    1,068 
  

 

 

   

 

 

 

Total

   522,794    608,827 
  

 

 

   

 

 

 

Segment information of insurance benefits and claims expenses

    

Life insurance business

   360,922    409,410 

Health insurance business

   40,513    50,624 

Accident insurance business

   5,610    6,009 
  

 

 

   

 

 

 

Total

   407,045    466,043 
  

 

 

   

 

 

 

Insurance Benefits and Claims Expenses

Insurance benefits and claims, net of amounts ceded through reinsurance, increased by RMB 58,998 million, or 14.5%, to RMB 466,043 million in 2017 from RMB 407,045 million in 2016.

Life insurance death and other benefits payouts increased by RMB 6,551 million, or 2.6%, to RMB 259,708 million in 2017 from RMB 253,157 million in 2016. This was primarily due to an increase in surrenders. Accident and health claims and claim adjustment expenses increased by RMB 6,549 million, or 24.0%, to RMB 33,818 million in 2017 from RMB 27,269 million in 2016. This was primarily due to an increase in the volume of short-term health insurance and accident insurance business. Increase in insurance contracts liabilities increased by RMB 45,898 million, or 36.2%, to RMB 172,517 million in 2017 from RMB 126,619 million in 2016. This was primarily due to an increase in the scale of insurance business.

Life Insurance Business

Insurance benefits and claims expenses attributable to life insurance business increased by RMB 48,488 million, or 13.4%, to RMB 409,410 million in 2017 from RMB 360,922 million in 2016. This was primarily due to an increase in the scale of life insurance business.

Health Insurance Business

Insurance benefits and claims expenses attributable to health insurance business increased by RMB 10,111 million, or 25.0%, to RMB 50,624 million in 2017 from RMB 40,513 million in 2016. This was primarily due to an increase in the scale of health insurance business.

Accident Insurance Business

Insurance benefits and claims expenses attributable to accident insurance business increased by RMB 399 million, or 7.1%, to RMB 6,009 million in 2017 from RMB 5,610 million in 2016. This was primarily due to fluctuation in claims expenses of certain businesses.

Investment Contract Benefits

Investment contract benefits increased by RMB 2,760 million, or 51.9%, to RMB 8,076 million in 2017 from RMB 5,316 million in 2016. This was primarily due to an increase in the scale of investment contracts.

Policyholder Dividends Resulting from Participation in Profits

Policyholder dividends resulting from participation in profits increased by RMB 5,988 million, or 37.7%, to RMB 21,871 million in 2017 from RMB 15,883 million in 2016. This was primarily due to an increase in investment yields from participating accounts.

Underwriting and Policy Acquisition Costs

Underwriting and policy acquisition costs increased by RMB 12,767 million, or 24.5%, to RMB 64,789 million in 2017 from RMB 52,022 million in 2016. This was primarily due to an increase in underwriting costs for regular premium business due to the growth of our business and the optimization of our business structure.

Finance Costs

Finance costs decreased by RMB 166 million, or 3.5%, to RMB 4,601 million in 2017 from RMB 4,767 million in 2016. This was primarily due to a decrease in interest paid due to redemptions of subordinated debts.

Administrative Expenses

Administrative expenses include employees’ remuneration and other administrative expenses. Administrative expenses increased by RMB 4,099 million, or 12.9%, to RMB 35,953 million in 2017 from RMB 31,854 million in 2016. This was primarily due to the growth of our business.

Other Expenses

Other expenses increased by RMB 1,567 million, or 32.2%, to RMB 6,426 million in 2017 from RMB 4,859 million in 2016. This was primarily due to payables to third party holders of consolidated structured entities and the change in foreign exchange rates applicable to our assets and liabilities held in foreign currencies.

Profit  For the year ended December 31, 
   2016   2017 
   RMB   RMB 
   (in millions) 

Profit before income tax

   23,842    41,671 

Life insurance business

   14,732    29,315 

Health insurance business

   2,093    3,246 

Accident insurance business

   852    528 

Other businesses

   6,165    8,582 

Income tax

   4,257    8,919 

Net profit attributable to equity holders of the company

   19,127    32,253 

Profit before Income Tax

Our profit before income tax increased by RMB 17,829 million, or 74.8%, to RMB 41,671 million in 2017 from RMB 23,842 million in 2016.

Life Insurance Business

Profit before income tax in the life insurance business increased by RMB 14,583 million, or 99.0%, to RMB 29,315 million in 2017 from RMB 14,732 million in 2016. This was primarily due to a relatively rapid increase in investment income and the impact of the update of discount rate assumptions for reserves for traditional insurance contracts.

Health Insurance Business

Profit before income tax in the health insurance business increased by RMB 1,153 million, or 55.1%, to RMB 3,246 million in 2017 from RMB 2,093 million in 2016. This was primarily due to an increase in investment income.

Accident Insurance Business

Profit before income tax in the accident insurance business decreased by RMB 324 million, or 38.0%, to RMB 528 million in 2017 from RMB 852 million in 2016. This was primarily due to fluctuation in claims expenses of certain businesses.

Other Business

Profit before income tax in other business increased by RMB 2,417 million, or 39.2%, to RMB 8,582 million in 2017 from RMB 6,165 million in 2016. This was primarily due to an increase in net share of profit of associates and joint ventures.

Income Tax

We pay income tax according to applicable Chinese enterprise income tax regulations and rules. Income tax increased by RMB 4,662 million, or 109.5%, to RMB 8,919 million in 2017 from RMB 4,257 million in 2016. This was primarily due to the combined impact of taxable income and deferred tax.

Net Profit Attributable to Equity Holders of the Company

For the reasons set forth above, net profit attributable to equity holders of the Company increased by RMB 13,126 million, or 68.6%, to RMB 32,253 million in 2017 from RMB 19,127 million in 2016. This was primarily due to an increase in the investment income and the impact of the update of discount rate assumptions for reserves of traditional insurance contracts.

Major Assets  As of December 31, 
   2016   2017 
   RMB   RMB 
   (in millions) 

Investment assets1

   2,573,049    2,753,124 

Term deposits

   538,325    449,400 

Held-to-maturity securities

   594,730    717,037 

Available-for-sale securities

   766,423    810,734 

Securities at fair value through profit or loss

   209,124    136,809 

Securities purchased under agreements to resell

   43,538    36,185 

Cash and cash equivalents

   67,046    48,586 

Loans

   226,573    383,504 

Statutory deposits—restricted

   6,333    6,333 

Investment properties

   1,191    3,064 

Investment in associates and joint ventures

   119,766    161,472 

Other assets

   123,902    144,467 
  

 

 

   

 

 

 

Total

   2,696,951    2,897,591 
  

 

 

   

 

 

 

1

Beginning in 2018, the scope of investments assets has been revised to include investments in associates and joint ventures, and the amounts of investment assets for 2017 and 2016 have also been revised to conform to this revised scope.

Investment Assets

Our total investment assets increased by RMB 180,075 million, or 7.0%, to RMB 2,753,124 million as of December 31, 2017 from RMB 2,573,049 million as of December 31, 2016.

Term Deposits

Term deposits decreased by RMB 88,925 million, or 16.5%, to RMB 449,400 million as of December 31, 2017 from RMB 538,325 million as of December 31, 2016. This was primarily due to the maturity of certain term deposits.

Held-to-Maturity Securities

Held-to-maturity securities increased by RMB 122,307 million, or 20.6%, to RMB 717,037 million as of December 31, 2017 from RMB 594,730 million as of December 31, 2016. This was primarily due to an increase in the allocation in financial bonds.

Available-for-Sale Securities

Available-for-sale securities increased by RMB 44,311million, or 5.8%, to RMB 810,734 million as of December 31, 2017 from RMB 766,423 million as of December 31, 2016. This was primarily due to an increase in the allocation in stocks in available-for-sale securities.

Securities at Fair Value Through Profit or Loss

Securities at fair value through profit or loss decreased by RMB 72,315 million, or 34.6%, to RMB 136,809 million as of December 31, 2017 from RMB 209,124 million as of December 31, 2016. This was primarily due to a decrease in the allocation in commercial papers in bonds at fair value through profit or loss.

Cash and Cash Equivalents

Cash and cash equivalents decreased by RMB 18,460 million, or 27.5%, to RMB 48,586 million as of December 31, 2017 from RMB 67,046 million as of December 31, 2016. This was primarily due to the needs for liquidity management.

Loans

Loans increased by RMB 156,931 million, or 69.3%, to RMB 383,504 million as of December 31, 2017 from RMB 226,573 million as of December 31, 2016. This was primarily due to an increase in the allocation in trust schemes in loans.

Investment Properties

Investment properties increased by RMB 1,873 million, or 157.3%, to RMB 3,064 million as of December 31, 2017 from RMB 1,191 million as of December 31, 2016. This was primarily due to an increase in investment properties.

Investments in associates and joint ventures

Our investments in associates and joint ventures increased by RMB 41,706 million, or 34.8%, to RMB 161,472 million as of December 31, 2017 from RMB 119,766 million as of December 31, 2016. This primarily reflected our new investments in associates and joint ventures.

Major Liabilities  As of December 31, 
   2016   2017 
   RMB   RMB 
   (in millions) 

Liabilities

    

Insurance contracts

   1,847,986    2,025,133 

Investment contracts

   195,706    232,500 

Securities sold under agreements to repurchase

   81,088    87,309 

Policyholder dividends payable

   87,725    83,910 

Annuity and other insurance balances payable

   39,038    44,820 

Interest-bearing loans and borrowings

   16,170    18,794 

Bonds payable

   37,998    —   

Deferred tax liabilities

   7,768    4,871 

Other liabilities

   75,824    74,944 
  

 

 

   

 

 

 

Total

   2,389,303    2,572,281 
  

 

 

   

 

 

 

Liabilities

Our total liabilities increased by RMB 182,978 million, or 7.7%, to RMB 2,572,281 million as of December 31, 2017 from RMB 2,389,303 million as of December 31, 2016.

Insurance Contracts

Liabilities of insurance contracts increased by RMB 177,147 million, or 9.6%, to RMB 2,025,133 million as of December 31, 2017 from RMB 1,847,986 million as of December 31, 2016. This was primarily due to the accumulation of insurance liabilities from new insurance business and renewal business. As at the date of the statement of financial position, our insurance contracts reserves passed liability adequacy testing.

Investment Contracts

The account balance of investment contracts increased by RMB 36,794 million, or 18.8%, to RMB 232,500 million as of December 31, 2017 from RMB 195,706 million as of December 31, 2016. This was primarily due to an increase in the scale of certain investment contracts.

Securities Sold under Agreements to Repurchase

Securities sold under agreements to repurchase increased by RMB 6,221 million, or 7.7%, to RMB 87,309 million as of December 31, 2017 from RMB 81,088 million as of December 31, 2016. This was primarily due to the needs for liquidity management.

Policyholder Dividends Payable

Policyholder dividends payable decreased by RMB 3,815 million, or 4.3%, to RMB 83,910 million as of December 31, 2017 from RMB 87,725 million as of December 31, 2016. This was primarily due to dividends paid to policyholders.

Annuity and Other Insurance Balances Payable

Annuity and other insurance balances payable increased by RMB 5,782 million, or 14.8%, to RMB 44,820 million as of December 31, 2017 from RMB 39,038 million as of December 31, 2016. This was primarily due to an increase in maturities payable.

Interest-bearing Loans and Borrowings

Our borrowings in foreign currency increased in 2017. Interest-bearing loans and other borrowings include a five-year bank loan of GBP 275 million with a maturity date on June 17, 2019, a three-year bank loan of US$ 970 million with a maturity date on September 27, 2019, a three-year bank loan of US$ 940 million with a maturity date on September 30, 2019 and a one-month bank loan of EUR 100 million with a maturity date on January 11, 2018, all of which are fixed rate loans, and a three-year loan of EUR400 million with a maturity date on December 6, 2020, which is a floating rate loan.

Bonds Payable

Bonds payable as of December 31, 2016 were RMB 37,998 million, and there were no bonds payable as of December 31, 2017. The reduction in bonds payable was primarily due to redemption of subordinated debts.

Deferred Tax Liabilities

Deferred tax liabilities decreased by RMB 2,897 million, or 37.3%, to RMB 4,871 million as of December 31, 2017 from RMB 7,768 million as of December 31, 2016. This was primarily due to the decrease in the fair value of available-for-sale securities.

Equity Attributable to Equity Holders of the Company

As of December 31, 2017, equity attributable to our equity holders was RMB 320,933 million, an increase of RMB 17,312 million, or 5.7%, from RMB 303,621 million as of December 31, 2016. This was primarily due to the combined effect of an increase in total comprehensive income and profit distributions during 2017.

B. LIQUIDITY AND CAPITAL RESOURCES

Liquidity Sources

Our principal cash inflows come from insurance premiums, deposits from investment contracts, proceeds from sales and maturity of investment assets and investment income. The primary liquidity risks with respect to these cash inflows are the risk of surrenders by contract holders and policyholders, as well as the risks of default by debtors, interest rate changes and other market volatilities. We closely monitor and manage these risks. See “Item 4. Information on the Company—Business Overview—Investments”.

Our cash and bank deposits provide us with a source of liquidity to meet normal cash outflows. As of December 31, 2018,2019, the amount of cash and cash equivalents was RMB 50,80953,306 million. In addition, substantially all of our term deposits with banks allow us to withdraw funds on deposit, subject to a penalty interest charge. As of December 31, 2018,2019, the amount of term deposits was RMB 559,341535,260 million.

Our investment portfolio also provides us with a source of liquidity to meet unexpected cash outflows. We are also subject to market liquidity risk due to the large size of our investments in some of the markets in which we invest. In some circumstances, some of our holdings of investment securities may be large enough to have an influence on the market value. These factors may adversely affect our ability to sell these investments at an adequate price, or at all.

Liquidity Uses

Our principal cash outflows primarily relate to the payables for the liabilities associated with our various life insurance, annuity, accident insurance and health insurance products, operating expenses, income taxes and dividends that may be declared and paid to our shareholders. Cash outflows arising from our insurance activities primarily relate to benefit payments under these insurance products, as well as payments for policy surrenders, policy withdrawals and policy loans.

We believe that our sources of liquidity are sufficient to meet our current cash requirements.

Consolidated Cash Flows

We have established a cash flow testing system and conduct regular tests to monitor the cash inflows and outflows under various changing circumstances and adjust accordingly the asset portfolio to ensure sufficient sources of liquidity.

Net cash flow from operating activities amounted to a net inflow of RMB 286,032 million (US$ 41,086 million) in 2019. Net cash flow from operating activities amounted to a net inflow of RMB 147,552 million (US$ 21,461 million) in 2018. Net cash flow from operating activities amounted to a net inflow of RMB 200,990 million in 2017. The change was primarily due to the changea decrease in the scalesurrender payments and maturity payments.

Net cash flow from investing activities amounted to a net outflow of securities at fair value through profit or loss.

RMB 247,515 million (US$ 35,553 million) in 2019. Net cash flow from investing activities amounted to a net outflow of RMB 238,373 million (US$ 34,670 million) in 2018. Net cash flow from investing activities amounted to a net outflow of RMB 173,676 million in 2017. This change was primarily due to the uneven distributionneeds for investment management.

Net cash flow from financing activities amounted to net outflow of cash flows at maturity from investment assets for each year.

RMB 36,075 million (US$ 5,182 million) in 2019. Net cash flow from financing activities amounted to net inflow of RMB 92,963 million (US$ 13,521 million) in 2018. Net cash flow from financing activities amounted to net outflow of RMB 45,595 million in 2017. This change was primarily due to the change in account balance of securities sold under agreements to repurchase from time to time as a result ofneeds for liquidity management activities and the impact of redemptions of subordinated debts in 2017.management.

Our global share offering in December 2003 provided cash proceeds of approximately RMB 24,707 million (US$ 3,062 million).which are held in Hong Kong dollars or U.S dollars. As of the date of this annual report, a part of the cash proceeds from our global offering was held in bank deposit accounts denominated in foreign currencies in China, and part of the cash proceeds was invested in securities listed on overseas stock exchanges, multi-asset portfolios and private equity funds. We invested approximately US$ 433 million, in addition to RMB 2,282 million, in Guangdong Development Bank in December 2006. We used a total of approximately HK$ 12 billion for investments in Sino-Ocean Group Holding Limited in 2009, 2010 and 2013. As2013.As of December 31, 2018,2019, we had engaged 1310 third party overseas investment managers to manage US$ 1,4041,363 million for investment in overseas public markets.

Our A share offering in December 2006 provided cash proceeds of approximately RMB 27,810 million. As at the end of 2018,2019, the cash proceeds from our A share offering were used to increase our share capital.

Our issuance of Core Tier 2 Capital Securities in July 2015 provided cash proceeds of approximately US$ 1,274 million. As at the end of 2018,2019, cash proceeds from the issuance of Core Tier 2 Capital Securities were used to replenish our capital and raise our solvency ratio in accordance with applicable laws and approvals by regulatory authorities.

In March 2019, we issued the bonds in the principal amount of RMB 35 billion in the national inter-bank bond market. The bonds have a10-year maturity and a fixed coupon rate of 4.28% per annum. We have a conditional right to redeem the bonds on the fifth anniversary of issuance. The proceeds from the issuance of the bonds will be used to replenish our capital so as to enhance our solvency according to applicable laws and approvals from regulatory authorities.

Ratio of Assets and Liabilities

Our ratio of assets and liabilities (total liabilities divided by total assets) as at December 31, 2019, 2018 2017 and 20162017 are as follows:

 

   As at December 31, 2016  As at December 31, 2017  As at December 31, 2018 

Ratio of assets and liabilities

   88.59  88.77  90.07
   As at December 31, 2017  As at December 31, 2018  As at December 31, 2019 

Ratio of assets and liabilities

   88.77  90.07  89.02

Insurance Solvency Requirements

We are required by CIRC regulation to maintain our solvency at a level in excess of minimum solvency levels. Onlevels underC-ROSS solvency regulations, which have been effective from January 1, 2016, the CIRC implemented a new set of solvency regulations, or 2016. UnderC-ROSS, which replaced Solvency I. Under C-ROSS, the core solvency adequacy ratio of an insurer is calculated by dividing the core capital of an insurer by the minimum capital it is required to meet, and the comprehensive solvency adequacy ratio of an insurer is calculated by dividing the sum of core capital and supplementary capital of an insurer by the minimum capital it is required to meet. See “Item 4. Information on the Company—Business Overview—Regulatory and Related Matters—Insurance Company Regulation—Solvency requirements”. The following table shows our solvency as of December 31, 2016, 2017 2018 and 2018:

2019:

  As of December 31, 2018 As of December 31, 2017 As of December 31, 2016   As of December 31, 2019 As of December 31, 2018 As of December 31, 2017 
  (RMB in millions,
except percentage data)
   (RMB in millions, except percentage data) 

Core capital

   761,353  706,516  639,396    952,030  761,353  706,516 

Actual capital

   761,367  706,623  677,768    987,067  761,367  706,623 

Minimum capital

   303,872  254,503  228,080    356,953  303,872  254,503 

Core solvency ratio

   250.55 277.61 280.34   266.71 250.55 277.61

Comprehensive solvency ratio

   250.56 277.65 297.16   276.53 250.56 277.65

The decreaseincrease in our solvency ratio in 20182019 was primarily due to the growthincrease of our gross investment income, improvement of our business structure and an increasethe issuance of the capital replenishment bonds in the scaleprincipal amount of investment assets.RMB 35 billion.

In 2018, the CIRCCBIRC conducted a review under the Solvency Aligned Risk Management Requirements and Assessment framework, or SARMRA, on the solvency aligned risk management of some insurers. Weinsurers, including ourselves, and we received one of the highest scores among life insurers.insurers that were reviewed. The SARMRA score links the risk management capacity of insurers with capital requirements. In 2019, the CBIRC did not conduct such a review on us, and pursuant to applicable regulatory requirements, we continued to determine our capital requirements based on the score we received in the 2018 review.

Contractual Obligations and Commitments

The following table sets out our contractual obligations and commitments as of December 31, 2018.2019.

 

  Not
later
than
1 year
 Later than
1 year but
not later
than 3 years
 Later
than 3
years but
not later
than 5
years
   Later
than
5 years
   Total   Not
later
than
1 year
 Later than
1 year but
not later
than 3 years
 Later
than 3
years but
not later
than 5
years
 Later
than
5 years
   Total 

As of December 31, 2018

  (RMB in millions) 

As of December 31, 2019

  (RMB in millions) 

Securities sold under agreements to repurchase

   192,141   —     —      —      192,141    118,088   —     —     —      118,088 

Bonds payable

   332  2,996  37,996   —      41,324 

Annuity and other insurance balances payable

   49,465   —     —      —      49,465    51,019   —     —     —      51,019 

Insurance contracts

   (197,289 (222,170 13,489    4,391,739    3,985,769    (179,925 (209,603 35,264  5,015,173    4,660,909 

Investment contracts

   13,098  10,293  11,422    629,318    664,131    24,020  29,900  (23,462 606,662    637,120 

Interest bearing loans and borrowings

   16,977  3,798   —      —      20,775    4,776  1,572  16,111   —      22,459 

Off balance sheet operating leases

   1,049  1,119  254    52    2,474 

Lease liabilities

   1,331  1,491  440  74    3,336 

Capital commitments

   69,913  10,882  4,872    480    86,147    35,635  15,598  6,775  10,799    68,807 
  

 

  

 

  

 

   

 

   

 

   

 

  

 

  

 

  

 

   

 

 

Total

   145,354   (196,078  30,037    5,021,589    5,000,902    55,276   (158,046  73,124   5,632,708    5,603,062 
  

 

  

 

  

 

   

 

   

 

   

 

  

 

  

 

  

 

   

 

 

Capital commitments mainly represent our commitments with respect to the acquisition of property, plant and equipment, and our investments.

The amounts set forth in the table above for insurance contracts and investment contracts in each column represent expected future cash inflows and outflows on policies in force as at December 31, 2018.2019. The estimate is affected by numerous assumptions, including assumptions related to mortality, morbidity, surrenders and other expense assumptions. Many of these estimates are inherently uncertain and the actual experience may differ from our estimates.

The expected net cash outflows for our insurance contracts are negative in the periodsperiod not later than 1 year and later than 1 year but not later than 3 years in the above table. This is primarily because we have increased our sales of products with regular premiums, which has resulted in an increase in the proportion of insurance contracts that are in premium payment period. As premiums for products with regular premiums are paid by installments during the premium payment period, insurance future cash inflows occur at an earlier stage of the policy term, while benefits payments and other insurance future cash outflows occur gradually throughout the entire policy period.period.The expected net cash outflows for our investment contracts are negative in the period later than 3 years but not later than 5 years in the above table. This is primarily because under the terms of some of our insurance contracts, survival benefits payments under these contracts will be transferred to respective investment contracts during the next three to five years, and accordingly, there is expected to be a large amount of cash inflows for some of our investment contracts during the next three to five years. Furthermore, as the expected future cashflows reported in the table above are not discounted from the date of payment back to December 31, 2018,2019, the sum of the expected future cashflows are different from the amount of corresponding liabilities in our consolidated balance sheet as of December 31, 2018.2019. Policyholder dividends will not become a contractual obligation until the applicable policy anniversary is reached and the dividend amount is credited to the policy benefit liability or paid to the policyholder, and hence are not included in the table above. Reinsurance recoveries have not been taken into account.

Other than as set forth under capital commitments, we had no material, individually or in the aggregate, purchase obligations as of December 31, 2018.2019.

C. RESEARCH AND DEVELOPMENT, PATENTS AND LICENSES

None.

D. TREND INFORMATION

Please refer to our discussion in each section under “—Overview of Our Business”, “—Factors Affecting Our Results of Operations”, “—Critical Accounting Policies” and “—Operating Results”.

We review assumptions used in establishing reserves for long term insurance contracts and the impact of changes in these assumptions on our net profit. Changes in these assumptions may have a significant impact on our operating results. Changes in these assumptions resulted ina decrease of RMB2,402 million in profit before income tax in 2019, an increase of RMB 3,074 million in profit before income tax in 2018 and a decrease of RMB 9,023 million in profit before income tax in 2017 and a decrease of RMB 14,736 million in profit before income tax in 2016.2017. The sensitivity analysis of these assumptions is as follows:

 

holding all other variables constant, if mortality rates and morbidity rates were to increase or decrease from the current best estimate by 10%,pre-tax profit for the year would have been RMB 23,32228,045 million lower or RMB 24,17729,286 million higher, respectively.

 

holding all other variables constant, if lapse rates were to increase or decrease from the current best estimate by 10%,pre-tax profit for the year would have been RMB 1,6721,336 million lower or RMB 1,5351,253 million higher, respectively.

 

holding all other variables constant, if the discount rates were 50 basis points higher or lower than the current best estimate,pre-tax profit for the year would have been RMB 83,63496,131 million higher or RMB 95,212108,946 million lower, respectively.

See also Note 4.1.3 and Note 1415 to our consolidated financial statements included elsewhere in this annual report.

E.OFF-BALANCE SHEET ARRANGEMENTS

As of December 31, 2018,2019, there were nooff-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

F. TABULAR DISCLOSURE OF CONTRACTUAL OBLIGATIONS

See “—Liquidity and Capital Resources—Contractual Obligations and Commitments”.

ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

A. DIRECTORS AND SENIOR MANAGEMENT

The following table sets forth information regarding our current directors and executive officers. Unless otherwise indicated, their business address is c/o China Life Insurance Company Limited, 16 Financial Street, Xicheng District, Beijing 100033, China.

Name

  

Date of Birth

  

Position

Wang Bin  November 1958  Chairman of the board of directors and executive director
Su Hengxuan  February 1963  Executive director and president
Xu HaifengLi Mingguang  May 1959July 1969  Executive director, and vice president, chief actuary and board secretary
Yuan Changqing  September 1961  Non-executive director
Liu Huimin  June 1965  Non-executive director
Yin Zhaojun  July 1965  Non-executive director
Wang JunhuiJuly 1971Non-executive director
Chang Tso Tung Stephen  November 1948  Independent director
Robinson Drake Pike  October 1951  Independent director
Tang Xin  September 1971  Independent director
LeungOi-Sie Elsie  April 1939  Independent director
Li MingguangJuly 1969Vice president, chief actuary and board secretary
Zhao LijunJuly 1963Vice president
Xiao JianyouSeptember 1968Vice president
Zhao PengApril 1972Vice president
Ruan Qi  July 1966  Vice president
Zhan Zhong  April 1968  Marketing directorVice President
Huang XiumeiJune, 1967Vice president and person in charge of finance (subject to the approval of CBIRC)
Yang Hong  February 1967  Operation directorVice President
Zhao GuodongNovember 1967Assistant president
Xu Chongmiao  October 1969  Compliance Officerofficer

Directors

Wang Binhas been an executive director and the chairman of the board of directors of our company since December 2018. Mr. Wang also acts as2018, and the chairman of the board of directors and the secretary to the party committee of CLIC, the chairman of the board of directors of AMC, the chairman of the board of directors of China Life Insurance (Overseas) Company Limited and a director and the chairman of the board of directors of China Guangfa Bank Co., Ltd. Mr. Wang has successively been employed by government authorities and financial institutions with nearly 30 years of experience in financial management. He has worked at the People’s Bank of China, participating in the preparation and establishment of Agricultural Development Bank of China as an important member. Mr. Wang served as the general manager of Jiangxi Branch of Agricultural Development Bank of China, and the president of Tianjin Branch and Beijing Branch of the Bank of Communications Co., Ltd. (the “Bank of Communications”). He also served as the vice president of the Bank of Communications from 2005 to 2012 and concurrently served as an executive director of the Bank of Communications from 2010 to 2012. From March 2012 to August 2018, he served as the chairman of the board of directors and the secretary to the Party Committee of China Taiping Insurance Group Ltd. Mr. Wang holds a doctoral degree in economics. He is a researcher, a delegate to the 19th National Congress of the Communist Party of China and a member of the 12th and 13th National Committee of the Chinese People’s Political Consultative Conferences.

Su Hengxuan has been an executive director of our company since December 2018 and has been our president since April 2019. He has served as the vice president of CLIC since December 2017. He was the president of China Life Pension from March 2015 to February 2018. Mr. Su served various positions in theour company from 2000 to 2015, including the deputy general manager of theour Henan Branch, the general manager of the individual insurance department of theour company, the general manager of the individual insurance sales department of theour company and as an assistant to the president and the vice president of theour company. Mr. Su graduated from Wuhan University and the University of Science and Technology of China and obtained a doctoral degree in management science and engineering from the University of Science and Technology of China in 2011. Mr. Su, a senior economist, has over 35 years of experience in the operation and management of life insurance businesses.

Xu HaifengLi Mingguang has been an executive director of our company since July 2015 andAugust 2019. He has been a vice president of theour company since November 2014.2014 and our chief actuary since March 2012. He has been a non-executive director of AMC since September 2015. Mr. Xu served as the non-executive directorchief actuary of China Life E-commerce Company Limited from January 2015 to JanuaryPension since May 2012. Mr. Li has been our board secretary since June 2017. HeMr. Li joined our company in 1996 and subsequently served as deputy division chief, division chief, assistant to the business controllergeneral manager of product development department, responsible actuary of our company and general manager of our Hebei branch concurrently from February 2014 to November 2014.actuarial department. Mr. Xu served as the general manager of our Beijing branch and the general manager of our Hebei branch from 2006 to 2014. Prior to that, Mr. Xu served as the deputy general manager and general manager of our Linyi branch in Shandong Province and the general manager of the business management department in our Shandong branch, the general manager of our Jinan branch and the deputy general manager of our Beijing branch. Mr. XuLi graduated from Linyi Foreign Language NormalShanghai Jiao Tong University with a bachelor’s degree in 1982computer science in 1991, Central University of Finance and from Shandong Provincial Party SchoolEconomics majoring in economic managementmonetary banking (actuarial science) with a master’s degree in 1996 and obtained a master degreeTsinghua University with an EMBA in business administration from Zhongnan2010, and also studied at the University of Economics and Law in 2007. Mr. Xu, a senior economist, has over 30 years of experiencePennsylvania in the operationUnited States in 2011. Mr. Li is a fellow of life insurance businessesthe China Association of Actuaries (FCAA) and insurance management.a fellow of the Institute and Faculty of Actuaries (FIA). He was the chairman of the first session of the China Actuarial Working Committee and the secretary-general of the first and the second session of the China Association of Actuaries. He is currently an executive director of the China Association of Actuaries, and a member of the China National Master of Insurance Education Supervisory Committee.

Yuan Changqing has been anon-executive director of our company since February 2018. He serves as the vice chairman and president of CLIC and the deputy secretary to the party committee of CLIC. Mr. Yuan served as the chairman of the supervisory committee and the deputy secretary to the party committee of Agricultural Bank of China Limited from April 2015 to May 2017. He served as the deputy general manager and the secretary to the discipline inspection committee of China Everbright Group Corporation Limited from November 2014 to April 2015, the secretary to the discipline inspection committee of China Everbright Group Limited from December 2008 to August 2012, and an executive director, the deputy general manager and the secretary to the discipline inspection committee of China Everbright Group Limited from August 2012 to November 2014, during which he concurrently acted as the chairman of Everbright Securities Company Limited. During the period from 1995 to 2008, he served as the vice president, president and secretary to the party committee of Xinjiang branch, the president and secretary to the party committee of Henan branch, and the director of the organization department of the party committee and the general manager of the human resources department of the head office of Industrial and Commercial Bank of China Limited. During the period from 1981 to 1995, he held various professional and management positions in branch offices of the People’s Bank of China and Industrial and Commercial Bank of China. Mr. Yuan, a senior economist, graduated from the University of Hong Kong, majoring in international business administration with a master’s degree in business administration.

Liu Huimin has been anon-executive director of our company since July 2017. He has been the vice president of CLIC since September 2013. He served as the vice president of AMC from 2004, and the president and director of the same company from 2006, during which he concurrently served as the chairman of China Life Franklin Asset Management Company Limited and the chairman of China Life AMP Asset Management Co., Ltd., etc. Mr. Liu graduated from Peking University with a doctoral degree in international law. Before that, he graduated from the School of Social Sciences of the University of Sussex in the United Kingdom with a master’s degree in development economics and the Peking University with a bachelor’s degree in national economic management.management, respectively.

Yin Zhaojun has been anon-executive director of our company since July 2017. He has been the president of CGB since September 2019 and the vice president of CLIC since October 2016. He joined the Bank of Communications in July 1990, and consecutively served as the assistant to the president of Beijing branch and the vice president of Shanxi branch of the Bank of Communications from 2005, and as the president of Shanxi branch, Hebei branch and Beijing branch of the Bank of Communications from 2011. Mr. Yin graduated from China University of Political Science and Law with a master’s degree in public administration. Before that, he graduated from the Faculty of Accounting of Beijing College of Finance and Commerce with a bachelor’s degree in economics.

Wang Junhui has been anon-executive director of our company since August 2019. He has been the chief investment officer of CLIC and president of China Life Asset Management Company Limited since August 2016, the chairman of China Life Franklin Asset Management Company Limited since September 2016, and the chairman of China Life AMP Asset Management Co., Ltd. since December 2016. From 2004 to 2016, he served as an assistant to the president and the vice president of China Life Asset Management Company Limited, and the president of China Life Investment Holding Company Limited. From 2002 to 2004, he served as the director of the investment department and an assistant to the general manager of Harvest Fund Management Co., Ltd. Mr. Wang graduated from the School of Computer Science of Beijing University of Technology with a bachelor’s degree in software in 1995, and Chinese Academy of Fiscal Sciences of the Ministry of Finance of the PRC with a doctoral degree in finance in 2008. He is a senior economist.

Chang Tso TungStephenhas been an independent director of our company since October 2014. He served as the vice chairman of the Greater China Region of Ernst & Young, the managing partner for professional services and the chairman of auditing and consulting service of Ernst & Young until his retirement in 2004. From 2007 to 2013, Mr. Chang was an independentnon-executive director of China Pacific Insurance (Group) Co., Ltd. Mr. Chang is currently an independentnon-executive director of China Cinda Asset Management Co., Ltd., Kerry Properties Limited and Hua Hong Semiconductor Limited, all of which are listed on the Hong Kong Stock Exchange. Mr. Chang has been practicing as a certified public accountant in Hong Kong for approximately 30 years and has extensive experience in accounting, auditing and financial management. Mr. Chang holds a bachelor’s degree of science from the University of London, and is a fellow member of the Institute of Chartered Accountants in England and Wales.

Robinson Drake Pike has been an independent director of our company since July 2015. Before his retirement from Goldman Sachs in 2014, Mr. Pike served as the managing director of Goldman Sachs and the chief representative of the Beijing Representative Office of Goldman Sachs International Bank UK from August 2011 to May 2014, and the managing director of Goldman Sachs and a senior advisor and project coordinator seconded to the Industrial and Commercial Bank of China by Goldman Sachs from January 2007 to August 2011. From July 2000 to December 2006, he was Lehman Brothers’ senior vice president, deputy head and head of Asia Credit Risk Management. He has over 30 years of experience in Asian financial industry with a focus on risk management and China’s banking industry. He holds a bachelor’s degree of arts in Chinese Language and Literature from Yale University and a master’s degree of public affairs in development economics from Princeton University’s Woodrow Wilson School.

Tang Xin has been an independent director of our company since March 2016. He is a professor of the School of Law of Tsinghua University, the deputy head of the commercial law research center of Tsinghua University, an associate editor of “Tsinghua Law Review”, a member of the listing committee of the Shanghai Stock Exchange, the chairman of the independent director committee of the China Association for Public Companies, and an independent director of each of Harvest Fund Management Co., Ltd., GF Securities Co., Ltd. and Oriza HoldingsBank of Guizhou Co., Ltd. Mr. Tang was elected as a member of the first and second sessions of the merger, acquisition and reorganization review committee of the China Securities Regulatory Commission from 2008 to 2010. He served as an independent director of China Spacesat Co., Ltd. from 2008 to 2014, an independent director of each of SDIC Power Holdings Co., Ltd. and Changjiang Securities Company Limited from 2009 to 2013, and an independent director of Beijing Rural Commercial Bank Co., Ltd. from 2009 to 2015. Mr. Tang graduated from Renmin University of China with bachelor’s, master’s and doctorate degrees in law.

LeungOi-Sie Elsie has been an independent director of our company since July 2016. She was previously the first Secretary for Justice of Hong Kong as well as a member of the Executive Council of Hong Kong, the deputy director of the Hong Kong Basic Law Committee of the Standing Committee of the 2nd, 3rd and 4th National People’s Congress and a consultant of Iu, Lai & Li Solicitors & Notaries. Ms. Leung served as a member of the 2nd, 3rd and 4th Social Welfare Advisory Committee and the Equal Opportunities Commission, an executive committee member and a council member of the Hong Kong Federation of Women, the Chairperson and President of the International Federation of Women Lawyers and the Honorary President of the Nanhai Worldwide Friendship Federation. She is a Justice of the Peace, a notary public and a China-appointed attesting officer. She has been awarded the “Grand Bauhinia Medal” and admitted as a solicitor by the Law Societies of Hong Kong and England. Ms. Leung graduated from the University of Hong Kong with a master’s degree in law, and is a fellow of the International Academy of Matrimonial Lawyers. She has been an independentnon-executive director of United Company RUSAL Plc since December 2009, an independentnon-executive director of China Resources Power Holdings Company Limited since April 2010. She has been an independentnon-executive director of PetroChina Company Limited since June 2017.

Supervisors

The following table sets forth information regarding our current supervisors.

 

Name

  

Date of Birth

  

Position

Jia Yuzeng  June 1962  Chairperson of the board of supervisors
Luo Zhaohui  March 1974  Supervisor
Tang YongHan Bing  July 1972November 1971  Supervisor
Song PingCao Qingyang  June 1964May 1963  Employee representative supervisor
Huang XinWang Xiaoqing  February 1974October 1965  Employee representative supervisor

Jia Yuzeng has been the chairperson of our board of supervisors since July 2018. During the period from 2006 to March 2018, he served as a supervisor, the general manager of the human resources department, an assistant to the president, the vice president, the board secretary, an executive director and the compliance officer of China Life Pension Company Limited. During the period from 2004 to 2006, he served as the general manager of the work department of the Trade Union, the executive deputy director of the Trade Union and a supervisor of the company. During the period from 1988 to 2004, he successively served as the division head of the General Office and a secretary (at the deputy director level) of the PRC Ministry of Supervision, the deputy director (responsible for daily operation) of the minister office of the general supervision office under the supervision department of the Central Commission for Discipline Inspection, and an inspector (at the director level), supervisor, inspector (at the deputy bureau chief level) and special supervisor of the general office of the Central Commission for Discipline Inspection. Mr. Jia graduated from the Open University of Hong Kong in 2003, majoring in business administration with a master’s degree in business administration.

Luo Zhaohui has been a supervisor of our company since February 2018. Mr. Luo worked at the risk management department of China Life Insurance Company and the general office of CLIC from August 2002 to August 2013, and was appointed as the senior manager of the comprehensive information division of the general office of CLIC in May 2009 and an assistant to the general manager of the strategic planning department of CLIC in August 2013. Mr. Luo was seconded to our Shijiazhuang branch in Hebei Province as the deputy general manager during the period from November 2013 to October 2015, and was then appointed as the deputy general manager of the strategic planning department of CLIC in July 2016. He has served as the general manager of the strategic planning department of CLIC since November 2019. Mr. Luo has been long been involved in strategic management related work, with considerable working experience in such aspects as risk management, market analysis and research and life insurance operations, as well as strategic planning and management. Mr. Luo, a senior economist, graduated from Peking University, majoring in finance with a doctoral degree.

Tang YongHan Bing has been a supervisor of our company since FebruaryJuly 2019. He washas been the general manager of the human resources department of our company since December 2018. He served as the general manager of the human resources department of China Life Pension Company Limited from March 2016 to December 2018. During the period from 2014 to 2016, he successively served as the deputy general manager and the secretary to the discipline inspection committee of Ningbo branch, and the deputy general manager and the secretary to the discipline inspection committee of Tibet Autonomous Region branch of our company. During the period from 2006 to 2014, he served as the deputy general manager of the supervisionhuman resources department of our company. Mr. Han graduated from Beijing College of Economics in 1994, majoring in labor economy with a bachelor’s degree in economics.

Cao Qingyanghas been a supervisor of our company since July 2019. He has been the general manager of the product development department of our company from August 2018since February 2011. From 2008 to March 2019, responsible for2011, he successively served as the daily operationdeputy general manager of Tianjin branch and the group leader of the supervision department.statistics working group of our company. From October2004 to 2008, he successively served as the general manager of the investor relations department, the deputy secretary-general of the board secretariat and concurrently the general manager of the investor relations department, and the deputy secretary-general of the board secretariat of our company. Mr. Cao Qingyang graduated from Nankai University in 2004, majoring in finance with a doctoral degree in economics.

Wang Xiaoqinghas been a supervisor of our company since December 2019. She has been serving as the deputy general manager of the risk management department of our company since April 2018. From May 2016 to AugustApril 2018, heshe served as the secretary to the discipline inspection committee of our Tibet branch. From 2008 to 2016, she successively served as an assistant to the general manager of the individual insurance sales department, the deputy general manager of No. 5 business management department in the Beijing branch, an assistant to the general manager and the deputy general manager of the human resources department of our company. From 2011 to 2016, Mr. Tang served as the division chief of the system staff management division of the human resources department, the general manager of the human resources department of Jiangxi branch and the division chief of the planning division of the human resources department of the company. From 2006 to 2011, he served as the senior supervisor and the deputy division chief of the organization division, and the deputy division chief of the system staff management division of the human resources department of our company. From 2004 to 2006, he served as the secretary at the level of battalion commander and the secretary at the level of deputy regimental commander of the general office of the general political department of the Chinese People’s Liberation Army. Mr. Tang graduated from the Party School of the Central Committee of the Chinese Communist Party majoring in political science and law in December 1998 and from Tianjin Normal University majoring in Chinese language and literature in June 2006.

Song Ping has been a supervisor of our company since March 2018. He has been serving as the general manager of the administration office of our company since January 2017. From 2006 to 2017, he successively served as an assistant to the general manager of the development and reform department, an assistant to the general manager of our Beijing branch, the deputy general manager of the legal and compliance department, the deputy general manager of the human resources department and the general manager of the e-commence department of our company. From 1999 to 2006, he successively served as the division chief of the agentscounty insurance management department, the individual insurance department and the group insurance department of our company. Mr. Song graduated from Peking University in July 1987, majoring in Chinese language and literature with a bachelor’s degree of arts.

Huang Xinhas been a supervisor of our company since June 2018. He served as the general manager of the human resources department of our company from March 2018 to December 2018. He served as the deputy general manager of the human resources department of the company from August 2014 to March 2018. From December 2010 to August 2014, Mr. Huang successively served as an assistant to the general manager and the deputy general manager of the human resourcesaudit department of CLIC, during which he was secondedour company. From 2001 to the Shijiazhuang Branch of our company in Hebei Province as the deputy general manager from February 2011 to February 2013. From 2004 to 2010, he2008, she successively served as the deputy division chief of the labor and wagesagent training division and the deputy division chief andof the sales inspection division, the division chief of the performanceagent management division, and remuneration managementthe division chief of the comprehensive development division of the human resourcesindividual insurance sales department of CLIC. Mr. Huangour company. Ms. Wang Xiaoqing graduated from Central University of Finance and EconomicsNanjing Communication Engineering College in July 19961988, majoring in taxationradio communication engineering with a bachelor’s degree in economics, and is a senior economist and PRC certified public accountant.engineering.

Senior Management

Su Hengxuan, see “—Directors and Senior Management—Directors” for his profile.

Xu Haifeng, see “—Directors and Senior Management—Directors” for his profile.

Li Mingguang has been a vice president of our company since November 2014, our chief actuary since March 2012see “—Directors and our board secretary since June 2017. Mr. Li joined our company in 1996 and subsequently served as deputy division chief, division chief, assistant to the general manager of product development department, responsible actuary of our company and general manager of our actuarial department. Mr. Li graduated from Shanghai Jiao Tong University with a bachelor’s degree in computer science in 1991, Central University of Finance and Economics majoring in monetary banking (actuarial science) with a master’s degree in 1996 and Tsinghua University with an EMBA in 2010, and also studied at the University of Pennsylvania in the United States in 2011. Mr. Li is a fellow of the China Association of Actuaries (FCAA) and a fellow of the Institute and Faculty of Actuaries (FIA). He was the chairman of the first session of the China Actuarial Working Committee and the secretary-general of the first and the second session of the China Association of Actuaries. He is currently an executive director of the China Association of Actuaries, and a member of the China National Master of Insurance Education Supervisory Committee.

Zhao Lijun has been a vice president of our company since July 2016. He was the chief financial officer and general manager of the finance department of CLIC from May 2014 to April 2016. From 2012 to 2014, Mr. Zhao successively served as the deputy general manager (responsibleSenior Management—Directors” for daily operations) and general manager of the data center of our company. From 2010 to 2012, Mr. Zhao served as the general manager of the legal and compliance department of our company. From 2008 to 2010, Mr. Zhao served as the deputy general manager of the Shandong branch of our company. From 2003 to 2008, Mr. Zhao successively served as an assistant to the general manager and the general manager of the finance department of our company. Prior to that, he served as a cadre in the finance and planning department of People’s Insurance Company of China, the director and deputy manager of the planning & finance department of China Reinsurance Corporation in Hong Kong, the deputy manager and manager of the planning and finance department of China Insurance H.K. (Holdings) Company Limited, the deputy division chief, the division chief and an assistant to the general manager of the planning and finance department of China Life Insurance Company. Mr. Zhao graduated from the Accounting Department of Anhui Finance & Trade College with a bachelor’s degree in industrial accounting and finance in 1987 and from Tsinghua University with an EMBA in 2010. Mr. Zhao is a senior accountant.his profile.

Xiao Jianyou has been a vice president of our company since October 2016. He served as an assistant to the president of our company from July 2015 to October 2016 and the non-executive director of CLPCIC since September 2015. He served as the general manager of our Jiangsu branch from January 2014 and the deputy general manager (responsible for daily operations) of our Jiangsu branch from April 2013 to January 2014. From 2006 to 2013, he successively served as the deputy general manager, an assistant to the general manager and the marketing director of Jiangsu branch and the general manager and the deputy general manager of Taizhou branch in Jiangsu Province. Before that, Mr. Xiao held various other positions at the our Jiangsu branch, including the deputy manager of the marketing department and management department, an assistant to the general manager, the deputy general manager (responsible for daily operations) and the general manager of the personal insurance department. Mr. Xiao, a senior economist, graduated from Jiangxi Traditional Chinese Medicine College in 1991 with a bachelor’s degree, and received double bachelor’s degrees in medicine and law from Jiangxi Traditional Chinese Medicine College and Nanjing University, respectively.

Zhao Penghas been a vice president of our company since March 2018. He served as an assistant to the president of our company since October 2017 to March 2018, and the general manager of our Zhejiang branch since January 2015 to October 2017. From 2014 to 2015, he successively served as the deputy general manager (at the general manager level of the provincial branches) and the person-in-charge of our Zhejiang branch. From 2003 to 2014, he successively held various positions in CLIC, including the division chief of the capital management division of the finance department, an assistant to the general manager and the division chief of the capital management division of the finance department, an assistant to the general manager, the deputy general manager and the general manager of the finance and accounting department, and the general manager of the finance department. From 1995 to 2003, Mr. Zhao successively served as a staff member of the capital division, a staff member of the financial management division, the deputy division chief and the division chief of the capital division of the planning and finance department of China Life Insurance Company. Mr. Zhao graduated from Hunan College of Finance and Economics in July 1995, majoring in actuarial science with a bachelor’s degree in economics; from Central University of Finance and Economics in June 2002, majoring in finance with a master’s degree in economics; and from Tsinghua University in January 2007, majoring in business administration with a master’s degree in Business Administration.

Ruan Qihas been a vice president of our company since April 2018. He has been the chief information technology officer of our company from January 2018 to April 2018. Mr. Ruan served as the chief information technology officer and the general manager (at the general manager level of the provincial branches) of the information technology department of our company from October 2016 to January 2018. He also served as the General Managergeneral manager (at the general manager level of the provincial branches) of the Information Technology Departmentinformation technology department of the Companyour company from March 2016 to October 2016. He served as the general manager of China Life Data Center and the general manager (at the general manager level of the provincial branches) of the information technology department of our company from 2014 to 2016, and the deputy general manager and the general manager of the information technology department of our company from 2004 to 2014. He successively served as the deputy division chief of the computer division of our Fujian branch, and the deputy manager (responsible for daily operations) and the manager of the information technology department of our company from 2000 to 2004. Mr. Ruan is a senior engineer. He graduated from Beijing Institute of Posts and Telecommunications in August 1987, majoring in computer science and communications with a bachelor’s degree in engineering; and from Xiamen University with a master’s degree in business administration for senior management (EMBA) in December 2007.

Zhan Zhong has been a vice president of our company since July 2019. He has been the marketing director of our company since August 2017. He has been the general manager (at the general manager level of the provincial branches) of the individual insurance division of our company since July 2014 and was an employee representative supervisor of our company from July 2015 to August 2017. Mr. Zhan served as the deputy general manager (responsible for daily operations) and the general manager of our Qinghai branch from 2013 to 2014. From 2009 to 2013, Mr. Zhan successively served as the deputy general manager (responsible for daily operations) and the general manager of the individual insurance division of our company. From 2005 to 2009, he successively served as the general manager of the individual insurance division of our Guangdong branch and an assistant to the general manager of our Guangdong branch. From 1996 to 2005, he successively served as the director of the marketing department of the Chengdu High-tech Sub-branch of Zhongbao Life Insurance Company,high-techsub-branch, and an assistant to the manager and the manager of the marketing department of the Chengdu branch of Zhongbao Life Insurance Company, and the deputy general manager of the Chengdu branch of Taikang Life Insurance Company. Mr. Zhan graduated from Kunming Institute of Technology in July 1989, majoring in industrial electric automation with a bachelor’s degree in engineering.

Huang Xiumeihas been appointed by our board of directors as our vice president and the person in charge of finance since April 23, 2020 (the qualification of her appointment is still subject to the approval of the CBIRC).Ms. Huang is currently the vice president, the board secretary and person in charge of finance of China Life Pension Company Limited. From 2014 to 2016, she served as the financial controller and the general manager of the financial management department of our company. From 2005 to 2014, Ms. Huang Xiumei held various positions at our Fujian branch, including the assistant to the general manager, the deputy general manager, the branch head, the deputy general manager (responsible for daily operations) and the general manager. From 1999 to 2005, she served as the deputy division chief of the planning and finance division, the manager of the planning and finance department and the manager of the finance department of our Fujian branch, and during the period from 2004 to 2005, she also served as the deputy general manager of our Fuzhou branch. Ms. Huang Xiumei graduated from Fuzhou University, majoring in accounting with a bachelor’s degree. She is a senior accountant.

Yang Hong has been a vice president of our company since July 2019. She has been the operating director of our company since March 2018. She has been the general manager of the operation service center of our company since January 2018. Ms. Yang successively served as the deputy general manager (responsible for daily operations) and general manager of the research and development center, the general manager (at the general manager level of the provincial branches) of the business management department and the general manager (at the general manager level of the provincial branches) of the business process management department of our company from 2011 to 2018. From 2002 to 2011, she successively served as an assistant to the general manager and the deputy general manager of the business management department, and the general manager of the customer service department of our company. Ms. Yang graduated from the Computer Science Department of Jilin University in 1989, majoring in system structure with a bachelor’s degree of science, and from the School of Economics and Management of Tsinghua University in 2013 with a master’s degree in business administration for senior management.

Zhao Guodong has been an assistant to the president of our company since October 2019. He served as the general manager of our Jiangsu branch from July 2018. During the period from 2016 to 2018, he successively served as the deputy general manager (responsible for daily operation) and the general manager of our Chongqing branch, and the general manager of our Hunan branch. From 2007 to 2016, he successively served as the deputy general manager of our Fujian branch and the deputy general manager of our Hunan branch. From 2001 to 2007, he was the deputy general manager of our Changde Branch in Hunan and the general manager of our Yiyang branch. Mr. Zhao graduated from Hunan College of Computer Science majoring in computer software in 1988, and from China Central Radio and TV University majoring in business administration in 2006.

Xu Chongmiao has been the compliance officer of our company since July 2018. He has been the general manager of the legal and compliance department and the legal officer of our company since September 2014. From 2006 to 2014, he successively served as the deputy general manager of the legal affair department, the deputy general manager of the legal and compliance department and the legal officer at the general manager level of our company. From 2000 to 2006, he successively served as the deputy division chief of the regulations division of the development and research department and a senior regulations researcher of the legal affairs department of our company. Mr. Xu graduated from Fudan University in August 1991, majoring in economic law with a bachelor’s degree in law, and from Renmin University of China in July 1996 and July 2005, respectively, majoring in economic law with master’s and doctorate degrees in law. Mr. Xu is admitted as a lawyer and certified public accountant in the PRC.

B. COMPENSATION

Compensation of Directors, Supervisors and Officers

Our directors, supervisors and executive officers receive compensation in the form of salaries, bonuses and otherbenefits-in-kind, including our contribution to the pension plan on behalf of our directors, supervisors and executive officers. As required by PRC regulations, we participate in various defined contribution retirement plans organized by provincial and municipal governments for our employees, including employees who are directors, supervisors and executive officers.

The following table sets forth the amounts of compensation paid to each of our directors and supervisors for the fiscal year ended December 31, 2018. The2019.The total compensation package for our executive directors and chairman of the board of supervisors for the year ended December 31, 20182019 has not yet been finalized in accordance with regulations of the relevant PRC authorities. The amount of the compensation not provided for is not expected to have a significant impact on our financial statements for the year ended December 31, 2018. We2019.We will make further disclosure of the amount of the final compensation when it is determined.

Name

  Salaries/Fees   Inducement
Fees
   Other (1)
Benefits
   Compensation for
loss of office as
director
   Total 
   RMB in ten thousands 

Wang Bin(2)

   —      —      —      —      —   

Yang Mingsheng(3)

   —      —      —      —      —   

Lin Dairen(4)

   179.00    —      23.46    —      202.46 

Su Hengxuan(5)

   —      —      —      —      —   

Yuan Changqing(6)

   —      —      —      —      —   

Liu Huimin

   —      —      —      —      —   

Yin Zhaojun

   —      —      —      —      —   

Wang Sidong(7)

   —      —      —      —      —   

Chang Tso Tung Stephen

   32.00    —      —      —      32.00 

Xu Hengping(8)

   143.20    —      23.24    —      166.44 

Xu Haifeng

   143.20    —      23.24    —      166.44 

Robinson Drake Pike

   32.00    —      —      —      32.00 

Tang Xin

   32.00    —      —      —      32.00 

Leung Oi-Sie Elsie

   30.00    —      —      —      30.00 

Jia Yuzeng(9)

   62.65    —      11.90    —      74.55 

Miao Ping(10)

   71.60    —      11.33    —      82.93 

Shi Xiangming(11)

   59.38    —      30.89    —      90.27 

Luo Zhaohui(12)

   —      —      —      —      —   

Tang Yong(13)

   —      —      —      —      —   

Xiong Junhong(14)

   —      —      —      —      —   

Wang Cuifei(15)

   27.72    —      16.56    —      44.28 

Song Ping(16)

   40.29    —      26.75    —      67.04 

Huang Xin(17)

   28.20    —      19.01    —      47.21 

Li Guodong(18)

   —      —      —      —      —   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

   881.24    —      186.38    —      1,067.62 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Name

  Salaries/Fees   Inducement
Fees
   Other (1)
Benefits
   Compensation for
loss of office as
director
   Total 
   RMB in ten thousands 

Wang Bin

   0    —      0    —      0 

Su Hengxuan(2)

   0    —      0    —      0 

Li Mingguang(3)

   143.20    —      23.00    —      166.20 

Zhao Peng(4)

   —      —      —      —      —   

Yuan Changqing

   0    —      0    —      0 

Liu Huimin

   0    —      0    —      0 

Yin Zhaojun

   0    —      0    —      0 

Wang Junhui(5)

   0    —      0    —      0 

Xu Hengping(6)

   0.85    —      1.79    —      2.64 

Xu Haifeng(7)

   60.51    —      10.09    —      70.60 

Chang Tso Tung Stephen

   32    —      0    —      32 

Robinson Drake Pike

   32    —      0    —      32 

Tang Xin

   32    —      0    —      32 

LeungOi-Sie Elsie

   30    —      0    —      30 

Jia Yuzeng

   125.30    —      22.95    —      148.25 

Shi Xiangming(8)

   9.53    —      4.67    —      14.20 

Luo Zhaohui

   0    —      0    —      0 

Han Bing(9)

   25.28    —      16.94    —      42.22 

Cao Qingyang(10)

   28.58    —      15.41    —      43.99 

Wang Xiaoqing(11)

   3.96    —      2.82    —      6.78 

Tang Yong(12)

   4.74    —      2.78    —      7.52 

Song Ping(13)

   48.44    —      30.74    —      79.18 

Huang Xin(14)

   0    —      0    —      0 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

   576.39    —      131.19    —      707.58 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

(1) 

Includebenefits-in-kind, social insurance, housing fund and enterprise annuity to be paid by the employer.

(2)

Appointed as executive director and chairman of the board of directors on December 3, 2018.20, 2018 and as president on April 2, 2019.

 

(3)

ResignedAppointed as executive director and chairman of the board of directors on November 13, 2018.August 16, 2019.

 

(4) 

ResignedAppointed as executive director in February 2020 and resigned as executive director in April 2020. During 2019, Mr. Zhao served as a senior executive officer of our company but did not serve as a director. As a result, for the year of 2019, he did not receive compensation paid to directors. For details of the compensation we paid to him for serving as our senior executive officer, please see the table below on December 19, 2018.compensation we paid to our senior executive officers.

 

(5)

Appointed asnon-executive director on July 11, 2018 and as executive director on December 20, 2018.August 16, 2019.

 

(6) 

Appointed as non-executive director on February 11, 2018.

(7)

Resigned as non-executive director on January 12, 2018.

(8)

Resigned as executive director on January 24, 2019.

 

(9)(7) 

AppointedResigned as supervisorexecutive director on July 11, 2018, and appointed as chairperson of the board of supervisors on July 20, 2018.June 28, 2019.

 

(10)(8)

Term as supervisor expired on June 6, 2018.

(11)

Resigned as supervisor on February 18, 2019.

 

(12)(9) 

Appointed as supervisor on February 11, 2018.July 12, 2019.

(10)

Appointed as employee representative supervisor on July 12, 2019.

(11)

Appointed as employee representative supervisor on December 27, 2019.

(12)

Resigned as supervisor on July 22, 2019.

 

(13) 

AppointedResigned as employee representative supervisor on February 2, 2019.January 3, 2020.

 

(14) 

Resigned as supervisor on February 23, 2018.

(15)

Term as employee representative supervisor expired on June 6, 2018.

(16)

Appointed as employee representative supervisor on March 15, 2018.July 22, 2019.

(17)

Appointed as employee representative supervisor on June 20, 2018.

(18)

Resigned as employee representative supervisor on January 2, 2018.

The following table sets forth the amounts of compensation paid to each of our executive officers other than those disclosed in the table above, including vice presidents who are not our directors, and our assistant president chief actuary, chief financialand our compliance officer, and board secretary, for the year ended December 31, 2018.2019. The total compensation package for our executive officers for the year ended December 31, 20182019 has not yet been finalized in accordance with regulations of the relevant PRC authorities. The amount of the compensation not provided for is not expected to have a significant impact on our financial statements for the year ended December 31, 2018.2019. We will make further disclosure of the amount of the final compensation when it is determined.

 

Name

  Salaries/Fees   Inducement
Fees
   Other (1)
Benefits
   Compensation for
loss of office as
director
   Total 
   RMB in ten thousands 

Li Mingguang

   143.20    —      23.36    —      166.56 

Zhao Lijun

   143.20    —      23.29    —      166.49 

Xiao Jianyou

   125.30    —      23.29    —      148.59 

Zhao Peng(2)

   124.55    —      23.34    —      147.89 

Ruan Qi(3)

   123.81    —      23.93    —      147.74 

Zhan Zhong

   107.40    —      31.57    —      138.97 

Yang Hong(4)

   89.50    —      26.28    —      115.78 

Xu Chongmiao(5)

   25.28    —      16.38    —      41.66 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

   882.24    —      191.44    —      1,073.68 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Name

  Salaries/Fees   Inducement
Fees
   Other (1)
Benefits
   Compensation for
loss of office as
director
   Total 
   RMB in ten thousands 

Ruan Qi

   125.30    —      22.95    —      148.25 

Zhan Zhong

   119.33    —      26.48    —      145.81 

Yang Hong

   119.33    —      26.52    —      145.85 

Zhao Guodong(2)

   16.25    —      5.71    —      21.96 

Xu Chongmiao

   52.80    —      31.89    —      84.69 

Zhao Peng(3)

   93.98    —      17.38    —      111.36 

Zhao Lijun(4)

   95.47    —      15.19    —      110.66 

Xiao Jianyou(5)

   52.21    —      9.84    —      62.05 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

   674.67    —      155.96    —      830.63 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

(1) 

Includebenefits-in-kind, social insurance, housing fund and enterprise annuity to be paid by the employer.

 

(2) 

Appointed as viceassistant president on March 2, 2018.October 25, 2019.

 

(3) 

AppointedResigned as vice president onin April 8, 2018.2020.

 

(4) 

AppointedResigned as operating director on March 2, 2018.vice president in August 2019.

 

(5)

AppointedResigned as compliance officer on July 17, 2018.vice president in May 2019.

The aggregate amount of compensation we paid to our five highest paid individual employees, including three directorsone director who is also our executive officer, one supervisor and twothree members of senior management, during the year ended December 31, 2018, 2019,was approximately RMB 8.68397.54 million (US$ 1.261.08 million). The amount of compensation we paid to our highest paid individual employee, during the year ended December 31, 2018,2019, was approximately RMB 2.02461.66 million.

Senior Management Compensation

Our senior management’s compensation consists of four components, including basic salaries, performance-based salaries, fringe benefits and mid to long-term incentive compensation.

We have established a comprehensive performance management system. A performance appraisal method for our officers is used to appraise the performance of the officers annually. Measures for such appraisal include a business performance index based on our budget and targets as approved by our board of directors; a management performance index based on the duties and functions of the office position; and a risk compliance index based on risk management and compliance management of our daily operation, establishing a connection between the achievement of our major business targets and the office performance appraisal.

In accordance with relevant policies of the PRC government, no stock appreciation rights of our company were granted or exercised in 2018. For2019.For other details of the stock appreciation rights which were previously granted by us, please refer to Note 30 to31to our consolidated financial statements included elsewhere in this annual report.

C. BOARD PRACTICES

General

Our board of directors consists of teneleven members. Our directors are elected to serve a term of three years, which is renewable uponre-election. Our directors are elected at meetings of our shareholders, and, unless they resign at an earlier date, are deceased or removed, will serve three-year terms. The current term for our board of directors began in June 2018. Our directors are not currently entitled to severance benefits other than benefits provided by law upon termination of employment. In the event our Company is acquired, including an acquisition of control by another person, and a director leaves employment or retires following the acquisition, the director may receive severance and other payments upon approval by the shareholders in general meeting.

We have identified various board members as being “independent”, in accordance with Hong Kong laws and regulations. These requirements vary in certain respects from independence requirements under U.S. law. The members of our audit committee are independent as defined by the rules of the Securities and Exchange Act and the New York Stock Exchange which are applicable to us.

The PRC company law requires a joint stock company with limited liability to establish a board of supervisors. Our board of supervisors is responsible for monitoring our financial matters and supervising the actions of our board of directors and our management personnel. Our board of supervisors consists of five members. At leastone-third of our board of supervisors must be elected by our employees. The remaining members must be elected by our shareholders in a general meeting. One member of our board of supervisors is designated as the chairman. Members of our board of supervisors may not serve as director or member of senior management. The term of office for our supervisors is three years, which is renewable uponre-election.The current term for our board of supervisors began in June 2018.

Board Committees

We have established the following standing committees: an audit committee, a nomination and remuneration committee, a risk management and consumer rights protection committee, a strategy and assets and liabilities management committees.committee, and a connected transactions control committee.

The primary duties of the audit committee are to review and supervise the financial reporting process, to assess the effectiveness of our internal control system, to supervise our internal audit system and its implementation and to implement and recommend the engagement or replacement of external auditors. Our audit committee is also responsible for communications between our internal and external auditors and our internal reporting system. Our audit committee is currently comprised of Robinson Drake Pike, Chang Tso Tung Stephen and Tang Xin. Mr. Robinson Drake Pike serves as the chairman.

The primary duties of the nomination and remuneration committee are to review the structure and components of our board of directors, to formulate the appointment and successors to our board of directors and senior management, to review and recommend the nomination of our directors and senior officers, as well as to propose to our board of directors the remuneration policy for our directors, supervisors and senior management. Our nomination and remuneration committee is currently comprised of Tang Xin, Robinson Drake Pike and Yuan Changqing. Mr. Tang Xin serves as the chairman.

The primary duties of the risk management and consumer rights protection committee are to formulate our risk control benchmark system, to discuss with and assist the management in establishing and improving our risk management and internal control system, to supervise the management and the department in charge of consumer rights protection, to review our risk preference and tolerance policy, to formulate our risk management policy, to review the assessment reports with respect to our risk management and internal control, to conduct research on important findings from internal investigations with respect to risk management and internal control and management’s responses to such findings and to coordinate and handle disagreements on risk management and sudden and significant risks or crises. Our risk management and consumer rights protection committee is currently comprised of LeungOi-Sie Elsie, Li Mingguang, Liu Huimin and Yin Zhaojun.Ms. Leung-Oi-Sie Elsie serves as the chairman.

The primary duties of the strategy and assets and liabilities management committee are to formulate our long-term development strategies, and the management system for insurance fund usage, to conduct research and to make recommendations on significant strategic investmentsmatters and policies and systems in respect of the management of assets and liabilities, so as to provide an important basisthe management system for the decision making by the board of director in respect of strategyinsurance fund usage and assets and liabilities.significant strategic investments. Our strategy and assets and liabilities management committee is currently comprised of Chang Tso Tung Stephen, Su Hengxuan, Xu HaifengWang Junhui and LeungOi-Sie Elsie. Mr. Elsie.Mr. Chang Tso Tung Stephen serves as the chairman.

The primary duties of the connected transactions control committee are to determine our connected persons, to administer, examine and approve connected transactions, to conduct risk control of connected transactions, with a particular focus on compliance and the fairness and necessity of connected transactions, so as to provide a basis for the decision-making by the board of directors in respect of the management of connected transactions. Our connected transactions control committee is currently comprised of four independent directors including Tang Xin, Robinson Drake Pike, Chang Tso Tung Stephen and LeungOi-Sie Elsie.Mr. Tang Xin serves as the chairman.

D. EMPLOYEES

As of December 31, 2016, 2017, 2018 and 2018,2019, we had approximately 99,739, 102,297, 102,817 and 102,817 employees,103,826employees, respectively. The following table sets forth the number of our employees by their functions as of December 31, 2016, 2017, 2018 and 2018.

2019.

  As of December 31   As of December 31 
  2016 2017 2018   2017 2018 2019 
  Number
of
employees
   %
of
total
 Number
of
employees
   %
of
total
 Number
of
employees
   %
of
total
   Number
of
employees
   %
of
total
 Number
of
employees
   %
of
total
 Number
of
employees
   %
of
total
 

Management and administrative staff

   21,868    21.93 22,307    21.81 23,166    22.53   22,307    21.81 23,166    22.53 18,495    17.81

Financial and auditing staff

   5,225    5.24 5,122    5.01 5,140    5.00   5,122    5.01 5,140    5.00 4,911    4.73

Sales and sales management staff

   36,091    36.19 38,859    37.99 40,194    39.09   38,859    37.99 40,194    39.09 46,678    44.96

Underwriters, claim specialists and customer service staff

   28,420    28.49 27,960    27.33 26,695    25.96

Insurance verification, claims processing and customer service staff

   27,960    27.33 26,695    25.96 25,622    24.68

Other professional and technical staff(1)

   3,488    3.50 4,106    4.01 4,274    4.16   4,106    4.01 4,274    4.16 4,749    4.57

Other

   4,647    4.66 3,943    3.85 3,348    3.26   3,943    3.85 3,348    3.26 3,371    3.25
  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

 

Total(2)

   99,739    100  102,297    100  102,817    100.00   102,297    100  102,817    100.00  103,826    100
  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

 

 

(1)

Includes actuaries, product development personnel, investment management personnel and information technology specialists.

(2)

Includes employees of our subsidiaries.

As of December 31, 2016, 2017, 2018 and 2018,2019, we had approximately 1,495,000,approximately1,578,000and 1,439,000 and 1,578,000 and 1,439,000 exclusive1,613,000exclusive agents, respectively. During 2018,2019, we continued to improve both the quantity and quality of our agent force by carrying out performance reviews and dismissing agents with lower productivity, which have led to the decreasetaking advantage of the numberonline recruitment channel. Our agent force has been an important driver of our exclusive agents.

Seebusiness growth.See “Item 4. Information on the Company—Business Overview—Regulatory and Related Matters—Regulation of Insurance Agencies, Insurance Brokers and Other Intermediaries” and “Item 3. Key Information—Risk Factors—Risks Relating to Our Business—Our growth is dependent on our ability to attract and retain productive agents.”

None of our employees is subject to collective bargaining agreements governing employment with us. We believe that our employee relations are satisfactory.

E. SHARE OWNERSHIP

As of the date of this annual report, none of our directors, supervisors or senior managers is a legal or beneficial owner of any shares of our share capital.

ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS.

A. MAJOR SHAREHOLDERS

The table below sets forth information regarding the ownership of our share capital as of April 5, 201910, 2020 by all persons who are known to us to be the beneficial owners of 5% or more of each class of our share capital.

Title of Class

 

Identity of Person or Group

 

Amount Owned

 Percentage
of Class
  Percentage of
Total Share
Capital
 

A Shares

 

China Life Insurance (Group) Company

 

19,323,530,000 (Long position)

  92.80  68.37

H Shares

 

BlackRock, Inc.(1)

 

659,561,395 (Long position)

644,000 (Short position)

  

8.86

0.01


  

2.33

0.00


Title of Class

 

Identity of Person or Group

 

Amount Owned

 Percentage
of Class
  Percentage of
Total Share
Capital
 

A Shares

 

China Life Insurance (Group) Company

 

19,323,530,000 (Long position)

  92.80  68.37

H Shares

 

BlackRock, Inc (1)

 

591,071,341 (Long position)

5,623,000 (Short position)

  

7.94

0.08


  

2.09

0.02


H Shares

 

JPMorgan Chase & Co.(2)

 

496,874,336 (Long position)

74,752,351 (Short position)

228,106,216 (Lending pool)

  

6.67

1.00

3.06


  

1.76

0.26

0.81


 

Note (1):  

BlackRock, Inc. was interested in a total of 591,071,341659,561,395 H shares in accordance with the provisions of Part XV of the SFO. Of these shares, BlackRock Investment Management, LLC, BlackRock Financial Management, Inc., BlackRock Institutional Trust Company, National Association, BlackRock Fund Advisors, BlackRock Advisors, LLC, BlackRock Japan Co., Ltd., BlackRock Asset Management Canada Limited, BlackRock Investment Management (Australia) Limited, BlackRock Asset Management North Asia Limited, BlackRock (Netherlands) B.V., BlackRock Advisors (UK) Limited, BlackRock International Limited, BlackRock Asset Management Ireland Limited, BLACKROCK (Luxembourg) S.A., BlackRock Investment Management (UK) Limited, BlackRock Asset Management Deutschland AG, BlackRock Fund Managers Limited, BlackRock Life Limited, BlackRock (Singapore) Limited, and BlackRock Asset Management (Schweiz) AG and BlackRock Mexico Operadora were interested in 3,975,0007,076,000 H shares, 10,255,00012,931,000 H shares, 149,397,927147,939,588 H shares, 236,713,000195,346,000 H shares, 1,174,00011,239,000 H shares, 24,758,82912,208,241 H shares, 1,183,0001,038,000 H shares, 4,201,0007,500,000 H shares, 24,592,06432,765,508 H shares, 1,024,0001,086,000 H shares, 1,101,0002,512,000 H shares, 2,315,7001,254,000 H shares, 56,896,08855,831,318 H shares, 4,621,97590,590,000 H shares, 28,483,33833,327,060 H shares, 479,000458,000 H shares, 27,401,78738,189,155 H shares, 12,143,6195,154,800 H shares, 48,0002,711,000 H shares, 60,000 H shares and 307,014344,725 H shares respectively. All of these entities are either controlled or indirectly controlled subsidiaries of BlackRock, Inc. Of these 591,071,341659,561,395 H shares, 193,00011,038,000 H shares were cash settled unlisted derivatives.

 

BlackRock, Inc. held by way of attribution a short position as defined under Part XV of the SFO in 5,623,000644,000 H shares (0.08%(0.01%). Of these 5,623,000644,000 H shares, 2,222,000501,000 H shares were cash settled unlisted derivatives.

Note (2):

JPMorgan Chase & Co. was interested in a total of 496,874,336 H Shares in accordance with the provisions of Part XV of the SFO. Of these shares, China International Fund Management Co., Ltd., JPMorgan Chase Bank, N.A.—Taipei Branch, JPMorgan Asset Management (Taiwan) Limited, J.P. Morgan GT Corporation, J.P. Morgan Bank Luxembourg S.A.—Amsterdam Branch, J.P. Morgan Bank Luxembourg S.A.- Stockholm Bankfilial, J.P. Morgan Securities LLC, Highbridge Capital Management, LLC, JPMORGAN CHASE BANK, N.A.—LONDON BRANCH, J.P. Morgan Investment Management Inc., JPMORGAN ASSET MANAGEMENT (UK) LIMITED, J.P. Morgan Structured Products B.V., CIFM Asset Management (Hong Kong) Limited, JPMorgan Chase Bank, N.A.—Sydney Branch, J.P. Morgan Bank Luxembourg S.A.—Oslo Branch, J.P. Morgan Bank Luxembourg S.A., JPMorgan Chase Bank, N.A.—Hong Kong Branch, JPMorgan Chase Bank, National Association, JF Asset Management Limited, J.P. MORGAN SECURITIES PLC and J.P. Morgan (Suisse) SA were interested in 167,000 H Shares, 2,955,000 H Shares, 5,252,000 H Shares, 1,500,000 H Shares, 810,100 H Shares, 4,000,779 H Shares, 3,238,033 H Shares, 967,000 H Shares, 78,772,402 H Shares, 61,002,361 H Shares, 18,995,000 H Shares, 5 H Shares, 22,000 H Shares, 3,225,000 H Shares, 300,240 H Shares, 13,133,000 H Shares, 10,036,503 H Shares, 119,806,876 H Shares, 56,502,000 H Shares, 111,210,721 H Shares and 4,978,316 H Shares respectively. All of these entities are either controlled or indirectly controlled subsidiaries of JPMorgan Chase & Co.

Included in the 496,874,336 H Shares are 228,106,216 H Shares (3.06%) which are held in the “lending pool”, as defined under Section 5(4) of the Securities and Futures (Disclosure of Interests – Securities Borrowing and Lending) Rules. Of these 496,874,336 H Shares, 17,806,000 H Shares were physically settled listed derivatives, 4,835,000 H Shares were cash settled listed derivatives, 6,116,338 H Shares were physically settled unlisted derivatives, 14,549,515 H Shares were cash settled unlisted derivatives and 26 H Shares were convertible instruments listed derivatives.

JPMorgan Chase & Co. held a short position as defined under Part XV of the SFO in 74,752,351 H Shares (1.00%). Of these 74,752,351 H Shares, 12,356,000 H Shares were physically settled listed derivatives, 24,975,400 H Shares were cash settled listed derivatives, 17,860,256 H Shares were physically settled unlisted derivatives, 14,873,750 H Shares were cash settled unlisted derivatives and 37 H Shares were convertible instruments listed derivatives.

Our A shares and H shares generally vote together as a single class, including in the election of directors. Each A share and each H share is entitled to one vote. In addition, in certain matters which affect the rights of the holders of H shares or A shares, the H shares or A shares, as the case may be, are entitled to vote as a separate class.

CLIC converted and sold 676,470,000 domestic shares in the form of H shares or ADSs in connection with our global offering in December 2003.

Based on the information provided by Deutsche Bank Trust Company Americas, our depositary bank, as of December 31, 20182019 and April 5, 2019,10, 2020, there were, respectively, 27,528,81925,347,810ADRs representing 126,739,050 H shares, with53 registered holders, and 24,529,235 ADRs representing 137,644,095122,646,175 H shares, with 55 registered holders, and 26,123,931 ADRs representing 130,619,655 H shares, with 5552 registered holders. Since certain of the ADSs are held by nominees, the above number may not be representative of the actual number of U.S. beneficial holders of ADSs or number of ADSs beneficially held by U.S. persons.

CLIC, our controlling shareholder, is a wholly state-owned enterprise controlled by the PRC government. See “Item 4. Information on the Company—History and Development of the Company”. None of our major shareholders has voting rights that differ from the voting rights of other shareholders, except that in certain matters which affect the rights of the holders of H shares or A shares, holders of H shares or A shares, as the case may be, are entitled to vote as a separate class. We are not aware of any arrangement which may at a subsequent date result in a change of control of our company.

B. RELATED PARTY TRANSACTIONS

As at the date of this annual report, CLIC owns approximately 68.37% of our issued share capital, a 40% equity interest in AMC, a 60% equity interest in CLPCIC, a 100% equity interest in China Life Overseas, a 100% equity interest in China Life Investment Holding Company Limited, or IHC, and a 100% equity interest in China LifeE-commerce Company Limited, or China LifeE-commerce. CLIC, AMC, CLPCIC, China Life Overseas, IHC and China LifeE-commerce are therefore considered as our connected persons under the HKSE Listing Rules. AMC owns a direct 48% equity interest and an indirect 52% equity interest in China Life Wealth Management Company Limited, or China Life Wealth, and approximately 85.03% equity interest in China Life AMP Asset Management Co., Ltd., or AMP. China Life Wealth and AMP are therefore also considered as our connected persons under the HKSE Listing Rules. Each of AMC, China Life Wealth and AMP is also a subsidiary of the Company. Chongqing International Trust Inc., or Chongqing Trust, is an associate of CLIC and CLPCIC by virtue of its acting as the trustee of a trust scheme of which CLPCIC is a beneficiary, and is therefore also a connected person of the Company under the HKSE Listing Rules. China Life Capital Investment Company Limited, (“or China Life Capital”),Capital, an indirect wholly owned subsidiary of CLIC, is an associate of CLIC and also a connected person of the Company under the HKSE Listing Rules.

During the reporting period, we engaged inentered into the following new related party transactions with these companies:

 

On January 31, 2018,May 29, 2019, we and CLPCIC entered into a newsupplemental agreement to the insurance sales framework agreement;agreement with CLPCIC;

 

On March 26, 2018, China Life Pension and China Life Wealth entered into a framework agreement in relation to asset management services, advisory services and other daily transactions;

On June 7, 2018,December 31, 2019, we and China Life Capital entered into a new cooperation framework agreement for investment management with insurance funds;

 

On December 31, 2018,26, 2019, we and IHC entered into a new asset management agreement;framework agreement for daily connected transaction with CGB;

 

On November 7, 2018, AMC and Chongqing TrustDecember 27, 2019, we entered into a new framework agreement with Chongqing Trust in relation to the subscription of trust products, asset management service and other daily connected transactions; and

 

On December 28, 201831, 2019, September 6, 2019, December 3, 2019 and December 29, 2018,February 17, 2020, we, CLIC, CLPCIC and CLICIHC each entered into a new asset managementframework agreement in relation to certain daily connected transactions with AMC.AMP.

We also continued to carry out certain other continuing related party transactions with CLIC, AMC, IHC, China Life Pension, CLPCIC, China Life Capital, China Life Wealth, AMP and Chongqing Trust in the reporting period. These transactions constitute connected transactions for us under the HKSE Listing Rules. Details of these transactions are set forth below.

As at the date of this annual report, we own a 43.686% equity interest in CGB and have becomeare the largest shareholder of CGB. Our chairman and executive director, Wang Bin, serves as the chairman of CGB.CGB. CGB is therefore considered as our related party under applicable PRC laws and regulations. On January 12, 2017,December 26, 2019, we entered into a new framework agreement with CGB for daily related party transactions. We also continued to carry out continuing related party transactions with CGB in the reporting period. These transactions are not regarded as connected transactions for us under the HKSE Listing Rules. Details of these transactions are set forth below.

As at the date of this annual report, we directly own a 70.74% equity interest in China Life Pension. China Life Pension is not considered as our related party under the HKSE Listing Rules or applicable PRC laws and regulations. As our subsidiary, China Life Pension also continued to carry out continuing related party transactions with CLIC, AMC, AMP and China Life Wealth in the reporting period. These transactions are regarded as connected transactions for us under the HKSE Listing Rules. Details of these transactions are set forth below.

Continuing Related Party Transactions with CLIC

During the reporting period, we engaged in continuing related party transactions with CLIC. These transactions are governed by several agreements between CLIC and us, including a restructuring agreement, a policy management agreement, a trademark license agreement and anon-competition agreement. A detailed discussion of these agreements is set forth in Note 3334 to our consolidated financial statements included elsewhere in this annual report and under the heading “Item 7. Major Shareholders and Related Party Transactions—Related Party Transactions” in our annual report on Form20-F filed with the Securities and Exchange Commission on April 28, 2009.

Our policy management agreement with CLIC expired on December 31, 2017. On December 26, 2017, we and CLIC entered into a new policy management agreement for a term of three years ending on December 31, 2020. During its term, this new agreement may be terminated by either party giving to the other party not less than 90 days’ prior written notice. Pursuant to this new policy management agreement, we continued to accept CLIC’s entrustment to provide policy administration services relating tonon-transferred policies, and CLIC will pay a service fee to us in cash on a semi-annual basis. The annual cap in respect of the service fees to be paid by CLIC to us under the new policy management agreement for each of the three years ending on December 31, 2020 is RMB 708 million. The service fees paid by CLIC to us under the new policy management agreement for the year ended on December 31, 20182019 were RMB 629.46574.58 million (US$ 91.682.5 million).

Continuing Related Party Transactions with AMC

Asset Management Agreement between AMC and Us

On December 29, 2015, we and AMC entered into an asset management agreement. This agreement expired on December 31, 2018. The service fees paid by us to AMC under the asset management agreement for the year ended December 31, 2018 were RMB 1,325.91 million (US$ 192.8 million).

On December 28, 2018, we entered into a newan asset management agreement with AMC for a term of three years effective from January 1, 2019 and expiring on December 31, 2021. Under the new asset management agreement, AMC agreed to invest and manage assets entrusted to it by us, on a discretionary basis, within the scope granted by us and in accordance with our investment guidelines. We retain the title of the entrusted assets and AMC is authorized to operate the accounts associated with the entrusted assets for and on behalf of us. We may add to or withdraw from the assets managed by AMC pursuant to the new agreement. We have the right to establish, amend and change the investment guidelines and also have the right to monitor the investment management activities of AMC.

In consideration of AMC’s service in respect of investing and managing assets entrusted to it by us under the new agreement, we agreed to pay service fees to AMC, which consist of a fixed service fee and a variable service fee. The fixed service fee is payable on a quarterly basis and is calculated according to the net asset value of the assets under management and a fixed management fee rate of 0.05% per annum. The variable service fee is payable on an annual basis and is determined after an appraisal has been conducted by us with respect to the assets under management and the relevant services provided by AMC each year. The variable service fee is calculated on the basis of 20% of the fixed service fee per annum, by multiplying a payment ratio determined by us based on the results of its annual appraisal of AMC. The management fee rate for directive operation investments or special projects will be separately negotiated by the parties and specified in the investment guidelines. The service fees under the new agreement were determined by us and AMC based on an analysis of the cost of service, market practice, the rate charged by AMC to us in previous years, the rates charged by independent third parties for the provision of similar services, and the size and composition of the assets managed by AMC. The annual cap in respect of the service fees to be paid by us to AMC under the new asset management agreement for each of the three years ending on December 31, 2021 is RMB 2,000 million. The service fees paid by us to AMC under the asset management agreement for the year ended December 31, 2019 were RMB 1,352.57 million (US$ 194.3million).

Asset Management Agreement between AMC and CLIC

On December 30, 2015, AMC and CLIC entered into an asset management agreement. This agreement expired on December 31, 2018. The service fees paid by CLIC to AMC under the asset management agreement for the year ended on December 31, 2018 were RMB 99.78 million (US$ 14.5 million).

On December 29, 2018, AMC and CLIC entered into a newan asset management agreement for a term expiring on December 31, 2021. Under the new asset management agreement, AMC agreed to invest and manage assets entrusted to it by CLIC, on a discretionary basis, subject to the investment guidelines and instructions given by CLIC. CLIC retains the title of the entrusted assets and AMC is authorized to operate the accounts associated with the entrusted assets for and on behalf of CLIC. CLIC may add to or withdraw from the assets managed by AMC pursuant to the agreement. CLIC has the right to establish, amend and change the investment guidelines and also has the right to monitor the investment management activities of AMC.

In consideration of AMC’s service in respect of investing and managing assets entrusted to it by CLIC under the new agreement, CLIC agreed to pay AMC a base service fee for asset management at the rate of 0.05% per annum. Such service fee is calculated and payable on a monthly basis, by multiplying the average of book balance of the assets under management (after deducting the funds obtained and interests accrued from repurchase transactions, the principals and interest of debt investment plans, equity investment plans, project asset-backed plans and customizednon-standard products) at the beginning and at the end of any given month by the rate of 0.05%, divided by 12. After the end of each fiscal year, CLIC will evaluate the investment performance with respect to the assets entrusted to AMC in the previous year, and adjust the base service fee for asset management by reference to the actual and targeted investment returns. The service fees under the new agreement will be determined by CLIC and AMC based on an analysis of the cost of service, market practice, the rate charged by AMC to CLIC in previous years, the rates charged by independent third parties for the provision of similar services, and the size and composition of the assets managed by AMC. The annual cap in respect of the service fees to be paid by CLIC to AMC under the new asset management agreement for the three years ending on December 31, 2021 is RMB 320 million, RMB 310 million and RMB 300 million, respectively. The service fees paid by CLIC to AMC under the asset management agreement for the year ended on December 31, 2019 were RMB 89.27 million (US$ 12.8 million).

Continuing Related Party Transactions with IHC

Property Leasing Agreement with IHC

On December 29, 2017, we entered into a property leasing agreement with IHC for a term from January 1, 2018 to December 31, 2020. Under the property leasing agreement, IHC agreed to lease to us 1,893 properties1,893properties owned by it. The annual rent is determined by reference to market rent or, where there is no available comparison, by reference to the costs incurred by IHC in holding and maintaining the properties, plus a margin of approximately 5%.

The rent paid by us to IHC under the property leasing agreement for the year ended December 31, 20182019 was approximately RMB82.94RMB 82.12 million (US$ 12.0611.8 million).

Asset Management Agreement with IHC

On June 30, 2017, we entered into an asset management agreement with IHC. This agreement expired on December 31, 2018. The basic service fee, floating management fee and performance-based fee paid by us to IHC under the asset management agreement for the year ended December 31, 2018 was RMB 528.58 million (US$ 76.9 million). As at December 31, 2018, the contractual amount of the assets entrusted by us to IHC for investment and management was RMB 297,636.67 million (US$ 43,289.5 million), among which, for the year of 2018, the contractual amount of the assets newly entrusted by us was RMB 61,146.28 million (US$ 8,893.4 million).

On December 31, 2018, we entered into a newan asset management agreement with IHC, which took effect from January 1, 2019 with a term of two years. Unless a party serves the other party a written notice fornon-renewal prior to 90 working days before the expiry date of the new agreement, the new asset management agreement will be automatically renewed for one year from the expiry date thereof. Pursuant to the new asset management agreement, IHC continued towill invest, operate and manage the assets entrusted to it by us for investment in real property, equity interests of companies, related financial products and quasi-securitization financial products on a discretionary basis, subject to the investment guidelines and instructions given by us.

In consideration of the services provided by IHC under the asset management agreement, we agreed to pay IHC fees based on fixed return projects andnon-fixed return projects, respectively. With respect to the fixed return projects, we agreed to pay IHC a basic service fee which is determined based on the investment rate of return of the projects. With respect to thenon-fixed return projects, we agreed to pay IHC a basic service fee and also pay a performance-based fee at the time of exit from the projects with reference to the internal rate of return of the projects. In addition, we will make adjustments to the basic service fee for fixed return projects andnon-fixed return projects based on the result of our annual business evaluation on IHC (such adjusted amount is referred to as floating management fee). In consideration of the management services for real estate operation provided by IHC or its subsidiaries, we agreed to pay IHC a real estate operation management service fee.

The basic service fee is paid on a quarterly basis, calculated separately for the projects invested prior to the execution of the agreement and those newly invested during the term of the agreement. With respect to the projects invested prior to the execution of the agreement, the basic service fee is calculated by multiplying the total amount of assets invested by the applicable management fee rate (which is set forth in the relevant entrusted investment and management agreements for alternative investments with insurance funds then in force when such projects were entrusted). With respect to the projects newly invested during the term of the agreement, the basic service fee is calculated by multiplying the total annual amount of assets newly invested by the applicable management fee rate stipulated in the new agreement and our investment guidelines. The floating management fee and the performance-based fee are calculated and confirmed by both parties annually, and then paid by us to IHC upon confirmation. The real estate operation management service fee is paid on a quarterly basis, calculated separately for the well-developed real estate projects and the new real estate projects. With respect to the well-developed real estate projects, the real estate operation management service fee is calculated by multiplying the earnings before interest, taxes, depreciation of fixed assets and amortization of intangible assets, long-term deferred assets and prepaid interest (“EBITDA”) derived from the relevant real estate project in a given year, by the fee rate of 3%. With respect to the new real estate projects, the real estate operation management service fee is calculated as follows: (i) the real estate operation management service fee for the first three years will be calculated by multiplying the estimated EBITDA derived from the relevant real estate project in the fourth year by the fee rate of 3%; and (ii) commencing from the fourth year, the real estate operation management service fee will be calculated in the same manner as the well-developed real estate projects as mentioned above. In addition, the assets entrusted by us to IHC will also be partially used for the subscription of the related financial products established and issued by IHC or of which IHC has participated in the establishment and issuance, and such related financial products will be limited to infrastructure investment plans and asset-backed plans. For each of the three years ending December 31, 2021, the annual cap on the amount of the basic service fee, floating management fee, performance-based fee and the real estate operation management service fee payable by us to IHC is RMB 1,391 million, RMB 1,982 million and RMB 2,266 million, respectively. For each of the three years ending December 31, 2021, the annual cap on the contractual amount of assets newly entrusted by us to IHC for investment and management is RMB 200,000 million, RMB 200,000 million and RMB 200,000 million, respectively. For the year ending December 31, 2019, the contractual amount of assets newly entrusted by us to IHC for investment and management was RMB 13,110.00 million (US$ 1,883.1 million) and the fees paid by us to IHC were RMB 652.75 million (US$ 93.8 million).

Continuing Related Party Transaction with China Life Pension

On July 27, 2009,March 22, 2014, we, CLIC and AMC entered into an agreement for the entrustment and management of enterprise annuity funds and account management with China Life Pension. TheThis agreement expired on December 1, 2012. On February 26, 2013, we, CLIC and AMC entered into a memorandum of understanding, which became effective retroactively on December 2, 2012, with China Life Pension to renew the agreementwill be automatically renewed for a successive one-yearthree-year term, ended on December 1, 2013. On March 22, 2014, we, CLIC and AMC entered into a newprovided that no objection has been raised by any party within one month prior to the expiration of the agreement. The agreement for the entrustment of enterprise annuity funds and account management with China Life Pension, which became effective retroactively to December 2, 2013. The agreement2013 and expired on December 31, 2016 and2016. After that, the agreement has been renewed for atwo successive three-year term.terms in 2016 and 2019, respectively. Under the agreement, China Life Pension was entrusted to serve as the trustee and account manager and to provide entrusted management services and account management services for the enterprise annuity funds of the Company, CLIC and AMC. China Life Pension was further entrusted to serve as the investment manager and to provide investment management service for the enterprise annuity funds of the Company, CLIC and AMC. In consideration of the services provided by China Life Pension, we, CLIC and AMC agreed to pay China Life Pension entrusted management fee, account management fees and investment management fee.

Continuing Related Party Transactions with CLPCIC

On March 8, 2015, we entered into an insurance sales framework agreement with CLPCIC. This agreement expired on March 7, 2018.

On January 31, 2018, we entered into a newan insurance sales framework agreement with CLPCIC for a term of three years from March 8, 2018 to March 7, 2021. Under the new insurance sales framework agreement, CLPCIC continued to entrustentrusted us to act as its agent to sell selected insurance products within authorized regions, and agreed to pay us an agency service fee in cash on a monthly basis, which includes sales management fee and sales service fee. The sales management fee will be calculated by the parties on the basis of the principles of equality and fairness. The sales service fee will be determined according to the standard of service fees for specific insurance products as agreed by the branches of the parties based on market principles. The annual caps in respect of the agency service fees to be paid by CLPCIC to us under the new insurance sales framework agreement for the three years ending December 31, 2020 are RMB 4,260 million, RMB 5,540 million and RMB 7,050 million, respectively. On May 29, 2019, we and CLPCIC entered into a supplemental agreement to the insurance sales framework agreement to make certain changes to the definition of management fees paid by CLPCIC to us.

The service fees paid to us for the year ended December 31, 20182019 were RMB 2,958.772,297.42 million (US$ 430.3330.0 million).

Continuing Related Party Transactions with China Life Capital

On June 7, 2018, we and China Life Capital entered into a cooperation framework agreement with a term expiringwhich expired on December 31, 2019. On December 31, 2019, we and China Life Capital entered into a new cooperation framework agreement with a term ending on December 31, 2022. Under this new agreement, we subscribed in the capacity of thecontinued to subscribe as limited partner for domestic RMB fundsthe fund products in which insurance funds are permitted for investment (“Fund Products”) and of which China Life Capital or any of its subsidiaries serves as the general partner, and/or Fund Products of which China Life Capital serves as the manager. We will enter into specific agreements with the counterparties including China Life Capital (or its subsidiaries) in respect of the subscription of specific Fund Products, and such specific agreements shall be subject to the principles set out in the new framework agreement. Upon execution of the specific agreements, we will make our capital contribution as required by the payment notice of the general partner. The capital contribution to be made by us will be funded by our internal resources. As the general partner or the manager of the Fund Products, China Life Capital (or its subsidiaries) will provide daily operation, investment management and consulting and advisory services to the Fund Products. The management fee will be paid to the general partner or the manager in respect of the provision of such services on an annual or quarterly basis, and will be borne by all the limited partners. The investment scope of the Fund Products includes real estate, warehousing logistics, apartments for long-term lease, urban renewal, infrastructure assets, corporate shareholdings in relation to the operation of such underlying assets and asset securitization products in relation to such assets (including, but not limited to, asset-backed securities, real estate investment trusts and quasi-real estate investment trusts), as well as other targets in which the Fund Products are permitted for investment.. For the twothree years ending December 31, 2019,2022, the annual caps for the subscription by us in the capacity of theas limited partner of the Fund Products of which China Life Capital or any of its subsidiaries serves as the general partner are RMB 5,000 million, RMB 5,000 million and RMB 5,000 million, respectively, and the annual caps for the management fee charged by China Life Capital as the general partner or the manager of the Fund Products are RMB 150200 million, RMB 200 million and RMB 200 million respectively.

For the year ended December 31, 2018,2019, the subscription by us in the capacity of theas limited partner of the Fund Products of which China Life Capital or any of its subsidiaries serves as the general partner were RMB 03,010.00 million (US$ 432.4 million) and the management fee charged by China Life Capital as the general partner or the manager of the Fund Products were RMB 11.7538.51 million (US$ 1.75.5 million).

Framework Agreements with China Life Wealth

Framework Agreement between China Life Wealth and Us

On December 30, 2015, we entered into a framework agreement with China Life Wealth in relation to asset management services, sales agency services for asset management products and other daily transactions. The agreement expired on December 31, 2017. On December 28, 2017, we and China Life Wealth entered into a new framework agreement havingin relation to daily connected transactions, which has a term of three years ending on December 31, 2020. Under the agreement, we will continue to enter into certain daily transactions with China Life Wealth, including asset management services and sales agency services for asset management products. Pricing of the transactions under the agreement will be determined by the parties through arm’s length negotiations with reference to industry practices. For the three years ending December 31, 2020, the annual caps on the management fee payable by us for asset management services are RMB 240 million, RMB 240 million and RMB 240 million, respectively; the annual caps on the fees payable by China Life Wealth in connection with sales agency services (including the sales commission fee, client maintenance fee, handling fee and intermediary fee) are RMB 100 million, RMB 100 million and RMB 100 million, respectively, and the annual caps on the fees for other daily transactions are RMB 100 million, RMB 100 million and RMB 100 million, respectively.

For the year ended December 31, 2018,2019, the fee payable by us for asset management services was RMB 3.60 million (US$ 0.5 million), the fees in connection with the sales agency services payable by China Life Wealth (including the sales commission fee, client maintenance fee, handling fee and intermediary fee) were RMB 0 million, and the fees for other daily transactions were RMB 12.2712.28 million (US$ 1.8 million).

Framework Agreement between China Life Wealth and CLIC

On January 26, 2016, CLIC and China Life Wealth entered into a framework agreement for the subscription of asset management products. The agreement expired on December 31, 2017. On December 27, 2017, CLIC and China Life Wealth entered into a new framework agreement havingin relation to daily connected transactions, which has a term of three years ending on December 31, 2020. Under the new agreement, CLIC and China Life Wealth will conduct certain daily transactions, including asset management services and advisory services. Pricing of the transactions under the agreement will be determined by the parties through arm’s length negotiations with reference to industry practices. For the three years ending on December 31, 2020, the annual caps on the management fee payable by CLIC for asset management services are RMB 50 million, RMB 120 million and RMB 180 million, respectively, and the annual caps on the advisory fee payable by CLIC for the advisory services are RMB 50 million, RMB 80 million and RMB 120 million, respectively.

For the year ended December 31, 2018,2019, the management fee payable by CLIC for asset management services was RMB 1.35 million (US$ 0.2 million) and the advisory fee payable by CLIC was RMB 2.983.04 million (US$ 0.4 million)0.4million).

Framework Agreement between China Life Wealth and CLPCIC

On March 9, 2016, CLPCIC entered into a framework agreement with China Life Wealth in relation to asset management services, sales agency services for asset management products and other daily transactions. The agreement expired on December 31, 2017. On December 29, 2017, CLPCIC and China Life Wealth entered into a new framework agreement havingin relation to daily connected transactions, which has a term of three years ending on December 31, 2020. Under the new agreement, CLPCIC and China Life Wealth will conduct certain daily transactions, including asset management services, advisory services and other daily transactions permitted by laws and regulations. Pricing of the transactions under the agreement will be determined by the parties through arm’s length negotiations with reference to industry practices. For the three years ending December 31, 2020, the annual caps on the management fee payable by CLPCIC for asset management services are RMB 50 million, RMB 150 million and RMB 240 million, respectively; the annual caps on the advisory fee payable by CLPCIC for the advisory services are RMB 40 million, RMB 80 million and RMB 120 million, respectively; and the annual caps on the fees for other daily transactions are RMB 150 million, RMB 400 million and RMB 700 million, respectively.

For the year ended December 31, 2018,2019, the management fee payable by CLPCIC for asset management services was RMB 0.56 million (US$ 0.1 million), the advisory fee payable by CLPCIC for advisory services was RMB 4.795.88 million (US$ 0.70.8 million), and the fees for other daily transactions were RMB 0.01 million (US$ 1,454.4)1,436).

Framework Agreement between China Life Wealth and IHC

On February 3, 2016, IHC entered into a framework agreement with China Life Wealth in relation to asset management services, sales agency services for asset management products and other daily transactions. The agreement expired on December 31, 2017. On December 20, 2017, IHC and China Life Wealth entered into a new framework agreement havingin relation to daily connected transactions, which has a term of three years ending on December 31, 2020. Under the new agreement, IHC and China Life Wealth will conduct certain daily transactions, including asset management services, advisory services and other daily transactions permitted by laws and regulations. Pricing of the transactions under the agreement will be determined by the parties through arm’s length negotiations with reference to industry practices. For the three years ending December 31, 2020, the annual caps on the management fee for asset management services are RMB 40 million, RMB 80 million and RMB 120 million, respectively; the annual caps on the advisory fee for the advisory services are RMB 40 million, RMB 80 million and RMB 120 million, respectively; and the annual caps on the fees for other daily transactions are RMB 20 million, RMB 80 million and RMB 160 million, respectively.

For the year ended December 31, 2018,2019, the management fee for asset management services was RMB 0.010.54 million (US$ 1,454.4)77,566), the advisory fee for the advisory services was RMB 0 million, and the fees for other daily transactions were RMB 0 million.

Framework Agreement between China Life Wealth and China LifeE-commerce

On December 29, 2017, China LifeE-commerce and China Life Wealth entered into a framework agreement in relation to asset management services, advisory services and other daily transactions permitted by laws and regulations. The agreement has a term from January 1, 2018 to December 31, 2020. Pricing of the transactions under the agreement will be determined by the parties through arm’s length negotiations with reference to industry practices. For the three years ending December 31, 2020, the annual caps on the management fee for asset management services are RMB 5 million, RMB 10 million and RMB 15 million, respectively; the annual caps on the advisory fee for the advisory services payable by China LifeE-commerce for the advisory services are RMB 5 million, RMB 10 million and RMB 15 million, respectively; and the annual caps on the fees for other daily transactions are RMB 200 million, RMB 300 million and RMB 400 million, respectively.

For the year ended December 31, 2018,2019, there was no payment made under the agreement.

Framework Agreement between China Life Wealth and China Life Pension

On March 26, 2018, China Life Pension and China Life Wealth entered into a framework agreement in relation to asset management services, advisory services and other daily transactions permitted by laws and regulations. The agreement has a term from January 1, 2018 to December 31, 2020. Pricing of the transactions under the agreement will be determined by the parties through arm’s length negotiations with reference to industry practices. For the three years ending December 31, 2020, the annual caps on the management fee payable by China Life Pension for asset management services are RMB 100 million, RMB 150 million and RMB 200 million, respectively; the annual caps on the advisory fee payable by China Life Pension for the advisory services are RMB 40 million, RMB 80 million and RMB 90 million, respectively; and the annual caps on the fees for other daily transactions are RMB 90 million, RMB 180 million and RMB 270 million, respectively.

For the year ended December 31, 2018,2019, the fee payable by China Life Pension for asset management services was RMB 0 million, the advisory fee for the advisory services payable by China Life Pension was RMB 0.24 million (US$ 0.03 million)33,474), and the fees for other daily transactions payable by China Life Pension were RMB 0 million.

Framework Agreements with AMP

Framework Agreement between AMP and Us

On December 30, 2016, we and AMP entered into a framework agreement which expired on December 31, 2019. On December 31, 2019, we and AMP entered into a new framework agreement for a term starting fromcommencing on January 1, 20172020 and ending on December 31, 2019.2022 . Under the new agreement, we will continue to enter into certain daily transactions with AMP, including subscription and redemption of fund products, sales agency services, asset management for specific clients and other daily transactions permitted by laws and regulations. Pricing of the transactions under the agreement will be determined by the parties through arm’s length negotiations with reference to industry practices. For the three years ending December 31, 2019,2022, the annual caps on the subscription price and corresponding subscription fee for the subscription of fund products are RMB 72,600 million, RMB 72,600 million and RMB 72,600 million, respectively; the annual caps on the redemption price and corresponding redemption fee for the redemption of fund products are RMB 72,600 million, RMB 72,600 million and RMB 72,600 million, respectively; the annual caps on the sales commission fee and client maintenance fee payable by AMP are RMB 700 million, RMB 800 million and RMB 900 million, respectively; the annual caps on the management fee and(including performance-based feefee) payable by us for the asset management for specific clients are RMB 300 million, RMB 400 million and RMB 500 million, respectively; and the annual caps on the fees for other daily transactions are RMB 100 million, RMB 100 million and RMB 100 million, respectively.

For the year ended December 31, 2018,2019, the subscription price and corresponding subscription fee for the subscription of fund products was RMB 2,187.0020,475.00 million (US$ 318.12,941.0 million), the redemption price and corresponding redemption fee for the redemption of fund products was RMB 3,514.507,951.54 million (US$ 511.21,142.2 million), the sales commission fee and client maintenance fee paid by AMP was RMB 00.87 million (US$ 0.1 million), the management fee and(including performance-based feefee) paid by us for the asset management for specific clients was RMB 27.8531.20 million (US$ 4.14.5 million) and the fees for other daily transactions were RMB 1.966.68 million (US$ 0.31.0 million).

Framework Agreement between AMP and China Life Pension

On December 23, 2016, China Life Pension and AMP entered into a framework agreement for a term starting from January 1, 2017 and endingwhich expired on December 31, 2019. Under the agreement, China Life Pension will enter into certain daily transactions with AMP, including subscription and redemption of fund products, sales agency services, asset management for specific clients and other daily transactions permitted by laws and regulations. Pricing of the transactions under the agreement will be determined by the parties through arm’s length negotiations with reference to industry practices. For the three years endingended December 31, 2019, the annual caps on the subscription price and corresponding subscription fee for the subscription of fund products arewere RMB 10,000 million, RMB 10,000 million and RMB 10,000 million, respectively; the annual caps on the redemption price and corresponding redemption fee for the redemption of fund products arewere RMB 10,000 million, RMB 10,000 million and RMB 10,000 million, respectively; the annual caps on the sales commission fee and client maintenance fee payable by AMP arewere RMB 100 million, RMB 100RMB100 million and RMB 100 million, respectively; the annual caps on the management fee and performance-based fee payable by China Life Pension for the asset management for specific clients arewere RMB 100 million, RMB 100 million and RMB 100 million, respectively; and the annual caps on the fees for other daily transactions arewere RMB 100 million, RMB 100 million and RMB 100 million, respectively.

For the year ended December 31, 2018,2019, the subscription price and corresponding subscription fee for the subscription of fund products was RMB 773.271,426.49 million (US$ 112.5204.9 million), the redemption price and corresponding redemption fee for the redemption of fund products was RMB 601.771,403.22 million (US$ 87.5201.6 million), the sales commission fee and client maintenance fee paid by AMP was RMB 0 million, the management fee and(including a performance-based feefee) paid by China Life Pension for asset management for specific clients was RMB 0 million, and the fees for other daily transactions were RMB 0 million.

Framework Agreement between AMP and CLIC

On December 16, 2016,CLIC and AMP entered into a framework agreement which expired on December 31, 2019. On September 6, 2019, CLIC and AMP entered into a new framework agreement for a term starting fromcommencing on January 1, 20172020 and ending on December 31, 2019.2022. Under the new agreement, CLIC will continue to enter into certain daily transactions with AMP, including subscription and redemption of fund products and private asset management for specific clients.management. Pricing of the transactions under the agreement will be determined by the parties through arm’s length negotiations with reference to industry practices. For the three years ending December 31, 2019,2022, the annual caps on the subscription price and corresponding subscription fee for the subscription of fund products are RMB 10,000 million, RMB 10,000 million and RMB 10,000 million, respectively; the annual caps on the redemption price and corresponding redemption fee for the redemption of fund products are RMB 10,000 million, RMB 10,000 million and RMB 10,000 million, respectively; and the annual caps on the management fee and performance-based fee payable by CLIC for the private asset management for specific clients(including a performance-based fee) are RMB 100 million, RMB 100 million and RMB 100 million, respectively.

For the year ended December 31, 2018,2019, the subscription price and corresponding subscription fee for the subscription of fund products was RMB 1,500.001,100.00 million (US$ 218.2158.0 million), the redemption price and corresponding redemption fee for the redemption of fund products was RMB 1,156.471,430.66 million (US$ 168.2205.5 million) and the management fee and(including performance-based feefee) payable by CLIC for the asset management for specific clients were RMB 24.8122.96 million (US$ 3.63.3 million).

Framework Agreement between AMP and CLPCIC

On December 22, 2016, CLPCIC and AMP entered into a framework agreement which expired on December 31, 2019. On December 3, 2019, CLPCIC and AMP entered into a new framework agreement for a term starting fromcommencing on January 1, 20172020 and ending on December 31, 2019.2022. Under the new agreement, CLPCIC will continue to enter into certain daily transactions with AMP, including subscription and redemption of fund products, sales agency services, asset management for specific clients and other daily transactions permitted by laws and regulations. Pricing of the transactions under the agreement will be determined by the parties through arm’s length negotiations with reference to industry practices. For the three years ending December 31, 2019,2022, the annual caps on the subscription price for the fund products are RMB 10,000 million, RMB 10,000 million and RMB 10,000 million, respectively; the annual caps on the redemption price for the fund products are RMB 10,000 million, RMB 10,000 million and RMB 10,000 million, respectively; the annual caps for the subscription fee for the fund products are RMB 100 million, RMB 100 million and RMB 100 million, respectively; the annual caps for the redemption fee for the fund products are RMB 100 million, RMB 100 million and RMB 100 million, respectively; the annual caps on the sales commission fee and client maintenance fee payable by AMP are RMB 100 million, RMB 100 million and RMB 100 million, respectively; the annual caps on the management fee and(including a performance-based feefee) payable by CLPCIC for the asset management for specific clients are RMB 100 million, RMB 100 million and RMB 100 million, respectively; and the annual caps on the fees for other daily transactions are RMB 100 million, RMB 100 million and RMB 100 million, respectively.

For the year ended December 31, 2018,2019, the subscription price for fund products, was RMB 0 million, the redemption price for fund products, was RMB 0 million, the subscription fee for fund products, was RMB 0 million, the redemption fee for the fund products was RMB 0 million,and the sales commission fee and client maintenance fee paid by AMP waswere RMB 0 million, and the management fee and(including a performance-based feefee) payable by CLPCIC for asset management for specific clients was RMB 4.514.84 million (US$ 0.7 million)0.7million) and the fees for other daily transactions were RMB 0.080.09 million (US$ 0.01 million)12,928).

Framework Agreement between AMP and IHC

On December 20, 2017, AMP and IHC entered into a framework agreement which became effective upon signing and will endexpired on December 31, 2019. On February 17, 2020, IHC and AMP entered into a new framework agreement for a term commencing on January 1, 2020 and ending on December 31, 2022. Under this new agreement, IHC will continue to enter into certain daily transactions with AMP, including subscription and redemption of fund products, asset management for specific clients, advisory services and other daily transactions permitted by laws and regulations. Pricing of the transactions under the framework agreement will be determined by the parties through arm’s length negotiations with reference to industry practices. For each of the three years ending December 31, 2019,2022, the annual caps on the subscription price and corresponding subscription fee for the subscription of fund products are RMB 5,000 million, RMB 7,000 million and RMB 7,000 million, respectively;10,000 million; the annual caps on the redemption price and corresponding redemption fee for the redemption of fund products are RMB 5,000 million, RMB 7,000 million and RMB 7,000 million, respectively;10,000 million; the annual caps on the management fee and(including a performance-based feefee) payable by IHC and its subsidiaries for the asset management for specific clients are RMB 50150 million; the annual caps on the management fee (including performance-based fee) paid by subsidiaries of AMP for the asset management for specific clients are RMB 150 million; the annual caps on the advisory fee paid by IHC and its subsidiaries for the advisory services are RMB 150 million; the annual caps on the advisory fee paid by AMP and its subsidiaries for the advisory services are RMB 150 million, RMB 50 million and RMB 50 million, respectively; and the annual caps on the fees for other daily transactions are RMB 50 million, RMB 50 million and RMB 50 million, respectively.150 million.

For the year ended December 31, 2018,2019, the subscription price and corresponding subscription fee for the subscription of fund products was RMB 539.36104.34 million (US$ 78.5 million)15.0million), the redemption price and corresponding redemption fee for the redemption of fund products was RMB 591.71296.81 million (US$ 86.142.6 million), the management fee and(including a performance-based feefee) payable by IHC for asset management for specific clients was RMB 0 million, and the fees for other daily transactions were RMB 0 million.

Agreements with Chongqing Trust

Framework Agreement between Chongqing Trust and Us

On June 21, 2017, we entered into a framework agreement with Chongqing Trust in relation to the subscription and redemption of trust products and other daily transactions. The framework agreement became effective upon signing by the parties and will expireexpired on December 31, 2019. On December 27, 2019, we entered into a new framework agreement with Chongqing Trust for a term commencing on January 1, 2020 and ending on December 31, 2022. Under the new framework agreement, we and Chongqing Trust will continue to enter into transactions including subscription and redemption of trust products and other daily transactions permitted by laws and regulations. Pricing of the transactions under the framework agreement will be determined by the parties through arm’s length negotiations with reference to industry practices. For each of the three years ending December 31, 2019,2022, the annual caps on the total amount of subscription amount for the subscriptionand redemption of trust products includingare RMB 30,000 million (including the trustee’s remuneration of no more than RMB500 million per year to be received by Chongqing Trust from the trust assets, are RMB 50,000 million, RMB 50,000 million and RMB 50,000 million, respectively; the annual caps on the redemption amount for the redemption of trust products are RMB 4,500 million, RMB 4,500 million and RMB 4,500 million, respectively;assets); and the annual caps on the fees for other daily transactions are RMB 100 million, RMB 100 million and RMB 100 million, respectively.million.

For the year ended December 31, 2018,2019, the subscription amount for the subscription of trust products was RMB 11,439.8914,300.63 million (US$ 1,663.92,054.2 million) (including the trustee’s remuneration of RMB 20.52 million (US$ 2.9 million) received by Chongqing Trust from the trust assets), the redemption amount for the redemption of trust products was RMB 0 million and the fees for other daily transactions were RMB 0 million.

Framework Agreement between Chongqing Trust and AMC

On November 7, 2018, AMC entered into a framework agreement with Chongqing Trust, pursuant to which AMC and Chongqing Trust will conduct certain daily transactions, mainly including the subscription of trust products and asset management services. The framework agreement has a term up to December 31, 2019, effective upon signing by the representatives of the parties and affixing of official seals of the parties. Pricing of the transactions under the framework agreement will be determined by the parties through arm’s length negotiations with reference to industry practices. For the two years endingended December 31, 2019, the annual caps on the amount of subscription by AMC and the asset management products managed by it of the trust products issued by Chongqing Trust were RMB 1,200 million and RMB 1,800 million, respectively (including the trustee’s remuneration of no more than RMB100 million and RMB150 million, respectively, per year to be received by Chongqing Trust from the trust assets) are RMB 1,200 million and RMB 1,800 million, respectively;; the annual caps on the management fee for asset management services arewere RMB100 million and RMB 150 million, respectively, and the annual caps on the fees for other daily transactions arewere RMB 100 million and RMB 100 million, respectively. The framework agreement expired on December 31, 2019.

For the year ended December 31, 2018,2019, there was no payment made under the agreement.

Framework Agreement between Chongqing Trust and China Life Wealth

On December 29, 2017, China Life Wealth entered into a framework agreement with Chongqing Trust, pursuant to which China Life Wealth and Chongqing Trust will conduct certain daily transactions, mainly including the subscription of trust products, asset management services, advisory services and other daily transactions. The framework agreement has a term from January 1, 2018 to December 31, 2019. Pricing of the transactions under the framework agreement will be determined by the parties through arm’s length negotiations with reference to industry practices. For the two years endingended December 31, 2019, the annual caps on the subscription amount of the trust products were RMB 10,000 million and RMB 10,000 million, respectively (including the trustee’s remuneration of no more than RMB150 million per year to be received by Chongqing Trust from the trust assets) are RMB 10,000 million and RMB 10,000 million, respectively;; the annual caps on the management fee for asset management services arewere RMB 150 million and RMB 150 million, respectively, the annual caps on the advisory fee for advisory services arewere RMB 150 million and RMB 150 million, respectively; and the annual caps on the fees for other daily transactions arewere RMB 100 million and RMB 100 million, respectively. The framework agreement expired on December 31, 2019.

For the year ended December 31, 2018,2019, there was no payment made under the agreement.

Continuing Related Party Transactions with CGB

During the reporting period, we engaged in continuing related party transactions with CGB pursuant to several negotiated deposit agreements between CGB and us. A detailed discussion of these agreements is set forth under the heading “Item 7. Major Shareholders and Related Party Transactions—Related Party Transactions” in our annual reports on Form20-F filed with the Securities and Exchange Commission on April 26, 2012 and April 26, 2013, respectively.

On August 12, 2016, we entered into an insurance products cooperation agreement with CGB, pursuant to which CGB will sell our individual insurance products suitable for sale through banks, as jointly selected by CGB and us. This agreement expired in August 2018. On October 19, 2018, we entered into a new insurance products cooperation agreement with CGB. This agreement has a term of two years. Under this agreement, CGB will act as an intermediary to sell such products and will also act on our behalf to receive premiums. In return, we will pay CGB a commission fee for each such product sold by it, calculated and paid on a monthly basis, by multiplying (a) total new premiums received in such month minus the premiums for the policies cancelled during thecooling-off period in such month and (b) a fixed commission rate, which ranges from 1.5%0.8% to 30%38%. This agreement has a term of two years. Upon expiration of the two-year term, this agreement will be automatically renewed for successive one-year terms, provided that no objection has been raised by CGB or us.

On June 14, 2013, we entered into a related party transaction framework agreement with CGB. Under this agreement, which has a term of three years ending on December 31, 2015, we and CGB will carry out various deposit and non-deposit related party transactions. On July 25, 2014, we entered into a revised agreement with CGB, which further increased the daily cap of deposits in respect of all the deposit transactions, increased the annual cap in respect of all the non-deposit related party transactions and expanded the scope of non-deposit transactions. This agreement expired on December 31, 2016. A detailed discussion of this related party transaction framework agreement is set forth under the heading “Item 7. Major Shareholders and Related Party Transactions—Related Party Transactions” in our annual report on Form 20-F filed with the Securities and Exchange Commission on April 25, 2014 and April 22, 2016, respectively. On January 12, 2017, we entered into a new framework agreement with CGB for daily related party transactions, for a term starting from January 1, 2017 and endingtransactions. This agreement expired on December 31, 2019. Compared to the original agreement, theOn December 26, 2019, we entered into a new framework agreement adjusted the scope of transactionsfor daily connected transaction with CGB. Pursuant to this new framework agreement, we and the classificationsubsidiaries controlled by us will, in the ordinary course of transaction types,business, carry out deposit, financial market and also increased the cap of the transaction amounts.peer, financing, investment and wealth management,co-investment, enterprise annuity, asset management and investment consultation, entrustment, agency and other daily connected transactions with CGB based on normal commercial terms. A detailed discussion of this new agreement is set forth in our report on Form6-K filed with the Securities and Exchange Commission on November 10, 2016.October 29, 2019.

As at December 31, 2018,2019, the amount of our deposit balance at CGB for deposit related party transactions was RMB 61,879.8659,419.89 million, the interest income arising from these transactions was RMB 1,424.912,584.20 million, the amount of the balance for financial market and peer related party transactions was RMB 0 million and the relevant fees or incomes arising from these transactions were RMB 0 million. For the year ended December 31, 2018,2019, the amount of the financing related party transactions was RMB 0 million, the amount of investment and wealth management related party transactions was RMB 4,815.003,844.25 million, the amount of theco-investment related party transactions was RMB 0 million, the scale of entrusted funds under enterprise annuity related party transactions was RMB 0 million, the amount of transaction fees related to enterprise annuity related party transactions (including management fee, entrustment fee, account management fee and performance-based fee) incurred was RMB 0 million, the amount of transaction fees related to asset management related party transactions (including management fee, service fee and handling fee) incurred was RMB 0 million, the amount of transaction fees related to entrustment related party transactions (including entrustment fee, service fee and handling fee) incurred was RMB 0 million, the amount of transaction fees related to agency related party transactions (including agency fee, service fee and handling fee) incurred was RMB 111.60158.29 million and the amount of other daily related party transactions was RMB 100.80219.19 million.

Compliance with HKSE Listing Rules

The policy management agreement between CLIC and us, the asset management agreement between AMC and us, the insurance sales framework agreement between CLPCIC and us, the framework agreements between China Life Wealth and each of CLIC, CLPCIC, IHC, China Life Pension and China LifeE-commerce, the framework agreement entered into by AMP with IHC, the framework agreement respectively entered into by China Life Wealth and AMC with Chongqing Trust and the framework agreement entered into by us and China Life Capital are only subject to reporting, announcement and annual review requirements under the HKSE Listing Rules and are exempt from independent shareholders’ approval requirements. In compliance with applicable HKSE Listing Rules requirements, we made announcements disclosing these transactions on October 26, 2017, December 19, 2017, April 26, 2018, October 25, 2018, and December 20, 2018, August 22, 2019 and March 25, 2020, respectively. For the year ended December 31, 2019, the transaction under the framework agreement between AMP and IHC is only subject to reporting, announcement and annual review requirements under the HKSE Listing Rules and is exempt from independent shareholders’ approval requirements. AMP and IHC renewed the framework agreement on February 17, 2020. For the three years ending December 31, 2022, the transaction under the renewed framework agreement is subject to reporting, announcement, annual review and independent shareholders’ approval requirements under the HKSE Listing Rules. We made an announcement disclosing this transaction on August 22, 2019 and obtained the approval of the shareholders’ general meeting of our company on December 19, 2019.

The new asset management agreement entered into between IHC and us on December 31, 2018 is subject to reporting, announcement, annual review and independent shareholders’ approval requirements under the HKSE Listing Rules. We made an announcement disclosing this transaction on April 26, 2018 and obtained the approval of the shareholders’ general meeting of our company on June 6, 2018.

The framework agreements entered into by AMP with us, China Life Pension, CLIC and CLPCIC, respectively, are subject to reporting, announcement, annual review and independent shareholders’ approval requirements under the HKSE Listing Rules. In compliance with applicable HKSE Listing Rules requirements, we made an announcementannouncements disclosing these transactions on October 27, 2016 and August 22, 2019 and obtained the approval of the shareholders’ general meeting of our company on December 27, 2016.

2016 and December 19, 2019. The framework agreement entered into between us and Chongqing Trust on June 21, 2017 in relation to the subscription and redemption of trust products and other daily transactions is subject to reporting, announcement, annual review and independent shareholders’ approval requirements under the HKSE Listing Rules. In compliance with applicable HKSE Listing Rules requirements, we made an announcement disclosing this transaction on March 23, 2017 and obtained the approval of the shareholders’ general meeting of our company on May 31, 2017. For the year ended December 31, 2019, the transaction under the framework agreement between us and Chongqing Trust is subject to reporting, announcement, annual review and independent shareholders’ approval requirements under the HKSE Listing Rules. We and Chongqing Trust renewed the framework agreement on December 27, 2019. For the three years ending December 31, 2022, the transaction under the renewed framework agreement is only subject to reporting, announcement and annual review requirements under the HKSE Listing Rules and is exempt from independent shareholders’ approval requirements. We made an announcement disclosing this transaction on December 19, 2019.

The remaining related party transactions discussed above, other than the transactions with CGB, are exempt from reporting, announcement and independent shareholders’ approval requirements under the HKSE Listing Rules. The related party transactions with CGB are not regarded as connected transactions for us under the HKSE Listing Rules.

Confirmation of IndependentNon-executive Directors:

Our independentnon-executive directors have reviewed the above continuing related partyconnected transactions that were subject to reporting, announcement, annual review and/or independent shareholders’ approval requirements under the HKSE Listing Rules and confirmed that:

 

 1)

the transactions were entered into in the ordinary and usual course of our business;

 

 2)

the transactions were conducted on normal commercial terms or more preferential terms;

 

 3)

the transactions were conducted in accordance with the agreements governing those transactions and on the terms that are fair and reasonable and in the interest of the shareholders; and

 

 4)

the amounts of the transactions had not exceeded the relevant annual caps as announced by us.

C. INTERESTS OF EXPERTS AND COUNSEL

Not applicable.

ITEM 8. FINANCIAL INFORMATION.

A. CONSOLIDATED FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION

Our audited consolidated financial statements are set forth beginning on pageF-1.

Legal and Regulatory Proceedings

We are involved in litigation and arbitration proceedings involving our insurance operations on an ongoing basis. In addition, the CBIRC, as well as other PRC governmental agencies, including tax commerce and industrial administration and audit bureaus and the PBOC, from time to time make inquiries and conduct examinations, audits or investigations concerning our compliance with PRC laws and regulations. For example, in July 2018, the PBOC imposed a fine of RMB 700,000 on us fornon-compliance with the anti-money laundering law and regulations during the period from July 1, 2015 to June 30, 2016. Thenon-compliance issues identified by the PBOC include failure to preserve clients’ identity information and transaction records and failure to submit reports on transactions of large payments and suspicious transactions to the PBOC. These litigation, arbitration and administrative proceedings have in the past resulted in damage awards, settlements or administrative sanctions, including fines, which have not been material to us. While we cannot predict the outcome of any pending or future litigation, arbitration, examination or investigation, we do not believe that any pending legal matter will have a material adverse effect on our business, financial condition or results of operations. However, we cannot assure you that any future litigation, arbitration or regulatory proceeding will not have an adverse outcome, which could have a material adverse effect on our operating results or cash flows.

We currently have control procedures in place to monitor our litigation, arbitration and regulatory exposure. We have established a systematic prevention system whereby our management at each corporate level is responsible for compliance with laws, regulations and internal codes of conduct within their individual territories or departments. Our branches at the provincial level are required to report material litigation, arbitration and regulatory matters to our corporate headquarters on a timely basis. We plan to continue to improve our control and compliance policies in the future.

We may penalize or punish our employees or exclusive agents who commit misconduct or fraud, breach the terms of their employment or agency agreements, exceed their authorization limits or fail to follow prescribed procedures in delivering insurance policies and premium payments, in each case having regard to the severity of the offense. Employees or exclusive agents are required to reimburse us for any losses suffered by us resulting from their misconduct or fraud. In serious cases, we may terminate their employment or agency agreements. We report criminal offenses to the PRC authorities and may also bring concurrent civil actions against employees or exclusive agents. We have experienced agent and employee misconduct that has resulted in litigation, arbitration and administrative actions against us and these agents and employees, and in some cases criminal proceedings and convictions against the agent or employee in question. None of these actions has resulted in material losses, damages, fines or other sanctions against us. We cannot assure you, however, that agent or employee misconduct will not lead to a material adverse effect on our business, results of operations or financial condition.

Policy on Dividend Distributions

Our board of directors passed a resolution on March 27, 201925, 2020 to propose for approval at the annual general meeting of the declaration of final dividends of RMB 0.160.73 per share, totaling approximately RMB 4,52220,633 million (US$ 6582,964 million), for the year ended December 31, 2018.2019. The proposed dividends have not been provided in our consolidated financial statements for the year ended December 31, 2018.2019.

The payment of any dividend by us must be approved by shareholders in a shareholders’ meeting. Our board of directors intends to make its recommendations regarding the declaration of cash dividends to the shareholders in general meeting. Themeeting.The decision to make a recommendation for the payment of any dividend and the amount of the dividend depends on, among other things:

 

our results of operations and cash flows;

 

our financial position;

 

statutory solvency requirements as determined under CBIRC rules;

 

our shareholders’ interests;

 

general business conditions;

 

our future prospects;

 

statutory and regulatory restrictions on the payment of dividends by us; and

 

other factors that our board of directors deems relevant.

We will pay dividends out of ourafter-tax profits only after we have made the following allowances and allocations:

 

recovery of accumulated losses, if any;

 

allocations to the statutory common reserve fund equivalent to 10% of ourafter-tax profits, as determined under PRC GAAP;

 

allocations to the general risks reserve fund equivalent to 10% of ourafter-tax profits, as determined under PRC GAAP; and

 

allocations to a discretionary common reserve fund as approved by the shareholders in a shareholders’ meeting.

When the statutory common reserve fund reaches and is maintained at or above 50% of our registered capital, as determined under PRC GAAP, no further allocations to this fund will be required.

Under Chinese law, dividends may be paid only out of distributable profits. Anyprofits.Any distributable profits that are not distributed in a given year are retained and available for distribution in subsequent years. However, ordinarily we will not pay any dividends in a year in which we do not have any distributable profits.

Payment of dividends by us is also regulated by the PRC insurance law. If we do not meet the minimum solvency margin required by the CBIRC, we may be prohibited from paying dividends. See “Item 4. Information on the Company—Business Overview—Regulatory and Related Matters—Insurance Company Regulation—Solvency requirements”.

We paid dividends of RMB 0.40 per share in respect of 2014, RMB 0.42 per share in respect of 2015, RMB 0.24 per share in respect of 2016, and RMB 0.40 per share in respect of 2017.2017 and RMB 0.16 per share in respect of 2018. Our board of directors has recommended the declaration of final dividends of RMB 0.16 per0.73per share in respect of 2018.2019. We expect to continue to pay dividends in line with our financial performance thereafter. We will declare dividends, if any, in Renminbi with respect to the H shares on a per share basis and will pay such dividends in Hong Kong dollars.

B. SIGNIFICANT CHANGES

As of the date of this annual report, there was no significant change since the date of the financial statements filed as part of this annual report that has or is reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

C. EMBEDDED VALUE

Background

China Life prepares financial statements to public investors in accordance with the relevant accounting standards. An alternative measure of the value and profitability of a life insurance company can be provided by the embedded value method. Embedded value is an actuarially determined estimate of the economic value of the life insurance business of an insurance company based on a particular set of assumptions about future experience, excluding the economic value of future new business. In addition, the value of one year’s sales represents an actuarially determined estimate of the economic value arising from new life insurance business issued in one year based on a particular set of assumptions about future experience.

China Life believes that reporting our embedded value and value of one year’s sales provides useful information to investors in two respects. First, the value of ourin-force business represents the total amount of shareholders’ interest in distributable earnings, in present value terms, which can be expected to emerge over time, in accordance with the assumptions used. Second, the value of one year’s sales provides an indication of the value created for investors by new business activity based on the assumptions used and hence the potential of the business. However, the information on embedded value and value of one year’s sales should not be viewed as a substitute of financial measures under the relevant accounting basis. Investors should not make investment decisions based solely on embedded value information and the value of one year’s sales.

It is important to note that actuarial standards with respect to the calculation of embedded value are still evolving. There is still no universal standard which defines the form, calculation methodology or presentation format of the embedded value of an insurance company. Hence, differences in definition, methodology, assumptions, accounting basis and disclosures may cause inconsistency when comparing the results of different companies.

Also, the calculation of embedded value and value of one year’s sales involves substantial technical complexity and estimates can vary materially as key assumptions are changed. Therefore, special care is advised when interpreting embedded value results.

The values shown below do not consider the future financial impact of transactions between China Life and CLIC, IHC, AMC, China Life Pension, CLPCIC, and etc.

Definitions of Embedded Value and Value of One Year’s Sales

The embedded value of a life insurer is defined as the sum of the adjusted net worth and the value ofin-force business allowing for the cost of required capital.

“Adjusted net worth” is equal to the sum of:

 

Net assets, defined as assets less corresponding policy liabilities and other liabilities valued; and

 

Net-of-tax adjustments for relevant differences between the market value and the book value of assets, together with relevantnet-of-tax adjustments to certain liabilities.

The market value of assets can fluctuate significantly over time due to the impact of the prevailing market environment. Hence the adjusted net worth can fluctuate significantly between valuation dates.

The “value ofin-force business” and the “value of one year’s sales” are defined here as the discounted value of the projected stream of future shareholders’ interest in distributable earnings for existingin-force business at the valuation date and for one year’s sales in the 12 months immediately preceding the valuation date.

The value ofin-force business and the value of one year’s sales have been determined using a traditional deterministic discounted cash flow methodology. This methodology makes implicit allowance for the cost of investment guarantees and policyholder options, asset/liability mismatch risk, credit risk, the risk of operating experience’s fluctuation and the economic cost of capital through the use of a risk-adjusted discount rate.

Preparation and Review

The embedded value and the value of one year’s sales were prepared by China Life in accordance with the “CAA Standards of Actuarial Practice: Appraisal of Embedded Value” issued by the China Association of Actuaries (“CAA”) in November 2016. Willis Towers Watson, an international firm of consultants, performed a review of China Life’s embedded value. The review statement from Willis Towers Watson is contained in the “Willis Towers Watson’s review opinion report on embedded value” section.

Assumptions

Economic assumptions: The calculations are based upon assumed corporate tax rate of 25% for all years. The investment return is assumed to be 5% per annum. 14% grading to 18% (remaining level thereafter) of the investment return is assumed to be exempt from income tax. The investment return and tax exempt assumptions are based on our strategic asset mix and expected future returns. The risk-adjusted discount rate used is 10% per annum.

Other operating assumptions such as mortality, morbidity, lapses and expenses are based on our recent operating experience and expected future outlook.

Summary of Results

The embedded value as at December 31, December 2018,2019, the value of one year’s sales for the 12 months ended December 31, December 2018,2019, and the corresponding results as at December 31, December 20172018 are shown below:

Table 1

 

Components of Embedded Value and Value of One Year’s SalesComponents of Embedded Value and Value of One Year’s Sales RMB million Components of Embedded Value and Value of One Year’s Sales RMB million 

ITEM

ITEM

 31 December 2018 31 December 2017 

ITEM

 December 31, 2019 December 31, 2018 
A 

Adjusted Net Worth

  386,054  370,500  Adjusted Net Worth  482,793  386,054 
B 

Value of In-Force Business before Cost of Required Capital

  454,786  398,723  Value ofIn-Force Business before Cost of Required Capital  509,515  454,786 
C 

Cost of Required Capital

  (45,788 (35,050 Cost of Required Capital  (50,220 (45,788
D 

Value of In-Force Business after Cost of Required Capital (B + C)

  408,998  363,673  Value ofIn-Force Business after Cost of Required Capital (B + C)  459,295  408,998 
E 

Embedded Value (A + D)

  795,052  734,172  Embedded Value (A + D)  942,087  795,052 

 

 
F 

Value of One Year’s Sales before Cost of Required Capital

  54,728  64,627  Value of One Year’s Sales before Cost of Required Capital  63,745  54,728 
G 

Cost of Required Capital

  (5,218 (4,510 Cost of Required Capital  (5,047 (5,218
H 

Value of One Year’s Sales after Cost of Required Capital (F + G)

  49,511  60,117  Value of One Year’s Sales after Cost of Required Capital (F + G)  58,698  49,511 

Note:Numbers may not be additive due to roundingrounding..

Value of One Year’s Sales by Channel

The value of one year’s sales for the 12 months ended December 31, December 20182019 by channel is shown below:

Table 2

 

Value of One Year’s Sales by Channel  RMB million   RMB million 

Channel

  31 December
2018
   31 December
2017
   December 31, 2019   December 31, 2018 

Exclusive Individual Agent Channel

   42,839    53,170    52,189    42,839 

Bancassurance Channel

   6,357    6,536    6,288    6,357 

Group Insurance Channel

   314    410    221    314 

Total

   49,511    60,117    58,698    49,511 

Note: Numbers may not be additive due to rounding.

The new business margin of one year’s sales for the 12 months ended December 31, December 20182019 by channel is shown below:

Table 3

 

New Business Margin of One Year’s Sales by ChannelNew Business Margin of One Year’s Sales by Channel   New Business Margin of One Year’s Sales by Channel   
 By FYP By APE  By FYP By APE 

Channel

 31 December 2018 31 December 2017 31 December 2018 31 December 2017  December 31, 2019 December 31, 2018 December 31, 2019 December 31, 2018 

Exclusive Individual Agent Channel

  42.2 47.2  42.2 47.3  45.3 42.2  45.3 42.2

Bancassurance Channel

  18.7 8.0  24.3 23.2  23.8 18.7  23.8 24.3

Group Insurance Channel

  0.8 1.1  0.9 1.1  0.6 0.8  0.6 0.9

Note: FYP (First Year Premium) is the written premium used for calculation of the value of one year’s sales and APE (Annual Premium Equivalent) is calculated as the sum of 100 percent of first year regular premiums and 10 percent of single premiums.

Movement Analysis

The following analysis tracks the movement of the embedded value from the start to the end of the reporting period:

Table 4

 

Analysis of Embedded Value Movement in 20182019

  RMB million 

ITEM

       

A

  Embedded Value at the Start of Year   734,172795,052 

B

  Expected Return on Embedded Value   60,25066,625 

C

  Value of New Business in the Period   49,51158,698 

D

  Operating Experience Variance   277128 

E

  Investment Experience Variance   (44,46231,906) 

F

  Methodology, Model and Assumption Changes   (1,1316,846

G

  Market Value and Other Adjustments   8,7853,023 

H

  Exchange Gains or Losses   325198 

I

  Shareholder Dividend Distribution and Capital Injection   (11,6904,916

J

  Other   (9861,781

K

  Embedded Value as at December 31, December 20182019 (sum A through J)   795,052942,087 

Notes:

 1)

Numbers may not be additive due to rounding.

 2)

Items B through J are explained below:

 

 B

Reflects expected impact of covered business, and the expected return on investments supporting the 20182019 opening net worth.

 C

Value of one year’s sales for the 12 months ended December 31, December 2018.2019.

 D

Reflects the difference between actual operating experience in 20182019 (including mortality, morbidity, lapse, and expenses etc.) and the assumptions.

 E

Compares actual with expected investment returns during 2018.2019.

 F

Reflects the effects of appraisal methodology and model enhancement, and assumption changes.

 G

Change in the market value adjustment from the beginning of year 20182019 to December 31, December 20182019 and other adjustments.

 H

Reflects the gains or losses due to changes in exchange rates.rate.

 I

Reflects dividends distributed to shareholders during 2018.2019.

 J

Other miscellaneous items.

Sensitivity Results

Sensitivity tests were performed using a range of alternative assumptions. In each of the sensitivity tests, only the assumption referred to was changed, with all other assumptions remaining unchanged. The results are summarized below:

Table 5

 

Sensitivity ResultsSensitivity Results  RMB million Sensitivity Results  RMB million 
     Value of In-Force Business
after Cost of Required
Capital
   Value of One Year’s Sales
after Cost of Required
Capital
      Value of In-Force Business
after Cost of Required
Capital
   Value of One Year’s Sales
after Cost of Required
Capital
 

Base case scenario

Base case scenario

   408,998    49,511 

Base case scenario

   459,295    58,698 
1.  

Risk discount rate +50bps

   390,624    47,055   

Risk discount rate +50bps

   438,848    55,936 
2.  

Risk discount rate –50bps

   428,739    52,166   

Risk discount rate –50bps

   481,260    61,684 
3.  

Investment return +50bps

   481,049    57,005   

Investment return +50bps

   541,563    68,296 
4.  

Investment return –50bps

   337,320    42,045   

Investment return –50bps

   377,380    49,108 
5.  

10% increase in expenses

   403,510    46,457   

10% increase in expenses

   453,307    55,346 
6.  

10% decrease in expenses

   414,486    52,565   

10% decrease in expenses

   465,282    62,050 
7.  

10% increase in mortality rate for non-annuity products

and 10% decrease in mortality rate for annuity products

   406,235    48,787   

10% increase in mortality rate fornon-annuity products

and 10% decrease in mortality rate for annuity products

   456,176    57,867 
8.  

10% decrease in mortality rate for non-annuity products

and 10% increase in mortality rate for annuity products

   411,761    50,236   

10% decrease in mortality rate fornon-annuity products

and 10% increase in mortality rate for annuity products

   462,414    59,532 
9.  

10% increase in lapse rates

   408,527    48,529   

10% increase in lapse rates

   458,735    57,534 
10.  

10% decrease in lapse rates

   409,380    50,519   

10% decrease in lapse rates

   459,777    59,902 
11.  

10% increase in morbidity rates

   403,733    48,090   

10% increase in morbidity rates

   452,934    56,483 
12.  

10% decrease in morbidity rates

   414,391    50,936   

10% decrease in morbidity rates

   465,808    60,925 
13.  

Using 2017 EV appraisal assumptions

   402,007    48,946   

Using 2018 EV appraisal assumptions

   458,961    59,483 
14.  

Allowing for diversification in calculation of VIF

   438,900    —     

Allowing for diversification in calculation of VIF

   492,975    —   

Willis Towers Watson’s Review Opinion Report on Embedded Value

To The Directors of China Life Insurance Company Limited

China Life Insurance Company Limited (“China Life”) has prepared embedded value results as at December 31, December 20182019 (“EV Results”). The disclosure of these EV Results, together with a description of the methodology and assumptions that have been used, are shown in the Embedded Value section.

China Life has engaged Towers Watson Management Consulting (Shenzhen) Co. Ltd. Beijing Branch (“Willis Towers Watson”) to review its EV Results. This report is addressed solely to China Life in accordance with the terms of our engagement letter, and sets out the scope of our work and our conclusions. To the fullest extent permitted by applicable law, we do not accept or assume any responsibility, duty of care or liability to anyone other than China Life for or in connection with our review work, the opinions we have formed, or for any statement set forth in this report.

Scope of work

Our scope of work covered:

 

a review of the methodology used to develop the embedded value and value of one year’s sales as at December 31, December 2018,2019, in accordance with the “CAA Standards of Actuarial Practice: Appraisal of Embedded Value” issued by the China Association of Actuaries (“CAA”);

 

a review of the economic and operating assumptions used to develop the embedded value and value of one year’s sales as at December 31, December 2018;2019; and

 

a review of the results of China Life’s calculation of the EV Results.

In carrying out our review, we have relied on the accuracy of audited and unaudited data and information provided by China Life.

Opinion

Based on the scope of work above, we have concluded that:

 

the embedded value methodology used by China Life is in accordance with the “CAA Standards of Actuarial Practice: Appraisal of Embedded Value” issued by the CAA;

 

the economic assumptions used by China Life are internally consistent, have been set with regard to current economic conditions, and have made allowance for the company’s current and expected future asset mix and investment strategy;

 

the operating assumptions used by China Life have been set with appropriate regard to past, current and expected future experience; and

 

the EV Results have been prepared, in all material respects, in accordance with the methodology and assumptions set out in the Embedded Value section.

For and on behalf of Willis Towers Watson

Mei-Chee Shum             Benjamin ChenLingde Hong             Victoria Xie

27 March 201925, 2020

ITEM 9. THE OFFER AND LISTING.

In connection with our initial public offering, our American depositary shares, or ADSs, each representing 40 H shares, were listed and commenced trading on New York Stock Exchange on December 17, 2003 under the symbol “LFC”. Our H shares were listed and commenced trading on the Hong Kong Stock Exchange on December 18, 2003 under the stock code “2628”. Prior to these listings, there was no public market for our equity securities. The New York Stock Exchange and the Hong Kong Stock Exchange are the principal trading markets for our ADSs and H shares, which are not listed on any other exchanges in or outside the United States.

On December 29, 2006, the ratio of ADSs to H shares was reduced from 40 H shares to 15 H shares. On May 26, 2015, the ratio of ADSs to H shares was further reduced from 15 H shares to 5 H shares. Our A shares were listed and commenced trading on the Shanghai Stock Exchange on January 9, 2007 under the stock code “601628”.

ITEM 10. ADDITIONAL INFORMATION.

A. SHARE CAPITAL

Not applicable.

B. ARTICLES OF ASSOCIATION

The following is a brief summary of certain provisions of our current articles of association, the PRC company law and certain other laws and regulations applicable to us. Such summary is not purported to be complete. For further information, you should refer to the full text of our articles of association and to the texts of applicable laws and regulations.

Objects and Purposes

We are organized under the PRC company law as a joint stock company. We are registered with the SAMR in Beijing ChinaAdministration for Market Regulation and our business license carries theunified social credit registration number 100000000037965.is 9110000071092841XX.

Our business scope, set forth in Article 1012 of our articles of association, is to engage in life, accident and health insurance businesses; reinsurance business relating to the foregoing; fund investment businesses authorized by laws, regulations or the State Council; agency business, consulting business and provision of services, in each case relating to life insurance; securities investment fund sales business; and other business as approved by the insurance regulatory authority of the PRC.

Sources of Shareholders’ Rights

The primary sources of shareholders’ rights are the PRC company law, our articles of association, Special Rules applicable to overseas listed joint stock companies promulgated by the State Council, or Special Rules, relevant CSRC regulations, the Shanghai Stock Exchange Listing Rules,and the Hong Kong Stock Exchange Listing Rules that, among other things, impose certain standards of conduct, fairness and disclosure on us, our directors and CLIC, our controlling shareholder. The PRC company law was enacted in December 1993 and serves as the primary body of law regulating corporate actions of companies organized in the PRC and its directors and shareholders.

Our articles of association have incorporated the provisions set forth in the Mandatory Provisions for the Articles of Association of Companies Listed Overseas, or the Mandatory Provisions, adopted in 1994 pursuant to the requirements of the CSRC and the provisions set forth in the Guidelines on the Articles of Association of Listed Companies, or the Guidelines, as amended in 20142019 by the CSRC. Any amendment to the relevant mandatory provisions will only become effective after approval by the relevant governmental departments authorized by the State Council and the CSRC. The Hong Kong Stock Exchange Listing Rules require a number of provisions in addition to the Mandatory Provisions to be included in our articles of association.

According to the HKSE Listing Rules, we may not amend certain provisions of our articles of association that have been mandated by the Hong Kong Stock Exchange. These provisions include, among others:

 

varying the rights of existing classes of shares;

 

voting rights;

 

our power to purchase our own shares;

 

rights of minority shareholders; and

 

liquidation procedures.

In addition, upon the listing of the H shares and for so long as the H shares are listed on the Hong Kong Stock Exchange, we are subject to the relevant ordinances, rules and regulations applicable to companies listed on the Hong Kong Stock Exchange, including, among other things, the Hong Kong Stock Exchange Listing Rules, the Securities and Futures Ordinance and the Hong Kong Codes on Takeovers and Mergers and Share Repurchases.

Unless otherwise specified, all rights, obligations and protections discussed below are derived from our articles of association and the PRC company law.

Enforceability of Shareholders’ Rights

Enforceability of our shareholders’ rights may be limited.

In accordance with the rules applicable to Chinese overseas listed companies, our articles of association provide that, with certain limited exceptions, all disputes or claims based on our articles of association, the PRC company law or other relevant laws or administrative rules, and concerning matters between holders of H shares and holders of A shares, us, or our directors, supervisors, president, vice presidents or other senior officers, must be submitted for arbitration at either the China International Economic and Trade Arbitration Commission or the Hong Kong International Arbitration Center. If an applicant chooses to have the dispute arbitrated at the Hong Kong International Arbitration Center, either party may request that venue be changed to Shenzhen, a city in mainland China near Hong Kong. The governing law for the above-mentioned disputes or claims is Chinese law unless otherwise provided by Chinese law. Any such arbitration will be final and conclusive.

In June 1999, an arrangement was made between the People’s Courts of the PRC and the courts of Hong Kong for mutual enforcement of arbitration rewards rendered in the PRC and Hong Kong according to their respective laws. This arrangement was approved by the Supreme Court of the PRC and the Hong Kong Legislative Council and became effective on February 1, 2000.

There has not been any published report of judicial enforcement in the PRC by H shareholders of their rights under charter documents of PRC joint stock companies or the PRC company law or in the application or interpretation of the PRC or Hong Kong regulatory provisions applicable to PRC joint stock companies.

The PRC company law allows shareholders to sue, on behalf of the corporation, against persons, including corporate officers, directors, who have allegedly wronged the corporation, where the corporation itself has failed to enforce such claim against such persons directly. Class action lawsuits based on violations of securities laws are generally not available. In accordance with the amended PRC Securities Law which came into effect in March 2020, in civil lawsuits based on violations of securities law including making false statements, if the subject matter of the lawsuits is the same and there are a sufficient number of plaintiffs, a representative can be selected to sue on behalf of them.

We are subject to the Hong Kong Exchange Listing Rules, the Hong Kong Securities and Futures Ordinance, or Securities and Futures Ordinance, and the Hong Kong Codes on Takeovers and Mergers and Share Repurchases. However, holders of H shares will not be able to bring actions on the basis of violations of the Hong Kong Stock Exchange Listing Rules and must instead rely on the Hong Kong Stock Exchange to enforce its rules. The Hong Kong Codes on Takeovers and Mergers and Share Repurchases do not have the force of law and are only standards of commercial conduct considered acceptable for takeover and merger transactions and share repurchases in Hong Kong as established by the Securities and Futures Commission of Hong Kong and the securities and futures industry in Hong Kong. The Securities and Futures Ordinance establishes various obligations in relation to disclosure of shareholders’ interests in Hong Kong listed companies, the violation of which is subject to prosecution by the Securities and Futures Commission of Hong Kong.

See “Item 3. Key Information—Risk Factors—Risks Relating to the People’s Republic of China—The laws in China differ from the laws in the United States and may afford less protection to our minority shareholders” and “Item 3. Key Information—Risk Factors—Risks Relating to the People’s Republic of China—You may experience difficulties in effecting service of legal process, enforcing foreign judgments or bringing original actions in the PRC based on U.S. or other foreign laws against us, our management and some of the experts named in the annual report”.

Dividends

Our board of directors may propose dividend distributions. A distribution of dividends for any fiscal year is subject to shareholders’ approval. Dividends may be distributed in the form of cash or shares or a combination of both. The H shares rank equally with A shares with regard to dividend rights. A distribution of shares must be approved by special resolution of the shareholders’ meeting.

We may only distribute dividends after allowance has been made for:

 

recovery of accumulated losses, if any;

 

allocations to the statutory common reserve fund equivalent to 10% of ourafter-tax profits;

 

allocations to the general risks reserve fund equivalent to 10% of ourafter-tax profits, as determined under PRC GAAP; and

 

allocations to a discretionary common reserve fund as approved by the shareholders in a shareholders’ meeting.

Under Chinese law, dividends may be paid only out of distributable profits. Any distributable profits that are not distributed in a given year are retained and available for distribution in subsequent years. However, we will ordinarily not pay any dividends in a year when we do not have any distributable profits.

Payment of dividends by us is also regulated by the PRC insurance law. If we do not meet the solvency margin required by the CBIRC, we will be prohibited from paying dividends. See “Item 4. Information on the Company—Business Overview—Regulation and Related Matters—Insurance Company Regulation—Solvency requirements”.

Our articles of association require us to appoint, on behalf of the holders of H shares, a receiving agent that is registered as a trust corporation under the Trustee Ordinance of Hong Kong to receive dividends declared by us in respect of the H shares on behalf of such shareholders. Our articles of association require that cash dividends in respect of H shares be declared in Renminbi and paid by us in Hong Kong dollars. The depositary will convert these proceeds into U.S. dollars and will remit the converted proceeds to holders of our ADSs.

Subject to the requirements under applicable PRC laws and rules of the securities regulatory authorities of the PRC, Hong Kong and United States, we may exercise the power to forfeit unclaimed dividends, provided that such power cannot be exercised until after the expiration of applicable limitation period.

We anticipate that our controlling shareholder, CLIC, may incur future operating losses arising in part from the runoff of policies retained by it in connection with the restructuring. Dividends received from us may become one of CLIC’s principal means of funding these losses. Althoughlosses.Although we believe that the reserves held by CLIC and other financial resources available to it will fund substantially all of any future operating shortfalls arising out of these policies, which should reduce CLIC’s reliance on dividends from us, subject to the relevant provisions of the PRC company law and our articles of association as described above and in “Item 8. Financial Information—Consolidated Financial Statements and Other Financial Information—Policy on Dividend Distributions”, CLIC may seek to increase the amount of dividends we pay in order to satisfy its cash flow requirements. See “Item 3. Key Information—Risk Factors—Risks Relating to the Restructuring”.

Dividend payments may be subject to Chinese withholding tax. See “—Taxation—The People’s Republic of China—Taxation of Dividends”.

Voting Rights and Shareholders’ Meetings

Our board of directors will convene a shareholders’ annual general meeting once every year within six months from the end of the preceding fiscal year. Our board of directors must convene an interim meeting within two months of the occurrence of any of the following events:

 

where the number of directors is less than the number stipulated in the PRC company law ortwo-thirds of the number specified in our articles of association;

 

where our unrecovered losses reachone-third of the total amount of our share capital;

 

where shareholders, individually or jointly, holding 10% or more of our issued and outstanding voting shares so request in writing;

 

whenever our board of directors deems necessary, or more than half of directors (including at least two independent directors) or our board of supervisors so requests; or

 

any other event as maybe provided by applicable laws, rules, regulations or our articles of association.

All shareholders’ meetings must be convened by our board of directors by written notice given to shareholders no less than 45 days before the meeting. Shareholders holding at leastone-half of our total voting shares will constitute a quorum for a shareholders’ meeting. If a quorum is not reached, we are required to notify our shareholders within five days by public announcement of the agenda, the date and the venue of the adjourned meeting. After the notice, we may conduct the shareholders’ meeting. The accidental omission by us to give notice of a meeting to, or thenon-receipt of notice of a meeting by, a shareholder will not invalidate the proceedings at that shareholders’ meeting.

Shareholders at meetings have the power, among other matters, to approve or reject our profit distribution plans, annual budget, financial statements, increases or decreases in share capital, issuances of debentures, mergers, liquidation, any equity-based incentive plan and any amendment to our articles of association. In addition, the rights of a class of shareholders may not be modified or abrogated, unless approved by a special resolution of shareholders at a general shareholders’ meeting and by a special resolution of shareholders of that class of shares at a separate meeting. Our articles of association enumerate various amendments which would be deemed to be a modification or abrogation of the rights of a class of shareholders, including, among others, increasing or decreasing the number of shares of a class disproportionate to increases or decreases of other classes of shares, removing or reducing rights to receive dividends in a particular currency or creating shares with voting or equity rights superior to those of shares of that class. There are no restrictions under PRC law or our articles of association on the ability of investors that are not Chinese residents to hold H shares and exercise voting rights, except that holders of H shares are unable to vote online and the prior approval of the CBIRC is required in respect of any acquisition which results in the acquirer holding more than 5% of the outstanding share capital of our company and the other restrictions set out under “Item 4. Information on the Company—Business Overview—Regulatory and Related Matters—Insurance Company Regulation—Restriction of ownership in joint stock insurance companies”.

Each of our ordinary shares, whether it be an A share or an H share, is entitled to one vote on all matters submitted for vote at all shareholders’ meetings, except for meetings of a special class of shareholders where only holders of shares of the affected class are entitled to vote on the basis of one vote per share of the affected class.

Shareholders are entitled to attend and vote at meetings either in person or by proxy. Proxies must be in writing and deposited at our legal address or such other place as is specified in the meeting notice, no less than 24 hours before the time for holding the meeting at which the proxy proposes to vote or the time appointed for the passing of the relevant resolution.

Resolutions on any of the following matters must be approved by more thantwo-thirds of the voting rights held by shareholders who are present in person or by proxy:

 

an increase or decrease in our share capital or the issuance of shares, warrants, debentures and other similar securities;

 

our division, merger, dissolution or liquidation (shareholders who object to a proposed merger are entitled to demand that either we or the shareholders who approved the merger purchase their shares at a fair price);

 

amendments to our articles of association;

 

purchase or sale within any single year of any material assets exceeding 30% of our latest audited total assets;

 

any equity-based incentive plan; and

any other matters as provided under applicable laws or regulations or determined by a majority of shareholders at a general meeting to have a material impact on us and should be approved bytwo-thirds of the voting rights.

An amendment of shareholders’ rights of any class of shares must be approved by more thantwo-thirds of the voting rights held by holders of shares in the affected class who are present in person or by proxy.

All other actions taken by the shareholders will be approved by a majority of the voting rights held by shareholders who are present in person or by proxy at the shareholders’ meeting.

Any shareholder resolution that is in violation of any laws or regulations of China or the articles of association will be null and void.

Liquidation Rights

We are organized as a joint stock company with limited liability of indefinite duration, butand we must pass thesubmit our annual inspection withreport to the SAMR. In the event of our liquidation, the H shares will rank equally with the A shares, and payment of debts out of our remaining assets is required to be made in the order of priority prescribed by applicable laws and regulations or, if no such standards exist, in accordance with such procedures as the liquidation committee that has been appointed either by us or the People’s Courts of China may consider to be fair and reasonable. After payment of debts, we are required to distribute the remaining property to shareholders in proportion to the number of shares they hold.

Information Rights

Our shareholders may, subject to reasonable fees and costs, obtain a copy of our articles of association and inspect and copy all parts of our register of shareholders, personal particulars of the directors, supervisors, president and other senior officers, reports on the state of our share capital, reports showing the aggregate par value, highest and lowest price paid in respect of each class of shares repurchased by us since the end of the last accounting year and the aggregate amount paid by us for this purpose, minutes of shareholders’ general meetings, and counterfoils of company debt securities, resolutions of board meetings, resolutions of board of supervisors.

Our fiscal year is the calendar year ending December 31. We must send to holders of H shares, no more than four months after the end of the relevant financial year, our annual report (including our annual accounts, together with a copy of the auditors’ report thereon). Further, we must publish a preliminary results announcement no later than three months after the end of the relevant fiscal year. The results announcement in respect of the relevant financial year is required to be published on the HKSE’s website no later than the time that is 30 minutes before the earlier of the commencement of the morning trading session or anypre-opening session on the next business day after approval by or on behalf of our board of directors. These and any interim financial statements must be prepared in accordance with HKFRS, IFRS or PRC GAAP in the case of a PRC issuer that has adopted PRC GAAP for the preparation of its annual financial statements. The annual financial statements must be approved by a majority of our shareholders who are present in person or by proxy at the annual general meeting.

The HKSE Listing Rules also require us to send to holders of H shares an interim report no later than three months after the end of the first six months of each fiscal year. Further, we must publish a preliminary results announcement no later than two months after the end of thesix-month period. The results announcement in respect of the relevantsix-month period is required to be published on the HKSE’s website no later than the time that is 30 minutes before the earlier of the commencement of the morning trading session or anypre-opening session on the next business day after approval by or on behalf of our board of directors.

According to the HKSE Listing Rules, where in the view of the HKSE there is or there is likely to be a false market in our securities, we must, as soon as reasonably practicable after consultation with the HKSE, announce the information necessary to avoid a false market in our securities. In addition, according to the provisions of inside information under the Securities and Futures Ordinance of Hong Kong, we must, as soon as reasonably practicable after any inside information has come to our knowledge, disclose the information to the public. Inside information, in relation to a listed corporation, means specific information that—

 

is about the corporation, a shareholder or officer of the corporation, or the listed securities of the corporation or their derivatives; and

 

is not generally known to the persons who are accustomed or would be likely to deal in the listed securities of the corporation but would if generally known to them be likely to materially affect the price of the listed securities.

Depending on the size of the transaction, we may also be required to disclose to the public and our shareholders details of various acquisitions or disposals of assets and other transactions (including transactions with controlling shareholders).

Restrictions on Transferability and the Share Register

Unless otherwise permitted by relevant PRC rules or regulations or approved by relevant PRC authorities, H shares may be traded only among investors who are legal or natural persons resident outside of China, and may not be sold to investors resident within the PRC. There are no restrictions under PRC law or our articles of association on the ability of investors who are not PRC residents to hold H shares. However, under relevant PRC law, a legal person resident outside of China is only allowed to hold not more than 20% of our issued share capital and legal persons resident outside of China are only allowed to hold in aggregate not more than 25% of our issued share capital, unless otherwise approved by competent authorities.

We are required to keep a register of our shareholders comprised of various parts, including one part which is to be maintained in Hong Kong in relation to holders of H shares. Shareholders have the right to inspect and, for a reasonable charge, to copy the share register. No transfers of ordinary shares will be recorded in our share register within thirty days prior to the date of a shareholders’ general meeting or within five days prior to the record date established for the purpose of distributing a dividend.

We have appointed Computershare Hong Kong Investor Services Limited to act as the registrar of our H shares. This registrar maintains our register of holders of H shares and enters transfers of H shares in such register upon the presentation of the documents described above.

Increases in Share Capital

Under our articles of association, issuance of new securities, including ordinary shares, securities convertible into ordinary shares, options, warrants or similar rights to subscribe for any ordinary shares or convertible securities, must be approved by at leasttwo-thirds of the shareholders who attend the shareholders meeting in person or by proxy. In addition, the issuance of A shares or H shares must be approved bytwo-thirds of the class of domestic shares or H shares, as the case may be, unless the number of shares to be issued shall not exceed 20% of the number of shares of the same class then outstanding in any12-month period.

A special resolution was passed at the shareholders’ annual general meeting held on June 6, 2018May 30, 2019 to authorize our board of directors to issue additional shares, and amend the articles of association accordingly, in a nominal amount of no more than 20% of the aggregate nominal amount of our H shares in issue as at the date of such resolution, by the conclusion of next shareholders’ annual general meeting, or the expiration of the12-month period following the passing of this resolution, or the date on which the resolution is otherwise revised or revoked by a special resolution of our shareholders, whichever is the earliest.

Shareholders are not liable to make any further contribution to the share capital other than according to the terms that were agreed upon by the subscriber of the relevant shares at the time of subscription. New issues of shares must also be approved by relevant Chinese authorities.

Decreases in Share Capital and Repurchases

We may reduce our registered share capital only upon obtaining the approval of at leasttwo-thirds of the shareholders who attend the shareholders meeting in person or by proxy and, in certain circumstances, of relevant Chinese authorities. The number of H shares that may be repurchased is subject to the Hong Kong Codes on Takeovers and Mergers and Share Repurchases.

Restrictions on Ownership

Equity interests held by a single shareholder, including its related parties and persons acting in concert, must not exceedone-third of the registered capital of a single insurance company. An exception to theone-third cap applies to insurance companies establishing or investing in other insurance companies for the purposes of innovation and specialization of their business, or consolidating their operations under a single group management. See “Item 4. Information on the Company—Business Overview—Regulation and Related Matters—Insurance Company Regulation—Restriction of ownership in joint stock insurance companies”.

Restrictions on Large or Controlling Shareholders

Our articles of association define a controlling shareholder as any person who acting alone or in concert with others:

 

is in a position to elect more thanone-half of the board of directors;

has the power to exercise, or to control the exercise of, 30% or more of our voting rights;

 

holds 30% or more of our issued and outstanding shares; or

 

has de facto control of us in any other way.

As of the date of this annual report, CLIC, a wholly state-owned enterprise, is our only controlling shareholder.

Our articles of association provide that, in addition to any obligation imposed by laws and administrative regulations or required by the Hong Kong Stock Exchange Listing Rules, a controlling shareholder shall not exercise its voting rights in a manner prejudicial to the interests of other shareholders:

 

to relieve a director or supervisor from his or her duty to act honestly in our best interests;

 

to approve the appropriation by a director or supervisor, for his or her own benefit or for the benefit of any other person, of our assets in any way, including without limitation opportunities which may be advantageous to us; or

 

to approve the appropriation by a director or supervisor, for his or her own benefit or for the benefit of another person, of the individual rights of other shareholders, including without limitation rights to distributions and voting rights (except in accordance with a restructuring of our company which has been approved by the shareholders at a general meeting in accordance with our articles of association).

Our articles of association also provide that a controlling shareholder or an actual controlling person shall not exploit its affiliated relation in a manner prejudicial to the interest of our company, and shall be liable for any losses suffered by us as a result thereof. The controlling shareholder or actual controlling person shall have fiduciary duties to both our company and our public shareholders. The controlling shareholder shall exercise its rights as a capital contributor of our company in strict compliance with the law. The controlling shareholder shall not cause any damage to the lawful rights and interest of our company and our public shareholders through, among others, any connected transactions, profit distribution, asset restructuring, external investment, fund appropriation and loan guarantee, or impair the interest of our company and our public shareholders through its controlling position.

Board of Directors

Ournon-employee directors are elected by our shareholders at shareholders’ general meetings, and employee directors are elected by our employees or other democratic means at the employee representative conference. Directors are elected for a term of three years and may serve consecutive terms ifre-elected.

Article 23 of Special Regulations on the Overseas Offering and Listing of Shares by Joint Stock Limited Companies provides that directors, supervisors, and senior officers of a company owe duties of honesty, care and diligence to their company.

Our articles of association provide that, in exercising their duties and powers, our directors, supervisors and senior officers will act with the care, diligence and skills that are expected of a reasonable person under similar circumstances, observe fiduciary principles and not place themselves in a situation where their interests conflict with the duties they are charged with performing. In addition to these fiduciary duties to our company, each director, supervisor and officer is obligated to each shareholder:

 

to act honestly in our company’s best interests;

 

not to exploit corporate assets for personal gains; and

 

not to expropriate the rights of our shareholders.

If directors, supervisors or officers are found to have misappropriated our company’s assets or misused their position for personal gain, the PRC company law provides that any misappropriated or misused property be returned and any illegal proceeds received by such director, supervisor or officer be confiscated, and allows us to impose punishment on them. In serious cases, criminal liability may also be imposed. According to our articles of association, our shareholders may bring a derivative suit against any director, supervisor or officer who has breached his fiduciary duties. Most disputes between H shareholders and directors, supervisors and officers are required to be resolved by final and binding arbitration.

Moreover, our articles of association provide that our directors, supervisors and senior officers must not enter into transactions or contracts with us or agree to make corporate loans to any persons or provide guarantees for loans of any shareholder or any other person with corporate assets. In particular, our directors, supervisors and senior officers have obligations to disclose to the board of directors any direct or indirect material interest they may have in any contracts or transactions with us. They may not vote on any contracts, transactions or arrangements in which they have any material interest. Further, we may not make loans or provide guarantees to directors, supervisors or senior officers, unless such loans or guarantees are approved at a shareholders’ meeting or made in the ordinary course of business and to the extent permitted by applicable laws. All decisions relating to the compensation of directors are made at shareholders’ meetings.

There are no provisions under our articles of association or PRC law which relate to:

 

the retirement ornon-retirement of directors under any age limit requirement;

 

directors’ borrowing power; or

 

number of shares required for directors’ qualification.

Subject to all relevant laws and administrative regulations, the shareholders may remove any director before the expiration of his or her term of office by a majority vote of the shareholders present in person or by proxy at shareholders’ general meetings. A director, supervisor, president, vice president or other senior officer may be relieved of liability for a specific breach of his or her duties by the consent of shareholders so long as specified conditions are met.

Board of Supervisors

Our board of supervisors consists of five supervisors. At leastone-third of our board of supervisors must be employee representatives elected by our employees. The remaining members must be elected by our shareholders in a general meeting. One member of our board of supervisors is designated as the chairman. Members of the board of supervisors may not serve as director, president, vice president or other senior management of our company. The term of office for our supervisors is three years, which is renewable uponre-election.

The primary duty of the board of supervisors is to monitor our financial matters and management. The board of supervisors’ powers are generally limited to carrying out investigations and reporting to shareholders, the China Securities Regulatory Commission and other relevant governmental authorities having jurisdiction over our affairs and to convening shareholders’ interim meetings. Reasonable expenses incurred by the board of supervisors in carrying out its duties will be paid by us.

Our supervisors owe fiduciary duties to our company and our shareholders. Please see the discussion of the duties and the nature of recourse our shareholders may have against supervisors in breach of these duties in the subsection entitled “—Board of Directors”.

The board of supervisors is accountable, and will report, to the shareholders at the shareholders’ general meetings.

Certain Differences Between PRC Company Law and Delaware Corporate Law

The PRC company law and other laws applicable to us differ in a number of respects from laws generally applicable to United States corporations and their shareholders. The description set forth below includes a summary of certain provisions of the PRC company law, Special Rules, Mandatory Provisions and the Guidelines applicable to companies listed both in the PRC and overseas, such as us, which differ from provisions of the corporate law of the State of Delaware.

General

We are a PRC joint stock company, which is a corporate entity organized under the PRC company law. Under the PRC company law, the registered capital of a joint stock company is divided into shares of equal par value. These shares are commonly called domestic ordinary shares. Each share of a joint stock company ranks equally with all other shares in its class as to voting rights (except for specified class voting rights) and rights to dividends and other distributions. Upon receiving approval from the relevant authorities, a joint stock company may offer its shares for sale to the public and seek to be listed on a stock exchange. The State Council may formulate separate regulations for the issuance of other classes of shares, including H shares. All of our issued shares are fully paid and nonassessable. Holders of H shares may transfer their shares without the approval of other shareholders. Among other things, a joint stock company must have (1) a board of directors of not fewer than five and not more than 19 members, and (2) a board of supervisors of not fewer than three members.

The shareholders’ meeting of a joint stock company is the highest authority of the company and exercises the powers of the company with respect to significant matters, subject to applicable law and the articles of association of the company. The business of a joint stock company is under the overall management of a board of directors, subject to the PRC company law, other applicable laws and regulations (which in our case include the PRC insurance law and regulations), the company’s articles of association and duly adopted resolutions of its shareholders. Theday-to-day operations of a joint stock company are under the direction of its general manager or president, subject to applicable laws and regulations, the company’s articles of association and duly adopted resolutions of the directors and shareholders. In addition, the PRC company law provides for the establishment of a board of supervisors for each joint stock company. The supervisors perform and exercise the functions and powers described below, including examination of the joint stock company’s affairs and monitoring the actions of the directors and officers of the company. The directors, supervisors and officers are not required to hold any qualifying shares in the joint stock company.

A joint stock company may be liquidated involuntarily due to insolvency or voluntarily in accordance with the terms of its articles of association or duly adopted shareholders’ resolutions. The property of a joint stock company remaining after full payment of its liquidation expenses, wages, labor insurance premiums of its employees and statutory compensations, outstanding taxes and debts, is distributed in proportion to the holdings of its shareholders.

Meetings of shareholders

Under PRC law, shareholders are given the power to approve specified matters. See “—Voting Rights and Shareholders’ Meetings”. In addition, the Mandatory Provisions provide that at shareholders’ meetings shareholders are entitled to consider any proposals made by shareholders holding in the aggregate at least 3% of voting power over the company’s shares. These proposals must fall within the scope of powers of the shareholder’s meeting, have a clear agenda and specific matters and comply with laws, administrative regulations and articles of association of the company.

Under Delaware law, the business and affairs of a Delaware corporation are, in general, managed by or under the direction of its board of directors. Only certain fundamental matters regarding the corporation are reserved by statute to be exercised by the shareholders. These matters include, in general, election or removal of directors, retention or dismissal of the corporation’s independent auditors, mergers or other business combinations involving the corporation, amendment of the corporation’s certificate of incorporation and liquidation or dissolution of the corporation.

Shareholders’ approval by written consent

PRC law does not provide shareholders of overseas listed joint stock companies with rights to approve corporate matters by written consent. Under Delaware law, unless otherwise provided in the certificate of incorporation, any action which is required or permitted to be taken at any shareholders’ meeting may be taken without a meeting, subject to various conditions.

Amendments of articles of association

Under PRC law, an amendment of the articles of association must be approved by an affirmative vote oftwo-thirds of shareholders attending a shareholders’ meeting. Amendments with respect to the Mandatory Provisions only become effective after approval by the relevant governmental department authorized by the State Council and the China Securities Regulatory Commission.

Under Delaware law, with certain exceptions, shareholder approvals must be obtained for any amendment to the certificate of incorporation. Board approvals are also required for any amendment to the certificate of incorporation, but no governmental approval is generally required.

Powers and responsibilities of directors

Under PRC law, the board of directors is responsible for specified actions, including the following functions and powers of a joint stock company:

 

convening shareholders’ meetings and reporting its work to shareholders at these meetings;

 

implementing shareholders’ resolutions;

 

determining the company’s business plans and investment proposals;

 

formulating the company’s annual financial budgets and final accounts;

 

formulating the company’s profit distribution plans and loss recovery plans;

 

formulating proposals for the increase or decrease in the company’s registered capital and the issue of debentures;

 

formulating major acquisition and disposal plans and plans for the merger, division or dissolution of the company;

 

to the extent authorized by the shareholders’ meeting, deciding on such matters as external investments, purchase or sale of assets, assets pledge and connected transactions of the company;

 

deciding on the company’s internal management structure and formulating its basic management system; and

 

appointing or removing the company’s principal executive officers; appointing and removing other senior officers based on the recommendation of the principal executive officer and deciding on the remuneration of the senior officers.

In addition, the Mandatory Provisions provide that the board has the authority to formulate any proposal to amend the articles of association and to exercise any other power conferred by a decision of the shareholders’ meeting.

Under Delaware law, the business and affairs of a Delaware corporation are managed by or under the direction of its board of directors. Their powers include fixing the remuneration of directors, except as otherwise provided by statute or in the certificate of incorporation orby-laws of the corporation.

Powers and responsibilities of supervisors

Under PRC law, a PRC joint stock company must have a board of supervisors consisting of shareholder representatives and one or more employee representatives. Supervisors attend board meetings asnon-voting observers. Directors, officers and company personnel in charge of financial matters may not serve as supervisors. The supervisors perform and exercise the following functions and powers:

 

examining the company’s financial affairs;

monitoring compliance with laws, regulations, the articles of association of the company and the shareholders resolutions by the directors and officers of the company; and suggesting removing the directors and officers who violate these laws and regulations;

 

requiring corrective action from directors and officers whose actions are contrary to the interests of the company;

 

examining the financial information, including financial statements, operation reports and plans for profit distribution, to be submitted by the board of directors to the shareholders’ meetings; and authorizing, in the company’s name, public certified accountants or licensed auditors to assist in there-examination of such information, should any doubt arise in respect thereof;

 

proposing the holding of extraordinary shareholders’ meetings;

 

proposing new items to be inserted in the agenda of the shareholders’ meeting;

 

bringing lawsuits against directors or members of senior management, if they violate laws, regulations or articles of association of the company; and

 

exercising and performing other powers and functions provided for in the company’s articles of association.

In addition, the Mandatory Provisions provide that supervisors of overseas listed joint stock companies are entitled to retain auditors in the name of the company to examine any financial or business reports or profit distribution proposals to be submitted by the directors to a meeting of the shareholders which the supervisors consider questionable, and negotiate or take legal action against any director or the directors in the name of the company. The fees and expenses of attorneys and other professionals incurred by the supervisors in connection with the discharge of their duties are to be paid by the company.

Delaware law makes no provision for a comparable corporate institution.

Duties of directors, supervisors and officers

Under PRC law, directors, supervisors and officers of a joint stock company are required to comply with relevant laws and regulations and the company’s articles of association. A director, supervisor or officer who contravenes any law, regulation or the company’s articles of association in the performance of his duties shall be personally liable to the company for any loss incurred by the company. Directors, supervisors and officers are required to carry out their duties honestly and diligently, and protect the interests of the company. They are also under a duty of confidentiality to the company and prohibited from divulging confidential information concerning the company, except as permitted by relevant laws and regulations or by a decision of a shareholders’ meeting. They may not use their position and authority in the company to seek personal gain. Directors and officers may not directly or indirectly engage in the same business as the company or in any other business detrimental to the interests of the company, and they are required to forfeit any profits from these activities to the company.

Under Delaware law, the business and affairs of a corporation are managed by or under the direction of its board of directors. In exercising their powers, directors are charged with a fiduciary duty of care to protect the interests of the corporation and a fiduciary duty of loyalty to act in the best interests of its shareholders.

Limitations on transactions with interested directors, supervisors and officers

Under PRC law, directors and officers of a joint stock company may not enter into any contracts or transactions with the company unless permitted by the articles of association or approved by the shareholders. A company may not provide any guarantees to shareholders or any de facto control person of the company unless such guarantees are approved by a majority of shareholders present at the shareholders’ meeting, excluding the shareholder who will be provided such guarantees. Under the Mandatory Provisions, a director, supervisor or officer is required to disclose to the board any transaction with the company in which he has a direct or indirect interest or in which there is a material conflict of interest between the company and himself. A director is not entitled to vote or be counted for quorum purposes in any board decision on any such transaction. A company may set aside any interested transaction which did not comply with these requirements, unless the other party to such transaction was honestly unaware of the breach of obligations by the interested director, supervisor or officer. A company may not loan or provide any guarantees to directors, supervisors or officers (including persons related to them), except for the loans made in accordance with employment contracts approved by the shareholders, or unless the company’s business scope allows for the provision of loans and guarantees and such loans or guarantees are made under regular commercial terms.

Under Delaware law, an interested transaction is not voidable if (1) the material facts as to the interested director’s relationship or interests are disclosed or are known to the board of directors and the board in good faith authorizes the transaction by the affirmative vote of a majority of the disinterested directors, (2) such material facts are disclosed or are known to the shareholders entitled to vote on such transaction and the transaction is specifically approved in good faith by vote of the majority of shares entitled to vote thereon or (3) the transaction is fair as to the corporation as of the time it is authorized, approved or ratified. Under Delaware law, the interested director could be held liable for a transaction in which such a director derived an improper personal benefit.

Election and removal of directors

Under PRC law, the term of office of directors of a joint stock company must be specified in the articles of association, but may not exceed three years. Directors may bere-elected. No director may be removed from office without cause by shareholders prior to the expiration of the director’s term. PRC law does not contemplate a classified board of directors.

Under Delaware law, directors of a Delaware corporation can be removed from office with or without cause by the holders of a majority of shares then entitled to vote at an election of directors, provided that except where the certificate of incorporation of the Delaware corporation otherwise provides, a member of a classified board may be removed by shareholders only for cause, and in a corporation with cumulative voting, if less than all of the directors are removed, no director may be removed if the votes cast against the director’s removal is sufficient to elect the director if cumulatively voted at an election of directors. The Court of Chancery may remove a director who has been convicted of a felony or found by a court to have committed a breach of the duty of loyalty in connection with his or her duties to the corporation following application by the corporation or derivatively in the right of the corporation by any shareholder. The court may order the removal only if it determines that the director did not act in good faith in performing the acts resulting in the prior conviction or judgment and that removal is necessary to avoid irreparable harm to the corporation.

Dividend payments

Under PRC law, proposals for distribution of profits are formulated by the board of directors and submitted for shareholder approval at a shareholders’ meeting. Dividends may be distributed in the form of cash or shares.

Under Delaware law, the board of directors of a Delaware corporation may declare dividends out of distributable earnings and profits without the approval of the shareholders.

Amalgamations and business combinations; appraisal rights

Under PRC law, amalgamations and divisions involving joint stock companies are required to be approved by shareholders voting at a shareholders’ meeting. The Mandatory Provisions require an amalgamation or division involving the company to be approved by an affirmative vote oftwo-thirds of the votes present at the shareholders’ meeting called to consider the transaction. Any opposing shareholder may request the company or the consenting shareholders to purchase its shares at a fair price. In addition, a sale of fixed assets having a value exceeding 33% of the fixed assets as shown on the company’s latest balance sheet most recently reviewed by the shareholders’ meeting requires the approval of at least one third of the shareholders’ meeting.

Under Delaware law, with certain exceptions, a merger, consolidation or sale of all or substantially all the assets of a corporation must be approved by the board of directors and holders of a majority of the outstanding shares entitled to vote. A shareholder objecting to the merger is entitled to appraisal rights pursuant to which the shareholder may receive cash in the amount of the fair value of the shares held by such shareholder (as determined by a court) in lieu of the consideration the shareholder would otherwise receive in the transaction.

Transactions with significant shareholders

Under Delaware law, a business combination between a Delaware corporation and an interested shareholder which takes place at any time during a period of three years commencing with the date the interested shareholder became an interested shareholder would need prior approval from the board of directors or a supermajority of the shareholders of the corporation, unless the corporation opted out of the relevant Delaware business combination statute. Under Delaware law, an interested shareholder of a corporation is someone who, together with its affiliates and associates, owns more than 15% of the outstanding common shares of the corporation. No such business combination statute or regulation applies to PRC joint stock companies.

Shareholders’ lawsuits

The PRC law provides that most disputes involving an H shareholder are to be resolved by final and binding arbitration.

Class actions and derivative actions generally are available to shareholders under Delaware law for, among other things, breach of fiduciary duty, corporate waste and actions not taken in accordance with applicable law.

Limitations on liability and indemnification of directors and officers

PRC law does not provide for any specific limitations on liability or indemnification of directors and officers.

Under Delaware law, a corporation may indemnify a current director or officer of the corporation against expenses (including attorneys’ fees), judgments, fines and amounts paid in settlement actually and reasonably incurred in defense of an action, suit or proceeding by reason of such position if (1) the director or officer acted in good faith and in a manner he reasonably believed to be in or not opposed to the best interests of the corporation and (2) with respect to any criminal action or proceeding, the director or officer had no reasonable cause to believe that his conduct was unlawful. Personsunlawful.Persons serving at the request of the corporation as directors, officers, employees or agents of another entity such as a subsidiary or an employee stock trust may receive advancement of expenses from the corporation. Acorporation.A corporation may not retroactively impair or eliminate indemnification or advancement rights by amending the corporation’s certificate of incorporation or bylaws after the occurrence of the act or omission that gives rise to indemnification or advancement rights, unless the provision contains, at the time of the act or omission, an explicit authorization of such elimination or limitation.

Shareholders’ rights of inspection of corporate records

Under PRC law, shareholders are entitled to inspect the articles of association, register of shareholders, corporate bond counter foils, minutes of shareholders’ meetings and board meetings and reports of the financial accounts of the company. In addition, the Mandatory Provisions provide that, after paying reasonable fees, shareholders are entitled to inspect the company’s shareholder list, certain personal information on the directors, supervisors and officers, the company’s capital position and certain information regarding share repurchases conducted by the company during the most recent fiscal year.

Delaware law permits any shareholder of a Delaware corporation to examine or obtain copies of or extracts from the corporation’s shareholder list and its other books and records for any purpose reasonably related to such person’s interest as a shareholder.

C. MATERIAL CONTRACTS

See “Item 7. Major Shareholders and Related Party Transactions—Related Party Transactions” for certain arrangements we have entered into with CLIC, AMC, China Life Pension, CLPCIC, IHC, China Life Capital, China Life Wealth, CGB, AMP and Chongqing Trust.

D. EXCHANGE CONTROLS

The Renminbi currently is not a freely convertible currency. The SAFE, under the authority of the PBOC, controls the conversion of Renminbi into foreign currency. Until July 20, 2005, the PBOC had been setting and publishing daily a base exchange rate with reference primarily to the supply and demand of Renminbi against the U.S. dollar in the market during the prior day. The PBOC also took into account other factors, such as the general conditions existing in the international foreign exchange markets. From 1994 to July 20, 2005, the official exchange rate for the conversion of Renminbi to U.S. dollars was generally stable. On July 21, 2005, the PRC government introduced a managed floating exchange rate system to allow the value of the Renminbi to fluctuate within a regulated band based on market supply and demand and by reference to a basket of currencies. Under this system, the PBOC announces the closing price of a foreign currency traded against the Renminbi in the inter-bank foreign exchange market after the closing of the market on each working day, and makes it the central parity for the trading against the Renminbi on the following working day. On August 11, 2015, the PBOC adjusted the quotation mechanism of the Renminbi central parity to also consider demand and supply in foreign exchange markets and price movements of major currencies, in addition to the closing price on the previous working day. On May 26, 2017, the PBOC introduced the “counter-cyclical factor” into its formula that determines a central parity of the Renminbi against the U.S. dollar. Under the current mechanism, the central parity of the Renminbi against the U.S. dollar is determined based on the closing price, changes in a basket of currencies and the counter-cyclical factor. See “Item 3. Key Information—Risk Factors—Risks Relating to the People’s Republic of China—Government control of currency conversion and the fluctuation of the Renminbi may materially and adversely affect our operations and financial results”.

Although PRC governmental policies were introduced in 1996 to reduce restrictions on the convertibility of Renminbi into foreign currency for current account items, conversion of Renminbi into foreign exchange for capital items, such as foreign direct investment, loans or securities, requires the approval of the SAFE and other relevant authorities. Althoughauthorities.Although experimental policies were introduced in certain pilot areas such as the Shanghai free trade zone to reduce foreign exchange control, restrictions on the convertibility of Renminbi into foreign currency still remain in force in most parts of China.

In the event of shortages of foreign currencies, we may be unable to convert sufficient Renminbi into foreign currency to meet our foreign currency obligations or to pay dividends in foreign currency.

Our H shares are traded on the Hong Kong Stock Exchange. There are no limitations on the right ofnon-resident or foreign owners to remit dividends or capital including capital gains imposed by Hong Kong law.

E. TAXATION

The taxation of income and capital gains of holders of H shares or ADSs is subject to the laws and practices of China and of jurisdictions in which holders of H shares or ADSs are resident or otherwise subject to tax. The following summary of certain relevant taxation provisions is based on current law and practice, is subject to change and does not constitute legal or tax advice. The discussion does not deal with all possible tax consequences relating to an investment in the H shares or ADSs. In particular, the discussion does not address the tax consequences under state, local and other laws, such asnon-U.S. federal laws other than the laws of the PRC and Hong Kong. Accordingly, you should consult your own tax adviser regarding the tax consequences of an investment in the H shares and ADSs. The discussion is based upon laws and relevant interpretations in effect as of the date of this annual report, all of which are subject to change.

The People’s Republic of China

The following is a discussion of the material Chinese tax provisions relating to the ownership and disposition of H shares or ADSs held by the investors as capital assets. This discussion does not address all of the tax considerations that may be relevant to specific investors in light of their particular circumstances or to other investors subject to special treatment under the tax laws of the PRC. This discussion is based on the tax laws of China as in effect as of the date of this annual report, as well as on the Agreement between the United States of America and the People’s Republic of China for the Avoidance of Double Taxation, or the “China-U.S.“China-U.S. Tax Treaty”, all of which are subject to change (or changes in interpretation), possibly with retroactive effect.

This discussion does not address any aspects of Chinese taxation other than income taxation, capital taxation, stamp taxation and estate taxation. Prospective investors are urged to consult their tax advisers regarding Chinese and other tax consequences of owning and disposing of H shares.

Taxation of Dividends

Individual investors. According to the PRC Individual Income Tax Law, as amended, dividends paid by Chinese companies are ordinarily subject to a Chinese withholding tax levied at a flat rate of 20%. For a foreign individual who is not a resident of China, the receipt of dividends from a company in China is normally subject to a withholding tax of 20% unless reduced pursuant to an applicable tax treaty. According to a notice issued by the Chinese State Administration of Taxation, or the SAT, on June 28, 2011, if the withholding tax rate under applicable tax treaties is 10% or less, the receipt of dividends will be subject to 10% withholding tax; and if the withholding tax rate under applicable tax treaties is between 10% and 20%, the receipt of dividends will be subject to the actual tax rate as agreed under such tax treaties.

Enterprises. According to the PRC Enterprise Income Tax Law and its implementation rules, effective on January 1, 2008, as well as any amendments from time to time and the Circular on Issues Relating to the Withholding of Enterprise Income Tax for Dividends Distributed by Resident Enterprises in China toNon-resident Enterprises HoldingH-shares of the Enterprises, issued by the SAT on November 6, 2008, resident enterprises in China are required to, in distributing dividends for 2008 or any year hereafter tonon-resident enterprises holding Overseas Shares includingH-shares and ADSs of the enterprises, withhold enterprise income tax for such dividends at a tax rate of 10%.Non-resident enterprises holding H shares of any resident enterprise can, after receiving dividends due to them, apply for preferential tax treatment with competent tax authorities in accordance with tax treaties.

Tax treaties.Investors who do not reside in China and reside in countries that have entered into treaties for the avoidance of double-taxation with China may be entitled to a reduction of the withholding tax imposed on the payment of dividends to our investors who do not reside in China. China currently has treaties for the avoidance of double-taxation with a number of other countries, which include Australia, Canada, France, Germany, Japan, Malaysia, the Netherlands, Singapore, the United Kingdom and the United States.

Under theChina-U.S. Tax Treaty, China may tax a dividend paid by us to an Eligible U.S. Holder up to a maximum of 10% of the gross amount of the dividend. For the purposes of this discussion, an “Eligible U.S. Holder” is a U.S. holder that (i) is a resident of the United States for the purposes of theChina-U.S. Tax Treaty, (ii) does not maintain a permanent establishment or fixed base in China to which H shares are attributable and through which the beneficial owner carries on or has carried on business (or, in the case of an individual, performs or has performed independent personal services) and (iii) is not otherwise ineligible for benefits under theChina-U.S. Tax Treaty with respect to income and gains derived in connection with the H shares.

Taxation of Capital Gains

According to the PRC Enterprise Income Tax Law and its implementation rules (effective on January 1, 2008) as well as any amendments from time to time, capital gains realized by foreign enterprises which have no establishment or residence in China or whose capital gains from China do not relate to their establishment or residence in China, are ordinarily subject to enterprise income tax at the rate of 10% with respect to the gains realized within China, unless reduced pursuant to an applicable tax treaty.

According to the Announcement on Issues Concerning the Withholding ofNon-resident Enterprise Income Tax at Source issued by the SAT on October 17, 2017, the balance of the income from the transfer of equity less the net value of equity is taxable income. Income from transfer of equity refers to the consideration received by the transferor of equity for transfer of equity, including various cash andnon-cash incomes. Net value of equity refers to the taxable base for obtaining such equity. Taxable base is the cost of capital actually paid by the equity transferor when purchasing such equity.

According to the PRC Individual Income Tax Law, as amended, capital gains realized by individuals upon the transfer of shares, including Overseas Shares, are subject to capital gains tax levied at a flat rate of 20%; and relevant tax authorities are authorized to promulgate implementation rules in this regard. To date, the relevant tax authorities have not promulgated any implementation rules on the taxation of capital gains realized by individuals upon the transfer of shares, including Overseas Shares. If the relevant tax authorities promulgate such implementation rules in the future, a 20% tax may be levied on capital gains realized by foreign individuals in accordance with the PRC Individual Income Tax Law, as amended, unless reduced pursuant to an applicable tax treaty. To date, the relevant tax authorities have not collected capital gains tax on the income from the transfer of shares.

Additional Chinese Tax Considerations

Chinese stamp duty.Chinese stamp duty imposed on the transfer of shares of Chinese publicly traded companies under the Provisional Regulations of China Concerning Stamp Duty should not apply to the acquisition and disposal bynon-Chinese investors of H shares or ADSs outside of China by virtue of the Provisional Regulations of China Concerning Stamp Duty, which became effective on October 1, 1988 and which provide that Chinese stamp duty is imposed only on documents executed or received within China that are legally binding in China and are protected under Chinese law.

Estate tax.No liability for estate tax under Chinese law will arise fromnon-Chinese nationals holding H shares.

Investors under the Shanghai-Hong Kong Stock Connect Program. According to the Notice on Tax Policies for the Shanghai-Hong Kong Stock Connect Pilot Program, jointly issued by the MOF, SAT and CSRC which became effective on November 17, 2014, between November 17, 2014 to November 16, 2017, gains realized by Chinese individual investors upon a transfer of H shares through the Shanghai-Hong Kong Stock Connect program were exempted from individual income tax. Gains realized by Chinese enterprise investors upon a transfer of H shares through the Shanghai-Hong Kong Stock Connect program must be included in their gross income and subject to enterprise income tax. For dividends received by Chinese individual investors and securities investment funds from investing in H shares through the Shanghai-Hong Kong Stock Connect program, the Chinese issuer of such H shares must withhold income tax at a tax rate of 20%. Dividends received by Chinese enterprise investors from investing in H shares through the Shanghai-Hong Kong Stock Connect program must be included in their gross income and subject to enterprise income tax, and the Chinese issuer of such H shares will not withhold income tax for the dividends. The enterprise investors in these circumstances must make tax filings by themselves. According to the Notice on Continuation of the Tax Policies for the Shanghai-Hong Kong Stock Connect Pilot Program, which was jointly issued by the MOF, SAT and CSRC and became effective on November 17, 2017, gains realized by Chinese individual investors upon a transfer of H shares through the Shanghai-Hong Kong Stock Connect Program are further exempted from individual income tax for the period from November 17, 2017 to December 4, 2019. According to the Announcement on Continuation of the Individual Income Tax Policies for the Shanghai-Hong Kong Stock Connect Program andShenzhen-Hong Kong Stock Connect Program and for the Mainland-Hong Kong Mutual Recognition of Fund, which became effective on December 5, 2019, gains realized by Chinese individual investors from a transfer of shares listed on the Hong Kong Stock Exchange through the Shanghai-Hong Kong Stock Connect Program andShenzhen-Hong Kong Stock Connect Program, as well as from sale and purchase of interest in funds set up in Hong Kong through the mutual fund recognition, are further exempted from individual income tax for the period from December 5, 2019 to December 31, 2022.

Hong Kong

The following is a discussion of the material Hong Kong tax provisions relating to the ownership and disposition of H shares or ADSs held by the investors as capital assets. This discussion does not address all of the tax considerations that may be relevant to specific investors in light of their particular circumstances or to investors subject to special treatment under the tax laws of Hong Kong. This discussion is based on the tax laws of Hong Kong as in effect on the date of this annual report, which are subject to change (or changes in interpretation), possibly with retroactive effect. This discussion does not address any aspects of Hong Kong taxation other than income taxation, capital taxation, stamp taxation and estate taxation. Prospective investors are urged to consult their tax advisers regarding Hong Kong and other tax consequences of owning and disposing of H shares.

Tax on Dividends

Under current practice, no tax is payable in Hong Kong in respect of dividends paid by us.

Tax on Gains from Sale

No tax is imposed in Hong Kong in respect of capital gains from the sale of property. However, trading gains from the sale of property by persons carrying on a trade, profession or business in Hong Kong where the gains are derived from or arise in Hong Kong from such trade, profession or business will be chargeable to Hong Kong profits tax, which is imposed at the rate of 16.5% on corporations and at a rate of 15% on unincorporated businesses for the year of assessment 2008/09 onwards. Commencing from the year of assessment 2018/19 (i.e. on or after 1 April 2018), the profits tax rate for the first HK$2,000,000 of profits of corporations will be lowered to 8.25% while the remaining profits will continue to be taxed at the rate of 16.5%; and the profits tax rate for the first HK$2,000,000 of profits of unincorporated businesses will be lowered to 7.5%, while the remaining profits will continue to be taxed at the rate of 15%.

Trading gains from sales of H shares effected on the Hong Kong Stock Exchange will be considered to be derived from or arise in Hong Kong. Liability for Hong Kong profits tax would thus arise in respect of trading gains from sales of H shares effected on the Hong Kong Stock Exchange realized by persons carrying on a business of trading or dealing in securities in Hong Kong.

There will be no liability for Hong Kong profits tax in respect of profits from the sale of ADSs, where purchases and sales of ADSs are effected outside Hong Kong, for example, on the New York Stock Exchange.

Stamp Duty

Hong Kong stamp duty, currently charged at thead valorem rate of 0.1% on the higher of the consideration for, or the market value of, the H shares, will be payable by the purchaser on every purchase and by the seller on every sale of H shares (in other words, a total of 0.2% is currently payable on a typical sale and purchase transaction involving H shares). In addition, a fixed duty of HK$ 5.00 is currently payable on any instrument of transfer of H shares. If stamp duty is not paid on or before the due date, a penalty of up to ten times the duty payable may be imposed.

The withdrawal of H shares upon the surrender of ADRs, and the issuance of ADRs upon the deposit of H shares, will also attract stamp duty at the rate described above for sale and purchase transactions unless such withdrawal or deposit does not result in a passing of the beneficial interest in the H shares under Hong Kong law. The issuance of the ADRs upon the deposit of H shares issued directly to the depositary of the ADSs, or for the account of the depositary, will not be subject to any stamp duty. No Hong Kong stamp duty is payable upon the transfer of ADSs outside Hong Kong.

Estate Duty

The Revenue (Abolition of Estate Duty) Ordinance 2005 came into effect on February 11, 2006 in Hong Kong. No Hong Kong estate duty is payable and no estate duty clearance papers are needed for an application for a grant of representation in respect of holders of H shares whose deaths occur on or after February 11, 2006.

United States of America

The following is a discussion of the material United States federal income tax consequences relating to the purchase, ownership and disposition of H shares or ADSs by U.S. Holders (as defined below) that acquire H shares or ADSs for cash and hold them as capital assets. This discussion is based on the Internal Revenue Code of 1986, as amended, or “the Code”, Treasury regulations promulgated thereunder, and administrative and judicial interpretations thereof, all as in effect on the date hereof and all of which are subject to change, possibly with retroactive effect. This discussion does not address all of the tax considerations that may be relevant to specific U.S. Holders in light of their particular circumstances or to U.S. Holders subject to special treatment under U.S. federal income tax law (such as banks, insurance companies,tax-exempt entities, retirement plans, regulated investment companies, real estate investment trusts, partnerships, dealers in securities, or other U.S. Holders that generally mark their securities to market for U.S. federal income tax purposes, certain former citizens or residents of the United States, persons who have acquired our H shares or ADSs as part of a straddle, hedge, conversion, or other integrated investment, persons who own, directly or by attribution, 10% or more of the combined voting power or value of all classes of stock of China Life or persons that have a “functional currency” other than the U.S. dollar). This discussion does not address any U.S. state or local or any U.S. federal estate, gift or alternative minimum tax considerations.

As used in this discussion, the term “U.S. Holder” means a beneficial owner of H shares or ADSs that is, for U.S. federal income tax purposes, (i) an individual who is a citizen or resident of the United States, (ii) a corporation created or organized in or under the laws of the United States or of any state or political subdivision thereof, or therein, including the District of Columbia or (iii) an estate or trust the income of which is subject to U.S. federal income tax regardless of the source thereof.

Investors are urged to consult their own tax advisers as to the particular tax considerations applicable to them relating to the purchase, ownership and disposition of H shares or ADSs in their individual circumstances, including the applicability of U.S. federal, state and local tax laws, any changes in applicable tax laws and any pending or proposed legislation or regulations.

Taxation of Dividends

Subject to the discussion below under “—Special Rules”, cash distributions with respect to the H shares or ADSs owned by a U.S. Holder will, upon receipt, be includible in the gross income of such U.S. Holder as ordinary dividend income to the extent of our current and accumulated earnings and profits, as determined under U.S. federal income tax principles. To the extent that the amount of any such cash distribution exceeds our current and accumulated earnings and profits as so computed, it will be treated first as anon-taxable return of capital to the extent of the U.S. Holder’s adjusted tax basis in such H shares or ADSs and, to the extent the amount of such cash distribution exceeds adjusted tax basis, will be treated as gain from the sale of such H shares or ADSs. Dividends paid by us generally will constitute income from sources outside the United States for foreign tax credit limitation purposes and will not be eligible for the “dividends received” deduction.

Dividends received by individuals from “qualified foreign corporations” are generally subject to a maximum U.S. federal income tax rate of 20%, so long as certain holding period requirements are met. Anon-U.S. corporation (other than a passive foreign investment company) generally will be considered to be a qualified foreign corporation (i) if it is eligible for the benefits of a comprehensive income tax treaty with the United States which the Secretary of the Treasury determines is satisfactory for purposes of the relevant provision and which includes an exchange of information program or (ii) with respect to any dividend it pays on stock which is readily tradable on an established securities market in the United States. The Treasury Department has determined that theChina-U.S. Tax Treaty as currently in effect meets the requirements described in clause (i) above. In addition, the ADSs are readily tradable on the New York Stock Exchange, an established securities market in the United States. Each U.S. Holder that is an individual is urged to consult his or her tax adviser regarding the applicability of this reduced rate to dividends received with respect to the H shares or ADSs in his particular circumstance.

The U.S. dollar value of any distribution made by us in Hong Kong dollars (or other currency that is not the U.S. dollar, or a “foreign currency”), should be calculated by reference to the exchange rate in effect on the date of receipt of such distribution by Deutsche Bank Trust Company Americas, as depositary, in the case of ADSs, or by the U.S. Holder, in the case of H shares held directly by such U.S. Holder regardless of whether the Hong Kong dollars (or such other foreign currency) so received are converted into U.S. dollars on the date of receipt. If the Hong Kong dollars (or such other foreign currency) so received are converted into U.S. dollars on the date of receipt, such U.S. Holder generally should not recognize foreign currency gain or loss on such conversion. If the Hong Kong dollars (or such other foreign currency) are not converted into U.S. dollars on the date of receipt, such U.S. Holder will have a basis in the Hong Kong dollars (or such other foreign currency) equal to their U.S. dollar value on the date of receipt. Any gain or loss on a subsequent conversion or other disposition of the Hong Kong dollars (or such other foreign currency) generally will be treated as ordinary income or loss from sources within the United States for foreign tax credit limitation purposes.

Subject to certain limitations, the Chinese tax withheld from dividends paid with respect to H shares or ADSs and paid over to China, as described above under “—The People’s Republic of China—Taxation of Dividends”, may be creditable against a U.S. Holder’s U.S. federal income tax liability. Special rules apply in determining the foreign tax credit limitation with respect to dividends that are subject to the maximum 20% U.S. federal income tax rate. A U.S. Holder of H shares or ADSs that does not elect to claim a U.S. foreign tax credit may instead claim a deduction for such withheld tax, but only for a taxable year in which the U.S. Holder elects to do so with respect to allnon-U.S. income taxes paid or accrued in such taxable year. The availability of the foreign tax credit and the application of the limitations on the credit are fact specific and U.S. Holders are urged to consult their own U.S. tax advisers with respect to foreign tax credit considerations in their individual circumstances.

Sale or other Disposition of H Shares or ADSs

Subject to the discussion below under “—Special Rules”, a U.S. Holder generally will recognize gain or loss for U.S. federal income tax purposes upon a sale or other disposition of H shares or ADSs that it owns in an amount equal to the difference, if any, between the amount realized from the sale or disposition and such U.S. Holder’s adjusted tax basis in such H shares or ADSs. The gain or loss generally will be a capital gain or loss and will be long-term capital gain (taxable at a reduced rate for individuals) or loss if, on the date of sale or disposition, such H shares or ADSs were held by the U.S. Holder for more than one year and will generally be U.S. source gain or loss. The claim of a deduction in respect of a capital loss may be subject to limitations.

A U.S. Holder that receives Hong Kong dollars (or other foreign currency) from the sale or disposition generally will realize an amount equal to the U.S. dollar value of the Hong Kong dollars (or such other foreign currency) on the settlement date of the sale or disposition if (i) the U.S. Holder is a cash basis or electing accrual basis taxpayer and our H shares or ADSs, as the case may be, are treated as being “traded on an established securities market” for this purpose or (ii) the settlement date is the date of the sale or disposition. If the Hong Kong dollars (or such other foreign currency) so received are converted into U.S. dollars on the settlement date, the U.S. Holder should not recognize foreign currency gain or loss on the conversion. If the Hong Kong dollars (or such other foreign currency) so received are not converted into U.S. dollars on the settlement date, the U.S. Holder will have a basis in the Hong Kong dollars (or such other foreign currency) equal to the U.S. dollar value on the settlement date. Any gain or loss on a subsequent conversion or other disposition of the Hong Kong dollars (or such other foreign currency) generally will be treated as ordinary income or loss from sources within the United States for foreign tax credit limitation purposes. A U.S. Holder should consult its own tax adviser regarding the U.S. federal income tax consequences of receiving Hong Kong dollars (or other currency) from a sale or disposition of the H shares or ADSs in cases not described in this paragraph.

A U.S. Holder that is anon-resident enterprise may be subject to Chinese tax on the gain realized upon the sale or other disposition of H shares or ADS. See “—The People’s Republic of China—Taxation of Capital Gains” above. Holders should consult their own tax advisers concerning their ability to credit such Chinese taxes against their U.S. federal income tax liability in their particular situation.

Special Rules

Related Person Insurance Income. Certain adverse U.S. income and tax reporting rules may apply to U.S. shareholders who, directly or indirectly, own stock of anon-U.S. corporation that earns “related person insurance income” (“RPII”), if 25% or more of thenon-U.S. corporation’s direct or indirect shareholders are U.S. persons. RPII is generally defined as insurance income derived from the insurance (or reinsurance) of insureds who are U.S. shareholders in thenon-U.S. corporation or who are related to such U.S. shareholders. If applicable, these rules would require U.S. Holders to include in taxable income each year their pro rata share of any RPII incurred by us for the year, regardless of whether such income is distributed, and also to file IRS Form 5471, disclosing certain information regarding their direct or indirect ownership of China Life. Special rules apply for purposes of determining each U.S. shareholder’s pro rata share of any RPII. For organizations that are otherwise exempt from U.S. federal income tax under section 501(a) of the Code, any such income would constitute “unrelated business taxable income”. These rules could also apply to convert some or all of the gain recognized from the sale or disposition of H shares or ADSs from capital gain to ordinary income and to require such gain to be reported on IRS Form 5471.

Under a statutory exception, these rules do not apply if less than 20% of thenon-U.S. corporation’s insurance income is RPII or if less than 25% of thenon-U.S. corporation’s stock is owned by U.S. shareholders. Because CLIC holds approximately 68.37%of our share capital, and because we do not offer or intend to offer our products and services in the United States, it is highly unlikely that the RPII rules will apply. If more of our shares are sold to the public in the future, it is possible that such rules could apply at a later date.

Passive Foreign Investment Company. In general, anon-U.S. corporation will be a passive foreign investment company, or a “PFIC”,PFIC if 75% or more of its gross income constitutes “passive income” or 50% or more of its assets produce “passive income” or are held for the production of “passive income”. In determining whether we are a PFIC, we will be treated as if we directly owned our proportionate share of the assets and received our proportionate share of the income of any other corporation in which we own 25% or more of the shares by value.

For the purpose of determining whether anon-U.S. corporation is a PFIC, “passive income” is defined to include income of the kind which would be foreign personal holding company income under section 954(c) of the Code, and generally includes interest, dividends, annuities and other investment income. Passive income does not include interest income or dividends received from controlled subsidiaries or certain other related persons, to the extent properly allocable to income of such related person that is not passive income. The PFIC provisions, as modified by the Tax Cuts and Jobs Act, or the TCJA, specifically exclude from the definition of “passive income” any income “derived in the active conduct of an insurance business by a qualifying insurance corporation” (the “active insurance business exception”). The active insurance business exception is intended to ensure that income derived by a bona fide insurance company is not treated as passive income. A foreignnon-U.S. corporation is a qualifying insurance corporation if it would be subject to tax as an insurance company if it were a domestic corporation and (i) loss and loss adjustment expenses and certain reserves, or “applicable insurance liabilities”, constitute more than 25% of the foreignnon-U.S. corporation’s gross assets for the relevant year or (ii) a U.S. Holder makes an election to apply an alternative facts and circumstances test that applies only in certain runoff-related or ratings-related circumstances involving the insurance business. The PFIC provisions also exclude from the definition of “passive income” any income derived in the active conduct of a banking trade or business.

No final or temporary Treasury regulations currently exist regarding the application of the PFIC rules to an insurance company. However, the IRS released proposed Treasury regulations regarding the application of the PFIC rules to insurance companies in July 2019. These regulations are not yet in force but are proposed to be effective for taxable years of U.S. Holders beginning on or after the date that final regulations are issued. The proposed Treasury regulations provide that whether a company is engaged in the active conduct of an insurance business is a facts and circumstances test, but also introduce a “bright-line” test providing that the active conduct requirement is met only if the insurance company’s “active conduct percentage” is at least 50%. In general, a company’s active conduct percentage is determined by dividing the company’s aggregate expenses for certain insurance-related services of its officers and employees (and the officers and employees of certain affiliates) by the company’s aggregate expenses for such insurance-related services (including those paid to unaffiliated persons). The proposed regulations would also expand the circumstances in which a shareholder of anon-U.S. corporation is treated as owning shares of a subsidiary that is treated as a PFIC even if the corporation is not treated as a PFIC. If these rules are finalized in proposed form, there is a risk that we would be treated as a PFIC.

We make various simplifying assumptions to estimate the asset composition and value of our subsidiaries in order to apply the PFIC tests to the income and assets of our 25% or greater owned subsidiaries. Based on our analysis of our assets and income, which takes into account these assumptions, we believe that we were not classified as a PFIC in 2018. However, there is currently no guidance on the application of the active insurance business exception as modified by the TCJA, and there is little guidance on the circumstances under which a non-U.S. company will be treated as engaged in the active conduct of a banking trade or business for purposes of determining PFIC status. Accordingly,2019.However, there is no assurance that the IRS will not take a contrary position and assert that we are a PFIC. Furthermore, an actual determination of PFIC status is inherently factual in nature and cannot be made until the close of each applicable tax year and, accordingly, no assurances can be given that we will not become a PFIC at some point in the future. Prior to the TCJA, the IRS issued proposed regulations regarding the application of the PFIC provisions to insurance companies and banks, and additional regulations or pronouncements interpreting or clarifying these rules, including in light of the changes to the active insurance business exception made by the TCJA, may be forthcoming. We cannot predict what impact, if any, such guidance would have on the determination of our status as a PFIC.

In general, a U.S. shareholder of a PFIC is subject to a special tax and an interest charge at the time of the sale of (or receipt of an “excess distribution” with respect to) its shares in the PFIC. In general, a shareholder is treated as having received an “excess distribution” if the amount of the distribution was more than 125% of the average distribution with respect to its shares during the three preceding taxable years (or shorter period during which the taxpayer held the shares). The special tax is computed by assuming that the excess distribution or, in the case of a sale, the gain with respect to the shares was earned in equal portions throughout the holder’s period of ownership. The portion allocable to each year prior to the year of sale is taxed at the maximum marginal tax rate applicable for each such period. The interest charge is determined based on the applicable rate imposed on underpayments of U.S. federal income tax for the period. The special tax and the interest charge generally will not apply to a U.S. shareholder that validly makes a “qualified electing fund” election under section 1295 of the Code with respect to the shares of the PFIC. We do not intend to comply with the requirements necessary to permit a U.S. Holder to make such an election with respect to H shares or ADSs.

The above results may also be avoided if a “mark-to-market”“mark-to-market” election is available and a U.S. Holder validly makes such an election. If the election is made, such U.S. Holder generally will be required to take into account the difference, if any, between the fair market value of, and its adjusted tax basis in, its H shares or ADSs at the end of each taxable year as ordinary income or ordinary loss (to the extent of any netmark-to-market gain previously included in income), and to make corresponding adjustments to the tax basis of such H shares or ADSs. In addition, any gain from a sale or other disposition of H shares or ADSs will be treated as ordinary income, and any loss will be treated as ordinary loss (to the extent of any netmark-to-market gain previously included in income). Amark-to-market election is available to a U.S. Holder only if our H shares or ADSs are considered “marketable stock” for these purposes. Generally, stock will be considered marketable stock if it is “regularly traded” on a “qualified exchange” within the meaning of applicable U.S. Treasury regulations. A class of stock is regularly traded during any calendar year during which such class of stock is traded, other than inde minimis quantities, on at least 15 days during each calendar quarter. Anon-U.S. securities exchange will constitute a qualified exchange if it is regulated or supervised by a governmental authority of the country in which the market is located and meets certain trading, listing, financial disclosure and other requirements set forth in the Treasury Regulations.regulations. We do not know whether our H shares or ADSs will be treated as marketable stock for these purposes.

If we are a PFIC in any taxable year during which a U.S. Holder owns H Shares or ADSs, such U.S. Holder (i) may also suffer adverse tax consequences under the PFIC rules described above with respect to any other PFIC in which we have a direct or indirect equity interest and (ii) generally will be required to file annually a statement with its U.S. federal income tax returns. U.S. Holders should consult their own tax advisers regarding the U.S. federal income tax consequences of a direct or indirect investment in a PFIC.

Medicare Taxes

Certain U.S. Holders that are individuals, estates or trusts are subject to an additional tax at the rate of 3.8% on all or a portion of their “net investment income”, which may include all or a portion of their income arising from a distribution with respect to an ADS or an H Share and gain upon the sale, exchange or other disposition of such ADS or H Share.

Information Reporting and Backup Withholding

Under certain circumstances, information reporting and/or backup withholding may apply to U.S. Holders with respect to payments made on or proceeds from the sale, exchange or other disposition of ADSs or H Shares, unless an applicable exemption is satisfied. Backup withholding is not an additional tax. Any amounts withheld under the backup withholding rules generally will be allowed as a refund or a credit against a U.S. Holder’s U.S. federal income tax liability if the required information is furnished by the U.S. Holder on a timely basis to the IRS.

Reportable Transactions

U.S. Holders that participate in “reportable transactions” (as defined in the Treasury Regulations)regulations) must attach to their federal income tax returns a disclosure statement on Form 8886. We urge U.S. Holders to consult their own tax advisers as to the possible obligation to file Form 8886 with respect to the ownership or disposition of any Hong Kong dollars (or other foreign currency) received as a dividend or as proceeds from the sale of H shares or ADSs, or any other aspect of the purchase, ownership or disposition of H shares or ADSs.

Disclosure Requirements for Specified Foreign Financial Assets

Individual U.S. Holders (and certain U.S. entities to the extent specified in future IRS guidance) who, during any taxable year, hold any interest in any “specified foreign financial asset” generally will be required to file with their U.S. federal income tax returns Form 8938, setting forth certain information with respect to such asset, if the aggregate value of all such assets exceeds the applicable reporting threshold. “Specified foreign financial asset” generally includes any financial account maintained with anon-U.S. financial institution and may also include H Shares or ADSs if they are not held in an account maintained with a U.S. financial institution. Substantial penalties may be imposed for a failure to comply. U.S. Holders should consult their own tax advisers as to the possible application to them of these filing requirements.

F. DIVIDENDS AND PAYING AGENTS

Not applicable.

G. STATEMENT BY EXPERTS

Not applicable.

H. DOCUMENTS ON DISPLAY

You may read and copy documents referred to in this annual report on Form20-F that have been filed with the U.S. Securities and Exchange Commission, or SEC, at its public reference room located at 100 F Street, NE, Washington, D.C. 20549. Please call the SEC at1-800-SEC-0330 for further information on the public reference rooms and their copy charges. The SEC also maintains a website athttp://www.sec.gov that contains reports, proxy statements and other information regarding the registrations that file electronically with the SEC.

The SEC allows us to “incorporate by reference” the information we filed with the SEC. This means that we can disclose important information to you by referring you to another document filed separately with the SEC. The information incorporated by reference is considered to be part of this annual report on Form20-F.

I. SUBSIDIARY INFORMATION

Not applicable.

ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Our exposure to financial market risks relates primarily to changes in interest rates, equity prices and exchange rates.

The following discussions and tables, which constitute “forward-looking statements” that involve risks and uncertainties, summarize our market-sensitive financial instruments including fair value and maturity. Such discussions address market risk only and do not present other risks which we face in the normal course of business.

For further information on our management of market risk, including the objectives and general strategies of risk management, see “Item 4 Information on the Company—Business Overview—Investments—Risk Management” and Note 4 to our consolidated financial statements included elsewhere in this annual report.

Interest Rate Risk

Our profitability is affected by changes in interest rates. Interest rates are highly sensitive to many factors, including economic growth rate, inflation, governmental monetary and tax policies, domestic and international economic and political conditions, financial regulatory requirements and other factors beyond our control. If interest rates were to increase in the future, surrenders and withdrawals of life insurance and annuity policies and contracts may increase as policy holders may seek other investments with higher perceived returns. This process may result in cash outflows requiring that we sell investment assets at a time when the prices of those assets are adversely affected by the increase in market interest rates, which may result in realized investment losses. However, if interest rates were to decline in the future, the income we realize from our investments may decrease, affecting our profitability. In addition, as instruments in our investment portfolio mature, we might have to reinvest the funds we receive in investments bearing low interest rates, which may also affect our profitability.

For the years ended December 31,2018,31, 2019, 2018 and 2017, and 2016, our investment yield was 3.29%5.24%, 5.16%,3.29% and 4.69%5.16%, respectively. Investment contracts are generally priced with guaranteed interest rates. Dividendsrates.Dividends on participating policies are required to be at least 70% of distributable earnings attributable to such policies.

The following tables set forth selected assets and liabilities with exposure to interest rates as of December 31, 2019, 2018 2017 and 2016.2017.

 

  Expected Maturity Date   Expected Maturity Date 
As of December 31, 2018  2019   2020   2021   2022   2023   Thereafter   Total   Fair
value
 
As of December 31, 2019  2020   2021   2022   2023   2024   Thereafter   Total   Fair
value
 
  (RMB in millions, except as otherwise stated)   (RMB in millions, except as otherwise stated) 

Assets

                                

Held-to-maturity and available-for-sale debt securities

                                

Fixed rate bonds

                                

in RMB

   25,976    56,949    72,536    97,279    60,894    906,409    1,220,043    1,256,866    37,262    64,853    84,960    57,526    35,163    1,038,319    1,318,083    1,357,890 

Average interest rate

   5.19%    4.86%    4.46%    4.71%    5.06%    4.42%    4.52%      4.82%    4.37%    4.62%    4.91%    5.03%    4.29%    4.38%   

in US$

   2,241    13    21    6    35    74    2,390    2,393    7,571    46    —      7    36    115    7,775    7,792 

Average interest rate

   2.93%    5.33%    6.55%    5.12%    5.05%    5.05%    3.07%      2.36%    5.50%    —      5.97%    5.44%    4.53%    2.43%   

Variable rate bonds

                                

in RMB

   —      30    —      —      —      201    231    231    10    —      —      —      —      207    217    217 

Average interest rate

   —      5.23%    —      —      —      4.66%    4.73%      2.78%    —      —      —      —      4.54%    4.46%   

Term deposits

                                

in RMB

   151,418    77,441    33,830    88,950    122,800    77,400    551,839    551,839    98,981    33,830    111,661    122,800    151,900    8,030    527,202    527,202 

Average interest rate

   4.48%    5.17%    3.90%    4.58%    5.31%    4.78%    4.78%      4.95%    3.90%    4.47%    5.31%    4.69%    4.33%    4.78%   

in US$

   7,502    —      —      —      —      —      7,502    7,502    8,026    —      —      —      —      —      8,026    8,026 

Average interest rate

   3.21%    —      —      —      —      —      3.21%   

in HK$

   32    —      —      —      —      —      32    32 

Average interest rate

   2.21%    —      —      —      —      —      2.21%      2.57%    —      —      —      —      —      2.57%   

Liabilities

                                

Securities sold under agreements to repurchase

   192,141    —      —      —      —      —      192,141    192,141    118,088    —      —      —      —      —      118,088    118,088 

Average interest rate

   1.86%    —      —      —      —      —      1.86%      1.51%    —      —      —      —      —      1.51%   

Interest-bearing loans and other borrowings

                                

in British pound

   2,385    —      —      —      —      —      2,385    2,385    —      —      —      —      2,515    —      2,515    2,515 

Average interest rate

   3.54%    —      —      —      —      —      3.54%      —      —      —      —      3.08%    —      3.08%   

in US$

   13,108    —      —      —      —      —      13,108    13,108    126    —      —      —      12,766    —      12,892    12,892 

Average interest rate

   2.35%    —      —      —      —      —      2.35%      2.70%    —      —      —      3.18%    —      3.18%   

in Euro

   993    3,139    525    —      —      —      4,657    4,657    4,115    523    —      —      —      —      4,638    4,638 

Average interest rate

   1.50%    3.80%    2.50%    —      —      —      3.16%      3.25%    2.50%    —      —      —      —      3.16%   

Investment contracts

   2,867    3,213    451    986    1,296    246,621    255,434    245,803    4,153    677    782    1,634    1,456    259,102    267,804    260,592 

Average guaranteed interest rate

   1.77%    1.61%    2.21%    2.20%    2.27%    2.40%    2.38%      1.90%    2.30%    2.18%    2.29%    1.81%    2.40%    2.39%   

Long-term insurance contracts

   62,349    24,371    22,294    26,533    16,696    2,037,551    2,189,794      69,839    23,490    20,951    17,419    16,689    2,372,943    2,521,331   

Average guaranteed interest rate

   2.59%    2.56%    2.61%    2.68%    2.49%    2.67%    2.67%      2.64%    2.64%    2.51%    2.49%    2.52%    2.75%    2.74%   

   Expected Maturity Date 
As of December 31, 2017  2018   2019   2020   2021   2022   Thereafter   Total   Fair
value
 
   (RMB in millions, except as otherwise stated) 

Assets

                

Held-to-maturity and available-for-sale debt securities

                

Fixed rate bonds

                

in RMB

   59,591    52,756    59,967    56,044    93,085    786,998    1,108,441    1,084,377 

Average interest rate

   4.82%    5.23%    4.91%    4.59%    4.79%    4.56%    4.65%   

in US$

   1,229    —      13    32    —      110    1,384    1,393 

Average interest rate

   0.98%    —      5.50%    6.15%    —      5.25%    1.48%   

Variable rate bonds

                

in RMB

   209    —      28    —      —      —      237    237 

Average interest rate

   4.66%    —      5.35%    —      —      —      4.74%   

Term deposits

                

in RMB

   89,332    149,833    77,441    33,300    88,950    2,800    441,656    441,656 

Average interest rate

   4.90%    4.50%    5.17%    3.90%    4.54%    5.20%    4.66%   

in US$

   7,744    —      —      —      —      —      7,744    7,744 

Average interest rate

   1.96%    —      —      —      —      —      1.96%   

Liabilities

                

Securities sold under agreements to repurchase

   87,309    —      —      —      —      —      87,309    87,309 

Average interest rate

   5.39%    —      —      —      —      —      5.39%   

Interest-bearing loans and other borrowings

                

in British pound

   —      2,413    —      —      —      —      2,413    2,413 

Average interest rate

   —      3.54%    —      —      —      —      3.54%   

in US$

   —      12,480    —      —      —      —      12,480    12,480 

Average interest rate

   —      2.35%    —      —      —      —      2.35%   

in Euro

   780    —      3,121    —      —      —      3,901    3,901 

Average interest rate

   1.50%    —      3.80%    —      —      —      3.34%   

Investment contracts

   2,765    1,922    2,259    591    953    224,010    232,500    229,222 

Average guaranteed interest rate

   1.42%    0.80%    1.32%    2.12%    1.69%    2.49%    2.44%   

Long-term insurance contracts

   107,665    23,963    23,861    25,615    81,730    1,736,232    1,999,066   

Average guaranteed interest rate

   2.52%    2.58%    2.57%    2.68%    3.24%    2.61%    2.63%   

   Expected Maturity Date 
As of December 31, 2018  2019   2020   2021   2022   2023   Thereafter   Total   Fair
value
 
   (RMB in millions, except as otherwise stated) 

Assets

                

Held-to-maturity and available-for-sale debt securities

                

Fixed rate bonds

                

in RMB

   25,976    56,949    72,536    97,279    60,894    906,409    1,220,043    1,256,866 

Average interest rate

   5.19%    4.86%    4.46%    4.71%    5.06%    4.42%    4.52%   

in US$

   2,241    13    21    6    35    74    2,390    2,393 

Average interest rate

   2.93%    5.33%    6.55%    5.12%    5.05%    5.05%    3.07%   

Variable rate bonds

                

in RMB

   —      30    —      —      —      201    231    231 

Average interest rate

   —      5.23%    —      —      —      4.66%    4.73%   

Term deposits

                

in RMB

   151,418    77,441    33,830    88,950    122,800    77,400    551,839    551,839 

Average interest rate

   4.48%    5.17%    3.90%    4.58%    5.31%    4.78%    4.78%   

in US$

   7,502    —      —      —      —      —      7,502    7,502 

Average interest rate

   2.21%    —      —      —      —      —      2.21%   

Liabilities

                

Securities sold under agreements to repurchase

   192,141    —      —      —      —      —      192,141    192,141 

Average interest rate

   1.86%    —      —      —      —      —      1.86%   

Interest-bearing loans and other borrowings

                

in British pound

   2,385    —      —      —      —      —      2,385    2,385 

Average interest rate

   3.54%    —      —      —      —      —      3.54%   

in US$

   13,108    —      —      —      —      —      13,108    13,108 

Average interest rate

   2.35%    —      —      —      —      —      2.35%   

in Euro

   993    3,139    525    —      —      —      4,657    4,657 

Average interest rate

   1.50%    3.80%    2.50%    —      —      —      3.16%   

Investment contracts

   2,867    3,213    451    986    1,296    246,621    255,434    245,803 

Average guaranteed interest rate

   1.77%    1.61%    2.21%    2.20%    2.27%    2.40%    2.38%   

Long-term insurance contracts

   62,349    24,371    22,294    26,533    16,696    2,037,551    2,189,794   

Average guaranteed interest rate

   2.59%    2.56%    2.61%    2.68%    2.49%    2.67%    2.67%   

   Expected Maturity Date 
As of December 31, 2016  2017   2018   2019   2020   2021   Thereafter   Total   Fair
value
 
   (RMB in millions, except as otherwise stated) 

Assets

                

Held-to-maturity and available-for-sale debt securities

                

Fixed rate bonds

                

in RMB

   63,466    71,709    53,115    44,127    46,853    714,000    993,270    1,017,685 

Average interest rate

   4.87%    4.59%    5.25%    4.85%    4.58%    4.56%    4.64%   

in US$

   —      —      —      13    34    117    164    170 

Average interest rate

   —      —      —      5.50%    6.15%    5.25%    5.46%   

Variable rate bonds

                

in RMB

   409    207    10    28    —      400    1,054    1,055 

Average interest rate

   5.66%    4.65%    3.80%    5.29%    —      4.60%    5.03%   

Term deposits

                

in RMB

   179,729    88,157    149,833    70,500    36,300    7,700    532,219    532,219 

Average interest rate

   5.00%    4.94%    5.00%    5.29%    3.90%    3.80%    4.94%   

in US$

   6,106    —      —      —      —      —      6,106    6,106 

Average interest rate

   1.51%    —      —      —      —      —      1.51%   

Liabilities

                

Securities sold under agreements to repurchase

   81,088    —      —      —      —      —      81,088    81,088 

Average interest rate

   3.64%    —      —      —      —      —      3.64%   

Interest-bearing loans and other borrowings

                

in British pound

   —      —      2,339    —      —      —      2,339    2,339 

Average interest rate

   —      —      3.54%    —      —      —      3.54%   

in US$

   —      —      13,100    —      —      —      13,100    13,100 

Average interest rate

   —      —      2.35%    —      —      —      2.35%   

in Euro

   731    —      —      —      —      —      731    731 

Average interest rate

   1.50%    —      —      —      —      —      1.50%   

Investment contracts

   2,632    1,872    1,882    543    585    188,192    195,706    192,373 

Average guaranteed interest rate

   1.60%    1.24%    0.78%    2.30%    2.26%    2.37%    2.34%   

Long-term insurance contracts

   143,140    72,636    24,073    25,257    58,264    1,502,586    1,825,956   

Average guaranteed interest rate

   2.53%    2.51%    2.60%    2.62%    3.17%    2.59%    2.60%   

   Expected Maturity Date 
As of December 31, 2017  2018   2019   2020   2021   2022   Thereafter   Total   Fair
value
 
   (RMB in millions, except as otherwise stated) 

Assets

                

Held-to-maturity andavailable-for-sale debt securities

                

Fixed rate bonds

                

in RMB

   59,591    52,756    59,967    56,044    93,085    786,998    1,108,441    1,084,377 

Average interest rate

   4.82%    5.23%    4.91%    4.59%    4.79%    4.56%    4.65%   

in US$

   1,229    —      13    32    —      110    1,384    1,393 

Average interest rate

   0.98%    —      5.50%    6.15%    —      5.25%    1.48%   

Variable rate bonds

                

in RMB

   209    —      28    —      —      —      237    237 

Average interest rate

   4.66%    —      5.35%    —      —      —      4.74%   

Term deposits

                

in RMB

   89,332    149,833    77,441    33,300    88,950    2,800    441,656    441,656 

Average interest rate

   4.90%    4.50%    5.17%    3.90%    4.54%    5.20%    4.66%   

in US$

   7,744    —      —      —      —      —      7,744    7,744 

Average interest rate

   1.96%    —      —      —      —      —      1.96%   

Liabilities

                

Securities sold under agreements to repurchase

   87,309    —      —      —      —      —      87,309    87,309 

Average interest rate

   5.39%    —      —      —      —      —      5.39%   

Interest-bearing loans and other borrowings

                

in British pound

   —      2,413    —      —      —      —      2,413    2,413 

Average interest rate

   —      3.54%    —      —      —      —      3.54%   

in US$

   —      12,480    —      —      —      —      12,480    12,480 

Average interest rate

   —      2.35%    —      —      —      —      2.35%   

in Euro

   780    —      3,121    —      —      —      3,901    3,901 

Average interest rate

   1.50%    —      3.80%    —      —      —      3.34%   

Investment contracts

   2,765    1,922    2,259    591    953    224,010    232,500    229,222 

Average guaranteed interest rate

   1.42%    0.80%    1.32%    2.12%    1.69%    2.49%    2.44%   

Long-term insurance contracts

   107,665    23,963    23,861    25,615    81,730    1,736,232    1,999,066   

Average guaranteed interest rate

   2.52%    2.58%    2.57%    2.68%    3.24%    2.61%    2.63%   

Equity Price Risk

Our investments in securities investment funds or equity securities expose us to changes in equity prices. We manage this risk on an integrated basis with other risks through our asset-liability management strategies. We also manage equity price risk through industry and issuer diversification and asset allocation techniques.

The following table sets forth our exposure to equity securities as of December 31, 2019, 2018 2017, and 2016.2017.

 

  As of December 31,   As of December 31, 
  2016   2017   2018   2017   2018   2019 
  Carrying amount   Fair value   Carrying amount   Fair value   Carrying amount   Fair value   Carrying amount   Fair value   Carrying amount   Fair value   Carrying amount   Fair value 
(RMB in millions)                                                

Equity securities

   421,383    421,383    409,528    409,528    424,657    424,657    409,528    409,528    424,657    424,657    605,568    605,568 

Securities at fair value through profit or loss

   54,718    54,718    53,918    53,918    50,714    50,714    53,918    53,918    50,714    50,714    56,402    56,402 

Available-for-sale

   366,665    366,665    355,610    355,610    373,943    373,943    355,610    355,610    373,943    373,943    549,166    549,166 

A hypothetical 10% decline in the December 31, 2019, 2018 2017 and 20162017 value of the securities at fair value through profit or loss equity securities would result in an unrealized loss charged to the income statement of approximately RMB 5,0715,640 million, RMB 5,3925,071 million and RMB 5,4725,392 million, respectively.

A hypothetical 10% decline in the December 31, 2019, 2018 2017 and 20162017 value of theavailable-for-sale equity securities would result in an unrealized loss charged to the income statement of approximately RMB 37,39454,917 million, RMB 35,56137,394 million and RMB 36,66735,561 million, respectively.

The selection of a 10% immediate change in the value of equity securities should not be construed as a prediction by us of future market events but rather as an illustration of the potential impact of such an event.

Foreign Exchange Risk

Our exposure to fluctuations in foreign currency exchange rates against RMB results primarily from our holdings innon-RMB denominated term deposits and our foreign currency-denominated loans. Our debts and capital expenditures are predominantly denominated in RMB, and the principal currencies which create foreign currency exchange rate risk in our deposits are the U.S. dollar and Hong Kong dollar. The principal currencies which expose us to foreign currency exchange risk in our loans are the British pound, U.S. dollar and Euro. OurEuro.Our borrowings in foreign currencies include a five-year bank loan of GBP 275 million with a maturity date on June 17, 2019, a three-year bank loan of US$ 970 million with a maturity date on September 27, 2019, a three-year bank loan of US$ 940 million with a maturity date on September 30, 2019, a three-year bank loan of EUR 67 million with a maturity date on January 18, 2021, a five-year bank loan of GBP 275 million with a maturity date on June 25, 2024, a five-year bank loan of US$ 860 million with a maturity date on September 16, 2024, and asix-month bank loan of EUR 127 million with a maturity date on January 11, 2019 (subject2020 which is automatically renewed upon maturity pursuant to automatic renewal),the terms of the agreement, all of which are fixed rate loans, and a five-year bank loan of US$ 970 million with a maturity date on September 27, 2024, a three-year loan of EUR 400 million with a maturity date on December 6, 2020, and aone-year bank loan of US$ 18 million with a maturity date on November 6, 2020, all of which is aare floating rate loan. Weloans.We recorded RMB 19467 million (US$ 2810 million) in foreign exchange losses for the year ended December 31, 2018,2019, resulting mainly from the change in foreign exchange rates applicable to our assets and liabilities held in foreign currencies. Futurecurrencies.Future movements in the exchange rate of RMB against the U.S. dollar and other foreign currencies may adversely affect our results of operations and financial condition.

The following tables set forth assets denominated in currencies other than RMB as of December 31, 2019, 2018 2017 and 2016.2017.

 

  Expected Maturity Date   Expected Maturity Date 
As of December 31, 2018  2019   2020   2021   2022   2023   Thereafter   Total   Fair
value
 
As of December 31, 2019  2020   2021   2022   2023   2024   Thereafter   Total   Fair
value
 
  (in millions)   (in millions) 

Debt securities

                                

in US$

   2,814    17    25    12    35    114    3,017    3,019    7,804    46    6    37    36    294    8,223    8,240 

Average interest rate

   2.52%    4.33%    5.60%    2.75%    5.05%    4.04%    2.64%      2.29%    5.50%    0.12%    3.75%    5.44%    3.67%    2.38%       

Other

   3    —      —      —      —      28    31    31    —      —      1    —      3    55    59    59 

Average interest rate

   0.14%    —      —      —      —      0.91%    0.85%      —      —      2.69%    —      0.27%    0.77%    0.77%   

Term deposits

                                

in US$

   7,502    —      —      —      —      —      7,502    7,502    8,026    —      —      —      —      —      8,026    8,026 

Average interest rate

   3.21%    —      —      —      —      —      3.21%   

in HK$

   32    —      —      —      —      —      32    32 

Average interest rate

   2.21%    —      —      —      —      —      2.21%      2.57%    —      —      —      —      —      2.57%   

Loans

                                

in US$

   —      —      —      —      —      1,766    1,766    1,835    —      —      —      —      —      1,592    1,592    1,778 

Average interest rate

   —      —      —      —      —      4.12%    4.12%      —      —      —      —      —      4.12%    4.12%   

Cash and cash equivalents

                                

in US$

   1,768    —      —      —      —      —      1,768    1,768    1,842    —      —      —      —      —      1,842    1,842 

Average interest rate

   0.01%    —      —      —      —      —      0.01%      0.05%    —      —      —      —      —      0.05%   

in HK$

   261    —      —      —      —      —      261    261    444    —      —      —      —      —      444    444 

Average interest rate

   —      —      —      —      —      —      —        —      —      —      —      —      —      —     

in British pound

   286    —      —      —      —      —      286    286    406    —      —      —      —      —      406    406 

Average interest rate

   —      —      —      —      —      —      —        —      —      —      —      —      —      —     

in Euro

   43    —      —      —      —      —      43    43    20    —      —      —      —      —      20    20 

Average interest rate

   —      —      —      —      —      —      —        —      —      —      —      —      —      —     

Other

   —      —      —      —      —      —      —      —      3    —      —      —      —      —      3    3 

Average interest rate

   —      —      —      —      —      —      —        —      —      —      —      —      —      —     

Liabilities

                                

Interest-bearing loans and other borrowings

                                

in British pound

   2,385    —      —      —      —      —      2,385    2,385    —      —      —      —      2,515    —      2,515    2,515 

Average interest rate

   3.54%    —      —      —      —      —      3.54%      —      —      —      —      3.08%    —      3.08%   

in US$

   13,108    —      —      —      —      —      13,108    13,108    126    —      —      —      12,766    —      12,892    12,892 

Average interest rate

   2.35%    —      —      —      —      —      2.35%      2.70%    —      —      —      3.18%    —      3.18%   

in Euro

   993    3,139    525    —      —      —      4,657    4,657    4,115    523    —      —      —      —      4,638    4,638 

Average interest rate

   1.50%    3.80%    2.50%    —      —      —      3.16%      3.25%    2.50%    —      —      —      —      3.16%   

   Expected Maturity Date 
As of December 31, 2017  2018   2019   2020   2021   2022   Thereafter   Total   Fair
value
 
   (in millions) 

Debt securities

                

in US$

   1,587    1    17    33    —      181    1,819    1,828 

Average interest rate

   0.77%    0.13%    4.12%    5.95%    —      3.79%    1.20%   

Other

   —      1    —      —      —      26    27    27 

Average interest rate

   —      0.14%    —      —      —      1.02%    0.98%   

Term deposits

                

in US$

   7,744    —      —      —      —      —      7,744    7,744 

Average interest rate

   1.96%    —      —      —      —      —      1.96%   

Loans

                

in US$

   —      —      —      —      —      952    952    952 

Average interest rate

   —      —      —      —      —      4.00%    4.00%   

Cash and cash equivalents

                

in US$

   1,246    —      —      —      —      —      1,246    1,246 

Average interest rate

   0.09%    —      —      —      —      —      0.09%   

in HK$

   185    —      —      —      —      —      185    185 

Average interest rate

   —      —      —      —      —      —      —     

in British pound

   282    —      —      —      —      —      282    282 

Average interest rate

   —      —      —      —      —      —      —     

in Euro

   128    —      —      —      —      —      128    128 

Average interest rate

   —      —      —      —      —      —      —     

Other

   3    —      —      —      —      —      3    3 

Average interest rate

   —      —      —      —      —      —      —     

Liabilities

                

Interest-bearing loans and other borrowings

                

in British pound

   —      2,413    —      —      —      —      2,413    2,413 

Average interest rate

   —      3.54%    —      —      —      —      3.54%   

in US$

   —      12,480    —      —      —      —      12,480    12,480 

Average interest rate

   —      2.35%    —      —      —      —      2.35%   

in Euro

   780    —      3,121    —      —      —      3,901    3,901 

Average interest rate

   1.50%    —      3.80%    —      —      —      3.34%   

   Expected Maturity Date 
As of December 31, 2018  2019   2020   2021   2022   2023   Thereafter   Total   Fair
value
 
   (in millions) 

Debt securities

                

in US$

   2,814    17    25    12    35    114    3,017    3,019 

Average interest rate

   2.52%    4.33%    5.60%    2.75%    5.05%    4.04%    2.64%   

Other

   3    —      —      —      —      28    31    31 

Average interest rate

   0.14%    —      —      —      —      0.91%    0.85%   

Term deposits

                

in US$

   7,502    —      —      —      —      —      7,502    7,502 

Average interest rate

   2.21%    —      —      —      —      —      2.21%   

Loans

                

in US$

   —      —      —      —      —      1,766    1,766    1,835 

Average interest rate

   —      —      —      —      —      4.12%    4.12%   

Cash and cash equivalents

                

in US$

   1,768    —      —      —      —      —      1,768    1,768 

Average interest rate

   0.01%    —      —      —      —      —      0.01%   

in HK$

   261    —      —      —      —      —      261    261 

Average interest rate

   —      —      —      —      —      —      —     

in British pound

   286    —      —      —      —      —      286    286 

Average interest rate

   —      —      —      —      —      —      —     

in Euro

   43    —      —      —      —      —      43    43 

Average interest rate

   —      —      —      —      —      —      —     

Other

   —      —      —      —      —      —      —      —   

Average interest rate

   —      —      —      —      —      —      —     

Liabilities

                

Interest-bearing loans and other borrowings

                

in British pound

   2,385    —      —      —      —      —      2,385    2,385 

Average interest rate

   3.54%    —      —      —      —      —      3.54%   

in US$

   13,108    —      —      —      —      —      13,108    13,108 

Average interest rate

   2.35%    —      —      —      —      —      2.35%   

in Euro

   993    3,139    525    —      —      —      4,657    4,657 

Average interest rate

   1.50%    3.80%    2.50%    —      —      —      3.16%   

   Expected Maturity Date 
As of December 31, 2016  2017   2018   2019   2020   2021   Thereafter   Total   Fair
value
 
   (in millions) 

Debt securities

                

in US$

   288    —      1    13    34    176    512    518 

Average interest rate

   —      —      0.12%    5.50%    6.15%    3.82%    1.87%   

Other

   —      —      3    —      —      26    29    29 

Average interest rate

   —      —      1.05%    —      —      1.26%    1.24%   

Term deposits

                

in US$

   6,106    —      —      —      —      —      6,106    6,106 

Average interest rate

   1.51%    —      —      —      —      —      1.51%   

Cash and cash equivalents

                

in US$

   2,685    —      —      —      —      —      2,685    2,685 

Average interest rate

   0.53%    —      —      —      —      —      0.53%   

in HK$

   2,083    —      —      —      —      —      2,083    2,083 

Average interest rate

   —      —      —      —      —      —      —     

in British pound

   145    —      —      —      —      —      145    145 

Average interest rate

   —      —      —      —      —      —      —     

Other

   15    —      —      —      —      —      15    15 

Average interest rate

   —      —      —      —      —      —      —     

Liabilities

                

Interest-bearing loans and other borrowings

                

in British pound

   —      —      2,339    —      —      —      2,339    2,339 

Average interest rate

   —      —      3.54%    —      —      —      3.54%   

in US$

   —      —      13,100    —      —      —      13,100    13,100 

Average interest rate

   —      —      2.35%    —      —      —      2.35%   

in Euro

   731    —      —      —      —      —      731    731 

Average interest rate

   1.50%    —      —      —      —      —      1.50%   

   Expected Maturity Date 
As of December 31, 2017  2018   2019   2020   2021   2022   Thereafter   Total   Fair
value
 
   (in millions) 

Debt securities

                

in US$

   1,587    1    17    33    —      181    1,819    1,828 

Average interest rate

   0.77%    0.13%    4.12%    5.95%    —      3.79%    1.20%   

Other

   —      1    —      —      —      26    27    27 

Average interest rate

   —      0.14%    —      —      —      1.02%    0.98%   

Term deposits

                

in US$

   7,744    —      —      —      —      —      7,744    7,744 

Average interest rate

   1.96%    —      —      —      —      —      1.96%   

Loans

                

in US$

   —      —      —      —      —      952    952    952 

Average interest rate

   —      —      —      —      —      4.00%    4.00%   

Cash and cash equivalents

                

in US$

   1,246    —      —      —      —      —      1,246    1,246 

Average interest rate

   0.09%    —      —      —      —      —      0.09%   

in HK$

   185    —      —      —      —      —      185    185 

Average interest rate

   —      —      —      —      —      —      —     

in British pound

   282    —      —      —      —      —      282    282 

Average interest rate

   —      —      —      —      —      —      —     

in Euro

   128    —      —      —      —      —      128    128 

Average interest rate

   —      —      —      —      —      —      —     

Other

   3    —      —      —      —      —      3    3 

Average interest rate

   —      —      —      —      —      —      —     

Liabilities

                

Interest-bearing loans and other borrowings

                

in British pound

   —      2,413    —      —      —      —      2,413    2,413 

Average interest rate

   —      3.54%    —      —      —      —      3.54%   

in US$

   —      12,480    —      —      —      —      12,480    12,480 

Average interest rate

   —      2.35%    —      —      —      —      2.35%   

in Euro

   780    —      3,121    —      —      —      3,901    3,901 

Average interest rate

   1.50%    —      3.80%    —      —      —      3.34%   

ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES.

A. DEBT SECURITIES

Not applicable.

B. WARRANTS AND RIGHTS

Not applicable.

C. OTHER SECURITIES

Not applicable.

D. AMERICAN DEPOSITARY SHARES

The table below sets forth all fees and charges that a holder of our ADRs may have to pay to the depositary bank of our ADR program, either directly or indirectly.

 

Category

  

Depositary Actions

  

Associated Fee

(a) Depositing or substituting the underlying shares  

Each person to whom ADRs are issued against deposits of shares, including deposits and issuances in respect of:

 

share distributions, rights, merger

 

exchange of securities or any other transaction or event or other distribution affecting the ADSs or the deposited securities

  US$ 5.00 for each 100 ADSs (or portion thereof) evidenced by the new ADRs delivered
(b) Receiving or distributing dividends  Distribution of dividends  US$ 0.02 or less per ADS
(c) Selling or exercising rights  Distribution or sale of securities, the fee being in an amount equal to the fee for the execution and delivery of ADSs which would have been charged as a result of the deposit of such securities  US$ 5.00 for each 100 ADSs (or portion thereof)
(d) Withdrawing an underlying security  Acceptance of ADRs surrendered for withdrawal of deposited securities  US$ 5.00 for each 100 ADSs (or portion thereof) evidenced by the ADRs surrendered
(e) Transferring, splitting or grouping receipts  Transfers, combining or grouping of depositary receipts  US$ 1.50 per ADS
(f) Expenses of the depositary  

Expenses incurred on behalf of ADR holders in connection with:

 

compliance with foreign exchange control regulations or any law or regulation relating to foreign investment;

 

the depositary’s or its custodian’s compliance with applicable law, rule or regulation;

 

stock transfer or other taxes and other governmental charges;

 

cable, telex, facsimile transmission and delivery;

 

expenses of the depositary in connection with the conversion of foreign currency into U.S. dollars (which are paid out of such foreign currency); and

 

any other charge payable by depositary or its agents.

  Expenses payable at the sole discretion of the depositary by billing ADR holders or by deducting charges from one or more cash dividends or other cash distributions.

Deutsche Bank Trust Company Americas, or Deutsche Bank, has served as the depositary bank of our ADR program since January 4, 2010. Deutsche Bank has agreed to reimburse certain reasonable company expenses related to our ADR program and incurred by us in connection with our ADR program. The table below sets forth the amounts reimbursed from January 1, 20182019 to April 5, 2019.10, 2020.

 

Category of Expenses

  

Amount Reimbursed

from January 1, 2018
2019

to April 5, 201910, 2020

 

NYSE listing fees

  US$133,000.00139,000.00 

Legal fees

  US$3,715.003,530.00 

Investor relations(1)

  US$592,947.70409,649.49 

Broker reimbursements(2)

  US$86,484.0640,544.14 
  

 

 

 

Total

  US$816,146.76592,723.63 
  

 

 

 
(1) 

Includes expenses related to announcement of results, ADR training programs,non-deal roadshows and investor relations activities.

(2) 

Broker reimbursements are fees payable to Broadridge and other service providers for the distribution of hard copy material to beneficial ADR holders holding in the Depositary Trust Company. Corporate material includes information related to shareholders’ meetings and related voting instruction cards. These fees are SEC approved.

PART II

ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES.

None.

ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS.

A. MATERIAL MODIFICATION TO THE RIGHTS OF SECURITY HOLDERS

See “Item 10. Additional Information—Articles of Association”.

B. USE OF PROCEEDS

The following use of proceeds information relates to our registration statement on FormF-1 (FileNo. 333-110615), filed by us in connection with our initial public offering of H shares in the United States. In connection with the registration of the H shares, a registration statement on FormF-6 (FileNo.333-110622) was also filed for ADSs representing such H shares. Each of these two registration statements was declared effective by the SEC on December 11, 2003. Our H shares commenced trading on the Hong Kong Stock Exchange on December 18, 2003 and the ADSs on the New York Stock Exchange on December 17, 2003.

The net proceeds from the initial public offering of our shares, after deduction of fees and expenses, amounted to RMB 24,707 million and were held in either H.K. dollars or U.S. dollars. Asdollars.As of the date of this annual report, a part of the cash proceeds from our global offering was held in bank deposit accounts denominated in foreign currencies in China, and part of the cash proceeds was invested in securities listed on overseas stock exchanges, multi-asset portfolios and private equity funds. We invested approximately US$ 433 million, in addition to 2,282 million in Renminbi, in Guangdong Development Bank in December 2006. We used approximately HK$ 12 billion for investments in Sino-Ocean Group Holding Limited in 2009, 2010 and 2013. As of December 31, 2018,2019, we had engaged 1310 third party overseas investment managers to manage US$ 1,4041,363 million for investment in overseas public markets.

ITEM 15. CONTROLS AND PROCEDURES.

Disclosure Controls and Procedures

As required by Rule13a-15(b) of the Securities Exchange Act of 1934, we have carried out an evaluation, under the supervision and with the participation of our management, including our chief executive officer and our chief financial officer, of the effectiveness of our disclosure controls and procedures as of December 31, 2018,2019, the end of the period covered by this annual report. Based on that evaluation, our chief executive officer and our chief financial officer concluded that our disclosure controls and procedures were effective at a reasonable assurance level as of December 31, 2018.2019.

Management’s Report on Internal Control over Financial Reporting

Management of China Life Insurance Company Limited (together with its consolidated subsidiaries, the “Company”) is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules13a-15(f) and15d-15(f) under the Securities Exchange Act of 1934, as amended. The 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 applicable generally accepted accounting principles. The Company’s internal control over financial reporting includes those policies and procedures that:

 

pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets and liabilities of the Company;

 

provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with the applicable 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

 

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.

Management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, 2018.2019. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) in Internal Control—Integrated Framework (2013 framework). Based on this assessment, management determined that the Company’s internal control over financial reporting was effective as of December 31, 2018.2019.

The Company’s internal control over financial reporting as of December 31, 20182019 has been audited by Ernst & Young Hua Ming LLP, an independent registered public accounting firm, as stated in their report which is on pages F-3pagesF-6 and F-4 ofF-7of this annual report, which expresses an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting as of December 31, 2018.2019.

Changes in Internal Control over Financial Reporting

There were no changes to the Company’s internal control over financial reporting as defined in Exchange Act Rule13a-15(f) during the year ended December 31, 20182019 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT.

Our board of directors has determined that Mr. Chang Tso Tung Stephen qualifiesStephenqualifies as an audit committee financial expert as defined in Item 16A of Form20-F. Mr. Chang Tso Tung Stephen is “independent” in accordance with the applicable requirements of Rule10A-3 of the Securities Exchange Act of 1934. Mr. Chang was appointed as an independentnon-executive director and a member of the audit committee of our Company in October 2014. For Mr. Chang’s biographicalChang’sbiographical information, see “Item 6. Directors, Senior Management and Employees”.

ITEM 16B. CODE OF ETHICS.

At the board of directors meeting held on June 29, 2004, we adopted a code of business conduct and ethics that applies to our chief executive officer, chief financial officer, controller and other senior officers of our company. We have filed the adopted code of business conduct and ethics as an exhibit to our annual report on Form20-F for the fiscal year ended December 31, 2004, as filed on May 27, 2005.

ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

The following table sets forth the aggregate audit fees, audit-related fees, tax fees and all other fees paid to our principal accountants for the fiscal years of 20182019 and 2017.2018.

 

  Audit Fees(1)   Audit-Related Fees   Tax Fees   All Other Fees(2)   Audit Fees(1)   Audit-Related Fees   Tax Fees   All Other Fees(2) 
  (RMB in millions)   (RMB in millions) 

2019

   61    —      —      3 

2018

   60    —      —      5    60    —      —      5 

2017

   59    —      —      1 

 

(1)

Audit fees include fees billed for professional services rendered for audits of the consolidated financial statements and review of interim financial statements of China Life and fees billed for performing agreed-upon procedures.

(2)

All other fees include fees billed for advisory services which do not affect the independence of our principal accountants.

According to our current internal rules, before our principal accountants are engaged by us to render audit ornon-audit services, the engagement must be approved by our audit committee.

ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES.

Not applicable.

ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS.

As of December 31, 2018,2019, China Life and its subsidiaries had not purchased, sold or redeemed any of China Life’s shares.

ITEM 16F. CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT.

Not Applicable.

ITEM 16G. CORPORATE GOVERNANCE.GOVERNANCE

As a Chinese company with H shares, ADSs and A shares publicly traded on the HKSE, the NYSE and the SSE, respectively, we must comply with the corporate governance standards provided by PRC company law and other laws, as well as the securities laws and regulations in Hong Kong, United States and the listing requirements of the HKSE, the NYSE and the SSE that are applicable to us. The description set forth below includes, for purpose of Section 303A.11 of the NYSE Listed Company Manual, a summary of the significant ways in which our corporate governance practices differ from those followed by U.S. domestic companies under NYSE rules.

Board Independence

We identify our independentnon-executive directors in accordance with the qualifications provided by relevant PRC and Hong Kong regulations, which prohibit independent directors from having, among other things, specified interests in our securities or business, relationships with the management and financial dependence on us. These tests vary in certain respects with those set forth under Section 303A.02 of the NYSE Listed Company Manual.

Section 303A.02 of the NYSE Listed Company Manual also requires the board of directors to affirmatively determine that the director has no material relationship with the company (either directly or as a partner, shareholder or officer of an organization that has a relationship with the company). Under the HKSE Listing Rules, each independentnon-executive director must provide an annual confirmation of his independence to the listed company. Under the Tentative Guidelines on Corporate Governance of Insurance Companies issued by the CIRC in 2006 (the “Chinese Insurance Company Corporate Governance Guidelines”), each independent director must make a public announcement of the director’s independence and commitment to duties.

Section 303A.01 of the NYSE Listed Company Manual provides that a U.S. domestic issuer must have a majority of independent directors, unless more than 50% of such issuer’s voting power for the election of directors is controlled by an individual, a group or another company (a “controlled company”). Because more than 60% of our voting power is controlled by CLIC, we, as with controlled U.S. domestic companies, would not be required to comply with this independent board requirement. As of the date of this annual report, our board of directors comprised teneleven directors, including three executive directors, three fournon-executive directors and four independentnon-executive directors.

Section 303A.03 of the NYSE Listed Company Manual requires a U.S. domestic company to have itsnon-management directors meet at regularly scheduled executive sessions without management and hold an executive session including only independent directors at least once a year, or hold regular executive sessions of independent directors. Under the HKSE corporate governance rules, effective since April 1, 2012, the chairman of our board of directors is required to have a meeting with non-executive directors (including independent non-executive directors) only without the executive directors present at least once a year. In August 2018, the then chairman of our board convened a meeting of non-executive directors (including independent non-executive directors) to discuss the development strategy, corporate governance and operational management of the Company. Pursuant to further amendments to the HKSE corporate governance rules, from January 1, 2019, the chairman of our board of directors is required to have a meeting with independentnon-executive directors only without the other directors present at least once a year. On December 19, 2019, the chairman of our board convened a meeting with independentnon-executive directors only without the other directors present to discuss the operational management and development reform of our company.

Nominating/Corporate Governance Committee and Compensation Committee

Under Section 303A.04 of the NYSE Listed Company Manual, a U.S. domestic company must have a nominating/corporate governance committee composed entirely of independent directors with a written charter that addresses certain specified responsibilities, unless it is a “controlled company”. Section 303A.05 of the NYSE Listed Company Manual requires a U.S. domestic company to have a compensation committee composed entirely of independent directors with a written charter that addresses certain specified duties, unless it is a “controlled company”. We, as with controlled U.S. domestic companies, are not required under NYSE rules to have such a nominating/corporate governance committee or compensation committee. We have established a nominating and remuneration committee in accordance with the HKSE Listing Rules, comprised of a majority of independentnon-executive directors as required under those rules. Therules.The primary duties of the nomination and remuneration committee are to review the structure and components of our board of directors, to formulate the appointment and successors to our board of directors and senior management, to review and recommend the nomination of our directors and senior officers, as well as to propose to our board of directors the remuneration policy for our directors, supervisors and senior management.

The Guiding Opinions on Regulating Governance Structure of Insurance Companies require that nominating and remuneration committees of Chinese insurance companies be comprised entirely ofnon-executive directors with the independent directors as the Chairmen. In 2018,2019, our nominating and remuneration committee comprised two independentnon-executive directors and onenon-executive director with one of the independentnon-executive directors serving as the chairman. We have complied with the composition requirements of the nomination and remuneration committee as prescribed under the Chinese Insurance Company Corporate Governance Guidelines.

Audit Committee

The NYSE rules set forth two levels of audit committee standards for U.S. domestic companies and foreign private issuers. Asissuers.As a foreign private issuer, we are required to comply with the audit committee requirements under Section 303A.06 of the NYSE Listed Company Manual, such as audit committee independence and certain functions and powers, but are not subject to the additional qualifications, independence, function and other requirements for U.S. domestic companies provided under Section 303A.07 of the NYSE Listed Company Manual.

We have established an audit committee in accordance with the requirements of Section 303A.06 of the NYSE Listed Company Manual, the HKSE Listing Rules and the Chinese Insurance Company Corporate Governance Guidelines. In 2018,Guidelines.In 2019, our audit committee comprised three independentnon-executive directors with one of them serving as the chairman. Thechairman.The primary duties of the audit committee are to review and supervise the financial reporting process, to assess the effectiveness of our risk management and internal control system, to supervise our internal audit system and its implementation and to implement and recommend the engagement or replacement of external auditors. Our audit committee is also responsible for communications between our internal and external auditors and our internal reporting system.

Corporate Governance Guidelines

Under Section 303A.09 of the NYSE Listed Company Manual, a U.S. domestic company must adopt and disclose corporate governance guidelines that address specified key subjects. We are not required by Chinese or Hong Kong laws or requirements to, and currently do not, have such corporate governance guidelines. However, we address several of the key subjects required by the NYSE Listed Company Manual to be included in the corporate governance guidelines in our articles of association, Rules of Procedures for Board of Directors, Rules of Internal Control and other internal corporate documents.

In addition, under the HKSE Listing Rules, we are expected to comply with, but may choose to deviate from, the provisions of the Corporate Governance Code in the HKSE Listing Rules, which sets out the principles of good corporate governance for issuers. However, we are required to disclose the reasons for deviation, if any, in our interim and annual reports.

We are required by the CSRC to disclose in our annual report filed with the Shanghai Stock Exchange our actual corporate governance practice as compared with CSRC’s rules on corporate governance of listed companies. Under such rules, we are required to disclose whether there is any material difference between our actual practices and the requirements under such rules, and explain the details and reasons for such differences, if any. Accordingly, we have disclosed in our annual report for the year of 20182019 filed with the Shanghai Stock Exchange that we had established a corporate governance structure with well-defined duties and responsibilities strictly in accordance with the PRC Company Law and PRC Securities Law as well as relevant rules and regulations, and that our actual corporate governance practices are generally in compliance with the applicable regulatory rules and requirements of the jurisdictions where we are listed.

Code of Business Conduct and Ethics

Section 303A.10 of the NYSE Listed Company Manual requires U.S. domestic companies to adopt and disclose a code of business conduct and ethics for directors, officers and employees, and promptly disclose any waivers of the code for directors or executive officers. We have adopted a Code of Business Conduct and Ethics for Directors and Senior Officers and Code of Conduct for Employees. We have disclosed the Code of Business Conduct and Ethics for Directors and Senior Officers in our annual report under Form20-F for fiscal year ended December 31, 2004 and are required to disclose in the annual report under Form20-F any waivers of the code for directors or executive officers. In addition, according to the HKSE Listing Rules, all of our directors must comply with the Model Code for Securities Transactions by Directors of Listed Companies that sets forth the required standards with which the directors of a listed company must comply in securities transactions of the listed company. Under the Listing Rules of the Shanghai Stock Exchange, any of the directors, supervisors or senior management of the listed company may not transfer any shares of such company held by him/her within one year of the listing of the company or six months after leaving the company. During his/her tenure at the company, the number of shares transferred each year must not exceed 25% of the total number of shares of the company held by him/her, provided, however, if the directors, supervisors or senior management leave the company before the expiration of his/her tenure, during the term of his/her original tenure determined at the time of his/her appointment, the number of shares transferred each year must not exceed 25% of the total number of shares of the company held by him/her and may not transfer any shares within half a year after the expiration of the term of his/her original tenure determined at the time of his/her appointment. During his/her tenure at the company, he/she must file with the Shanghai Stock Exchange for record in advance any proposed transaction in the shares of the company in accordance with the relevant rules and regulations. In case of changes in shareholdings in the company, he/she shall report the changes on a timely basis to the company, which must then make relevant announcements on the website of the Shanghai Stock Exchange.

Certification Requirements

Under Section 303A.12(a) of the NYSE Listed Company Manual, each U.S. domestic company Chief Executive Officer must certify to the NYSE each year that he or she is not aware of any violation by the listed company of NYSE corporate governance listing standards. There are no similar requirements under PRC or Hong Kong laws or requirements.

ITEM 16H.

ITEM 16H. MINE SAFETY DISCLOSURE.

Not applicable.

PART III

ITEM 17. FINANCIAL STATEMENTS.

We have elected to provide the financial statements and related information specified in Item 18 in lieu of Item 17.

ITEM 18. FINANCIAL STATEMENTS.

See Index to Consolidated Financial Statements for a list of all financial statements filed as part of this annual report.

ITEM 19. EXHIBITS.

(a) See Item 18 for a list of the financial statements filed as part of this annual report.

(b) Exhibits to this annual report.

EXHIBIT INDEX

 

No.

  

Description of Exhibit

    1.1

  Amended and Restated Articles of Association of the Registrant(8)

    2.1

  Form of H share certificate(1)

    2.2

  Form of Deposit Agreement, including the Form of American Depositary Receipt(2)

    2.3

  Amendment No. 1 to Deposit Agreement(3)

    2.4

  Amendment No. 2 to Deposit Agreement(4)

    2.5

Description of Rights of Each Class of Securities Registered under Section 12 of the Exchange Act

    4.1

  Restructuring Agreement(1)

    4.2

  Trademark License Agreement(1)

    4.3

  Policy Management Agreement(5)

    4.4

  Non-Competition Agreement(1)

    4.5

  Asset Management Agreement between China Life Insurance (Group) Company and China Life Asset Management Company Limited(8)

    4.6

  Asset Management Agreement between China Life Insurance Company Limited and China Life Investment Holding Company Limited(8)

    4.7

  Asset Management Agreement between China Life Insurance Company Limited and China Life Asset Management Company Limited(8)

    4.8

  Property Leasing Agreement(5)

    4.9

  Entrustment and Account Management Agreement for Corporate Annuity Fund(7)

    4.10

  Insurance Sales Framework Agreement between China Life Insurance Company Limited and China Life Property and Casualty Insurance Company Limited (Agency Services to be Provided by China Life Insurance Company Limited)(5)

    8.1

  List of subsidiaries of the Registrant

  11.1

  Code of Business Conduct and Ethics(6)

  12.1

  Certification pursuant to Rule13a-14(a)

  12.2

  Certification pursuant to Rule13a-14(a)

  13.1

  Certification pursuant to Rule13a-14(a) and Section 1350 of Chapter 63 of Title 18 of the United States Code
101.INS

101

  XBRL Instance Document
101.SCHXBRL Taxonomy Extension Schema Document
101.CALXBRL Taxonomy Extension Calculation Linkbase Document
101.DEFXBRL Taxonomy Extension Definition Linkbase Document
101.LABXBRL Taxonomy Extension Labels Linkbase Document
101.PREXBRL Taxonomy Extension Presentation Linkbase DocumentInteractive Data File

 

(1)

Incorporated by reference to the Registration Statement on FormF-1 (FileNo. 333-110615), filed with the Commission on December 9, 2003.

(2)

Incorporated by reference to the Registration Statement on FormF-6 (FileNo. 333-164005), filed with the Commission on January 4, 2010.

(3)

Incorporated by reference to the Post-Effective Amendment No. 1 to FormF-6 (FileNo. 333-164005), filed with the Commission on January 27, 2015.

(4)

Incorporated by reference to the Post-Effective Amendment No. 2 to FormF-6 (FileNo. 333-164005), filed with the Commission on May 1, 2015.

(5)

Incorporated by reference to the Annual Report on Form20-F for the fiscal year ended December 31, 2017, filed with the Commission on April 25, 2018.

(6)

Incorporated by reference to the Annual Report on Form20-F for the fiscal year ended December 31, 2004, filed with the Commission on May 27, 2005.

(7)

Incorporated by reference to the Annual Report on Form20-F for the fiscal year ended December 31, 2014, filed with the Commission on April 24, 2015.

(8)

Incorporated by reference to the Annual Report on Form20-F for the fiscal year ended December 31, 2016,2018, filed with the Commission on April 21, 2017.24, 2019.

SIGNATURES

The registrant hereby certifies that it meets all of the requirements for filing on Form20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

 

China Life Insurance Company Limited
By: 

/s/ Su Hengxuan

 Name: Su Hengxuan
 Title: President and Executive Director

Date:April 24, 201929, 2020


CHINA LIFE INSURANCE COMPANY LIMITED

(Incorporated in the People’s Republic of China with limited liability)

Audited Consolidated Financial Statements

For the year ended 31 December 2018


China Life Insurance Company Limited

Contents

 

   Pages 

Report of Independent Auditor’s reportRegistered Public Accounting Firm

   F-2 

Consolidated Statement of Financial Position

   F-5F-8 

Consolidated Statement of Comprehensive Income

   F-7F-10 

Consolidated Statement of Changes in Equity

   F-9F-12

Consolidated Statement of Cash Flows

   F-11F-13 

Notes to the Consolidated Financial Statements

   F-13F-15 

Report of Independent Registered Public Accounting FirmREPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Directors of China Life Insurance Company Limited

Opinion on the Financial Statements

We have audited the accompanying consolidated statements of financial position of China Life Insurance Company Limited (the “Company”)Company) as of 31 December 31,2019 and 2018, and 2017, the related consolidated statements of comprehensive income, changes in equity and cash flows for each of the three years in the period ended 31 December 31, 2018,2019, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at 31 December 31,2019 and 2018, and 2017, and the results of its operations and its cash flows for each of the three years in the period ended 31 December 31, 2018,2019, in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”)(PCAOB), the Company’s internal control over financial reporting as of 31 December 31, 2018,2019, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated 29 April 24, 20192020 expressed an unqualified opinion thereon.

Adoption of New Accounting Standard

As discussed in Note 2.1.1 to the consolidated financial statements, the Company changed its method for accounting for leases using a modified retrospective approach during the year ended 31 December 2019.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (CONTINUED)

Valuation of insurance contract liabilities

Description of the Matter

At 31 December 2019, the Group had significant insurance contract liabilities in the amount of RMB2,552.74 billion. As disclosed in Notes 2.12 and 15 to the consolidated financial statements, the Group’s insurance contract liabilities are primarily comprised of long-term insurance contract liabilities. The Group uses the discounted cash flow method to estimate the reserve of long-term insurance contracts.

Auditing the Group’s long-term insurance contract liabilities was complex and required the involvement of specialists due to the complexity of the actuarial models and highly judgemental nature of the actuarial assumptions used by management to estimate the liabilities. The actuarial assumptions include mortality, morbidity, lapse rates, discount rates, and expenses. Changes in these assumptions could have significant effects on the valuation of the long-term insurance contract liabilities.

How We Addressed the Matter in Our Audit

We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Group’s long-term insurance contract liabilities valuation processes. For example, we tested controls over management’s review of the actuarial models, the actuarial assumptions, and the data inputs used.

To test the valuation of long-term insurance contract liabilities, our audit procedures included, among others, comparing the methodology, actuarial models and actuarial assumptions used by the Group to recognised actuarial practices and testing the completeness and accuracy of the underlying insurance policy data used in the valuation. We involved our actuarial specialists to assist us with assessing the reasonableness of the assumptions by comparing them to industry data, historical experiences and expectations of the Group. For a sample of selected insurance products, our actuarial specialists performed an independent recalculation of the long-term insurance contract liabilities. In addition, our actuarial specialists assessed the reasonableness of the movement of long-term insurance contract liabilities considering changes in the actuarial assumptions in the reporting period.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (CONTINUED)

Theimpairmenttestforinvestmentin anassociate

Description of the Matter

At 31 December 2019, the Group held a material investment in an associate, Sino-Ocean Group Holding Limited (“Sino-Ocean”), a company listed on the Stock Exchange of Hong Kong Limited, with a carrying value of RMB11.39 billion.

As disclosed in Note 9 to the consolidated financial statements, as the quoted market price of this investment has been continuously below its carrying value, the Group performed an impairment test, and recognised an impairment loss of RMB1.50 billion in 2019.

Auditing management’s impairment test of Sino-Ocean was complex due to the significant estimates and judgements involved in management’s assessment of its value in use, including the selling prices of development properties, rental prices of investment properties included in the projection of future cash flows and the discount rates used. These estimates and judgements may be affected by unexpected changes in the future market or economic conditions.

How We Addressed the Matter in Our Audit

We obtained an understanding, evaluated the design and tested the operating effectiveness of internal controls over the Group’s investment impairment test of Sino-Ocean. For example, we tested controls over management’s review of the impairment test methodology and the significant assumptions used in the valuation.

To test the impairment test of Sino-Ocean, our audit procedures included, among others, evaluating the Group’s valuation methodology and testing the completeness and accuracy of the underlying data used in the cash flows projection. We compared the selling prices of development properties and rental prices of investment properties used in the cash flow projection to the historical business results of Sino-Ocean and industry data. We also involved our internal valuation specialists to assist us with assessing the reasonableness of the Group’s valuation methodology with reference to valuation guidelines and industry practice. In addition, we compared the discount rate used by the Group with the discount rate developed by our valuation specialists using information of comparable companies.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (CONTINUED)

FairvalueoflevelIIIfinancialassets

Description of the Matter

At 31 December 2019, the Group held material investments in certain financial assets such as private equity funds, preference shares, other equity and debt investments, which are accounted for as available-for-sale securities at fair value or securities at fair value through profit or loss with a combined carrying value of RMB234.99 billion. As disclosed in Note 4.4 to the consolidated financial statements, these investments are classified as level III in the fair value hierarchy as their fair values are measured using valuation methodologies with significant unobservable inputs.

Auditing the fair value measurement of the Group’s level III financial assets was complex due to the significant estimates and judgements involved in the assessment of valuation methodologies and significant unobservable inputs, including discount rates for factors such as lack of marketability and credit risk, among others. The use of different valuation methodologies and changes in significant unobservable inputs could result in significantly different fair value estimates.

How We Addressed the Matter in Our Audit

We obtained an understanding, evaluated the design and tested the operating effectiveness of internal controls over the Group’s fair value measurement of level III financial assets. For example, we tested management’s review controls over the valuation methodologies and the significant unobservable inputs used in the fair value measurements.

To test the fair value measurement of level III financial assets, our audit procedures included, among others, evaluating the Group’s valuation methodologies, testing the significant unobservable inputs used by the Group in determining the fair values, and testing the mathematical accuracy of the Group’s valuation calculations. We involved our valuation specialists to assist us with evaluating the Group’s valuation methodologies and assessing the reasonableness of the significant unobservable inputs, including discount rates for factors such as lack of marketability and credit risk, among others used in the valuations by comparing them to information available from third-party sources and market data. For a sample of the Group’s level III financial assets, our valuation specialists also independently developed fair value estimates and compared them to the Group’s valuation results.

/s/ Ernst & Young Hua Ming LLP

We have served as the Company’s auditor since 2013.

Beijing, People’s Republic of China

29 April 24, 20192020

Report of Independent Registered Public Accounting FirmREPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Directors of China Life Insurance Company Limited

Opinion on Internal Control over Financial Reporting

We have audited China Life Insurance Company Limited’s internal control over financial reporting as of 31 December 31, 2018,2019, based on criteria established in Internal Control—Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, China Life Insurance Company Limited (the Company) maintained, in all material respects, effective internal control over financial reporting as of 31 December 31, 2018,2019, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated statements of financial position of the Company as of 31 December 31,2019 and 2018, and 2017, the related consolidated statements of comprehensive income, changes in equity and cash flows for each of the three years in the period ended 31 December 31, 2018,2019, and the related notes, and our report dated 29 April 24, 20192020 expressed an unqualified opinion thereon.

Basis for Opinion

The Company’s management is responsible 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 Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.

Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Report of Independent Registered Public Accounting Firm (continued)

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (CONTINUED)

 

Definition and Limitations of Internal Control Over Financial Reporting

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.

/s/ Ernst & Young Hua Ming LLP

Beijing, People’s Republic of China

29 April 24, 20192020

CHINA LIFE INSURANCE COMPANY LIMITED

Consolidated Statement of Financial Position

As at 31 December 20182019

 

  Notes   As at
31 December

2018
RMB million
   As at
31 December
2017
RMB million
   Notes   As at 31
December
2019
RMB million
   As at 31
December
2018
RMB million
 

ASSETS

            

Property, plant and equipment

   6    47,281    42,707    6    51,758    47,281 

Right-of-use assets

   7    3,520    —   

Investment properties

   7    9,747    3,064    8    12,141    9,747 

Investments in associates and joint ventures

   8    201,661    161,472    9    222,983    201,661 

Held-to-maturity securities

   9.1    806,717    717,037    10.1    928,751    806,717 

Loans

   9.2    450,251    383,504    10.2    608,920    450,251 

Term deposits

   9.3    559,341    449,400    10.3    535,260    559,341 

Statutory deposits - restricted

   9.4    6,333    6,333    10.4    6,333    6,333 

Available-for-sale securities

   9.5    870,533    810,734    10.5    1,058,957    870,533 

Securities at fair value through profit or loss

   9.6    138,717    136,809    10.6    141,608    138,717 

Derivative financial assets

   10.7    428    —   

Securities purchased under agreements to resell

   9.7    9,905    36,185    10.8    4,467    9,905 

Accrued investment income

   9.8    48,402    50,641    10.9    41,703    48,402 

Premiums receivable

   11    15,648    14,121    12    17,281    15,648 

Reinsurance assets

   12    4,364    3,046    13    5,161    4,364 

Other assets

   13    33,437    33,952    14    34,029    33,437 

Deferred tax assets

   28    1,257    —      29    128    1,257 

Cash and cash equivalents

     50,809    48,586      53,306    50,809 
    

 

   

 

     

 

   

 

 

Total assets

     3,254,403    2,897,591      3,726,734    3,254,403 
    

 

   

 

     

 

   

 

 

The notes on pages 1315 to 102110 form an integral part of these consolidated financial statements.

F-8


CHINA LIFE INSURANCE COMPANY LIMITED

Consolidated Statement of Financial Position (continued)

As at 31 December 2018

2019

 

  Notes   As at 31
December
2018
RMB million
   As at 31
December
2017
RMB million
   Notes   As at 31
December
2019
RMB million
   As at 31
December
2018
RMB million
 

LIABILITIES AND EQUITY

            

Liabilities

            

Insurance contracts

   14    2,216,031    2,025,133    15    2,552,736    2,216,031 

Investment contracts

   15    255,434    232,500    16    267,804    255,434 

Policyholder dividends payable

     85,071    83,910      112,593    85,071 

Interest-bearing loans and borrowings

   16    20,150    18,794    17    20,045    20,150 

Lease liabilities

     3,091    —   

Bonds payable

   18    34,990    —   

Financial liabilities at fair value through profit or loss

     2,680    2,529      3,859    2,680 

Derivative financial liabilities

   17    1,877    —      10.7    —      1,877 

Securities sold under agreements to repurchase

   18    192,141    87,309    19    118,088    192,141 

Annuity and other insurance balances payable

     49,465    44,820      51,019    49,465 

Premiums received in advance

     46,650    18,505      60,898    46,650 

Other liabilities

   19    58,426    47,430    20    81,114    58,426 

Deferred tax liabilities

   28    —      4,871    29    10,330    —   

Current income tax liabilities

     2,630    6,198      223    2,630 

Statutory insurance fund

   20    558    282    21    602    558 
    

 

   

 

     

 

   

 

 

Total liabilities

     2,931,113    2,572,281      3,317,392    2,931,113 
    

 

   

 

     

 

   

 

 

Equity

            

Share capital

   34    28,265    28,265    35    28,265    28,265 

Other equity instruments

   35    7,791    7,791    36    7,791    7,791 

Reserves

   36    149,293    145,675    37    197,221    149,293 

Retained earnings

     133,022    139,202      170,487    133,022 
    

 

   

 

     

 

   

 

 

Attributable to equity holders of the Company

     318,371    320,933      403,764    318,371 
    

 

   

 

     

 

   

 

 

Non-controlling interests

     4,919    4,377      5,578    4,919 
    

 

   

 

     

 

   

 

 

Total equity

     323,290    325,310      409,342    323,290 
    

 

   

 

     

 

   

 

 

Total liabilities and equity

     3,254,403    2,897,591      3,726,734    3,254,403 
    

 

   

 

     

 

   

 

 

Approved and authorised for issue by the Board of Directors on 2725 March 2019.2020.

The notes on pages 1315 to 102110 form an integral part of these consolidated financial statements.

CHINA LIFE INSURANCE COMPANY LIMITED

Consolidated Statement of Comprehensive Income

For the year ended 31 December 20182019

 

      2019
RMB million
 2018
RMB million
 2017
RMB million
 
  Notes  2018
RMB million
 2017
RMB million
 2016
RMB million
   Notes 

REVENUES

            

Gross written premiums

     535,826  511,966  430,498      567,086  535,826  511,966 

Less: premiums ceded to reinsurers

     (4,503 (3,661 (1,758     (5,238)  (4,503 (3,661
    

 

  

 

  

 

     

 

  

 

  

 

 

Net written premiums

     531,323  508,305  428,740      561,848  531,323  508,305 

Net change in unearned premium reserves

     700  (1,395 (2,510     (1,570)  700  (1,395
    

 

  

 

  

 

     

 

  

 

  

 

 

Net premiums earned

     532,023  506,910  426,230      560,278  532,023  506,910 
    

 

  

 

  

 

     

 

  

 

  

 

 

Investment income

  21   125,167  122,727  109,147    22    139,919  125,167  122,727 

Net realised gains on financial assets

  22   (19,591 42  6,038    23    1,831  (19,591 42 

Net fair value gains through profit or loss

  23   (18,278 6,183  (7,094   24    19,251  (18,278 6,183 

Other income

     8,098  7,493  6,460      8,195  8,098  7,493 
    

 

  

 

  

 

     

 

  

 

  

 

 

Total revenues

     627,419  643,355  540,781      729,474  627,419  643,355 
    

 

  

 

  

 

     

 

  

 

  

 

 

BENEFITS, CLAIMS AND EXPENSES

            

Insurance benefits and claims expenses

            

Life insurance death and other benefits

  24   (248,736 (259,708 (253,157   25    (127,877)  (248,736 (259,708

Accident and health claims and claim adjustment expenses

  24   (40,552 (33,818 (27,269   25    (50,783)  (40,552 (33,818

Increase in insurance contract liabilities

  24   (189,931 (172,517 (126,619   25    (330,807)  (189,931 (172,517

Investment contract benefits

  25   (9,332 (8,076 (5,316   26    (9,157)  (9,332 (8,076

Policyholder dividends resulting from participation in profits

     (19,646 (21,871 (15,883     (22,375)  (19,646 (21,871

Underwriting and policy acquisition costs

     (62,705 (64,789 (52,022     (81,396)  (62,705 (64,789

Finance costs

  26   (4,116 (4,601 (4,767   27    (4,255)  (4,116 (4,601

Administrative expenses

     (37,486 (35,953 (31,854     (40,275)  (37,486 (35,953

Other expenses

     (7,642 (6,426 (4,859     (9,602)  (7,642 (6,426

Statutory insurance fund contribution

  20   (1,097 (1,068 (1,048   21    (1,163)  (1,097 (1,068
    

 

  

 

  

 

     

 

  

 

  

 

 

Total benefits, claims and expenses

     (621,243 (608,827 (522,794     (677,690)  (621,243 (608,827
    

 

  

 

  

 

     

 

  

 

  

 

 

Share of profit of associates and joint ventures, net

  8   7,745  7,143  5,855 

Net gains on investments of associates and joint ventures

   9    8,011  7,745  7,143 

Including: share of profit of associates and joint ventures

     9,159  7,745  7,143 
    

 

  

 

  

 

     

 

  

 

  

 

 

Profit before income tax

  27   13,921  41,671  23,842    28    59,795  13,921  41,671 

Income tax

  28   (1,985 (8,919 (4,257   29    (781)  (1,985 (8,919
    

 

  

 

  

 

     

 

  

 

  

 

 

Net profit

     11,936  32,752  19,585      59,014  11,936  32,752 
    

 

  

 

  

 

     

 

  

 

  

 

 

Attributable to:

            

- Equity holders of the Company

     11,395  32,253  19,127      58,287  11,395  32,253 

-Non-controlling interests

     541  499  458      727  541  499 

Basic and diluted earnings per share

  29   RMB0.39  RMB1.13  RMB0.66    30    RMB2.05  RMB0.39  RMB1.13 
    

 

  

 

  

 

     

 

  

 

  

 

 

The notes on pages 1315 to 102110 form an integral part of these consolidated financial statements.

CHINA LIFE INSURANCE COMPANY LIMITED

Consolidated Statement of Comprehensive Income (continued)

For the year ended 31 December 2018

2019

 

    2019
RMB million
 2018
RMB million
 2017
RMB million
 
  Note   2018
RMB million
 2017
RMB million
 2016
RMB million
  Note 

Other comprehensive income

          

Other comprehensive income that may be reclassified to profit or loss in subsequent periods:

          

Fair value gains/(losses) on available-for-sale securities

     (24,591 (15,003 (44,509  69,600  (24,591 (15,003

Amount transferred to net profit from other comprehensive income

     19,549  (42 (6,038  (4,635)  19,549  (42

Portion of fair value changes on available-for-sale securities attributable to participating policyholders

     (32 5,605  17,372   (19,521)  (32 5,605 

Share of other comprehensive income of associates and joint ventures under the equity method

     735  20  (864  599  735  20 

Exchange differences on translating foreign operations

     598  (865 21   237  598  (865

Income tax relating to components of other comprehensive income

   28    1,716  2,359  8,242  29  (11,292)  1,716  2,359 
    

 

  

 

  

 

   

 

  

 

  

 

 

Other comprehensive income that may be reclassified to profit or loss in subsequent periods

     (2,025 (7,926 (25,776  34,988  (2,025 (7,926
    

 

  

 

  

 

   

 

  

 

  

 

 

Other comprehensive income that will not be reclassified to profit or loss in subsequent periods

     —     —     —   

Other comprehensive income that will not be reclassified to profit or loss in subsequent periods:

    

Share of other comprehensive income of associates and joint ventures under the equity method

  (76)  —     —   
    

 

  

 

  

 

   

 

  

 

  

 

 

Other comprehensive income for the year, net of tax

     (2,025 (7,926 (25,776   34,912  (2,025 (7,926
    

 

  

 

  

 

   

 

  

 

  

 

 

Total comprehensive income for the year, net of tax

     9,911  24,826  (6,191  93,926  9,911  24,826 
    

 

  

 

  

 

   

 

  

 

  

 

 

Attributable to:

          

- Equity holders of the Company

     9,325  24,341  (6,647  93,134  9,325  24,341 

-Non-controlling interests

     586  485  456   792  586  485 
    

 

  

 

  

 

   

 

  

 

  

 

 

The notes on pages 1315 to 102110 form an integral part of these consolidated financial statements.

CHINA LIFE INSURANCE COMPANY LIMITED

Consolidated Statement of Changes in Equity

For the year ended 31 December 20182019

 

  Attributable to equity holders
of the Company
 

Non-

controlling

interests

 Total   Attributable to equity holders
of the Company
 

Non-

controlling

interests

 Total 
  Share
capital
RMB
million
   Other
equity
instruments
RMB
million
   Reserves
RMB
million
 Retained
earnings
RMB
million
 RMB
million
 RMB
million
   Share
capital
RMB
million
   Other
equity
instruments
RMB
million
   Reserves
RMB
million
 Retained
earnings
RMB
million
 RMB
million
 RMB
million
 
  (Note 34)   (Note 35)   (Note 36)       

As at 1 January 2016

   28,265    7,791    163,381  123,055  3,722  326,214 

Net profit

   —      —      —    19,127  458  19,585 

Other comprehensive income

   —      —      (25,774  —    (2 (25,776
  

 

   

 

   

 

  

 

  

 

  

 

 

Total comprehensive income

   —      —      (25,774 19,127  456  (6,191
  

 

   

 

   

 

  

 

  

 

  

 

 

Transactions with owners

         

Appropriation to reserves (Note 36)

   —      —      7,367  (7,367  —     —   

Dividends paid (Note 31)

   —      —      —    (12,257  —    (12,257

Dividends tonon-controlling interests

   —      —      —     —    (151 (151

Others

   —      —      33   —     —    33 
  

 

   

 

   

 

  

 

  

 

  

 

 

Total transactions with owners

   —      —      7,400  (19,624 (151 (12,375
  

 

   

 

   

 

  

 

  

 

  

 

 

As at 31 December 2016

   28,265    7,791    145,007  122,558  4,027  307,648 
  

 

   

 

   

 

  

 

  

 

  

 

   (Note 35)   (Note 36)   (Note 37)       

As at 1 January 2017

   28,265    7,791    145,007  122,558  4,027  307,648    28,265    7,791    145,007  122,558  4,027  307,648 

Net profit

   —      —      —    32,253  499  32,752    —      —      —    32,253  499  32,752 

Other comprehensive income

   —      —      (7,912  —    (14 (7,926   —      —      (7,912  —    (14 (7,926
  

 

   

 

   

 

  

 

  

 

  

 

   

 

   

 

   

 

  

 

  

 

  

 

 

Total comprehensive income

   —      —      (7,912 32,253  485  24,826    —      —      (7,912 32,253  485  24,826 
  

 

   

 

   

 

  

 

  

 

  

 

   

 

   

 

   

 

  

 

  

 

  

 

 

Transactions with owners

                  

Appropriation to reserves (Note 36)

   —      —      8,445  (8,445  —     —   

Dividends paid (Note 31)

   —      —      —    (7,164  —    (7,164

Appropriation to reserves (Note 37)

   —      —      8,445  (8,445  —     —   

Dividends paid (Note 32)

   —      —      —    (7,164  —    (7,164

Dividends to non-controlling interests

   —      —      —     —    (135 (135

Others

   —      —      135   —     —    135 

Total transactions with owners

   —      —      8,580  (15,609 (135 (7,164
  

 

   

 

   

 

  

 

  

 

  

 

 

As at 31 December2017

   28,265    7,791    145,675  139,202  4,377  325,310 
  

 

   

 

   

 

  

 

  

 

  

 

 

As at 1 January 2018

   28,265    7,791    145,675  139,202  4,377  325,310 

Net profit

   —      —      —    11,395  541  11,936 

Other comprehensive income

   —      —      (2,070  —    45  (2,025
  

 

   

 

   

 

  

 

  

 

  

 

 

Total comprehensive income

   —      —      (2,070 11,395  586  9,911 
  

 

   

 

   

 

  

 

  

 

  

 

 

Transactions with owners

         

Capital paid in by non-controlling interests

   —      —      —     —    105  105 

Appropriation to reserves (Note 37)

   —      —      5,885  (5,885  —     —   

Dividends paid (Note 32)

   —      —      —    (11,690  —    (11,690

Dividends tonon-controlling interests

   —      —      —     —    (135 (135   —      —      —     —    (149 (149

Others

   —      —      135   —     —    135    —      —      (197  —     —    (197
  

 

   

 

   

 

  

 

  

 

  

 

   

 

   

 

   

 

  

 

  

 

  

 

 

Total transactions with owners

   —      —      8,580  (15,609 (135 (7,164   —      —      5,688  (17,575 (44 (11,931
  

 

   

 

   

 

  

 

  

 

  

 

   

 

   

 

   

 

  

 

  

 

  

 

 

As at 31 December 2017

   28,265    7,791    145,675  139,202  4,377  325,310 

As at 31 December 2018

   28,265    7,791    149,293  133,022  4,919  323,290 
  

 

   

 

   

 

  

 

  

 

  

 

   

 

   

 

   

 

  

 

  

 

  

 

 

Effect of associates’ adoption of new accounting standards (Note 9)

   —      —      16   (2,905  —     (2,889

As at 1 January 2019

   28,265    7,791    149,309   130,117   4,919   320,401 

Net profit

   —      —      —     58,287   727   59,014 

Other comprehensive income

   —      —      34,847   —     65   34,912 
  

 

   

 

   

 

  

 

  

 

  

 

 

Total comprehensive income

   —      —      34,847   58,287   792   93,926 
  

 

   

 

   

 

  

 

  

 

  

 

 

Transactions with owners

         

Appropriation to reserves (Note 37)

   —      —      13,087   (13,087  —     —   

Dividends paid (Note 32)

   —      —      —     (4,916  —     (4,916

Dividends to non-controlling interests

   —      —      —     —     (133  (133

Reserves to retained earnings(Note 37)

   —      —      (86  86   —     —   

Others

   —      —      64   —     —     64 
  

 

   

 

   

 

  

 

  

 

  

 

 

Total transactions with owners

   —      —      13,065   (17,917  (133  (4,985
  

 

   

 

   

 

  

 

  

 

  

 

 

As at 31 December 2019

   28,265    7,791    197,221   170,487   5,578   409,342 
  

 

   

 

   

 

  

 

  

 

  

 

 

The notes on pages 1315 to 102110 form an integral part of these consolidated financial statements.

CHINA LIFE INSURANCE COMPANY LIMITED

Consolidated Statement of Changes in Equity (continued)Cash Flows

For the year ended 31 December 2018

2019

 

   Attributable to equity holders
of the Company
  

Non-

controlling

interests

  Total 
   Share
capital
RMB
million
   Other
equity
instruments
RMB
million
   Reserves
RMB
million
  Retained
earnings
RMB
million
  RMB
million
  RMB
million
 
   (Note 34)   (Note 35)   (Note 36)          

As at 1 January 2018

   28,265    7,791    145,675   139,202   4,377   325,310 

Net profit

   —      —      —     11,395   541   11,936 

Other comprehensive income

   —      —      (2,070  —     45   (2,025
  

 

 

   

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 

Total comprehensive income

   —      —      (2,070  11,395   586   9,911 
  

 

 

   

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 

Transactions with owners

         

Capital paid in bynon-controlling interests

   —      —      —     —     105   105 

Appropriation to reserves (Note 36)

   —      —      5,885   (5,885  —     —   

Dividends paid (Note 31)

   —      —      —     (11,690  —     (11,690

Dividends tonon-controlling interests

   —      —      —     —     (149  (149

Others

   —      —      (197  —     —     (197
  

 

 

   

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 

Total transactions with owners

   —      —      5,688   (17,575  (44  (11,931
  

 

 

   

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 

As at 31 December 2018

   28,265    7,791    149,293   133,022   4,919   323,290 
  

 

 

   

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 
   2019  2018  2017 
   RMB million  RMB million  RMB million 

CASH FLOWS FROM OPERATING ACTIVITIES

    

Profit before income tax

   59,795   13,921   41,671 

Adjustments for:

    

Investment income

   (139,919  (125,167  (122,727

Net realised and unrealised losses/(gains) on financial assets

   (21,082  37,869   (6,225

Insurance contracts

   335,971   190,210   176,148 

Depreciation and amortisation

   4,379   2,638   2,240 

Foreign exchange losses/(gains)

   67   194   (52

Net gains on investments of associates and joint ventures

   (8,011  (7,745  (7,143

Changes in operating assets and liabilities:

    

Decrease/(increase) in securities at fair value through profit or loss, net

   6,858   (9,020  76,378 

Financial liabilities at fair value through profit or loss

   1,213   1,114   931 

Receivables and payables

   50,622   48,838   38,967 

Income tax paid

   (8,636  (9,991  (4,473

Interest received—securities at fair value through profit or loss

   3,811   3,527   4,497 

Dividends received—securities at fair value through profit or loss

   964   1,164   778 
  

 

 

  

 

 

  

 

 

 

Net cash inflow/(outflow) from operating activities

   286,032   147,552   200,990 
  

 

 

  

 

 

  

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES

    

Disposals and maturities:

    

Disposals of debt investments

   112,182   48,942   30,540 

Maturities of debt investments

   133,519   110,425   142,845 

Disposals of equity investments

   450,014   278,003   506,306 

Disposals of property, plant and equipment

   72   274   103 

Disposals of subsidiaries

   1,432   —     —   

Purchases:

    

Debt investments

   (504,292  (294,238  (516,051

Equity investments

   (545,657  (335,301  (500,737

Property, plant and equipment

   (11,415  (19,546  (9,619

Investments in associates and joint ventures

   (23,389  (34,928  (37,304

Decrease/(increase) in term deposits, net

   24,102   (109,590  92,148 

Decrease in securities purchased under agreements to resell, net

   5,468   26,258   6,981 

Interest received

   116,846   106,342   98,012 

Dividends received

   25,169   19,503   29,014 

Increase in policy loans, net

   (32,707  (34,208  (15,515

Cash paid related to other investing activities

   —     (309  (399

Cash received related to other investing activities

   1,141   —     —   
  

 

 

  

 

 

  

 

 

 

Net cash inflow/(outflow) from investing activities

   (247,515  (238,373  (173,676
  

 

 

  

 

 

  

 

 

 

The notes on pages 1315 to 102 form an integral part of these consolidated financial statements

CHINA LIFE INSURANCE COMPANY LIMITED

Consolidated Statement of Cash Flows

For the year ended 31 December 2018

   2018
RMB million
  2017
RMB million
  2016
RMB million
 

CASH FLOWS FROM OPERATING ACTIVITIES

    

Profit before income tax

   13,921   41,671   23,842 

Adjustments for:

    

Investment income

   (125,167  (122,727  (109,147

Net realised and unrealised losses/(gains) on financial assets

   37,869   (6,225  1,056 

Insurance contracts

   190,210   176,148   131,354 

Depreciation and amortisation

   2,638   2,240   2,083 

Foreign exchange losses/(gains)

   194   (52  (582

Share of profit of associates and joint ventures, net

   (7,745  (7,143  (5,855

Changes in operating assets and liabilities:

    

Securities at fair value through profit or loss

   (9,020  76,378   (76,318

Financial liabilities at fair value through profit or loss

   1,114   931   1,539 

Receivables and payables

   48,838   38,967   124,466 

Income tax paid

   (9,991  (4,473  (9,331

Interest received - securities at fair value through profit or loss

   3,527   4,497   5,465 

Dividends received - securities at fair value through profit or loss

   1,164   778   526 
  

 

 

  

 

 

  

 

 

 

Net cash inflow/(outflow) from operating activities

   147,552   200,990   89,098 
  

 

 

  

 

 

  

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES

    

Disposals and maturities:

    

Disposals of debt investments

   48,942   30,540   10,447 

Maturities of debt investments

   110,425   142,845   50,101 

Disposals of equity investments

   278,003   506,306   508,476 

Property, plant and equipment

   274   103   114 

Purchases:

    

Debt investments

   (294,238  (516,051  (173,628

Equity investments

   (335,301  (500,737  (537,012

Property, plant and equipment

   (19,546  (9,619  (5,310

Investments in associates and joint ventures

   (34,928  (37,304  (65,158

Decrease/(increase) in term deposits, net

   (109,590  92,148   37,515 

Decrease/(increase) in securities purchased under agreements to resell, net

   26,258   6,981   (22,035

Interest received

   106,342   98,012   78,891 

Dividends received

   19,503   29,014   20,390 

Decrease/(increase) in policy loans, net

   (34,208  (15,515  (7,483

Cash paid related to other investing activities

   (309  (399  (11
  

 

 

  

 

 

  

 

 

 

Net cash inflow/(outflow) from investing activities

   (238,373  (173,676  (104,703
  

 

 

  

 

 

  

 

 

 

The notes on pages 13 to 102110 form an integral part of these consolidated financial statements.

F-13


CHINA LIFE INSURANCE COMPANY LIMITED

Consolidated Statement of Cash Flows (continued)

For the year ended 31 December 2018

2019

 

  2019 2018 2017 
  2018
RMB million
 2017
RMB million
 2016
RMB million
   RMB million RMB million RMB million 

CASH FLOWS FROM FINANCING ACTIVITIES

        

Increase/(decrease) in securities sold under agreements to repurchase, net

   104,832  6,228  49,999    (73,552 104,832  6,228 

Interest paid

   (3,990 (5,671 (4,891   (3,072 (3,990 (5,671

Repayment of borrowings

   (365  —     —   

Dividends paid to equity holders of the Company

   (11,690 (7,164 (12,257   (4,916 (11,690 (7,164

Dividends paid tonon-controlling interests

   (149 (135 (151   (133 (149 (135

Proceeds from issue of bonds

   34,988   —     —   

Cash received from borrowings

   727  3,121  13,831    123  727  3,121 

Payment of principal portion of lease liabilities

   (1,348  —     —   

Capital injected into subsidiaries bynon-controlling interests

   3,560  4,034  2,939    12,961  3,560  4,034 

Cash repaid to lenders

   —    (38,000 (30,000   —     —    (38,000

Cash paid related to other financing activities

   (327 (8,008 (13,200   (761 (327 (8,008
  

 

  

 

  

 

   

 

  

 

  

 

 

Net cash inflow/(outflow) from financing activities

   92,963  (45,595 6,270    (36,075 92,963  (45,595
  

 

  

 

  

 

   

 

  

 

  

 

 

Foreign exchange gains/(losses) on cash and cash equivalents

   81  (179 285    55  81  (179
  

 

  

 

  

 

 

Net increase/(decrease) in cash and cash equivalents

   2,223  (18,460 (9,050   2,497  2,223  (18,460
  

 

  

 

  

 

   

 

  

 

  

 

 

Cash and cash equivalents

        

Beginning of the year

   48,586  67,046  76,096    50,809  48,586  67,046 
  

 

  

 

  

 

   

 

  

 

  

 

 

End of the year

   50,809  48,586  67,046    53,306  50,809  48,586 
  

 

  

 

  

 

   

 

  

 

  

 

 

Analysis of balances of cash and cash equivalents

        

Cash at banks and in hand

   50,792  47,444  64,364    52,800  50,792  47,444 

Short-term bank deposits

   17  1,142  2,682    506  17   1,142 
  

 

  

 

  

 

   

 

  

 

  

 

 

The notes on pages 1315 to 102110 form an integral part of these consolidated financial statements.

F-14


CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

1

ORGANISATION AND PRINCIPAL ACTIVITIES

China Life Insurance Company Limited (the “Company”) was established in the People’s Republic of China (“China” or the “PRC”) on 30 June 2003 as a joint stock company with limited liability as part of a group restructuring of China Life Insurance (Group) Company (“CLIC”, formerly China Life Insurance Company) and its subsidiaries (the “Restructuring”). The Company and its subsidiaries are hereinafter collectively referred to as the “Group”. The Group’s principal activities are the writing of life, health, accident and other types of personal insurance business; reinsurance business for personal insurance business; fund management business permitted by national laws and regulations or approved by the State Council of the People’s Republic of China, etc.

The Company is a joint stock company incorporated in the PRC with limited liability. The address of its registered office is 16 Financial Street, Xicheng District, Beijing, the PRC. The Company is listed on the New York Stock Exchange, the Stock Exchange of Hong Kong Limited, and the Shanghai Stock Exchange.

These consolidated financial statements are presented in millions of Renminbi (“RMB million”) unless otherwise stated. These consolidated financial statements have been approved and authorised for issue by the Board of Directors on 2725 March 2019.2020.

 

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

 

2.1

Basis of preparation

The Group has prepared these consolidated financial statements in accordance with International Financial Reporting Standards (“IFRSs”), amendments to IFRSs and interpretations issued by the International Accounting Standards Board (“IASB”). These consolidated financial statements also comply with the applicable disclosure provisions of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules”) and the applicable disclosure requirements of the Hong Kong Companies Ordinance. The Group has prepared the consolidated financial statements under the historical cost convention, except for financial assets and liabilities at fair value through profit or loss,available-for-sale available for sale securities, insurance contract liabilities and certain property, plant and equipment at deemed cost as part of the Restructuring process. The preparation of financial statements in compliance with IFRSs requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 3.

 

2.1.1

New accounting standards and amendments adopted by the Group for the first time for the financial year beginning on 1 January 20182019

 

Standards/Amendments

  

Content

  

Effective for annual periods


beginning on or after

IFRS 2 Amendments16

  

Classification and Measurement of Share-based Payment TransactionsLeases

 1 January 20182019
IFRS 4

IAS 28 Amendments

  

Applying IFRS 9 Financial Instruments with IFRS 4 Insurance ContractsLong-term Interests in Associates and Joint Ventures

 1 January 20182019
IFRS 15

IAS 19 Amendments

  

Revenue from Contracts with CustomersPlan Amendment, Curtailment or Settlement

 1 January 20182019
IFRS 15 Amendments

IFRIC 23

  

Clarifications to IFRS 15 Revenue from Contracts with CustomersUncertainty over Income Tax Treatments

 1 January 20182019
IAS 40 Amendments

Annual Improvements to IFRSs 2015-2017 Cycle

  

Transfers of Investment PropertyAmendments to IFRS 3, IFRS 11, IAS 12 and IAS 23

 1 January 20182019

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

2.1

Basis of preparation (continued)

 

2.1.1

New accounting standards and amendments adopted by the Group for the first time for the financial year beginning on 1 January 20182019 (continued)

 

IFRS 2 Amendments16Classification and Measurement of Share-based Payment Transactions Leases

In June 2016,IFRS 16 supersedes IAS 17Leases, and related interpretations from International Financial Reporting Interpretation Committee and Standard Interpretation Committee. The standard sets out the IASB issued amendments to IFRS 2Share-based Payment that address three main areas:principles for the effectsrecognition, measurement, presentation and disclosure of vesting conditions on the measurement of a cash-settled share-based payment transaction; the classification of a share-based payment transaction with net settlement features for withholding a certain amount in order to meet an employee’s tax obligation associated with the share-based payment;leases and accounting where a modification to the terms and conditions of a share-based payment transaction changes its classification from cash-settled to equity-settled. The amendments clarify that the approach usedrequires lessees to account for vesting conditions when measuring equity-settled share-based payments also appliesall leases under a single on-balance sheet model. Lessor accounting under IFRS 16 is substantially unchanged from IAS 17. Lessors continue to cash-settled share-based payments. classify leases as either operating or finance leases using similar principles as in IAS 17. Therefore, IFRS 16 did not have any financial impact on leases where the Group is the lessor.

The amendments introduce an exception so that a share-based payment transactionGroup has adopted IFRS 16 using the modified retrospective method of adoption with net share settlement features for withholding a certain amount in order to meet the employee’s tax obligation is classified in its entirety as an equity-settled share-based payment transaction when certain conditions are met. Furthermore, the amendments clarify that if the terms and conditions of a cash-settled share-based payment transaction are modified, with the result that it becomes an equity-settled share-based payment transaction, the transaction is accounted for as an equity-settled transaction from the date of initial application of 1 January 2019. Under this method, the modification. On adoption, entities are required to apply the amendments without restating prior periods, but retrospective application is permitted if they elect to adopt for all three amendments and other criteria are met.

The Group’s accounting treatment for cash-settled share-based payments is consistentstandard has been applied retrospectively with the clarification in the amendments. In addition, the Group has no share-based payment transactions with net settlement features for withholding tax obligations and has not made any modificationscumulative effect of initial adoption as an adjustment to the termsopening balance of retained earnings as at 1 January 2019, and conditionsthe comparative information for 2018 was not restated and continues to be reported under IAS 17.

New definition of its share-based payment transactions. Therefore, these amendments have no impact ona lease

Under IFRS 16, at inception of a contract, an entity shall assess whether the Group’s consolidated financial statements.

IFRScontract is, or contains, a lease. A contract is, or contains a lease if the contract conveys a right to control the use of an identified asset for a period of time in exchange for consideration. Control is conveyed where the customer has both the right to obtain substantially all of the economic benefits from use of the identified asset and the right to direct the use of the identified asset. The Group elected to use the transition practical expedient allowing the standard to be applied only to contracts that were previously identified as leases applying IAS 17 and IFRIC 4 Amendments –Applying IFRS 9 Financial Instruments with IFRS 4 Insurance Contracts

Amendments to IFRS 4 address issues arising fromat the different effective dates of IFRS 9 and IFRS 17. The amendments introduce two alternative options for entities issuing contracts within the scope of IFRS 4 upon the adoption of IFRS 9, notably a temporary exemption and an overlay approach. The temporary exemption enables eligible entities to defer the implementation date of initial application. Contracts that were not identified as leases under IAS 17 and IFRIC 4 were not reassessed. Therefore, the definition of a lease under IFRS 9 until the effective date of IFRS 17. The amendments clarify that an insurer may apply the temporary exemption from IFRS 9 if: (i) it16 has not previouslybeen applied any version of IFRS 9, other than only the requirements for the presentation of gains and losses on financial liabilities designated as at fair value through profitto contracts entered or loss (“FVTPL”); and (ii) its activities are predominantly connected with insurance at its annual reporting date that immediately precedes 1 April 2016. The overlay approach allows entities applying IFRS 9 from 2018 onwards to remove from profit or loss the effects arising from the adoption of IFRS 9 and reclassify the amounts to other comprehensive income (“OCI”) for designated financial assets. An entity can apply the temporary exemption from IFRS 9 for annual periods beginningchanged on or after 1 January 2018,2019.

At inception or applyon reassessment of a contract that contains a lease component, the overlay approach when it applies IFRS 9Group allocates the consideration in the contract to each lease and non-lease component on the basis of their stand-alone prices. A practical expedient is available to a lessee, which the Group has adopted, not to separate non-lease components and to account for the first time.lease and the associated non-lease components as a single lease component.

During 2016,As a lessee – Leases previously classified as operating leases

As a lessee, the Company performed anGroup previously classified leases as either finance leases or operating leases based on the assessment of whether the amendmentslease transferred substantially all the rewards and reachedrisks of ownership of assets to the conclusionGroup. Under IFRS 16, the Group applies a single approach to recognise and measure right-of-use assets and lease liabilities for all leases, except for two elective exemptions for leases of low-value assets (elected on a lease by lease basis) and short-term leases (elected by class of underlying asset). The Group has elected not to recognise right-of-use assets and lease liabilities for (i) leases of low-value assets; and (ii) leases, that its activities were predominantly connectedat the commencement date, have a lease term of 12 months or less. Instead, the Group recognises the lease payments associated with insurancethose leases as an expense on a straight-line basis over the lease term.

Lease liabilities as at 31 December 2015. There has been no significant change1 January 2019 were recognised based on the present value of the remaining lease payments, discounted using the incremental borrowing rate as at 1 January 2019.

The right-of-use assets were measured at the amount of the lease liabilities, adjusted by the amount of any prepaid or accrued lease payments relating to the leases recognised in the activitiesstatement of the Group since then that requires reassessment, and the Group considers that it continues to meet the criteria of applying the temporary exemption. The Group decides to apply the temporary exemption from IFRS 9 and, therefore, continues to apply IAS 39 to its financial assets and financial liabilities in its reporting period starting onposition immediately before 1 January 2018. The disclosures about the Group’s temporary exemption from IFRS 9 are disclosed in Note 32.2019. All these assets were assessed for any impairment based on IAS 36 – Impairment of Assets on that date.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

2.1

Basis of preparation (continued)

 

2.1.1

New accounting standards and amendments adopted by the Group for the first time for the financial year beginning on 1 January 20182019 (continued)

 

IFRS 16 – Leases(continued)

As a lessee – Leases previously classified as operating leases (continued)

The Group has used the following elective practical expedients when applying IFRS 15Revenue16 as at 1 January 2019:

Applied the recognition exemptions for leases of low value assets and leases with lease term that ends within 12 months from Contracts with Customersand IFRS 15 Amendmentsthe date of initial application;

IFRS 15, issued in May 2014, establishes

Applied a new five-step model to account for revenue arising from contracts with customers. Under IFRS 15, revenue is recognised at an amount that reflects the consideration to which an entity expects to be entitled in exchange for transferring goods or servicessingle discount rate to a customer. The principles in IFRS 15 provide a more structured approach for measuring and recognising revenue. The standard also introduces extensive qualitative and quantitative disclosure requirements, including disaggregationportfolio of total revenue, information about performance obligations, changes in contract asset and liability account balances between periods and key judgements and estimates. The standard supersedes all current revenue recognition requirements under IFRSs. Either a full retrospective application or a modified retrospective adoption is requiredleases with reasonably similar characteristics on the initial applicationmeasurement of the standard. In April 2016,lease liability;

Excluded the IASB issued amendments to IFRS 15 to addressinitial direct costs from the implementation issues on identifying performance obligations, application guidance on principal-versus-agent consideration, licences of intellectual property, and transition. The amendments are also intended to help ensure a more consistent application when entities adopt IFRS 15 and decrease the cost and complexity of applying the standard. IFRS 15 and the amendments are effective for annual periods beginning on or after 1 January 2018, and early adoption is permitted.

Given insurance contracts are scoped out of IFRS 15, the main impactmeasurement of the new standard isright-of-use asset at the date of initial application;

Used hindsight in determining the lease term where the contract contains options to extend or terminate the lease;

Relied on its assessment of whether leases are onerous immediately before the accounting treatmentdate of income from administrative and investment management services. Based oninitial application. The Group adjusted the standard’s transitional provisions, the entity shall recognise the cumulative effect of initially applying IFRS 15 as an adjustment to the opening balance of retained earnings or other component of equity of the annual reporting period that includesright-of-use asset at the date of initial application by the amount of any provision for onerous leases recognised in the statement of financial position immediately before the date of initial application.

In addition to land use rights, the Group recognised other right-of-use assets of RMB2,555 million and does not require a restatementlease liabilities of prior periods. The Group adopted IFRS 15 using the modified retrospective approach from 1 January 2018. Adoption of the standard has no significant impact on relative items of the Group’s consolidated financial statements.

IAS 40 AmendmentsTransfers of Investment Property

Amendments to IAS 40, issued in December 2016, clarify when an entity should transfer property, including property under construction or development into, or out of investment property. The amendments state that a change in use occurs when the property meets, or ceases to meet, the definition of investment property and there is evidence of the change in use. A mere change in management’s intentions for the use of a property does not provide evidence of a change in use. The amendments are to be applied prospectively, and shall be applied to the changes that occurred, during or after the financial year when it applies amendments for the first time. An entity should reassess the classification of property heldRMB2,185 million at the date that it first appliesof initial application. Compared to the amendmentsend of 2018, after the relative adjustments, total assets and if applicable, reclassify property to reflecttotal liabilities at the conditions that existgroup level as at that date. Retrospective application is only permitted if it is possible without1 January 2019 both increased by RMB2,194 million. The reconciliation between the useminimum unpaid lease payments of hindsight. The amendments do not have any significant impact onthe operating leases disclosed in the Group’s financial statements for the year ended 31 December 2018, and the lease liabilities recognised in the consolidated statement of financial statements.position at the date of initial application are as follows:

In addition,

RMB million

Operating lease commitments as at 31 December 2018

2,474

Less:  short-term leases, those leases with a remaining lease term less than 12

           months from the date of initial application and leases of low-value assets

(132

impact of discounting at the incremental borrowing rate as at 1 January 2019

(157

Lease liabilities as at 1 January 2019

2,185

The weighted average incremental borrowing rate theAnnual Improvements 2014-2016 Cycle issued in December 2016 set out amendments to IFRS 1 and IAS 28, which are effective for annual periods beginning on or after Group adopted as at 1 January 2018. There is no significant impact on2019 in calculating the lease liabilities in the consolidated statement of financial position was 3.76%.

Refer to Note 2.7 for relevant accounting policies of the Group as a result of these amendments.policies.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

2.1

Basis of preparation (continued)

 

2.1.1

New accounting standards and amendments adopted by the Group for the first time for the financial year beginning on 1 January 2019 (continued)

IAS 28 Amendments Long-term interests in associates and joint ventures

In October 2017, the IASB issued the amendments to IAS 28 which indicates that an entity applies IFRS 9 to long-term interests in an associate or joint venture to which the equity method is not applied but that, in substance, form part of the net investment in the associate or joint venture (long-term interests). The amendments also clarify that for the entity that applies the temporary exemption from IFRS 9, IAS 39 applies to the long-term interests, and those entities are not required to restate prior periods to reflect the application of amendments. The amendments are effective for annual periods beginning on or after 1 January 2019.

The Group’s accounting treatment in the previous years is in line with the amendments, thus there has been no impact on the Group’s consolidated financial statements as a result of the amendments.

IAS 19 Amendments –Plan Amendment, Curtailment or Settlement

In February 2018, the IASB issued the amendments to IAS 19 which addresses the accounting when a plan amendment, curtailment or settlement occurs during a reporting period. The amendments are effective for annual periods beginning on or after 1 January 2019 and apply retrospectively.

The Group has no defined benefit plans. The amendments under IAS 19 have had no impact on the Group’s consolidated financial statements. The Group will adopt the amendments if such business occurs in the future.

IFRIC 23Uncertainty over Income Tax Treatments

In June 2017, the IASB issued IFRIC Interpretation 23 which clarifies application of the recognition and measurement requirements in IAS 12 Income Taxes when there is uncertainty over income tax treatments. The interpretation mainly addresses the following four areas: whether an entity separately considers the uncertainty of tax treatments; assumptions adopted by an entity to address the examination of tax treatments by taxation authorities; how an entity determines taxable profit/(tax loss), tax bases, unused tax losses, unused tax credits and tax rates; and how an entity considers changes in facts and circumstances. The interpretation is effective for annual reporting periods beginning on or after 1 January 2019.

The Group’s accounting treatment in the previous years is in line with the clarification of the interpretation. The clarification has had no significant impact on the Group’s consolidated financial statements.

Annual Improvements to IFRSs 2015-2017 Cycle –Amendments to IFRS 3, IFRS 11, IAS12 and IAS23

In December 2017, theAnnual Improvements2015-2017 Cycle issued set out amendments to IFRS 3, IFRS 11, IAS 12 and IAS 23, which are effective for annual periods beginning on or after 1 January 2019. There has been no significant impact on the Group’s consolidated financial statements as a result of these amendments.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2019

 

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

2.1

Basis of preparation (continued)

2.1.2

New accounting standards and amendments that are effective but temporary exemption is applied by the Group for the financial year beginning on 1 January 20182019

 

Standards/Amendments

 

Content

    

Effective for annual periods
beginning on or after

IFRS 9

 

Financial Instruments

 1 January 2018

IFRS 9Financial Instruments

In July 2014, the IASB issued the final version of IFRS 9, bringing together all phases of the financial instruments project to replace IAS 39 and all previous versions of IFRS 9. The standard introduces new requirements for classification and measurement, impairment, and hedge accounting. IFRS 9 is effective for annual periods beginning on or after 1 January 2018, with early adoption permitted. Based on the current assessment, the Group expects that the adoption of IFRS 9 will have a significant impact on the Group’s consolidated financial statements. The Group adopts the temporary exemption permitted in Amendments to IFRS 4Applying IFRS 9 Financial Instruments with IFRS 4 Insurance Contracts (“IFRS 4 Amendment”) to apply IAS 39 rather than IFRS 9, until the effective date of IFRS 17. Refer to Note 33 for more details.

Classification and measurement

IFRS 9 requires that the Group classifies debt instruments based on the combined effect of application of business models (hold to collect contractual cash flows, hold to collect contractual cash flows and sell financial assets or other business models) and contractual cash flow characteristics (solely payments of principal and interest on the principal amount outstanding or not). Debt instruments not giving rise to cash flows that are solely payments of principal and interest on the principal amount outstanding would be measured at fair value through profit or loss. Other debt instruments giving rise to cash flows that are solely payments of principal and interest on the principal amount outstanding would be measured at amortised cost, fair value through other comprehensive income (“FVOCI”) or FVTPL,fair value through profit or loss, based on their respective business models. The Group analysed the contractual cash flow characteristics of financial assets as at 31 December 20182019 and made relevant disclosures in Note 32 according to IFRS 4 Amendments.33.

Equity instruments would generally be measured at fair value through profit or loss unless the Group elects to measure at FVOCI for certain equity investments not held for trading. This will result in unrealised gains and losses on equity instruments currently classified asavailable-for-sale securities being recorded in income going forward. Currently, these unrealised gains and losses are recognised in OCI.other comprehensive income (“OCI”). If the Group elects to record equity investments at FVOCI, gains and losses would never be recognised in income except for the received dividends which do not represent a recovery of part of the investment cost.

Impairment

IFRS 9 replaces the “incurred loss” model with the “expected credit loss” model which is designed to include forward-looking information. The Group is in the process of developing and testing the key models required under IFRS 9 and analysing the impact on the expected loss provision; the Group believed that the provision for debt instruments of the Group under the “expected credit loss” model would be larger than that under the previous “incurred loss” model.

Hedge accounting

The Group does not apply the hedge accounting currently, so the Group expects that the new hedge accounting model under IFRS 9 will have no impact on the Group’s consolidated financial statements.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

2.1

Basis of preparation (continued)

 

2.1.3

New accounting standards and amendments that are not yet effective and have not been early adopted by the Group for the financial year beginning on 1 January 20182019

 

Standards/Amendments

  

Content

  

Effective for annual periods
beginning on or after

IFRS 163 Amendments

  Leases1 January 2019
IFRS 3 Amendments

Definition of a Business

 1 January 2020

IAS 1 and IAS 8 Amendments

  

Definition of Material

 1 January 2020

IFRS 179, IAS 39 and IFRS 7 Amendments

  

Interest Rate Benchmark Reform

1 January 2020

IFRS 17

Insurance Contracts

 1 January 2021

IFRS 10 and IAS 28 Amendments

  

Sale or Contribution of Assets between an Investor and its Associate or Joint Venture

  
No mandatory effective date yet
determined but available for adoption

The Group has not early adopted any standard, interpretation or amendment that has been issued but is not yet effective.

IFRS 16Leases

IFRS 16 was issued in January 2016 and it replaces IAS 17Leases, related IFRS Interpretations Committee Interpretation and Standing Interpretations Committee Interpretation. IFRS 16 sets out the principles for the recognition, measurement, presentation and disclosure of leases and requires lessees to account for all leases under a singleon-balance sheet model similar to the accounting for finance leases under IAS 17. The standard includes two recognition exemptions for lessees-leases oflow-value assets and short-term leases (i.e., leases with a lease term of 12 months or less). At the commencement date of a lease, a lessee will recognise a liability to make lease payments (i.e., the lease liability) and an asset representing the right to use the underlying asset during the lease term (i.e., theright-of-use asset). Lessees will be required to separately recognise the interest expense on the lease liability and the depreciation expense on theright-of-use asset. Lessees will be also required to remeasure the lease liability upon the occurrence of certain events (e.g., a change in the lease term, a change in future lease payments resulting from a change in an index or rate used to determine those payments). The lessee will generally recognise the amount of the remeasurement of the lease liability as an adjustment to theright-of-use asset. Lessor accounting under IFRS 16 is substantially unchanged from today’s accounting under IAS 17. IFRS 16 also requires lessees and lessors to make more extensive disclosures than under IAS 17. IFRS 16 is effective for annual periods beginning on or after 1 January 2019. Early application is permitted, but not before an entity applies IFRS 15. A lessee can choose to apply the standard using either a full retrospective or a modified retrospective approach. The standard’s transition provisions permit certain reliefs.

The Group will adopt IFRS 16 from 1 January 2019. The Group plans to adopt the modified retrospective approach according to transitional provisions in IFRS 16. In addition, the Group plans to apply the new requirements to contracts that were previously identified as leases applying IAS 17 and measure the lease liability at the present value of the remaining lease payments. Theright-of-use asset will be measured at the amount of the lease liability, adjusted by the amount of any prepaid or accrued lease payments relating to the lease recognised in the statement of financial position immediately before the date of initial application. The Group plans to use the exemptions allowed by the standard on leases whose lease terms end within 12 months as of the date of initial application and leases oflow-value assets. The Group has performed a detailed assessment on the impact of adoption of IFRS 16. The Group has estimated thatright-of-use assets of RMB2.6 billion and lease liabilities of RMB2.2 billion will be recognised at 1 January 2019, with no corresponding adjustment to the opening balance of retained earnings. Based on the current assessment, the Group expects the adoption of IFRS 16 will have no significant impact on the Group’s consolidated statement of comprehensive income.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

2.1

Basis of preparation (continued)

2.1.3

New accounting standards and amendments that are not yet effective and have not been early adopted by the Group for the financial year beginning on 1 January 2018 (continued)

IFRS 3 AmendmentsDefinition of a business

In October 2018, the IASB issued amendments to the definition of a business in IFRS 3 Business Combinations. The amendments clarify and provide additional guidance on the definition of a business. The amendments clarify that for an integrated set of activities and assets to be considered a business, it must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create outputs. A business can exist without including all of the inputs and processes needed to create outputs. The amendments remove the assessment of whether market participants are capable of acquiring the business and continue to produce outputs. Instead, the focus is on whether acquired inputs and acquired substantive processes together significantly contribute to the ability to create outputs. The amendments have also narrowed the definition of outputs to focus on goods or services provided to customers, investment income or other income from ordinary activities. Furthermore, the amendments provide guidance to assess whether an acquired process is substantive and introduce an optional fair value concentration test to permit a simplified assessment of whether an acquired set of activities and assets is not a business. The amendments are effective for annual reporting periods beginning on or after 1 January 2020 and apply prospectively. Earlier application is permitted. The Group expects to adopt the amendments from 1 January 2020. The amendments are not expected to have any significant impact on the Group’s consolidated financial statements.

IAS 1 and IAS 8 AmendmentsDefinition of Material

In October 2018, the IASB issued amendments to IAS 1Presentation of Financial Statements and IAS 8Accounting Policies, Changes in Accounting Estimates and Errors to provide a new definition of material. The new definition states that information is material if omitting, misstating or obscuring it could reasonably be expected to influence decisions that the primary users of general purpose financial statements make on the basis of those financial statements. The amendments clarify that materiality will depend on the nature or magnitude of information. A misstatement of information is material if it could reasonably be expected to influence decisions made by the primary users. The amendments are effective for annual reporting periods beginning on or after 1 January 2020 and apply prospectively. Earlier application is permitted. The Group expects to adopt the amendments from 1 January 2020. The amendments are not expected to have any significant impact on the Group’s consolidated financial statements.

IFRS 9, IAS 39 and IFRS 7 Amendments – Interest Rate Benchmark Reform

In September 2019, the IASB issued the amendments to IFRS 9Financial Instruments, IAS 39Financial Instruments: Recognition and Measurement and IFRS 7 Financial Instruments: Disclosuresto respond to the hedge accounting induced in the Interbank Offered Rates (IBOR) reform. The amendments provide temporary reliefs which enable hedge accounting to continue during the period of uncertainty before the replacement of an existing interest rate benchmark. The amendments are effective for annual reporting periods beginning on or after 1 January 2020 and apply retrospectively. Earlier application is permitted. Because the Group has no interbank offered transactions and has no hedge accounting, the amendments are not expected to have any significant impact on the Group’s consolidated financial statements.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

2

2.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

2.1

Basis of preparation (continued)

 

2.1.3

New accounting standards and amendments that are not yet effective and have not been early adopted by the Group for the financial year beginning on 1 January 20182019 (continued)

 

IFRS 17Insurance Contracts

In May 2017, the IASB issued IFRS 17 Insurance Contracts, a comprehensive new accounting standard for insurance contracts covering recognition and measurement, presentation and disclosure, which replaces IFRS 4Insurance Contracts.

In contrast to the requirements in IFRS 4, which are largely based on grandfathering previous local accounting policies for measurement purposes, IFRS 17 provides a comprehensive model (the general model) for insurance contracts, supplemented by the variable fee approach for contracts with direct participation features and the premium allocation approach mainly for short-duration which typically applies to certainnon-life insurance contracts.

The main features of the new accounting model for insurance contracts are as follows:

 

The fulfilment cash flows including the expected present value of future cash flows and explicit risk adjustment, remeasured every reporting period;

 

A contractual service margin represents the unearned profitability of the insurance contracts and is recognised in profit or loss over the coverage period;

 

Certain changes in the expected present value of future cash flows are adjusted against the contractual service margin and thereby recognised in profit or loss over the remaining coverage period;

 

The effect of changes in discount rates will be reported in either profit or loss or other comprehensive income,OCI, determined by an accounting policy choice;

 

The recognition of insurance revenue and insurance service expenses in the statement of comprehensive income based on the concept of services provided during the period;

 

Amounts that the policyholder will always receive, regardless of whether an insured event happens(non-distinct (non-distinct investment components), are not presented in the statement of comprehensive income, but are recognised directly onin the statement of financial position;

 

Insurance services results are presented separately from the insurance finance income or expense;

 

Extensive disclosures to provide information on the recognised amounts from insurance contracts and the nature and extent of risks arising from these contracts.

IFRS 17 is effective for annual reporting periods beginning on or after 1 January 2021. Early application is permitted, provided the entity also applies IFRS 9 and IFRS 15 on or before the date it first applies IFRS 17. Retrospective application is required, with comparative figures required. However, if full retrospective application for a group of insurance contracts is impracticable, the entity is required to choose either the modified retrospective approach or the fair value approach.

In November 2018,March 2020, the IASB tentatively decided to defer the effective date for IFRS 17 by one yeartwo years to reporting periods beginning on or after 1 January 2022.2023. The IASB also tentatively decided to allowextend the exemption currently in place for qualifying insurers qualifying forregarding the deferralapplication of IFRS 9, an additional year of deferral, meaning that they could apply both standards for the first time to reporting periods beginning on or after 1 January 2022.2023. As at the approval date of the consolidated financial statements, the changesamendments to the effective datesIFRS 17 have not yet been finalisedissued by the IASB.

The Group is currently assessing the impact of the standard upon adoption.

IFRS 10 and IAS 28 AmendmentsSale or Contribution of Assets between an Investor and its Associate or Joint Venture

Amendments to IFRS 10 and IAS 28 address an inconsistency between the requirements in IFRS 10 and IAS 28 in dealing with the sale or contribution of assets between an investor and its associate or joint venture. The amendments require a full recognition of a gain or loss when the sale or contribution of assets between an investor and its associate or joint venture constitutes a business. For a transaction involving assets that do not constitute a business, a gain or loss resulting from the transaction is recognised in the investor’s profit or loss only to the extent of the unrelated investor’s interest in that associate or joint venture. The IASB has deferred the effective date of these amendments indefinitely, but an entity that early adopts the amendments must apply them prospectively. The Group will apply these amendments when they become effective.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

2

2.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

2.1

Basis of preparation (continued)2.2

2.1.3

New accounting standards and amendments that are not yet effective and have not been early adopted by the Group for the financial year beginning on 1 January 2018 (continued)

TheAnnual Improvements 2015-2017 Cycle issued in December 2017 set out amendments to IFRS 3, IFRS 11, IAS 12 and IAS 23, which are effective for annual periods beginning on or after 1 January 2019. There is no significant impact on the accounting policies of the Group as a result of these amendments.

2.2

Consolidation

The consolidated financial statements include the financial statements of the Company and its subsidiaries for the year ended 31 December 2018.2019. Subsidiaries are those entities which are controlled by the Group (including the structured entities controlled by the Group). Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Specifically, the Group controls an investee if and only if the Group has:

 

power over the investee (i.e., existing rights that give it the current ability to direct the relevant activities of the investee);

 

exposure, or rights, to variable returns from its involvement with the investee; and

 

the ability to use its power over the investee to affect its returns.

When the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including:

 

the contractual arrangement with the other vote holders of the investee;

 

rights arising from other contractual arrangements; and

 

the Group’s voting rights and potential voting rights.

The Groupre-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary.

Profit or loss and each component of OCI are attributed to the equity holders of the Company and to thenon-controlling interests, even if this results in thenon-controlling interests having a deficit balance. When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies in line with the Group’s accounting policies. All intra-group assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are eliminated in full upon consolidation.

A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction. If the Group loses control over a subsidiary, it:

 

derecognises the assets (including goodwill) and liabilities of the subsidiary;

 

derecognises the carrying amount of anynon-controlling interests;

 

derecognises the cumulative translation differences recorded in equity;

 

recognises the fair value of the consideration received;

 

recognises the fair value of any investment retained;

 

recognises any surplus or deficit in profit or loss; and

 

reclassifies the Group’s share of components previously recognised in OCI to profit or loss or retained earnings, as appropriate, as if the Group had directly disposed of the related assets or liabilities.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

2.2

Consolidation (continued)

 

The Group uses the acquisition method of accounting to account for business combinations. The consideration transferred for the acquisition of a subsidiary is the fair value of the assets transferred, the liabilities incurred and the equity interest issued by the Group. The consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration arrangement. Acquisition-related costs are expensed as incurred. Identifiable assets acquired, and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair value at the acquisition date. On anacquisition-by-acquisition basis, the Group recognises anynon-controlling interest in the acquiree either at fair value or at thenon-controlling interest’s proportionate share of the acquiree’s net assets.

The excess of the aggregate of the consideration transferred, the fair value of anynon-controlling interest in the acquiree, and the fair value of any previous equity interest in the acquiree at the acquisition date over the fair value of the net identifiable assets acquired and liabilities assumed is recorded as goodwill. If this is less than the fair value of the net assets of the subsidiary acquired in the case of a bargain purchase, the Groupre-assesses whether it has correctly identified all of the assets acquired and all of the liabilities assumed, and reviews the procedures used to measure the amounts to be recognised at the acquisition date. If there-assessment still results in an excess of the fair value of net assets acquired over the aggregate consideration transferred, then the gain is recognised in profit or loss. Goodwill is tested annually for impairment and carried at cost less accumulated impairment losses. If there is any indication that goodwill is impaired, recoverable amount is estimated and the difference between carrying amount and recoverable amount is recognised as an impairment charge. Impairment losses on goodwill are not reversed in subsequent periods. Gains or losses on the disposal of an entity take into consideration the carrying amount of goodwill relating to the entity sold.

The investments in subsidiaries are accounted for only in the Company’s statement of financial position at cost less impairment. Cost is adjusted to reflect changes in consideration arising from contingent consideration amendments. Cost also includes direct attributable costs of investment. The results of subsidiaries are accounted for by the Company on the basis of dividends received and receivable.

Transactions withnon-controlling interests

The Group treats transactions withnon-controlling interests that do not result in loss of controls as equity transactions. For shares purchased fromnon-controlling interests, the difference between any consideration paid and the relevant share acquired of the carrying value of net assets of the subsidiary is recorded in equity. Gains or losses on disposal of shares tonon-controlling interests are also recorded in equity.

When the Group ceases to have control or significant influence, any retained interest in the entity is re-measured to its fair value, with the change in carrying amount recognised in profit or loss. The fair value is the initial carrying amount for the purposes of subsequently accounting for the retained interest as an associate, joint venture or financial asset. In addition, any amounts previously recognised in OCI in respect of that entity are accounted for as if the Group had directly disposed of the related assets or liabilities. This may mean that amounts previously recognised in OCI are reclassified to profit or loss.

If the ownership interest in an associate is reduced but significant influence is retained, only a proportionate share of the amounts previously recognised in OCI is reclassified to profit or loss as appropriate.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

2.3

Associates and joint ventures

Associates are entities over which the Group has significant influence, generally accompanying a shareholding of between 20% and 50% of the voting rights of the investee. Significant influence is the power to participate in the financial and operating policy decisions of the investee, but is not control or joint control over those policies.

Joint ventures are the type of joint arrangements whereby the parties that have joint control of the arrangement have rights to the net assets of the joint venture. Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require the unanimous consent of the parties sharing control.

Investments in associates and joint ventures are accounted for using the equity method of accounting and are initially recognised at cost.

The Group’s share of post-acquisition profit or loss of its associates and joint ventures is recognised in net profit, and its share of post-acquisition movements in OCI is recognised in the consolidated statement of comprehensive income. The cumulative post-acquisition movements are adjusted against the carrying amount of the investment. When the Group’s share of losses in an associate or joint venture equals or exceeds its interest in the associate or joint venture, including any other unsecured receivables, the Group does not recognise further losses unless it has obligations to make payments on behalf of the associate or joint venture.

Unrealised gains on transactions between the Group and its associates or joint ventures are eliminated to the extent of the Group’s interests in the associates or joint ventures. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Associates and joint ventures’ accounting policies have been changed where necessary to ensure consistency with the policies adopted by the Group.

Goodwill represents the excess of the cost of an acquisition over the fair value of the Group’s share of the net identifiable assets of acquired associates or joint ventures at the date of acquisition. Goodwill on acquisitions of associates and joint ventures is included in investments in associates and joint ventures and is tested annually for impairment as part of the overall balance. Impairment losses on goodwill are not reversed. Gains or losses on the disposal of an entity take into consideration the carrying amount of goodwill relating to the entity sold.

The Group determines at each reporting date whether there is any objective evidence that the investments in associates and joint ventures are impaired. If this is the case, an impairment loss is recognised for the amount by which the investment’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of the investment’s fair value less costs of disposal and value in use. The impairment of investments in the associates and joint ventures is reviewed for possible reversal at each reporting date.

The investments in associates and joint ventures are stated at cost less impairment in the Company’s statement of financial position. The results of associates and joint ventures are accounted for by the Company on the basis of dividends received and receivable.

 

2.4

Segment reporting

The Group’s operating segments are presented in a manner consistent with the internal management reporting provided to the operating decision maker - president office for deciding how to allocate resources and for assessing performance.

Operating segment refers to the segment within the Group that satisfies the following conditions: i) the segment generates income and incurs costs from daily operating activities; ii) management evaluates the operating results of the segment to make resource allocation decision and to evaluate the business performance; and iii) the Group can obtain relevant financial information of the segment, including financial condition, operating results, cash flows and other financial performance indicators.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

2.5

Foreign currency translation

The Company’s functional currency is RMB. Each entity in the Group determines its own functional currency and items included in the financial statements of each entity are measured using that functional currency. The reporting currency of the consolidated financial statements of the Group is RMB. Transactions in foreign currencies are translated at the exchange rates ruling at the transaction dates. Monetary assets and liabilities denominated in foreign currencies are translated at the exchange rates ruling at the end of the reporting period. Exchange differences arising in these cases are recognised in net profit.

 

2.6

Property, plant and equipment

Property, plant and equipment, are stated at historical costs less accumulated depreciation and any accumulated impairment losses, except for those acquired prior to 30 June 2003, which are stated at deemed cost less accumulated depreciation and any accumulated impairment losses.

The historical costs of property, plant and equipment comprise its purchase price, including import duties andnon-refundable purchase taxes, and any directly attributable costs of bringing the asset to its working condition and location for its intended use. Expenditure incurred after terms of property, plant and equipment have been put into operation, such as repairs and maintenance, is normally charged to the statement of comprehensive income in the period in which it is incurred. In situations where the recognition criteria are satisfied, the expenditure for a major inspection is capitalised in the carrying amount of the assets as a replacement. Where significant parts of property, plant and equipment are required to be replaced at intervals, the Group recognises such parts as individual assets with specific useful lives and depreciates them accordingly.

Depreciation

Depreciation is computed on a straight-line basis to write down the cost of each asset to its residual value over its estimated useful lives as follows:

 

Estimated  useful lives

Buildings

  15 to 35 years

Office equipment, furniture and fixtures

  3 to 11 years

Motor vehicles

  4 to 8 years

Leasehold improvements

  

Over the shorter of the remaining term of


the lease and the useful lives


The residual values, depreciation method and useful lives are reviewed periodically to ensure that the method and period of depreciation are consistent with the expected pattern of economic benefits from items of property, plant and equipment.

Assets under construction mainly represent buildings under construction, which are stated at cost less any impairment losses and are not depreciated, except for those acquired prior to 30 June 2003, which are stated at deemed cost less any accumulated impairment losses. Cost comprises the direct costs of construction and capitalised borrowing costs on related borrowed funds during the period of construction. Assets under construction are reclassified to the appropriate category of property, plant and equipment, investment properties or other assets when completed and ready for use.

Impairment and gains or losses on disposals

Property, plant and equipment are reviewed for impairment losses whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised in net profit for the amount by which the carrying amount of the asset exceeds its recoverable amount, which is the higher of an asset’s net selling price and value in use.

The gain or loss on disposal of an item of property, plant and equipment is the difference between the net sales proceeds and the carrying amount of the relevant asset, and is recognised in net profit.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

2.7

Leases

(i)

Applicable from 1 January 2019

At inception of a contract, the Group assesses whether the contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset for a period of a time, the Group assesses whether, throughout the period of use, the lessee has the right to obtain substantially all of the economic benefits from use of the identified asset and the right to direct the use of the identified asset.

As a lessee

Initial measurement

At the commencement date of the lease, the Group recognises right-of-use assets representing the right to use the leased assets, including buildings and land use rights, etc. The Group measures the lease liability at the present value of the lease payments that are not paid at that date, except for short-term leases and leases of low-value assets. In calculating the present value of the lease payments, the lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily determined, the Group uses its own incremental borrowing rate.

The lease term is the non-cancellable period of a lease when the Group has the right to use lease assets. When the Group has an option to extend a lease and is reasonably certain to exercise that option to extend a lease, the lease term also comprises the periods covered by the option to extend the lease. When the Group has an option to terminate the lease and is reasonably certain not to exercise that option, the lease term also comprises the periods covered by the option to terminate the lease. The Group reassesses whether it is reasonably certain to exercise an extension option, to exercise a purchase option or not to exercise a termination option, upon the occurrence of either a significant event or a significant change in circumstances that are within the control of the Group and affects whether the Group is reasonably certain to exercise the commensurate options.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2019

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

2.7

Leases (continued)

(i)

Applicable from 1 January 2019 (continued)

As a lessee (continued)

Subsequent measurement

The Group applies the straight-line method in depreciating the right-of-use assets. If it is reasonably certain that ownership of a leased asset transfers to the Group at the end of the lease term, the leased asset is depreciated under the remaining useful life of the asset. If it cannot be reasonably determined that ownership of a leased asset transfers to the Group at the end of the lease term, the Group depreciates the right-of-use asset from the commencement date to the earlier of the end of the lease term or the end of the useful life of the right-of-use asset.

The Group uses a constant periodic rate of interest to calculate interest on the lease liability in each period during the lease term and recognises the interest in profit or loss.

Variable lease payments not included in the measurement of the lease liability are recognised in profit or loss in the period in which the event or condition that triggers the payment occurs.

After the commencement date of a lease, when there is a change in in-substance fixed payments, a change in the amounts expected to be payable under a residual value guarantee, a change in future lease payments resulting from a change in an index or a rate used to determine those payments, a change in the assessment or actual exercise situation of a purchase option, an extension option or a termination option, the Group uses the changed present value of lease payments to remeasure the lease liability. If the carrying amount of the right-of-use asset is reduced to zero and there is a further reduction in the measurement of the lease liability, the Group recognises any remaining amount of the remeasurement in profit or loss.

The Group assesses whether there is any indication that a right-of-use asset may be impaired at the end of reporting period. If any such indication exists, the Group performs the impairment test. An impairment loss is recognised in net profit for the amount by which the carrying amount of the right-of-use asset exceeds its recoverable amount, which is the higher of the right-of-use asset’s net selling price and value in use.

As a lessor

At the commencement date of the lease, leases in which the Group does not transfer substantially all the risks and rewards incidental to ownership of an asset are classified as operating leases. Rental income arising is accounted for on a straight-line basis over the lease terms and is included in revenue in the statement of profit or loss.

(ii)

Applicable before 1 January 2019

As for leased assets, leases in which the Group does not transfer substantially all the risks and rewards incidental to ownership of an asset are classified as operating leases. Rental expenses of operating leases are recognised in the cost of assets or profit or loss on a straight-line basis. Rental income arising is accounted for on a straight-line basis over the lease terms and is included in revenue in the statement of profit or loss.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2019

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

2.8

Investment properties

Investment properties are interests in land use rights and buildings that are held to earn rental income and/or for capital appreciation, rather than for the supply of services or for administrative purposes.

Investment properties are measured initially at cost, including transaction costs. Subsequent to initial recognition, investment properties are stated at cost less accumulated depreciation and any impairment loss.

Depreciation is computed on the straight-line basis over the estimated useful lives. The estimated useful lives of investment properties are 15 to 35 years.

Overseas investment properties, that are held by the Group in the form of property ownership, equity investment, or other forms, have expected useful lives not longer than 50 years, determined based on the usage in their locations.

The useful lives and depreciation method are reviewed periodically to ensure that the method and period of depreciation are consistent with the expected pattern of economic benefits from the individual investment properties.

An investment property is derecognised when either it has been disposed of or when the investment property is permanently withdrawn from use and no future economic benefit is expected from its disposal. Any gains or losses on the retirement or disposal of an investment property are recognised in the statement of comprehensive income in the year of retirement or disposal. A transfer to, or from, an investment property is made when, and only when, there is evidence of a change in use.

 

2.8

2.9

Financial assets

 

2.8.a

2.9.a

Classification

The Group classifies its financial assets into the following categories: securities at fair value through profit or loss,held-to-maturity securities, loans and receivables andavailable-for-sale securities. Management determines the classification of its financial assets at initial recognition which depends on the purpose for which the assets are acquired. The Group’s investments in securities fall into the following four categories:

 

 

(i)

Securities at fair value through profit or loss

This category has twosub-categories: securities held for trading and those designated as at fair value through profit or loss at inception. Securities are classified as held for trading at inception if acquired principally for the purpose of selling in the short-term or if they form part of a portfolio of financial assets in which there is evidence of taking short-term profit. The Group may classify other financial assets as at fair value through profit or loss if they meet the criteria in IAS 39 and designated as such at inception.

 

 

(ii)

Held-to-maturity securities

Held-to-maturity securities arenon-derivative financial assets with fixed or determinable payments and fixed maturities that the Group has the positive intention and ability to hold to maturity and do not meet the definition of loans and receivables nor designated asavailable-for-sale securities or securities at fair value through profit or loss.

 

 

(iii)

Loans and receivables

Loans and receivables arenon-derivative financial assets with fixed or determinable payments that are not quoted in an active market other than those that the Group intends to sell in the short-term or held asavailable-for-sale. Loans and receivables mainly comprise term deposits, loans, securities purchased under agreements to resell, accrued investment income and premium receivables as presented separately in the statement of financial position.

 

 

(iv)

Available-for-sale securities

Available-for-sale securities arenon-derivative financial assets that are either designated in this category or not classified in any of the other categories.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

2.8

2.9

Financial assets (continued)

 

2.8.b

2.9.b

Recognition and measurement

Purchase and sale of investments are recognised on the trade date, when the Group commits to purchase or sell assets. Investments are initially recognised at fair value plus, in the case of all financial assets not carried at fair value through profit or loss, transaction costs that are directly attributable to their acquisition. Investments are derecognised when the rights to receive cash flows from the investments have expired or when they have been transferred and the Group has also transferred substantially all risks and rewards of ownership.

Securities at fair value through profit or loss andavailable-for-sale securities are carried at fair value. Equity investments that do not have a quoted price in an active market and whose fair value cannot be reliably measured are carried at cost, net of allowance for impairments.Held-to-maturity securities are carried at amortised cost using the effective interest method. Investment gains and losses on sales of securities are determined principally by specific identification. Realised and unrealised gains and losses arising from changes in the fair value of the securities at fair value through profit or loss category, and the change of fair value ofavailable-for-sale debt securities due to foreign exchange impact on the amortised cost are included in net profit in the period in which they arise. The remaining unrealised gains and losses arising from changes in the fair value ofavailable-for-sale securities are recognised in OCI. When securities classified asavailable-for-sale securities are sold or impaired, the accumulated fair value adjustments are included in net profit as realised gains on financial assets.

Term deposits primarily represent traditional bank deposits which have fixed maturity dates and are stated at amortised cost.

Loans are carried at amortised cost, net of allowance for impairment.

The Group purchases securities under agreements to resell substantially identical securities. These agreements are classified as secured loans and are recorded at amortised cost, i.e., their costs plus accrued interests at the end of the reporting period, which approximates fair value. The amounts advanced under these agreements are reflected as assets in the consolidated statement of financial position. The Group does not take physical possession of securities purchased under agreements to resell. Sale or transfer of the securities is not permitted by the respective clearing house on which they are registered while the lent capital is outstanding. In the event of default by the counterparty, the Group has the right to the underlying securities held by the clearing house.

 

2.8.c

2.9.c

Impairment of financial assets other than securities at fair value through profit or loss

Financial assets other than those accounted for as at fair value through profit or loss are adjusted for impairment, where there are declines in value that are considered to be impairment. In evaluating whether a decline in value is an impairment for these financial assets, the Group considers several factors including, but not limited to, the following:

 

significant financial difficulty of the issuer or debtor;

 

a breach of contract, such as a default or delinquency in payments;

 

it becomes probable that the issuer or debtor will enter into bankruptcy or other financial reorganisation; and

 

the disappearance of an active market for that financial asset because of financial difficulties.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2019

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

2.9

Financial assets (continued)

2.9.c

Impairment of financial assets other than securities at fair value through profit or loss (continued)

In evaluating whether a decline in value is impairment for equity securities, the Group also considers the extent or the duration of the decline. The quantitative factors include the following:

 

the market price of the equity securities was more than 50% below their cost at the reporting date;

 

the market price of the equity securities was more than 20% below their cost for a period of at least six months at the reporting date; and

 

the market price of the equity securities was below their cost for a period of more than one year (including one year) at the reporting date.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

2.8

Financial assets (continued)

2.8.c

Impairment of financial assets other than securities at fair value through profit or loss (continued)

When the decline in value is considered impairment,held-to-maturity debt securities are written down to their present value of estimated future cash flows discounted at the securities’ effective interest rates,available-for-sale debt securities and equity securities are written down to their fair value, and the change is recorded in net realised gains on financial assets in the period the impairment is recognised. The impairment loss is reversed through net profit if in a subsequent period the fair value of a debt security increases and the increase can be objectively related to an event occurring after the impairment loss was recognised through net profit. The impairment losses recognised in net profit on equity instruments are not reversed through net profit.

 

2.9

2.10

Fair value measurement

The Group measures financial instruments, such as securities at fair value through profit or loss andavailable-for-sale securities, at fair value at each reporting date. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement of assets and liabilities is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

 

in the principal market for the asset or liability, or

 

in the absence of a principal market, in the most advantageous market for the asset or liability.

The principal or the most advantageous market must be accessible by the Group at the measurement date.

The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.

A fair value measurement of anon-financial asset takes into account a market participant’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.

All assets and liabilities for which fair value is measured or disclosed in the consolidated financial statements are categorised within the fair value hierarchy, described in Notes 4.4, 78 and 1011 based on the lowest level input that is significant to the fair value measurement as a whole.

For assets and liabilities that are measured at fair value on a recurring basis, the Group determines whether transfers have occurred between each level in the hierarchy byre-assessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

2.10

2.11

Cash and cash equivalents

Cash amounts represent cash on hand and demand deposits. Cash equivalents are short-term, highly liquid investments with original maturities of 90 days or less, whose carrying value approximates fair value.

 

2.11

2.12

Insurance contracts and investment contracts

 

2.11.1

2.12.1

Classification

The Group issues contracts that transfer insurance risk or financial risk or both. The contracts issued by the Group are classified as insurance contracts and investment contracts. Insurance contracts are those contracts that transfer significant insurance risk. They may also transfer financial risk. Investment contracts are those contracts that transfer financial risk without significant insurance risk. A number of insurance and investment contracts contain a discretionary participating feature (“DPF”). This feature entitles the policyholders to receive additional benefits or bonuses that are, at least in part, at the discretion of the Group.

 

2.11.2

2.12.2

Insurance contracts

 

2.11.2.a

2.12.2.a

Recognition and measurement

 

 

(i)

Short-term insurance contracts

Premiums from the sale of short duration accident and health insurance products are recorded when written and are accreted to earnings on apro-rata basis over the term of the related policy coverage. Reserves for short duration insurance products consist of unearned premium reserve and expected claims and claim adjustment expenses reserve. Actual claims and claim adjustment expenses are charged to net profit as incurred.

The unearned premium reserve represents the portion of the premiums written net of certain acquisition costs relating to the unexpired terms of coverage.

Reserves for claims and claim adjustment expenses consist of the reserves for reported and unreported claims and reserves for claims expenses with respect to insured events. In developing these reserves, the Group considers the nature and distribution of the risks, claims cost development, and experiences in deriving the reasonable estimated amount and the applicable margins. The methods used for reported and unreported claims include the case-by-case estimation method, average cost per claim method, chain ladder method, etc. The Group calculates the reserves for claims expenses based on the reasonable estimates of the future payments for claims expenses.

 

 

(ii)

Long-term insurance contracts

Long-term insurance contracts include whole life insurance, term life insurance, endowment insurance and annuity policies with significant life contingency risk. Premiums are recognised as revenue when due from policyholders.

The Group uses the discounted cash flow method to estimate the reserve of long-term insurance contracts. The reserve of long-term insurance contracts consists of a reasonable estimate of liability, a risk margin and a residual margin. The long-term insurance contract liabilities are calculated using various assumptions, including assumptions on mortality rates, morbidity rates, lapse rates, discount rates, and expense assumptions, and based on the following principles:

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

2.11

2.12

Insurance contracts and investment contracts (continued)

 

2.11.2

2.12.2

Insurance contracts (continued)

 

2.11.2.a

2.12.2.a

Recognition and measurement (continued)

 

 

(ii)

Long-term insurance contracts (continued)

 

 

(a)

The reasonable estimate of liability for long-term insurance contracts is the present value of reasonable estimates of future cash outflows less future cash inflows. The expected future cash inflows include cash inflows of future premiums arising from the undertaking of insurance obligations, with consideration of decrement mostly from death and surrenders. The expected future cash outflows are cash outflows incurred to fulfil contractual obligations, consisting of the following:

 

guaranteed benefits based on contractual terms, including payments for deaths, disabilities, diseases, survivals, maturities and surrenders;

 

additionalnon-guaranteed benefits, such as policyholder dividends; and

 

reasonable expenses incurred to manage insurance contracts or to process claims, including maintenance expenses and claim settlement expenses. Future administration expenses are included in the maintenance expenses. Expenses are determined based on expense analysis with consideration of future inflation and the Group’s expense management control.

On each reporting date, the Group reviews the assumptions for reasonable estimates of liability and risk margins, with consideration of all available information, taking into account the Group’s historical experience and expectation of future events. Changes in assumptions are recognised in net profit. Assumptions for the amortisation of residual margin are locked in at policy issuance and are not adjusted at each reporting date.

 

 

(b)

Margin has been taken into consideration while computing the reserve of insurance contracts, measured separately and recognised in net profit in each period over the life of the contracts. At the inception of the contracts, the Group does not recognise Day 1 gain, whereas on the other hand, Day 1 loss is recognised in net profit immediately.

Margin comprises risk margin and residual margin. Risk margin is the reserve accrued to compensate for the uncertain amount and timing of future cash flows. At the inception of the contract, the residual margin is calculated net of certain acquisition costs, mainly consist of underwriting and policy acquisition costs, by the Group representing Day 1 gain and will be amortised over the life of the contracts. For insurance contracts of which future returns are affected by investment yields of corresponding investment portfolios, their related residual margins are amortised based on estimated future participating dividends payable to policyholders. For insurance contracts of which future returns are not affected by investment yields of corresponding investment portfolios, their related residual margins are amortised based on sum assured of outstanding policies. The subsequent measurement of the residual margin is independent from the reasonable estimate of future discounted cash flows and risk margin. The assumption changes have no effect on the subsequent measurement of the residual margin.

 

 

(c)

The Group has considered the impact of time value on the reserve calculation for insurance contracts.

 

 

(iii)

Universal life contracts and unit-linked contracts

Universal life contracts and unit-linked contracts are unbundled into the following components:

 

insurance components

 

non-insurance components

The insurance components are accounted for as insurance contracts; and thenon-insurance components are accounted for as investment contracts (Note 2.11.3)2.12.3), which are stated in the investment contract liabilities.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

2.11

2.12

Insurance contracts and investment contracts (continued)

 

2.11.2

2.12.2

Insurance contracts (continued)

 

2.11.2.b

2.12.2.b

Liability adequacy test

The Group assesses the adequacy of insurance contract reserves using the current estimate of future cash flows with available information at the end of each reporting period. If that assessment shows that the carrying amount of its insurance liabilities (less related intangible assets, if applicable) is inadequate in light of the estimated future cash flows, the insurance contract reserves will be adjusted accordingly, and any changes of the insurance contract liabilities will be recognised in net profit.

 

2.11.2.c

2.12.2.c

Reinsurance contracts held

Contracts with reinsurers under which the Group is compensated for losses on one or more contracts issued by the Group and that meet the classification requirements for insurance contracts are classified as reinsurance contracts held. Contracts with reinsurers that do not meet these classification requirements are classified as financial assets. Insurance contracts entered into by the Group under which the contract holder is another insurer (inwards reinsurance) are included with insurance contracts.

The benefits to which the Group is entitled under its reinsurance contracts held are recognised as reinsurance assets. Amounts recoverable from or due to reinsurers are measured consistently with the amounts associated with the reinsured insurance contracts and in accordance with the terms of each reinsurance contract. Reinsurance liabilities are primarily premiums payable for reinsurance contracts and are recognised as expenses when due.

The Group assesses its reinsurance assets for impairment as at the end of reporting period. If there is objective evidence that the reinsurance asset is impaired, the Group reduces the carrying amount of the reinsurance asset to its recoverable amount and recognises that impairment loss in net profit.

 

2.11.3

2.12.3

Investment contracts

For investment contracts with or without DPF, the Company’s policy fee income mainly consists of acquisition cost and various fees (handling fees and management fees, etc.) over the period of which the service is provided. Policy fee income net of certain acquisition cost is amortised over the expected life of the contracts by period and recognised in revenue.

Except for unit-linked contracts, of which the liabilities are carried at fair value, the liabilities of investment contracts are carried at amortised cost.

 

2.11.4

2.12.4

DPF in long-term insurance contracts and investment contracts

DPF is contained in certain long-term insurance contracts and investment contracts. These contracts are collectively called participating contracts. The Group is obligated to pay to the policyholders of participating contracts as a group at the higher of 70% of accumulated surplus available and the rate specified in the contracts. The accumulated surplus available mainly arises from net investment income and gains and losses arising from the assets supporting these contracts. To the extent unrealised gains or losses fromavailable-for-sale securities are attributable to policyholders, shadow adjustments are recognised in OCI. The surplus owed to policyholders is recognised as policyholder dividend payable whether it is declared or not. The amount and timing of distribution to individual policyholders of participating contracts are subject to future declarations by the Group.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

2.12

2.13

Financial liabilities at fair value through profit or loss

Financial liabilities at fair value through profit or loss are the portions owned by the external investors in the consolidated structured entities (open-ended funds). Such financial liabilities are designated at fair value upon initial recognition, and all realised or unrealised gains or losses are recognised in net profit.

 

2.13

2.14

Securities sold under agreements to repurchase

The Group retains substantially all the risk and rewards of ownership of securities sold under agreements to repurchase which generally mature within 180 days from the transaction date. Therefore, securities sold under agreements to repurchase are classified as secured borrowings. The Group may be required to provide additional collateral based on the fair value of the underlying securities. Securities sold under agreements to repurchase are recorded at amortised cost, i.e., their cost plus accrued interest at the end of the reporting period. It is the Group’s policy to maintain effective control over securities sold under agreements to repurchase which includes maintaining physical possession of the securities. Accordingly, such securities continue to be carried on the consolidated statement of financial position.

 

2.14

2.15

Bonds payable

Subordinated debts in bondsBonds payable are initially recognised at fair value and subsequently measured at amortised cost using the effective interest rate method. Amortised cost is calculated by taking into account any discount or premium at acquisition and transaction costs.

 

2.15

2.16

Derivative instruments

Derivatives are initially recognised at fair value on the date on which a derivative contract is entered into and are subsequentlyre-measured at their fair value. The resulting gain or loss of derivative financial instruments is recognised in net profit. All derivatives are carried as assets when fair value is positive and as liabilities when fair value is negative.

Embedded derivatives that are not closely related to their host contracts and meet the definition of a derivative are separated and fair valued through profit or loss. The Group does not separately measure embedded derivatives that meet the definition of an insurance contract or embedded derivatives that are closely related to host insurance contracts including embedded options to surrender insurance contracts for a fixed amount (or an amount based on a fixed amount and an interest rate).

 

2.16

2.17

Employee benefits

Pension benefits

Full-time employees of the Group are covered by various government-sponsored pension plans under which the employees are entitled to a monthly pension based on certain formulae. These government agencies are responsible for the pension liability to these employees upon retirement. The Group contributes on a monthly basis to these pension plans. In addition to the government-sponsored pension plans, the Group established an employee annuity fund pursuant to the relevant laws and regulations in the PRC, whereby the Group is required to contribute to the schemes at fixed rates of the employees’ salary costs. Contributions to these plans are expensed as incurred. Under these plans, the Group has no legal or constructive obligation for retirement benefit beyond the contributions made.

Housing benefits

All full-time employees of the Group are entitled to participate in various government-sponsored housing funds. The Group contributes on a monthly basis to these funds based on certain percentages of the salaries of the employees. The Group’s liability in respect of these funds is limited to the contributions payable in each year.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

2.16

2.17

Employee benefits (continued)

 

Stock appreciation rights

Compensation under the stock appreciation rights is measured based on the fair value of the liabilities incurred and is expensed over the vesting period. Valuation techniques including option pricing models are used to estimate fair value of relevant liabilities. The liability isre-measured at the end of each reporting period to its fair value until settlement. Fair value changes in the vesting period are included in administrative expenses and changes after the vesting period are included in net fair value gains through profit or loss in net profit. The related liability is included in other liabilities.

 

2.17

2.18

Share capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of equity instruments are shown in equity as a deduction, net of tax, from the proceeds.

 

2.18

2.19

Other equity instruments

Other equity instruments are Core Tier 2 Capital Securities issued by the Group. These securities contain no contractual obligation to deliver cash or another financial asset; or to exchange financial assets or financial liabilities with another entity under conditions that are potentially unfavourable to the Group; or to be settled in the Group’s own equity instruments. Therefore, the Group classifies these securities as other equity instruments. Fees, commissions and other transaction costs of these securities’ issuance are deducted from equity. The distributions of the securities are recognised as profit distribution at the time of declaration.

 

2.19

2.20

Revenue recognition

Turnover of the Group represents the total revenues which include the following:

Premiums

Premiums from long-term insurance contracts are recognised as revenue when due from the policyholders.

Premiums from the sale of short duration accident and health insurance products are recorded when written and are accreted to earnings on apro-rata basis over the term of the related policy coverage.

Policy fee income

The policy fee income for investment contracts mainly consists of acquisition costs and various fees (handling fees and management fees, etc.) over the period of which the service is provided. Policy fee income net of certain acquisition costs is amortised over the expected life of the contracts and recognised as other income.

Investment income

Investment income comprises interest income from term deposits, cash and cash equivalents, debt securities, securities purchased under agreements to resell, loans and dividend income from equity securities. Interest income is recorded on an accrual basis using the effective interest rate method. Dividend income is recognised when the right to receive dividend payment is established.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

2.20

2.21

Finance costs

Interest expenses for bonds payable, securities sold under agreements to repurchase, and interest-bearing loans, borrowings and borrowingslease liabilities are recognised within finance costs in net profit using the effective interest rate method.

 

2.21

2.22

Current and deferred income taxation

Income tax expense for the period comprises current and deferred tax. Income tax is recognised in net profit, except to the extent that it relates to items recognised directly in OCI where the income tax is recognised in OCI.

Current income tax assets and liabilities for the current period are calculated on the basis of the tax laws enacted or substantively enacted at the end of each reporting period in the jurisdictions where the Company and its subsidiaries operate and generate taxable income. Management periodically evaluates positions taken with respect to situations in which applicable tax regulations are subject to interpretation.

Deferred income tax is recognised, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. Substantively enacted tax rates are used in the determination of deferred income tax.

Deferred income tax is provided on temporary differences arising on investments in subsidiaries, associates and joint ventures except where the timing of the reversal of the temporary difference can be controlled and it is probable that the temporary difference will not be reversed in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Conversely, previously unrecognised deferred tax assets are reassessed by the end of each reporting period and are recognised to the extent that it is probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the end of the reporting period.

Deferred tax assets and deferred tax liabilities are offset if and only if the Group has a legally enforceable right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income tax levied by the same taxation authority on either the same taxable entity or different taxable entities which intend either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

2.22

Operating leases

Leases where substantially all the risks and rewards of ownership of assets remain with the lessor company are accounted for as operating leases.

Where the Group is the lessor, assets leased by the Group under operating leases are included in investment properties and rentals receivable under such operating leases are credited to the consolidated statement of comprehensive income on the straight-line basis over the lease terms.

Where the Group is the lessee, rentals payable under operating leases are charged to the consolidated statement of comprehensive income on the straight-line basis over the lease terms. The aggregate benefit of incentives provided by the lessor is recognised as a reduction in rental expenses over the lease terms on the straight-line basis.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

2.23

Provisions and contingencies

Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events; it is probable that an outflow of resources will be required to settle the obligation; and the amount has been reliably estimated. Provisions are not recognised for future operating losses.

A contingent liability is a possible obligation that arises from past events and whose existence will only be confirmed by the occurrence ornon-occurrence of one or more uncertain future events not wholly within the control of the Group. It can also be a present obligation arising from past events that is not recognised because it is not probable that outflow of economic resources will be required, or the amount of obligation cannot be measured reliably.

A contingent liability is not recognised in the consolidated statement of financial position but is disclosed in the notes to the consolidated financial statements. When a change in the probability of an outflow occurs so that such outflow is probable and can be reliably measured, it will then be recognised as a provision.

 

2.24

Dividend distribution

Dividend distribution to the Company’s equity holders is recognised as a liability in the Group’s consolidated financial statements in the year in which the dividends are approved by the Company’s equity holders.

 

3

CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS

The Group makes estimates and assumptions that affect the reported amounts of assets and liabilities. Estimates and judgements are continually evaluated and based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The Group exercises significant judgement in making appropriate assumptions.

Areas susceptible to changes in critical estimates and judgements, which affect the carrying value of assets and liabilities, are set out below. It is possible that actual results may be different from the estimates and judgements referred to below.

 

3.1

EstimateEstimates of future benefit payments and premiums arising from long-term insurance contracts

The determination of the liabilities under long-term insurance contracts is based on estimates of future benefit payments, premiums and relevant expenses made by the Group and the margins. Assumptions about mortality rates, morbidity rates, lapse rates, discount rates, expense assumptions and expensepolicy dividend assumptions are made based on the most recent historical analysis and current and future economic conditions. The liability uncertainty arising from uncertain future benefit payments, premiums and relevant expenses is reflected in the risk margin.

The residual margin relating to the long-term insurance contracts is amortised over the expected life of the contracts, based on the assumptions (mortality rates, morbidity rates, lapse rates, discount rates, expenses assumption and expenses assumption)policy dividend assumptions) that are determined at inception of the contracts and remain unchanged for the duration of the contracts.

The judgements exercised in the valuation of insurance contract liabilities (including contracts with DPF) affect the amounts recognised in the consolidated financial statements as insurance contract benefits and insurance contract liabilities.

The impact of the various assumptions and their changes are described in Note 14.15.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

3

CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS (CONTINUED)

 

3.2

Financial instruments

The Group’s principal investments are debt securities, equity securities, term deposits and loans. The critical estimates and judgements are those associated with the recognition of impairment and the measurement of fair value.

The Group considers a wide range of factors in the impairment assessment as described in Note 2.8.c.2.9.c.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When the fair values of financial assets and liabilities recorded in the consolidated statement of financial position cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques which require a degree of judgements. The methods and assumptions used by the Group in measuring the fair value of financial instruments are as follows:

 

debt securities: fair values are generally based upon current bid prices. Where current bid prices are not readily available, fair values are estimated using either prices observed in recent transactions, values obtained from current bid prices of comparable investments or valuation techniques when the market is not active.

 

equity securities: fair values are generally based upon current bid prices. Where current bid prices are not readily available, fair values are estimated using either prices observed in recent transactions or commonly used market pricing models. Equity securities, for which fair values cannot be measured reliably, are recognised at cost less impairment.

 

securities purchased under agreements to resell, policy loans, term deposits, interest-bearing loans and borrowings, and securities sold under agreements to repurchase: the carrying amounts of these assets in the consolidated statement of financial position approximate fair value.

 

fair values of other loans are obtained from valuation techniques.

For the description of valuation techniques, please refer to Note 4.4. Using different valuation techniques and parameter assumptions may lead to some differences of fair value estimations.

 

3.3

Impairment of investments in associates and joint ventures

The Group assesses whether there are any indicators of impairment for investments in associates and joint ventures at the end of each reporting period. Investments in associates and joint ventures are tested for impairment when there are indicators that the carrying amounts may not be recoverable. An impairment exists when the carrying value of investments in associates and joint ventures exceeds its recoverable amount, which is the higher of its fair value less costs of disposal and its value in use. The calculation of the fair value less costs of disposal is based on available data from binding sales transactions in an arm’s length transaction of similar assets or observable market prices less incremental costs for disposing of investments in associates and joint ventures. When value in use calculations are undertaken, the Group must estimate the expected future cash flows from investments in associates and joint ventures and choose a suitable discount rate in order to calculate the present value of those cash flows.

 

3.4

Income tax

The Group is subject to income tax in numerous jurisdictions. During the normal course of business, certain transactions and activities for which the ultimate tax determination is uncertain, the Group needs to exercise significant judgement when determining the income tax. If the final settlement results of the tax matters are different from the amounts recorded, these differences will impact the final income tax expense and deferred tax for the period.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

3

CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS (CONTINUED)

 

3.5

Determination of control over investee

The Group applies its judgement to determine whether the control indicators set out in Note 2.2 indicate that the Group controls structured entities such as funds and asset management products.

The Group issues certain structured entities (e.g. funds and asset management plans), and acts as a manager for such entities according to the contracts. In addition, the Group may be exposed to variability of returns as a result of holding shares of the structured entities. Determining whether the Group controls such structured entities usually focuses on the assessment of the aggregate economic interests of the Group in the entities (including any carried interests and expected management fees) and the decision-making rights on the entity. As at 31 December 2018,2019, the Group has consolidated some funds issued and managed by the Company’s subsidiary, China Life AMP Asset Management Company (“CL AMP”), some debt investment schemes and asset management products issued and managed by the Company’s subsidiary, China Life Asset Management Company Limited (“AMC”) and some trust schemes and debt investment schemes issued and managed by third parties in the consolidated financial statements.

 

4

RISK MANAGEMENT

Risk management is carried out by the Company’s Risk Management Committee under policies approved by the Company’s Board of Directors.

The Group issues contracts that transfer insurance risk or financial risk or both. This section summarises these risks and the way the Group manages them.

 

4.1

Insurance risk

 

4.1.1

Types of insurance risks

The risk under any one insurance contract is the possibility that an insured event occurs and the uncertainty about the amount of the resulting claim. By the very nature of an insurance contract, this risk is random and therefore unpredictable. For a portfolio of insurance contracts where the theory of probability is applied to the pricing and provisioning, the principal risk that the Group faces under its insurance contracts is that the actual claims and benefit payments are less favourable than the underlying assumptions used in establishing the insurance liabilities. This occurs when the frequency or severity of claims and benefits exceeds the estimates. Insurance events are random, and the actual number of claims and the amount of benefits paid will vary each year from estimates established using statistical techniques.

Experience shows that the larger the portfolio of similar insurance contracts, the smaller the relative variability of the expected outcome will be. In addition, a more diversified portfolio is less likely to be affected across the board by a change in any subset of the portfolio. The Group has developed its insurance underwriting strategy to diversify the types of insurance risks accepted and within each of these categories to achieve a sufficiently large population to reduce the variability of the expected outcome. The Group manages insurance risk through underwriting strategies, reinsurance arrangements and claims handling.

The Group manages insurance risks through two types of reinsurance agreements, ceding on a quota share basis or a surplus basis, to cover insurance liability risk. Reinsurance contracts cover almost all products, which contain risk liabilities. The products reinsured include: life insurance, accident and health insurance or death, disability, accident, illness and assistance in terms of product category or function, respectively. These reinsurance agreements spread insured risk to a certain extent and reduce the effect of potential losses to the Group. However, the Group’s direct insurance liabilities to the policyholder are not eliminated because of the credit risk associated with the failure of reinsurance companies to fulfil their responsibilities.

 

4.1.2

Concentration of insurance risks

All insurance operations of the Group are located in the PRC. There are no significant differences among the regions where the Group underwrites insurance contracts.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

4

RISK MANAGEMENT (CONTINUED)

 

4.1

Insurance risk (continued)

 

4.1.2

Concentration of insurance risks (continued)

 

The table below presents the Group’s major products of long-term insurance contracts:

 

Product name

  For the year ended 31 December   For the year ended 31 December 
  2018     2017       2019       2018     
  RMB million   % RMB million   %   RMB million   %   RMB million   % 

Premiums of long-term insurance contracts

       

Premiums of long-term insurance contracts

 

      

Xin Fu Ying Jia Annuity (a)

   38,397    7.99 40,588    8.73   37,024    7.44%    38,397    7.99% 

Hong Fu Zhi Zun Annuity (b)

   22,292    4.64 24,877    5.35

Xin Xiang Jin Sheng Annuity (Type A) (b)

   36,345    7.30%    257    0.05% 

Xin Ru Yi Annuity (c)

   21,960    4.57 25,166    5.41   21,276    4.28%    21,960    4.57% 

Kang Ning Whole Life (d)

   20,667    4.30 21,435    4.61   19,701    3.96%    20,667    4.30% 

Hong Ying Participating Endowment (e)

   1,448    0.30 3,019    0.65   558    0.11%    1,448    0.30% 

Others (f)

   375,732    78.20 349,813    75.25   382,666    76.91%    397,767    82.79% 
  

 

   

 

  

 

   

 

   

 

   

 

   

 

   

 

 

Total

   480,496    100.00 464,898    100.00   497,570    100.00%    480,496    100.00% 
  

 

   

 

  

 

   

 

   

 

   

 

   

 

   

 

 

Insurance benefits of long-term insurance contracts

       

Insurance benefits of long-term insurance contracts

 

      

Xin Fu Ying Jia Annuity (a)

   1,847    1.37 7,956    4.79   1,799    2.25%    1,847    1.37% 

Hong Fu Zhi Zun Annuity (b)

   8,764    6.52 2    0.00

Xin Xiang Jin Sheng Annuity (Type A) (b)

   12    0.01%    —      —   

Xin Ru Yi Annuity (c)

   3,526    2.62 3,594    2.16   3,512    4.38%    3,526    2.62% 

Kang Ning Whole Life (d)

   4,663    3.47 4,197    2.52   5,119    6.39%    4,663    3.47% 

Hong Ying Participating Endowment (e)

   28,741    21.38 49,796    29.96   7,906    9.87%    28,741    21.38% 

Others (f)

   86,857    64.64 100,679    60.57   61,776    77.10%    95,621    71.16% 
  

 

   

 

  

 

   

 

   

 

   

 

   

 

   

 

 

Total

   134,398    100.00 166,224    100.00   80,124    100.00%    134,398    100.00% 
  

 

   

 

  

 

   

 

   

 

   

 

   

 

   

 

 
  As at 31 December 2018 As at 31 December 2017   As at 31 December 2019   As at 31 December 2018 
  RMB million   % RMB million   %   RMB million   %   RMB million   % 

Liabilities of long-term insurance contracts

               

Xin Fu Ying Jia Annuity (a)

   52,440    2.39 19,771    0.99   86,876    3.45%    52,440    2.39% 

Hong Fu Zhi Zun Annuity (b)

   26,741    1.22 15,236    0.76

Xin Xiang Jin Sheng Annuity (Type A) (b)

   27,554    1.09%    193    0.01% 

Xin Ru Yi Annuity (c)

   71,571    3.27 53,098    2.66   90,379    3.58%    71,571    3.27% 

Kang Ning Whole Life (d)

   289,230    13.21 268,708    13.44   309,519    12.28%    289,230    13.21% 

Hong Ying Participating Endowment (e)

   42,969    1.96 70,506    3.53   35,403    1.40%    42,969    1.96% 

Others (f)

   1,706,843    77.95 1,571,747    78.62   1,971,600    78.20%    1,733,391    79.16% 
  

 

   

 

  

 

   

 

   

 

   

 

   

 

   

 

 

Total

   2,189,794    100.00 1,999,066    100.00   2,521,331    100.00%    2,189,794    100.00% 
  

 

   

 

  

 

   

 

   

 

   

 

   

 

   

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

4

RISK MANAGEMENT (CONTINUED)

 

4.1

Insurance risk (continued)

 

4.1.2

Concentration of insurance risks (continued)

 

 

(a)

Xin Fu Ying Jia Annuity is an annuity insurance contract with the options for regular premium of 3 years, 5 years or 10 years. Its insured period extends from the effective date of Xin Fu Ying Jia Annuity to the corresponding date when policyholders reach the age of 88. This product is applicable to healthy policyholders between28-day-old and70-year-old. From the effective date to the contractual date starting to claim of Xin Fu Ying Jia Annuity, the annuity payment of first policy year is paid at 20% of the first premium of the product, and the following annuity payments are paid at 20% of the basic sum insured by Xin Fu Ying Jia Annuity. From the first corresponding date after the contractual date starting to claim of annuity, to the corresponding date when the policyholders reach the age of88-year-old, annuity is paid at 3% of the basic sum insured during the insured period if policyholders live to the annual corresponding effective date; annuity is paid at the premium received (without interest) during the insured period if policyholders live to the contractual date starting to claim of annuity; the contract terminates and death benefit is paid at the premium received (without interest) or the cash value of the contract, whichever greater when death incurred before the contractual date starting to claim of annuity; the contract terminates and death benefit is paid at the cash value of the contract when death incurred after contractual date starting to claim of annuity; the contract terminates and accidental death benefit is paid at the premium received (without interest) less any death benefit paid when accidents occurred and due to which death incurred within 180 days. Death benefit and accidental death benefit are paid only once.

 

 

(b)

Hong Fu Zhi ZunXin Xiang Jin Sheng Annuity (Type A) is an annuity insurance contract with the options for annual or monthly payment. The payment period is divided intoregular premium of 3 years and 5 years paid annually or 10 years.monthly. Its insured period is twenty15 years. This product is applicable to healthy policyholders between28-day-old and60-year-old.65-year-old. FromTo the first effective date after onethe fifth policy yearyears and the first effective date after the sixth policy years, if the policyholders live, the special survival payment shall be paid at 50% of the annual premium according to the basic sum insured if the payment period is 3 years; and the survival payment shall be paid at 100% of the annual premium according to the basic sum insured if the payment period is 5 years. From the first effective date to the seventh policy years after the expiration date, if the policyholders live to the annual corresponding effective date, the annuity payment isshall be paid at 3%24% of the annual premium if the payment period is three years; the annuity payment is paid at 6% of the annual premium if the payment period is five years; and the annuity payment is paid at 12% of the annual premium if the payment period is ten years. From the effective date to the effective date after one policy year, if the policyholders survive, the special survival payment shall be paid according to the basic sum insured by Hong Fu Zhi Zun Annuity. Theif the payment period is 3 years; and the annuity payment shall be paid at 32% of annual premium according to the basic sum insured if the payment period is 5 years. If the policyholders live to the annual corresponding effective date of the expiration period, the contract terminates and maturity insurance premiumbenefit is paid at the premium paid (without interest). Thebasic sum insured. If death incurred over insured period, the contract terminates and death benefit is paid at the insurance premium received (without interest) when accidents occurred..

 

 

(c)

Xin Ru Yi Annuity is an annuity insurance contract with the options for regular premium of 3 years, 5 years or 10 years. Its insured period extends from the effective date of Xin Ru Yi Annuity to the corresponding date when policyholders reach the age of 80. This product is applicable to healthy policyholders between28-day-old and70-year-old. From the effective date to the contractual date starting to claim of Xin Ru Yi Annuity, the annuity payment of the first policy year is paid at 10% of the first premium of the product, and the following annuity payments are paid at the basic sum insured by Xin Ru Yi Annuity. From the first corresponding date after the contractual date starting to claim of annuity to the corresponding date when the policyholders reach the age of80-year-old, the annuity payment of the first policy year is paid at 110% of the basic sum insured during the insured period if policyholders live to the annual corresponding effective date; the following annuity payments increase by 10% of the basic sum on the basis of the previous payment. The maturity insurance premium is paid at the premium paid (without interest). The death benefit is paid at the larger value of the insurance premium (without interest) and the cash value of the contract at the time of the death of the insured.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

4

RISK MANAGEMENT (CONTINUED)

 

4.1

Insurance risk (continued)

 

4.1.2

Concentration of insurance risks (continued)

 

 

(d)

Kang Ning Whole Life is a whole life insurance contract with the options for single premium or regular premium of 10 years or 20 years. This product is applicable to healthy policyholders under70-year-old. The critical illness benefit is paid at 200% of the basic sum insured. If the critical illness benefits are paid within the payment period, the insurance premium of each subsequent period shall be exempted, and the contract shall continue to be valid from the date of the payment of the critical illness benefits. Both death and disability benefits are paid at 300% of the basic sum insured less any critical illness benefits paid.

 

 

(e)

Hong Ying Participating Endowment is a participating endowment insurance contract with the options for single premium or regular premium of 3 years, 5 years or 10 years. Its insured period can be 6 years, 10 years or 15 years. This product is applicable to healthy policyholders between30-day-old and70-year-old. Maturity benefit of a single premium policy is paid at the basic sum insured, while that of a regular premium policy is paid at the basic sum insured multiplied by the number of years of the premium payments. Disease death benefit incurred within the first policy year is paid at the premium received (without interest). Disease death benefit incurred after the first policy year is paid at the basic sum insured for a single premium policy or the basic sum insured multiplied by the number of years of premium payments for a regular premium policy. When accidents occurred during taking a train, a ship or a flight period, death benefit is paid at the basic sum multiplied by 3 insured for a single premium policy or the basic sum multiplied by 3 and times the number of years of premium payments insured for a regular premium policy. When accidents occurred out of the period of taking a train, a ship or a flight, death benefit is paid at the basic sum multiplied by 2 insured for a single premium policy or the basic sum multiplied by 2 and times the number of years of premium payments insured for a regular premium policy.

 

 

(f)

Others consist of various long-term insurance contracts with no significant concentration.

 

4.1.3

Sensitivity analysis

Sensitivity analysis of long-term insurance contracts

Liabilities for long-term insurance contracts and liabilities unbundled from universal life insurance contracts and unit-linked insurance contracts with insurance risk are calculated based on the assumptions on mortality rates, morbidity rates, lapse rates and discount rates. Changes in insurance contract reserve assumptions reflect the Company’s actual operating results and changes in its expectation of future events. The Company considers the potential impact of future risk factors on its operating results and incorporates such potential impact in the determination of assumptions.

Holding all other variables constant, if mortality rates and morbidity rates were to increase or decrease from the current best estimate by 10%,pre-tax profit for the year would have been RMB23,322RMB28,045 million or RMB24,177RMB29,286 million (as at 31 December 2017: RMB19,7312018: RMB23,322 million or RMB20,559RMB24,177 million) lower or higher, respectively.

Holding all other variables constant, if lapse rates were to increase or decrease from the current best estimate by 10%,pre-tax profit for the year would have been RMB1,672RMB1,336 million or RMB1,535RMB1,253 million (as at 31 December 2017: RMB1,9402018: RMB1,672 million or RMB1,989RMB1,535 million) lower or higher, respectively.

Holding all other variables constant, if the discount rates were 50 basis points higher or lower than the current best estimate,pre-tax profit for the year would have been RMB83,634RMB96,131 million or RMB95,212RMB108,946 million (as at 31 December 2017: RMB70,7322018: RMB83,634 million or RMB80,152RMB95,212 million) higher or lower, respectively.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

4

RISK MANAGEMENT (CONTINUED)

 

4.1

Insurance risk (continued)

 

4.1.3

Sensitivity analysis (continued)

 

Sensitivity analysis of short-term insurance contracts

The assumptions of reserves for claims and claim adjustment expenses may be affected by other variables such as claims payment of short-term insurance contracts, which may result in the synchronous changes to reserves for claims and claim adjustment expenses.

Holding all other variables constant, if claim ratios are 100 basis points higher or lower than the current assumption,pre-tax profit is expected to be RMB551RMB670 million (as at 31 December 2017: RMB4452018: RMB551 million) lower or higher, respectively.

The following table indicates the claim development for short-term insurance contracts without taking into account the impacts of ceded business:

 

Estimated claims expenses

  

Short-term insurance contracts (accident year)

 
  Short-term insurance contracts (accident year) 

Estimated claims expenses

2014 2015 2016 2017 2018 Total   2015 2016 2017 2018 2019 Total 
   16,499  20,497  27,120  33,926   40,601     20,497  27,120  33,926  40,601   49,727  

1 year later

   17,265  21,427  27,303  34,845      21,427  27,303  34,845  42,785   

2 years later

   16,726  21,422  26,851       21,422  26,851  34,328    

3 years later

   16,726  21,422        21,422  26,851     

4 years later

   16,726         21,422      
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Estimated accumulated claims expenses

   16,726  21,422  26,851  34,845   40,601   140,445    21,422  26,851  34,328  42,785   49,727   175,113 

Accumulated claims expenses paid

   (16,726 (21,422 (26,851 (33,476  (27,165  (125,640   (21,422 (26,851 (34,328 (40,864  (33,244  (156,709
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Unpaid claims expenses

   —     —     —    1,369   13,436   14,805    —     —     —    1,921   16,483   18,404 
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

4

RISK MANAGEMENT (CONTINUED)

 

4.1

Insurance risk (continued)

 

4.1.3

Sensitivity analysis (continued)

 

The following table indicates the claim development for short-term insurance contracts taking into account the impacts of ceded business:

 

Estimated claims expenses

  

Short-term insurance contracts (accident year)

 
  Short-term insurance contracts (accident year) 

Estimated claims expenses

2014 2015 2016 2017 2018 Total   2015 2016 2017 2018 2019 Total 
   16,379  20,359  26,897  33,700   40,157     20,359  26,897  33,700  40,157   49,175  

1 year later

   17,127  21,262  27,107  34,560      21,262  27,107  34,560  42,280   

2 years later

   16,589  21,259  26,655       21,259  26,655  34,045    

3 years later

   16,589  21,259        21,259  26,655     

4 years later

   16,589         21,259      
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Estimated accumulated claims expenses

   16,589  21,259  26,655  34,560   40,157   139,220    21,259  26,655  34,045  42,280   49,175   173,414 

Accumulated claims expenses paid

   (16,589 (21,259 (26,655 (33,204  (26,848  (124,555   (21,259 (26,655 (34,045 (40,374  (32,822  (155,155
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Unpaid claims expenses

   —     —     —    1,356   13,309   14,665    —     —     —    1,906   16,353   18,259 
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

 

4.2

Financial risk

The Group’s activities are exposed to a variety of financial risks. The key financial risk is that proceeds from the sale of financial assets will not be sufficient to fund the obligations arising from the Group’s insurance and investment contracts. The most important components of financial risk are market risk, credit risk and liquidity risk.

The Group’s overall risk management program focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the Group. Risk management is carried out by a designated department under policies approved by management. The responsible department identifies, evaluates and manages financial risks in close cooperation with the Group’s operating units. The Group provides written principles for overall risk management, as well as written policies covering specific areas, such as managing market risk, credit risk, and liquidity risk.

The Group manages financial risk by holding an appropriately diversified investment portfolio as permitted by laws and regulations designed to reduce the risk of concentration in any one specific industry or issuer. The structure of the investment portfolio held by the Group is disclosed in Note 9.10.

The sensitivity analyses below are based on a change in an assumption while holding all other assumptions constant. In practice this is unlikely to occur, and changes in some of the assumptions may be correlated, such as change in interest rate and change in market price.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

4

RISK MANAGEMENT (CONTINUED)

 

4.2

Financial risk (continued)

 

4.2.1

Market risk

 

(i)

Interest rate risk

Interest rate risk is the risk that the value or future cash flows of a financial instrument will fluctuate due to changes in market interest rates. The Group’s financial assets are principally composed of term deposits, debt securities and loans which are exposed to interest rate risk. Changes in the level of interest rates could have a significant impact on the Group’s overall investment return. Many of the Group’s insurance policies offer guaranteed returns to policyholders. These guarantees expose the Group to interest rate risk.

The Group manages interest rate risk through adjustments to portfolio structure and duration, and, to the extent possible, by monitoring the mean duration of its assets and liabilities.

The sensitivity analysis for interest rate risk illustrates how changes in interest income and the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates at the end of the reporting period.

As at 31 December 2018,2019, if market interest rates were 50 basis points higher or lower with all other variables held constant,pre-tax profit for the year would have been RMB145RMB528 million higher or lower (as at 31 December 2017: RMB35 million)2018: RMB145 million lower or higher ), respectively, mainly as a result of higher or lower interest income on floating rate cash and cash equivalents, term deposits, statutory deposits - deposits—restricted, debt securities and loans and the fair value losses or gains on debt securities assets at fair value through profit or loss.Pre-taxavailable-for-salePre-taxavailable-for-sale reserve in equity would have been RMB13,749RMB9,854 million lower or RMB10,045 millionhigher (as at 31 December 2017: RMB11,4632018: RMB13,749 million or RMB8,306 million) lower or higher,RMB10,045 million higher), as a result of a decrease or increase in the fair value ofavailable-for-sale securities.

 

(ii)

Price risk

Price risk arises mainly from the volatility of prices of equity securities held by the Group. Prices of equity securities are determined by market forces. The Group is subject to increased price risk largelymainly because China’s capital markets are relatively volatile.

The Group manages price risk by holding an appropriately diversified investment portfolio as permitted by laws and regulations designed to reduce the risk of concentration in any one specific industry or issuer.

As at 31 December 2018,2019, if the prices of all the Group’s equity securities had increased or decreased by 10% with all other variables held constant,pre-tax profit for the year would have been RMB5,073RMB5,641 million (as at 31 December 2017: RMB3,341 million or RMB5,3932018: RMB5,073 million) higher or lower, respectively, mainly as a result of an increase or decrease in fair value of equity securities excludingavailable-for-sale securities.Pre-taxavailable-for-sale reserve in equity would have been RMB24,898 million or RMB34,474RMB38,559 million (as at 31 December 2017: RMB23,4232018: RMB24,898 million or RMB32,651RMB34,474 million) higher or lower, respectively, as a result of an increase or decrease in fair value ofavailable-for-sale equity securities. If prices decreased to the extent that the impairment criteria were met, a portion of such decrease of theavailable-for-sale equity securities would reducepre-tax profit through impairment.

 

(iii)

Currency risk

Currency risk is the volatility of fair value or future cash flows of financial instruments resulted from changes in foreign currency exchange rates. The Group’s currency risk exposure mainly arises from cash and cash equivalents, term deposits, debt investments, equity investments, interest-bearing loans and borrowings denominated in currencies other than the functional currency, such as US dollar, HK dollar, GB pound and EUR, etc.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

4

RISK MANAGEMENT (CONTINUED)

 

4.2

Financial risk (continued)

 

4.2.1

Market risk (continued)

 

(iii)

Currency risk (continued)

 

The following table summarises primary financial assets and financial liabilities denominated in currencies other than RMB as at 31 December 20182019 and 2017,2018, expressed in RMB equivalent:

 

As at 31 December 2019

  US dollar   HK dollar   GB pound   EUR   Others   Total 

Financial assets

            

Equity securities

            

-Available-for-sale securities

   11,086    95,428    —      —      —      106,514 

- Securities at fair value through profit or loss

   4,549    660    871    2,166    1,292    9,538 

Debt securities

            

-Held-to-maturity securities

   218    —      —      —      —      218 

- Loans

   1,592    —      —      —      —      1,592 

-Available-for-sale securities

   7,557    —      —      —      —      7,557 

- Securities at fair value through profit or loss

   448    —      35    15    9    507 

Term deposits

   8,026    32    —      —      —      8,058 

Cash and cash equivalents

   1,842    444    406    20    3    2,715 
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

   35,318    96,564    1,312    2,201    1,304    136,699 
  

 

   

 

   

 

   

 

   

 

   

 

 

Financial liabilities

            

Interest-bearing loans and other borrowings

   12,892    —      2,515    4,638    —      20,045 
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

   12,892    —      2,515    4,638    —      20,045 
  

 

   

 

   

 

   

 

   

 

   

 

 

As at 31 December 2018

  US dollar   HK dollar   GB pound   EUR   Others   Total   US dollar   HK dollar   GB pound   EUR   Others   Total 

Financial assets

                        

Equity securities

                        

- Available-for-sale securities

   9,994    41,379    —      —      —      51,373    9,994    41,379    —      —      —      51,373 

- Securities at fair value through profit or loss

   4,511    163    951    2,315    1,076    9,016    4,511    163    951    2,315    1,076    9,016 

Debt securities

                        

- Held-to-maturity securities

   150    —      —      —      —      150    150    —      —      —      —      150 

- Loans

   1,766    —      —      —      —      1,766    1,766    —      —      —      —      1,766 

- Available-for-sale securities

   2,240    —      —      —      —      2,240    2,240    —      —      —      —      2,240 

- Securities at fair value through profit or loss

   627    —      19    7    4    657    627    —      19    7    4    657 

Term deposits

   7,502    —      —      —      —      7,502    7,502    —      —      —      —      7,502 

Cash and cash equivalents

   1,768    261    287    42    —      2,358    1,768    261    287    42    —      2,358 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

   28,558    41,803    1,257    2,364    1,080    75,062    28,558    41,803    1,257    2,364    1,080    75,062 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Financial liabilities

                        

Interest-bearing loans and other borrowings

   13,108    —      2,385    4,657    —      20,150    13,108    —      2,385    4,657    —      20,150 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

   13,108    —      2,385    4,657    —      20,150    13,108    —      2,385    4,657    —      20,150 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

As at 31 December 2017

  US dollar   HK dollar   GB pound   EUR   Others   Total 

Financial assets

            

Equity securities

            

- Available-for-sale securities

   8,697    28,859    —      —      —      37,556 

- Securities at fair value through profit or loss

   4,707    146    1,088    2,690    1,198    9,829 

Debt securities

            

- Held-to-maturity securities

   155    —      —      —      —      155 

- Loans

   952    —      —      —      —      952 

- Available-for-sale securities

   1,229    —      —      —      —      1,229 

- Securities at fair value through profit or loss

   435    —      18    5    5    463 

Term deposits

   7,744    —      —      —      —      7,744 

Cash and cash equivalents

   1,246    185    282    128    3    1,844 
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

   25,165    29,190    1,388    2,823    1,206    59,772 
  

 

   

 

   

 

   

 

   

 

   

 

 

Financial liabilities

            

Interest-bearing loans and other borrowings

   12,480    —      2,413    3,901    —      18,794 
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

   12,480    —      2,413    3,901    —      18,794 
  

 

   

 

   

 

   

 

   

 

   

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

4

RISK MANAGEMENT (CONTINUED)

 

4.2

Financial risk (continued)

 

4.2.1

Market risk (continued)

 

(iii)

Currency risk (continued)

 

As at 31 December 2018,2019, if RMB had strengthened or weakened by 10% against US dollar, HK dollar, GB pound, EUR and other foreign currencies, with all other variables held constant,pre-tax profit for the year would have been RMB353RMB1,013 million (as at 31 December 2017: RMB3082018: RMB353 million) lower or higher, respectively, mainly as a result of foreign exchange losses or gains on translation of US dollar, HK dollar, GB pound, EUR and other foreign currencies denominated financial assets and financial liabilities other than theavailable-for-sale equity securities included in the table above.Pre-taxavailable-for-sale reserve in equity would have been RMB4,909RMB10,423 million (as at 31 December 2017: RMB3,5412018: RMB4,909 million) lower or higher, respectively, as a result of foreign exchange losses or gains on translation of theavailable-for-sale equity securities at fair value. The actual exchange losses in 20182019 were RMB194RMB67 million (2017:(2018: exchange gainslosses of RMB52RMB194 million).

 

4.2.2

Credit risk

Credit risk is the risk that one party of a financial transaction or the issuer of a financial instrument will fail to discharge its obligation and cause another party to incur a financial loss. Because the Group’s investment portfolio is restricted to the types of investments as permitted by the China Banking and Insurance Regulatory Commission (“CBIRC”) and a significant portion of the portfolio is in government bonds, government agency bonds, corporate bonds with higher credit rating and term deposits with the state-owned commercial banks, the Group’s overall exposure to credit risk is relatively low.

Credit risk is controlled by the application of credit approvals, limits and monitoring procedures. The Group manages credit risk throughin-house research and analysis of the Chinese economy and the underlying obligors and transaction structures. Where appropriate, the Group obtains collateral in the form of rights to cash, securities, property and equipment to lower the credit risk.

Credit risk exposure

The carrying amount of financial assets included on the consolidated statement of financial position represents the maximum credit risk exposure at the reporting date without taking account of any collateral held or other credit enhancements attached. The Group has no credit risk exposure relating tooff-balance sheet items as at 31 December 20182019 and 2017.2018.

Collateral and other credit enhancements

Securities purchased under agreements to resell are pledged by counterparties’ debt securities or term deposits of which the Group could take the ownership if the owner of the collateral defaults. Policy loans and most of premium receivables are collateralised by their policies’ cash value according to the terms and conditions of policy loan contracts and policy contracts, respectively.

Credit quality

The Group’s debt securities investment mainly includes government bonds, government agency bonds, corporate bonds and subordinated bonds or debts, and most of the debt securities are guaranteed by either the Chinese government or Chinese government controlled financial institutions. As at 31 December 2018, 99.9%2019, 99.8% (as at 31 December 2017:2018: 99.9%) of the corporate bonds held by the Group or the issuers of these corporate bonds had credit ratings ofAA/A-2 or above. As at 31 December 2018, 99.9%2019, 100% (as at 31 December 2017:2018: 99.9%) of the subordinated bonds or debts held by the Group either had credit ratings ofAA/A-2 or above, or were issued by national commercial banks. The bonds, debts or their issuers’ credit ratings are assigned by a qualified appraisal institution in the PRC and updated at each reporting date.

As at 31 December 2018, 99.9%2019, 99.7% (as at 31 December 2017: 99.8%2018: 99.9%) of the Group’s bank deposits are with the four largest state-owned commercial banks, other national commercial banks and China Securities Depository and Clearing Corporation Limited (“CSDCC”) in the PRC. The Group believes these commercial banks, and CSDCC have a high credit quality. The Group’s most other loans excluding policyholder loans, are guaranteed by third parties or with pledge, or have the fiscal annual budget income as the source of repayment, or have higher credit rating borrowers. As a result, the Group concludes that the credit risk associated with term deposits and accrued investment income thereof, statutory deposits - deposits—restricted, other loans, and cash and cash equivalents has not caused a material impact on the Group’s consolidated financial statements as at 31 December 20182019 and 2017.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

4

RISK MANAGEMENT (CONTINUED)

4.2

Financial risk (continued)

4.2.2

Credit risk (continued)

2018.

The credit risk associated with securities purchased under agreements to resell, policy loans and most of premium receivables has not caused a material impact on the Group’s consolidated financial statements taking into consideration their sufficient collateral held and maturity terms of no more than one year as at 31 December 20182019 and 2017.2018.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2019

 

4

RISK MANAGEMENT (CONTINUED)

4.2

Financial risk (continued)

4.2.3

Liquidity risk

Liquidity risk is the risk that the Group is unable to obtain funds at a reasonable funding cost when required to meet a repayment obligation and fund its asset portfolio within a certain time.

In the normal course of business, the Group attempts to match the maturity of financial assets to the maturity of insurance and financial liabilities.

The following tables set forth the contractual and expected undiscounted cash flows for financial assets and liabilities and insurance liabilities:

 

        Contractual and expected cash flows (undiscounted)         Contractual and expected cash flows (undiscounted) 

As at 31 December 2018

  Carrying
value
   Without
maturity
 Not
later
than 1
year
 Later than 1
year but not
later than 3
years
 Later than 3
years but not
later than 5
years
 Later
than 5
years
 

As at 31 December 2019

  Carrying
value
   Without
maturity
 Not
later
than 1
year
 Later than 1
year but not
later than 3
years
 Later than 3
years but not
later than 5
years
 Later
than 5
years
 

Financial assets

                

Contractual cash inflows

        

Contractual cash inflows

 

      

Equity securities

   422,780    422,780   —     —     —     —      605,996    605,996   —     —     —     —   

Debt securities

   1,391,310    —     80,801   290,449   298,644   1,417,910    1,523,748    —     107,632   319,656   250,805   1,701,886 

Loans

   450,251    —     182,978   101,149   88,718   172,050    608,920    —     232,715   174,260   117,001   191,290 

Term deposits

   559,341    —     172,525   145,634   237,508   77,961    535,260    —     119,827   184,707   294,477   8,087 

Statutory deposits - restricted

   6,333    —     782   739   6,005   —      6,333    —     479   2,315   4,594   —   

Securities purchased under agreements to resell

   9,905    —     9,905   —     —     —      4,467    —     4,467   —     —     —   

Accrued investment income

   48,402    —     47,834   540   28   —      41,703    —     40,710   561   432   —   

Premiums receivable

   15,648    —     15,648   —     —     —      17,281    —     17,281   —     —     —   

Cash and cash equivalents

   50,809    —     50,809   —     —     —      53,306    —     53,306   —     —     —   
  

 

   

 

  

 

  

 

  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

 

Subtotal

   2,954,779    422,780   561,282   538,511   630,903   1,667,921    3,397,014    605,996   576,417   681,499   667,309   1,901,263 
  

 

   

 

  

 

  

 

  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

 

Financial and insurance liabilities

        

Financial and insurance liabilities

 

    

Expected cash outflows

        

Expected cash outflows

 

      

Insurance contracts

   2,216,031    —     197,289   222,170   (13,489  (4,391,739   2,552,736    —     179,925   209,603   (35,264  (5,015,173

Investment contracts

   255,434    —     (13,098  (10,293  (11,422  (629,318   267,804    —     (24,020  (29,900  23,462   (606,662

Contractual cash outflows

                

Securities sold under agreements to repurchase

   192,141    —     (192,141  —     —     —      118,088    —     (118,088  —     —     —   

Financial liabilities at fair value through profit or loss

   2,680    (2,680  —     —     —     —      3,859    (3,859  —     —     —     —   

Annuity and other insurance balances payable

   49,465    —     (49,465  —     —     —      51,019    —     (51,019  —     —     —   

Interest-bearing loans and other borrowings

   20,150    —     (16,977  (3,798  —     —      20,045    —     (4,776  (1,572  (16,111  —   

Bonds payable

   34,990    —     (332  (2,996  (37,996  —   

Lease liabilities

   3,091    —     (1,331  (1,491  (440  (74
  

 

   

 

  

 

  

 

  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

 

Subtotal

   2,735,901    (2,680  (74,392  208,079   (24,911  (5,021,057   3,051,632    (3,859  (19,641  173,644   (66,349  (5,621,909
  

 

   

 

  

 

  

 

  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

 

Net cash inflow/(outflow)

   218,878    420,100   486,890   746,590   605,992   (3,353,136   345,382    602,137   556,776   855,143   600,960   (3,720,646
  

 

   

 

  

 

  

 

  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

4

RISK MANAGEMENT (CONTINUED)

 

4.2

Financial risk (continued)

 

4.2.3

Liquidity risk (continued)

 

        Contractual and expected cash flows (undiscounted)         Contractual and expected cash flows (undiscounted) 

As at 31 December 2017

  Carrying
value
   Without
maturity
 Not
later
than 1
year
 Later than 1
year but not
later than 3
years
 Later than 3
years but not
later than 5
years
 Later
than 5
years
 

As at 31 December 2018

  Carrying
value
   Without
maturity
 Not
later
than 1
year
 Later than 1
year but not
later than 3
years
 Later than 3
years but not
later than 5
years
 Later
than 5
years
 

Financial assets

                

Contractual cash inflows

        

Contractual cash inflows

 

      

Equity securities

   409,528    409,528   —     —     —     —      422,780    422,780   —     —     —     —   

Debt securities

   1,255,052    —    127,830  240,582  271,538  1,240,465    1,391,310    —    80,801  290,449  298,644  1,417,910 

Loans

   383,504    —    141,679  105,063  64,386  128,753    450,251    —    182,978  101,149  88,718  172,050 

Term deposits

   449,400    —    104,976  252,571  133,013  2,823    559,341    —    172,525  145,634  237,508  77,961 

Statutory deposits - restricted

   6,333    —    4,084  734  2,106   —      6,333    —    782  739  6,005   —   

Securities purchased under agreements to resell

   36,185    —    36,185   —     —     —      9,905    —    9,905   —     —     —   

Accrued investment income

   50,641    —    44,789  5,602  250   —      48,402    —    47,834  540  28   —   

Premiums receivable

   14,121    —    14,121   —     —     —      15,648    —    15,648   —     —     —   

Cash and cash equivalents

   48,586    —    48,586   —     —     —      50,809    —    50,809   —     —     —   
  

 

   

 

  

 

  

 

  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

 

Subtotal

   2,653,350    409,528  522,250  604,552  471,293  1,372,041    2,954,779    422,780  561,282  538,511  630,903  1,667,921 
  

 

   

 

  

 

  

 

  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

 

Financial and insurance liabilities

        

Financial and insurance liabilities

 

    

Expected cash outflows

        

Expected cash outflows

 

      

Insurance contracts

   2,025,133    —    16,319  221,905  47,109  (3,807,542   2,216,031    —    197,289  222,170  (13,489 (4,391,739

Investment contracts

   232,500    —    (15,308 (29,981 (26,892 (388,320   255,434    —    (13,098 (10,293 (11,422 (629,318

Contractual cash outflows

                

Securities sold under agreements to repurchase

   87,309    —    (87,309  —     —     —      192,141    —    (192,141  —     —     —   

Financial liabilities at fair value through profit or loss

   2,529    (2,529  —     —     —     —      2,680    (2,680  —     —     —     —   

Annuity and other insurance balances payable

   44,820    —    (44,820  —     —     —      49,465    —    (49,465  —     —     —   

Interest-bearing loans and other borrowings

   18,794    —    (1,240 (18,557  —     —      20,150    —    (16,977 (3,798  —     —   
  

 

   

 

  

 

  

 

  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

��

 

 

Subtotal

   2,411,085    (2,529 (132,358 173,367  20,217  (4,195,862   2,735,901    (2,680 (74,392 208,079  (24,911 (5,021,057
  

 

   

 

  

 

  

 

  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

 

Net cash inflow/(outflow)

   242,265    406,999  389,892  777,919  491,510  (2,823,821   218,878    420,100  486,890  746,590  605,992  (3,353,136
  

 

   

 

  

 

  

 

  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

 

The amounts set forth in the tables above for insurance and investment contracts in each column are the undiscounted cash flows representing expected future benefit payments taking into consideration of future premiums payments or deposits from policyholders. The excess cash inflows from matured financial assets will be reinvested to cover any future liquidity exposures. The estimate is subject to assumptions related to mortality, morbidity, the lapse rate, the loss ratio of short-term insurance contracts, expense and other assumptions. Actual experience may differ from estimates.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

4

RISK MANAGEMENT (CONTINUED)

 

4.2

Financial risk (continued)

 

4.2.3

Liquidity risk (continued)

 

The liquidity analysis above does not include policyholder dividends payable amounting to RMB85,071of RMB112,593 million as at 31 December 20182019 (as at 31 December 2017: RMB83,9102018: RMB85,071 million). As at 31 December 2018,2019, declared dividends of RMB74,932RMB77,512 million (as at 31 December 2017: RMB68,7312018: RMB74,932 million) included in policyholder dividends payable have a maturity not later than one year. For the remaining policyholder dividends payable, the amount and timing of the undiscounted cash flows are indeterminate due to the uncertainty of future experiences including investment returns and are subject to future declarations by the Group.

Although all investment contracts with DPF and investment contracts without DPF contain contractual options to surrender that can be exercised immediately by all policyholders at any time, the Group’s expected cash flows as shown in the above tables are based on past experience and future expectations. Should these contracts be surrendered immediately, it would cause a cash outflow of RMB58,669RMB61,178 million and RMB194,290RMB204,037 million, respectively for the year ended 31 December 2018 (2017: RMB56,7092019 (2018: RMB58,669 million and RMB173,557RMB194,290 million, respectively), payable within one year.

 

4.2.4

Capital management

The Group’s objectives for managing capital are to comply with the insurance capital requirements based on the minimum capital and actual capital required by the CBIRC, prevent risk in operation and safeguard the Group’s ability to continue as a going concern so that it can continue to provide returns for equity holders and benefits for other stakeholders. The Group replenishes capital to improve the solvency ratio by issuing subordinated bonds and Core Tier 2 Capital Securities and bonds for capital replenishment according to the relevant laws and the approval of the relevant authorities.

The Group is also subject to other local capital requirements, such as statutory deposits - restricted requirement, statutory insurance fund requirement, statutory reserve fund requirement and general reserve requirement discussed in detail in Note 9.4,10.4, Note 2021 and Note 36,37, respectively.

The Group manages capital to ensure its continuous and full compliance with the regulations mainly through monitoring its quarterly solvency ratios, as well as the solvency ratio based on annual stress testing.

The table below summarises the core and comprehensive solvency ratio, core capital, actual capital and minimum capital of the Company underInsurance Institution Solvency Regulations (No.1 - No.17):

 

  As at 31 December 2018   As at 31 December 2017 
  RMB million   RMB million   As at 31 December 2019
RMB million
   As at 31 December 2018
RMB million
 

Core capital

   761,353    706,516    952,030    761,353 

Actual capital

   761,367    706,623    987,067    761,367 

Minimum capital

   303,872    254,503    356,953    303,872 

Core solvency ratio

   251%    278%    267%    251% 

Comprehensive solvency ratio

   251%    278%    277%    251% 

According to the solvency ratios results mentioned above, and the unquantifiable evaluation results of operational risk, strategic risk, reputational risk and liquidity risk of insurance companies, the CBIRC evaluates the comprehensive solvency of insurance companies and supervises insurance companies by classifying them into four categories:

 

 

(i)

Category A: solvency ratios meet the requirements, and the operational risk, strategic risk, reputational risk and liquidity risk are very low;

 

 

(ii)

Category B: solvency ratios meet the requirements, and the operational risk, strategic risk, reputational risk and liquidity risk are low;

 

 

(iii)

Category C: solvency ratios do not meet the requirements or solvency ratios meet the requirements but one or several risks in operation, strategy, reputation and liquidity are high;

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

4

RISK MANAGEMENT (CONTINUED)

4.2

Financial risk (continued)

4.2.4

Capital management (continued)

 

 

(iv)

Category D: solvency ratios do not meet the requirements or solvency ratios meet the requirements but one or several risks in operation, strategy, reputation and liquidity are severe.

According to the Supervision Information System of the China Risk Oriented Solvency System, the latest Integrated Risk Rating result of the Company was Category A.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2019

 

4

RISK MANAGEMENT (CONTINUED)

4.3

Disclosures about interest in unconsolidated structured entities

The Group’s interest in unconsolidated structured entities are recorded as securities at fair value through profit or loss,available-for-sale securities and loans. These structured entities typically raise funds by issuing securities or other beneficiary certificates. The purpose of these structured entities is primarily to generate management service fees, or provide finance to public and private infrastructure construction. Refer to Note 3.5 for the Group’s consolidation judgmentsjudgements related to structured entities.

These structured entities that the Group has interest in are guaranteed by third parties with higher credit ratings, or by pledging, or by having the fiscal budget income as the source of repayment, or by borrowers with higher credit ratings.

The Group did not guarantee or provide any financing support for the structured entities that the Group had interest in or sponsored.

 

(i)

The unconsolidated structured entities that the Group has interest in

The Group believes that the maximum exposure approximates the carrying amount of interest in these unconsolidated structured entities. The size of unconsolidated structured entities as well as the Group’s carrying amount of the assets recognised in the financial statementstatements relating to its interest in unconsolidated structured entities and the Group’s maximum exposure are shown below:

 

As at 31 December 2018  Unconsolidated structured entities 
  Size   

Carrying

amount

of assets

   

Maximum

exposure

   Interest held by the 
  RMB Million   RMB Million   RMB Million   Group   Unconsolidated structured entities 

As at 31 December 2019

  Size
RMB Million
   Carrying
amount
of assets
RMB Million
   Maximum
exposure
RMB Million
   Interest held by
the Group
 

Funds managed by affiliated entities

   120,797    629    629    
Investment income
and service fee
 
 
   185,158    6,497    6,497    
Investment income
and service fee
 
 

Funds managed by third parties

   Note 1    104,678    104,678    Investment income    Note 1    106,205    106,205    Investment income 

Trust schemes managed by affiliated entities

   3,800    2,680    2,680    
Investment income
and service fee
 
 
   6,400    3,588    3,588    
Investment income
and service fee
 
 

Trust schemes managed by third parties

   Note 1    89,769    89,769    Investment income    Note 1    71,707    71,707    Investment income 

Debt investment schemes managed by affiliated entities

   59,456    32,029    32,029    
Investment income
and service fee
 
 
   34,025    14,832    14,832    
Investment income
and service fee
 
 

Debt investment schemes managed by third parties

   Note 1    33,330    33,330    Investment income    Note 1    37,112    37,112    Investment income 

Others managed by affiliated entitiesNote 2

   422,006    9,502    9,502    
Investment income
and service fee
 
 
   452,814    10,827    10,827    
Investment income
and service fee
 
 

Others managed by third partiesNote 2

   Note 1    110,035    110,035    Investment income    Note 1    98,003    98,003    Investment income 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

4

RISK MANAGEMENT (CONTINUED)

 

4.3

Disclosures about interest in unconsolidated structured entities (continued)

 

(i)

The unconsolidated structured entities that the Group has interest in (continued)

The Group believes that the maximum exposure approximates the carrying amount of interest in these unconsolidated structured entities. The size of unconsolidated structured entities as well as the Group’s carrying amount of the assets recognised in the financial statement relating to its interest in unconsolidated structured entities and the Group’s maximum exposure are shown below (continued):

As at 31 December 2017  Unconsolidated structured entities 
  Size   

Carrying

amount

of assets

   

Maximum

exposure

     
  RMB Million   RMB Million   RMB Million   Interest held by the Group   Unconsolidated structured entities 

As at 31 December 2018

  Size
RMB Million
   Carrying
amount
of assets
RMB Million
   Maximum
exposure
RMB Million
   Interest held by
the Group
 

Funds managed by affiliated entities

   127,706    3,239    3,239    

Investment income

and service fee

 

 

   120,797    629    629    
Investment income
and service fee
 
 

Funds managed by third parties

   Note 1    97,772    97,772    Investment income    Note 1    104,678    104,678    Investment income 

Trust schemes managed by affiliated entities

   500    400    400    

Investment income

and service fee

 

 

   3,800    2,680    2,680    
Investment income
and service fee
 
 

Trust schemes managed by third parties

   Note 1    75,263    75,263    Investment income    Note 1    89,769    89,769    Investment income 

Debt investment schemes managed by affiliated entities

   52,014    36,359    36,359    

Investment income

and service fee

 

 

   59,456    32,029    32,029    
Investment income
and service fee
 
 

Debt investment schemes managed by third parties

   Note 1    32,209    32,209    Investment income    Note 1    33,330    33,330    Investment income 

Others managed by affiliated entities Note 2

   303,976    8,676    8,676    

Investment income

and service fee

 

 

   422,006    9,502    9,502    
Investment income
and service fee
 
 

Others managed by third parties Note 2

   Note 1    107,859    107,859    Investment income    Note 1    110,035    110,035    Investment income 

 

Note 1:

Funds, trust schemes, debt investment schemes and others managed by third parties were sponsored by third party financial institutions and the information related to size of these structured entities were not publicly available.

Note 2:

Others included wealth management products, special asset management schemes, and asset-backed plans, etc.

 

(ii)

The unconsolidated structured entities that the Group has sponsored but does not have interest in

As at 31 December 2018,2019, the size of the unconsolidated structured entities that the Group sponsored but had no interest was RMB400,419RMB600,223 million (as at 31 December 2017: RMB252,0172018: RMB400,419 million), which were mainly funds, special asset management schemes, pension security products and pension products, etc., sponsored by the Group to generate management service fee income. In 2018,2019, the management service fee from these structured entities was RMB1,338RMB1,749 million (2017: RMB736(2018: RMB1,338 million), which was recorded as other income. The Group did not transfer assets to these structured entities.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

4

RISK MANAGEMENT (CONTINUED)

 

4.4

Fair value hierarchy

Level 1 fair value is based on quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can obtain at the measurement date.

Other than Level 1 quoted prices, Level 2 fair value is based on valuation techniques using significant inputs, that are observable for the asset being measured, either directly or indirectly, for substantially the full term of the asset through corroboration with observable market data. Observable inputs generally used to measure the fair value of securities classified as Level 2 include quoted market prices for similar assets in active markets; quoted market prices in markets that are not active for identical or similar assets and other market observable inputs. This level includes the debt securities for which quotations are available from pricing services providers. Fair values provided by pricing services providers are subject to a number of validation procedures by management. These procedures include a review of the valuation models utilised and the results of these models, as well as the recalculation of prices obtained from pricing services at the end of each reporting period.

Under certain conditions, the Group may not receive a price quote from independent third-party pricing services. In this instance, the Group’s valuation team may choose to apply an internally developed valuation method to the assets or liabilities being measured, determine the main inputs for valuation, and analyse the change of the valuation and report it to management. Key inputs involved in internal valuation services are not based on observable market data. They reflect assumptions made by management based on judgements and experiences. The assets or liabilities valued by this method are generally classified as Level 3.

As at 31 December 2018,2019, assets classified as Level 1 accounted for approximately 33.30%35.11% of assets measured at fair value on a recurring basis. Fair value measurements classified as Level 1 include certain debt securities, equity securities that are traded in an active exchange market or interbank market and open-ended funds with public market price quotation. The Group considers a combination of certain factors to determine whether a market for a financial instrument is active, including the occurrence of trades within the specific period, the respective trading volume, and the degree which the implied yields for a debt security for observed transactions differs from the Group’s understanding of the current relevant market rates and information. Trading prices from the Chinese interbank market are determined by both trading counterparties and can be observed publicly. The Company adopted this price of the debt securities traded on the Chinese interbank market at the reporting date as their fair market value and classified the investments as Level 1. Open-ended funds also have active markets. Fund management companies publish the net asset value of these funds on their websites on each trade date. Investors subscribe for and redeem units of these funds in accordance with the funds’ net asset value published by the fund management companies on each trade date. The Company adopted the unadjusted net asset value of the funds at the reporting date as their fair market value and classified the investments as Level 1.

As at 31 December 2018,2019, assets classified as Level 2 accounted for approximately 48.57%44.98% of assets measured at fair value on a recurring basis. They primarily include certain debt securities and equity securities. Valuations are generally obtained from third party pricing services for identical or comparable assets, or through the use of valuation methodologies using observable market inputs, or recent quoted market prices. Valuation service providers typically gather, analyse and interpret information related to market transactions and other key valuation model inputs from multiple sources, and through the use of widely accepted internal valuation models, provide a theoretical quote on various securities. Debt securities are classified as Level 2 when they are valued at recent quoted prices from the Chinese interbank market or from valuation service providers.

At 31 December 2018,2019, assets classified as Level 3 accounted for approximately 18.13%19.91% of assets measured at fair value on a recurring basis. They primarily include unlisted equity securities and unlisted debt securities. Fair values are determined using valuation techniques, including discounted cash flow valuations, the comparable companies approach, etc. The determination of Level 3 is primarily based on the significance of certain unobservable inputs.

For the accounting policies regarding the determination of fair values of financial assets and liabilities, see Note 3.2.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

4

RISK MANAGEMENT (CONTINUED)

 

4.4

Fair value hierarchy (continued)

The following table presents the Group’s quantitative disclosures of fair value measurement hierarchy for assets and liabilities measured at fair value as at 31 December 2019:

   Fair value measurement using     
   Quoted prices
in active
markets
Level 1

RMB million
   Significant
observable
inputs
Level 2
RMB million
   Significant
unobservable
inputs
Level 3
RMB million
   Total

 

 

RMB million

 

Assets measured at fair value

        

Available-for-sale securities

        

- Equity securities

        

Funds

   102,349    —      —      102,349 

Common stocks

   214,206    22,117    —      236,323 

Preferred stocks

   —      —      58,314    58,314 

Wealth management products

   —      32,640    —      32,640 

Others

   —      28,319    70,585    98,904 

- Debt securities

        

Government bonds

   2,620    21,138    —      23,758 

Government agency bonds

   24,305    146,884    —      171,189 

Corporate bonds

   5,360    143,095    —      148,455 

Subordinated bonds/debts

   1,069    52,853    —      53,922 

Others

   —      6,817    105,650    112,467 

Securities at fair value through profit or loss

        

- Equity securities

        

Funds

   16,023    78    —      16,101 

Common stocks

   40,070    211    —      40,281 

Others

   —      20    —      20 

- Debt securities

        

Government bonds

   33    8    —      41 

Government agency bonds

   362    6,497    —      6,859 

Corporate bonds

   7,999    69,200    16    77,215 

Others

   —      1,091    —      1,091 

Derivative financial assets

   —      —      428    428 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   414,396    530,968    234,993    1,180,357 
  

 

 

   

 

 

   

 

 

   

 

 

 

Liabilities measured at fair value

        

Financial liabilities at fair value through profit or loss

   (3,859   —      —      (3,859

Investment contracts at fair value through profit or loss

   (10   —      —      (10
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   (3,869   —      —      (3,869
  

 

 

   

 

 

   

 

 

   

 

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2019

4

RISK MANAGEMENT (CONTINUED)

4.4

Fair value hierarchy (continued)

The following table presents the changes in Level 3 assets and liabilities for the year ended 31 December 2019:

   Available-for-sale
securities
  Securities at fair
value through
profit or loss
   Derivative
financial
assets
   Total
assets
  Derivative
financial
liabilities
  Total
liabilities
 
   Debt
securities
RMB
million
  Equity
securities
RMB
million
  Debt
securities
RMB
million
   RMB
million
   RMB
million
  RMB
million
  RMB
million
 

Opening balance

   79,248   100,000   —      —      179,248   (1,877  (1,877

Purchases

   35,453   46,561   —      —      82,014   —     —   

Transferred into Level 3

   —     —     16    —      16   —     —   

Transferred out of Level 3

   —     (15,866  —      —      (15,866  —     —   

Total gains/(losses) recorded in profit or loss

   —     —     —      428    428   404   404 

Total gains/(losses) recorded in other comprehensive income

   221   3,205   —      —      3,426   —     —   

Disposals

   (200  (4,000  —      —      (4,200  1,473   1,473 

Maturity

   (9,072  (1,001  —      —      (10,073  —     —   
  

 

 

  

 

 

  

 

 

   

 

 

   

 

 

  

 

 

  

 

 

 

Closing balance

   105,650   128,899   16    428    234,993   —     —   
  

 

 

  

 

 

  

 

 

   

 

 

   

 

 

  

 

 

  

 

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2019

4

RISK MANAGEMENT (CONTINUED)

4.4

Fair value hierarchy (continued)

 

The following table presents the Group’s quantitative disclosures of fair value measurement hierarchy for assets and liabilities measured at fair value as at 31 December 2018:

 

  Fair value measurement using   Total 
  

Quoted prices

in active

markets

   

Significant

observable

inputs

   

Significant

unobservable

inputs

     
  Level 1   Level 2   Level 3       Fair value measurement using     
  RMB million   RMB million   RMB million   RMB million   Quoted prices
in active
markets
Level 1
RMB million
   Significant
observable
inputs
Level 2
RMB million
   Significant
unobservable
inputs
Level 3
RMB million
   Total

 

 

RMB million

 

Assets measured at fair value

                

Available-for-sale securities

                

- Equity securities

                

Funds

   92,260    44    —      92,304    92,260    44    —      92,304 

Common stocks

   113,750    15,871    13,848    143,469    113,750    15,871    13,848    143,469 

Preferred stocks

   —      —      32,707    32,707    —      —      32,707    32,707 

Wealth management products

   —      31,348    —      31,348    —      31,348    —      31,348 

Others

   34    —      53,445    53,479    34    —      53,445    53,479 

- Debt securities

                

Government bonds

   2,587    25,853    —      28,440    2,587    25,853    —      28,440 

Government agency bonds

   53,433    126,840    —      180,273    53,433    126,840    —      180,273 

Corporate bonds

   10,206    175,514    —      185,720    10,206    175,514    —      185,720 

Subordinated bonds/debts

   —      21,314    200    21,514    —      21,314    200    21,514 

Others

   —      1,595    79,048    80,643    —      1,595    79,048    80,643 

Securities at fair value through profit or loss

                

- Equity securities

                

Funds

   13,891    76    —      13,967    13,891    76    —      13,967 

Common stocks

   34,392    849    —      35,241    34,392    849    —      35,241 

Wealth management products

   —      1,506    —      1,506    —      1,506    —      1,506 

- Debt securities

                

Government bonds

   82    36    —      118    82    36    —      118 

Government agency bonds

   1,556    5,204    —      6,760    1,556    5,204    —      6,760 

Corporate bonds

   7,052    72,722    —      79,774    7,052    72,722    —      79,774 

Others

   —      1,351    —      1,351    —      1,351    —      1,351 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

   329,243    480,123    179,248    988,614    329,243    480,123    179,248    988,614 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Liabilities measured at fair value

                

Financial liabilities at fair value through profit or loss

   (2,680   —      —      (2,680   (2,680   —      —      (2,680

Investment contracts at fair value through profit or loss

   (9   —      —      (9   (9   —      —      (9

Derivative financial liabilities

   —      —      (1,877   (1,877   —      —      (1,877   (1,877
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

   (2,689   —      (1,877   (4,566   (2,689   —      (1,877   (4,566
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

4

RISK MANAGEMENT (CONTINUED)

 

4.4

Fair value hierarchy (continued)

 

The following table presents the changes in Level 3 assets and liabilities for the year ended 31 December 2018:

 

   Available-for-sale
securities
  Securities at fair
value through
profit or loss
  Total
assets
  Derivative
financial
liabilities
  Total
liabilities
 
   

Debt

securities

  

Equity

securities

  

Equity

securities

          
   RMB
million
  RMB
million
  RMB
million
  RMB
million
  RMB
million
  RMB
million
 

Opening balance

   57,333   89,111   655   147,099   —     —   

Purchases

   19,755   7,891   —     27,646   —     —   

Transferred into Level 3

   —     180   —     180   —     —   

Transferred out of Level 3

   —     (467  (655  (1,122  —     —   

Total gains/(losses) recorded in profit or loss

   —     —     —     —     (1,877  (1,877

Total gains/(losses) recorded in other comprehensive income

   3,024   3,446   —     6,470   —     —   

Disposals

   —     (161  —     (161  —     —   

Maturity

   (864  —     —     (864  —     —   
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Closing balance

   79,248   100,000   —     179,248   (1,877  (1,877
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

4

RISK MANAGEMENT (CONTINUED)

4.4

Fair value hierarchy (continued)

The following table presents the Group’s quantitative disclosures of fair value measurement hierarchy for assets and liabilities measured at fair value as at 31 December 2017:

   Fair value measurement using   Total 
   

Quoted prices

in active

markets

   

Significant

observable

inputs

   

Significant

unobservable

inputs

     
   Level 1   Level 2   Level 3     
   RMB million   RMB million   RMB million   RMB million 

Assets measured at fair value

        

Available-for-sale securities

        

- Equity securities

        

Funds

   91,319    25    —      91,344 

Common stocks

   105,326    8,637    15,461    129,424 

Preferred stocks

   —      —      31,651    31,651 

Wealth management products

   —      40,327    —      40,327 

Others

   28    —      41,999    42,027 

- Debt securities

        

Government bonds

   2,436    22,196    —      24,632 

Government agency bonds

   38,542    119,223    —      157,765 

Corporate bonds

   5,920    191,213    —      197,133 

Subordinated bonds/debts

   —      13,295    200    13,495 

Others

   —      4,966    57,133    62,099 

Securities at fair value through profit or loss

        

- Equity securities

        

Funds

   9,825    67    —      9,892 

Common Stocks

   42,475    896    655    44,026 

- Debt securities

        

Government bonds

   29    2,052    —      2,081 

Government agency bonds

   4,774    4,310    —      9,084 

Corporate bonds

   4,498    62,417    —      66,915 

Others

   —      4,811    —      4,811 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   305,172    474,435    147,099    926,706 
  

 

 

   

 

 

   

 

 

   

 

 

 

Liabilities measured at fair value

        

Financial liabilities at fair value through profit or loss

   (2,529   —      —      (2,529

Investment contracts at fair value through profit or loss

   (12   —      —      (12
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   (2,541   —      —      (2,541
  

 

 

   

 

 

   

 

 

   

 

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

4

RISK MANAGEMENT (CONTINUED)

4.4

Fair value hierarchy (continued)

The following table presents the changes in Level 3 assets for the year ended 31 December 2017:

 Available-for-sale securities Securities at fair value
through profit or loss
 Total   Available-for-sale
securities
 Securities at fair
value through
profit or loss
 Total
assets
 Derivative
financial
liabilities
 Total
liabilities
 
 Debt securities
RMB million
 Equity securities
RMB million
 Equity securities
RMB million
 RMB million   Debt
securities
RMB
million
 Equity
securities
RMB
million
 Equity
securities
RMB
million
 RMB
million
 RMB
million
 RMB
million
 

Opening balance

 13,733  76,445  1,061  91,239    57,333  89,111  655  147,099   —     —   

Purchases

 47,909  15,197   —    63,106    19,755  7,891   —    27,646   —     —   

Transferred into Level 3

  —    2,842  695  3,537    —    180   —    180   —     —   

Transferred out of Level 3

  —    (5,598 (1,059 (6,657   —    (467 (655 (1,122  —     —   

Total gains/(losses) recorded in profit or loss

  —     —    (42 (42   —     —     —     —    (1,877 (1,877

Total gains/(losses) recorded in other comprehensive income

 (519 315   —    (204   3,024  3,446   —    6,470   —     —   

Disposals

  —    (90  —    (90   —    (161  —    (161  —     —   

Maturity

 (3,790  —     —    (3,790   (864  —     —    (864  —     —   
 

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Closing balance

 57,333  89,111  655  147,099    79,248  100,000   —    179,248  (1,877 (1,877
 

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

The assets and liabilities whose fair value measurements are classified under Level 3 above do not have material impact on the profit or loss of the Group.

For the assets and liabilities measured at fair value on a recurring basis, during the year ended 31 December 2018,2019, RMB13,307 million (2018: RMB11,215 million (2017: RMB19,275 million) debt securities were transferred from Level 1 to Level 2 within the fair value hierarchy, whereas RMB16,119RMB9,716 million (2017: RMB9,652(2018: RMB16,119 million) debt securities were transferred from Level 2 to Level 1. RMB3,491 million (2017: immaterial)No material equity securities were transferred from Level 1 to Level 2 (2018: RMB3,491 million were transferred from Level 1 to Level 2), whereas no materialRMB853 million equity securities were transferred from Level 2 to Level 1 (2017: same)(2018: no material transfer).

For the years ended 31 December 20182019 and 2017,2018, there were no significant changes in the business or economic circumstances that affected the fair value of the Group’s financial assets and liabilities. There were also no reclassifications of financial assets.

As at 31 December 20182019 and 2017,2018, significant unobservable inputs such as the weighted average costdiscount rate and discounts for lack of capital and liquidity discountmarketability were used in the valuation of primaryprimarily assets and liabilities at fair value classified as Level 3. The fair value was not significantly sensitive to reasonable changes in these significant unobservable inputs.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2019

4

RISK MANAGEMENT (CONTINUED)

4.4

Fair value hierarchy (continued)

The table below presents information about the significant unobservable inputs used for primary assets and liabilities at fair value classified as Level 3 as at 31 December 20182019 and 31 December 2017:2018:

 

  

Fair value

  

Valuation
techniques

  

Significant

unobservable
inputs

  

Range

  

Relationships

between fair
value and

unobservable
unobservable inputs

Equity securities

 

31 December 2018: 34,3882019:   26,265

31 December 2017: 24,8842018:   34,388

  

Comparable companies approach

  Liquidity discount

Discounts for lack of marketability

  

31 December 2018: 5%-25%2019:11%-35%

31 December 2017: 6%2018:5%-25%

  

The fair value is inversely related to the liquidity discountdiscounts for lack of marketability

31 December 2018: 23,976

31 December 2017: 21,215

Net Asset Value methodN/AN/AN/A

31 December 2018: 37,847

31 December 2017: 36,530

Discounted cash flow methodWeighted average cost of capital 

31 December 2018: 3.80%-7.50%2019:   28,346

31 December 2017: 3.80%-7.50%2018:   23,976

  

Net asset value method

N/A

N/A

N/A

31 December 2019:   72,477

31 December 2018:   37,847

Discounted cash flow method

Discount rate

31 December 2019:3.80%-6.38%

31 December 2018:3.80%-7.50%

The fair value is inversely related to weighted average cost of capitaldiscount rate

Debt securities

 

31 December 2018: 79,2482019: 105,666

31 December 2017: 57,3332018:   79,248

  

Discounted cash flow method

  Weighted average cost of capital

Discount rate

  

31 December 2018: 4.00%-6.60%2019:3.02%-6.22%

31 December 2017: 2018:4.00%-6.60%

  

The fair value is inversely related to weighted average cost of capitaldiscount rate

Derivative financial liabilitiesinstruments

 

31 December 2018: (1,877)2019:        428 

31 December 2017: nil2018:    (1,877)

  

Comparable companies approach

  Liquidity discount

Discounts for lack of marketability

  

31 December 2018: 11%2019: 15%

31 December 2017: nil2018: 11%

  

The fair value is inversely related to the liquidity discountdiscounts for lack of marketability

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

5

SEGMENT INFORMATION

 

5.1

Operating segments

The Group operates in four operating segments:

 

 

(i)

Life insurance business (Life)

Life insurance business relates primarily to the sale of life insurance policies, including those life insurance policies without significant insurance risk transferred.

 

 

(ii)

Health insurance business (Health)

Health insurance business relates primarily to the sale of health insurance policies, including those health insurance policies without significant insurance risk transferred.

 

 

(iii)

Accident insurance business (Accident)

Accident insurance business relates primarily to the sale of accident insurance policies.

 

 

(iv)

Other businesses (Others)

Other businesses relate primarily to income and cost of the agency business in respect of transactions with CLIC, etc., as described in Note 33,34, net share of profit of associates and joint ventures, income and expenses of subsidiaries, and unallocated income and expenditure of the Group.

 

5.2

Allocation basis of income and expenses

Investment income, net realised gains on financial assets, net fair value gains through profit or loss and foreign exchange gains/(losses) within other expenses are allocated among segments in proportion to the respective segments’ average liabilities of insurance contracts and investment contracts at the beginning and end of the year. Administrative expenses are allocated among segments in proportion to the unit cost of respective products in the different segments. Unallocated other income and other expenses are presented in the “Others” segment directly. Income tax is not allocated.

 

5.3

Allocation basis of assets and liabilities

Financial assets, securities sold under agreements to repurchase and derivative financial liabilities are allocated among segments in proportion to the respective segments’ average liabilities of insurance contracts and investment contracts at the beginning and end of the year. Insurance and investment contract liabilities are presented under the respective segments. The remaining assets and liabilities are not allocated.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

5

SEGMENT INFORMATION (CONTINUED)

 

   For the year ended 31 December 2018 
   Life  Health  Accident  Others  Elimination  Total 
   RMB million 

Revenues

       

Gross written premiums

   437,540   83,614   14,672   —     —     535,826 

- Term life

   3,145   —     —     —     —       

- Whole life

   46,375   —     —     —     —     

- Endowment

   126,318   —     —     —     —     

- Annuity

   261,702   —     —     —     —       

Net premiums earned

   436,863   80,279   14,881   —     —     532,023 

Investment income

   116,721   6,393   441   1,612   —     125,167 

Net realised gains on financial assets

   (18,439  (1,008  (70  (74  —     (19,591

Net fair value gains through profit or loss

   (16,946  (927  (65  (340  —     (18,278

Other income

   1,088   84   —     8,505   (1,579  8,098 

Including: inter-segment revenue

   —     —     —     1,579   (1,579  —   

Segment revenues

   519,287   84,821   15,187   9,703   (1,579  627,419 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Benefits, claims and expenses

       

Insurance benefits and claims expenses

       

Life insurance death and other benefits

   (245,786  (2,922  (28  —     —     (248,736

Accident and health claims and claim adjustment expenses

   —     (33,801  (6,751  —     —     (40,552

Increase in insurance contract liabilities

   (167,090  (22,966  125   —     —     (189,931

Investment contract benefits

   (9,020  (312  —     —     —     (9,332

Policyholder dividends resulting from participation in profits

   (19,523  (123  —     —     —     (19,646

Underwriting and policy acquisition costs

   (43,108  (11,806  (4,808  (2,983  —     (62,705

Finance costs

   (3,304  (181  (12  (619  —     (4,116

Administrative expenses

   (23,728  (7,881  (2,982  (2,895  —     (37,486

Other expenses

   (5,339  (487  (140  (3,255  1,579   (7,642

Including: inter-segment expenses

   (1,492  (82  (5  —     1,579   —   

Statutory insurance fund contribution

   (759  (242  (96  —     —     (1,097
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Segment benefits, claims and expenses

   (517,657  (80,721  (14,692  (9,752  1,579   (621,243
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Share of profit of associates and joint ventures, net

   —     —     —     7,745   —     7,745 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Segment results

   1,630   4,100   495   7,696   —     13,921 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Income tax

        (1,985
       

 

 

 

Net profit

        11,936 
       

 

 

 

Attributable to

       

- Equity holders of the Company

        11,395 

- Non-controlling interests

        541 

Other comprehensive income attributable to equity holders of the Company

   (2,579  (141  (10  660   —     (2,070

Depreciation and amortisation

   1,589   505   202   342   —     2,638 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

   For the year ended 31 December 2019 
   Life   Health   Accident   Others   Elimination   Total 
   RMB million 
  

 

 

 

Revenues

       

Gross written premiums

   446,562   105,581   14,943   —     —     567,086 

- Term life

   2,584   —     —     —     —       

- Whole life

   61,612   —     —     —     —     

- Endowment

   113,950   —     —     —     —     

- Annuity

   268,416   —     —     —     —       

Net premiums earned

   445,719   99,575   14,984   —     —     560,278 

Investment income

   129,334   7,849   443   2,293   —     139,919 

Net realised gains on financial assets

   1,646   100   6   79   —     1,831 

Net fair value gains through profit or loss

   16,947   1,027   58   1,219   —     19,251 

Other income

   1,110   60   —     8,698   (1,673)   8,195 

Including: inter-segment revenue

   —     —     —     1,673   (1,673  —   

Segment revenues

   594,756   108,611   15,491   12,289   (1,673  729,474 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Benefits, claims and expenses

       

Insurance benefits and claims expenses

       

Life insurance death and other benefits

   (124,194  (3,649  (34  —     —     (127,877

Accident and health claims and claim adjustment expenses

   —     (44,613  (6,170  —     —     (50,783

Increase in insurance contract liabilities

   (303,479  (27,209  (119  —     —     (330,807

Investment contract benefits

   (8,810  (347  —     —     —     (9,157

Policyholder dividends resulting from participation in profits

   (22,251  (124  —     —     —     (22,375

Underwriting and policy acquisition costs

   (57,071  (16,554  (5,443  (2,328  —     (81,396

Finance costs

   (3,288  (200  (12  (755  —     (4,255

Administrative expenses

   (25,328  (9,075  (2,962  (2,910  —     (40,275

Other expenses

  

 

 

 

 

 

(7,120

 

 

 

 

 

 

 

 

(692

 

 

 

 

 

 

 

 

(169

 

 

 

 

 

 

 

 

(3,294

 

 

 

 

 

 

 

 

1,673

 

 

 

 

 

 

 

 

 

(9,602

 

 

Including: inter-segment expenses

  

 

 

 

(1,573

 

 

 

 

 

(95

 

 

 

 

 

(5

 

 

 

 

 

—  

 

 

 

 

 

 

1,673

 

 

 

 

 

 

—  

 

 

Statutory insurance fund contribution

  

 

 

 

 

 

(797

 

 

 

 

 

 

 

 

(273

 

 

 

 

 

 

 

 

(93

 

 

 

 

 

 

 

 

—  

 

 

 

 

 

 

 

 

 

—  

 

 

 

 

 

 

 

 

 

(1,163

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Segment benefits, claims and expenses

  

 

 

 

 

 

(552,338

 

 

 

 

 

 

 

 

(102,736

 

 

 

 

 

 

 

 

(15,002

 

 

 

 

 

 

 

 

(9,287

 

 

 

 

 

 

 

 

1,673

 

 

 

 

 

 

 

 

 

(677,690

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net gains on investments of associates and joint ventures

   —     —     —     8,011   —     8,011 

Including: share of profit of associates and joint ventures

   —     —     —     9,159   —     9,159 

Segment results

   42,418   5,875   489   11,013   —     59,795 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Income tax

        (781
       

 

 

 

Net profit

        59,014 
       

 

 

 

Attributable to

       

- Equity holders of the Company

        58,287 

-Non-controlling interests

        727 

Other comprehensive income attributable to equity holders of the Company

   31,861   1,931   109   946   —     34,847 

Depreciation and amortisation

   2,671   917   312   479   —     4,379 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

5

SEGMENT INFORMATION (CONTINUED)

 

  As at 31 December 2019 
  As at 31 December 2018   Life   Health   Accident   Others   Elimination   Total 
  Life   Health   Accident   Others   Elimination   Total   RMB million 
  RMB million   

 

 

 

Assets

                        

Financial assets (including cash and cash equivalents)

   2,743,378    145,889    9,835    43,383    —      2,942,485 

Financial assets

   3,111,140    183,142    10,080    76,907    —      3,381,269 

Others

   9,696    8,975    610    201,661    —      220,942    8,953    12,109    572    222,983    —      244,617 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Segment assets

   2,753,074    154,864    10,445    245,044    —      3,163,427    3,120,093    195,251    10,652    299,890    —      3,625,886 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Unallocated

                        

Property, plant and equipment

             47,281              51,758 

Others

             43,695              49,090 
            

 

             

 

 

Total

             3,254,403              3,726,734 
            

 

             

 

 

Liabilities

                        

Insurance contracts

   2,081,822    125,743    8,466    —      —      2,216,031    2,385,407    158,800    8,529    —      —      2,552,736 

Investment contracts

   240,152    15,282    —      —      —      255,434    252,362    15,442    —      —      —      267,804 

Derivative financial liabilities

   1,773    97    7    —      —      1,877 

Securities sold under agreements to repurchase

   178,499    9,759    674    3,209    —      192,141    106,377    6,447    365    4,899    —      118,088 

Others

   46,328    3,607    211    22,830    —      72,976    80,820    5,687    346    23,904    —      110,757 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Segment liabilities

   2,548,574    154,488    9,358    26,039    —      2,738,459    2,824,966    186,376    9,240    28,803    —      3,049,385 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Unallocated

                        

Others

             192,654              268,007 
            

 

             

 

 

Total

             2,931,113              3,317,392 
            

 

             

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

5

SEGMENT INFORMATION (CONTINUED)

 

  For the year ended 31 December 2017   For the year ended 31 December 2018 
  Life Health Accident Others Elimination Total   Life Health Accident Others Elimination Total 
  RMB million   RMB million 

Revenues

              

Gross written premiums

   429,822  67,708  14,436   —     —    511,966    437,540  83,614  14,672   —     —    535,826 

- Term life

   4,110   —     —     —     —         3,145   —     —     —     —      

- Whole life

   36,496   —     —     —     —        46,375   —     —     —     —     

- Endowment

   198,418   —     —     —     —        126,318   —     —     —     —     

- Annuity

   190,798   —     —     —     —         261,702   —     —     —     —      

Net premiums earned

   429,267  63,323  14,320   —     —    506,910    436,863  80,279  14,881   —     —    532,023 

Investment income

   115,316  5,454  456  1,501   —    122,727    116,721  6,393  441  1,612   —    125,167 

Net realised gains on financial assets

   41  2   —    (1  —    42    (18,439 (1,008 (70 (74  —    (19,591

Net fair value gains through profit or loss

   5,690  269  23  201   —    6,183    (16,946 (927 (65 (340  —    (18,278

Other income

   1,276  75   —    7,268  (1,126 7,493    1,088  84   —    8,505  (1,579 8,098 

Including: inter-segment revenue

   —     —     —    1,126  (1,126  —      —     —     —    1,579  (1,579  —   
       
  

 

  

 

  

 

  

 

  

 

  

 

 

Segment revenues

   551,590  69,123  14,799  8,969  (1,126 643,355    519,287  84,821  15,187  9,703  (1,579 627,419 
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Benefits, claims and expenses

              

Insurance benefits and claims expenses

              

Life insurance death and other benefits

   (257,300 (2,383 (25  —     —    (259,708   (245,786 (2,922 (28  —     —    (248,736

Accident and health claims and claim adjustment expenses

   —    (27,992 (5,826  —     —    (33,818   —    (33,801 (6,751  —     —    (40,552

Increase in insurance contract liabilities

   (152,110 (20,249 (158  —     —    (172,517   (167,090 (22,966 125   —     —    (189,931

Investment contract benefits

   (7,798 (278  —     —     —    (8,076   (9,020 (312  —     —     —    (9,332

Policyholder dividends resulting from participation in profits

   (21,748 (123  —     —     —    (21,871   (19,523 (123  —     —     —    (19,646

Underwriting and policy acquisition costs

   (48,781 (8,494 (4,565 (2,949  —    (64,789   (43,108 (11,806 (4,808 (2,983  —    (62,705

Finance costs

   (3,967 (187 (16 (431  —    (4,601   (3,304 (181 (12 (619  —    (4,116

Administrative expenses

   (24,286 (5,615 (3,423 (2,629  —    (35,953   (23,728 (7,881 (2,982 (2,895  —    (37,486

Other expenses

   (5,508 (376 (147 (1,521 1,126  (6,426   (5,339 (487 (140 (3,255 1,579  (7,642

Including: inter-segment expenses

   (1,071 (51 (4  —    1,126   —      (1,492 (82 (5  —    1,579   —   

Statutory insurance fund contribution

   (777 (180 (111  —     —    (1,068   (759 (242 (96  —     —    (1,097
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Segment benefits, claims and expenses

   (522,275 (65,877 (14,271 (7,530 1,126  (608,827   (517,657 (80,721 (14,692 (9,752 1,579  (621,243
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Share of profit of associates and joint ventures, net

   —     —     —    7,143   —    7,143 
  

 

  

 

  

 

  

 

  

 

  

 

 

Net gains on investments of associates and joint ventures

   —     —     —    7,745   —    7,745 

Including: share of profit of associates and joint ventures

   —     —     —    7,745   —    7,745 

Segment results

   29,315  3,246  528  8,582   —    41,671    1,630  4,100  495  7,696   —    13,921 
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

Income tax

       (8,919       (1,985
       

 

        

 

 

Net profit

       32,752        11,936 
       

 

        

 

 

Attributable to

              

- Equity holders of the Company

       32,253        11,395 

- Non-controlling interests

       499        541 

Other comprehensive income attributable to equity holders of the Company

   (7,838 (370 (31 327   —    (7,912   (2,579 (141 (10 660   —    (2,070

Depreciation and amortisation

   1,513  351  216  160   —    2,240    1,589  505  202  342   —    2,638 
  

 

  

 

  

 

  

 

  

 

  

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

5

SEGMENT INFORMATION (CONTINUED)

 

  As at 31 December 2017   As at 31 December 2018 
  Life   Health   Accident   Others   Elimination   Total   Life   Health   Accident   Others   Elimination   Total 
  RMB million   RMB million 

Assets

                        

Financial assets (including cash and cash equivalents)

   2,478,739    114,045    9,390    38,422    —      2,640,596 

Financial assets

   2,743,378    145,889    9,835    43,383    —      2,942,485 

Others

   8,402    8,149    552    161,472    —      178,575    9,696    8,975    610    201,661    —      220,942 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Segment assets

   2,487,141    122,194    9,942    199,894    —      2,819,171    2,753,074    154,864    10,445    245,044    —      3,163,427 
  

 

   

 

   

 

   

 

   

 

 �� 

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Unallocated

                        

Property, plant and equipment

             42,707              47,281 

Others

             35,713              43,695 
            

 

             

 

 

Total

             2,897,591              3,254,403 
            

 

             

 

 

Liabilities

                        

Insurance contracts

   1,914,597    102,190    8,346    —      —      2,025,133    2,081,822    125,743    8,466    —      —      2,216,031 

Investment contracts

   218,436    14,064    —      —      —      232,500    240,152    15,282    —      —      —      255,434 

Derivative financial liabilities

   1,773    97    7    —      —      1,877 

Securities sold under agreements to repurchase

   81,163    3,832    321    1,993    —      87,309    178,499    9,759    674    3,209    —      192,141 

Others

   41,888    3,123    224    21,323    —      66,558    46,328    3,607    211    22,830    —      72,976 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Segment liabilities

   2,256,084    123,209    8,891    23,316    —      2,411,500    2,548,574    154,488    9,358    26,039    —      2,738,459 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Unallocated

                        

Others

             160,781              192,654 
            

 

             

 

 

Total

             2,572,281              2,931,113 
            

 

             

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

5

SEGMENT INFORMATION (CONTINUED)

 

 For the year ended 31 December 2017 
  For the year ended 31 December 2016  Life Health Accident Others Elimination Total 
  Life Health Accident Others Elimination Total  RMB million 
  RMB million  

 

 

 

Revenues

          

Gross written premiums

   361,905  54,010  14,583   —     —    430,498  429,822  67,708  14,436   —     —    511,966 

- Term life

   3,871   —     —     —     —        4,110   —     —     —     —     

- Whole life

   29,524   —     —     —     —       36,496   —     —     —     —     

- Endowment

   188,415   —     —     —     —       198,418   —     —     —     —     

- Annuity

   140,095   —     —     —     —        190,798   —     —     —     —     

Net premiums earned

   361,649  50,590  13,991   —     —    426,230  429,267  63,323  14,320   —     —    506,910 

Investment income

   103,723  4,122  403  899   —    109,147  115,316  5,454  456  1,501   —    122,727 

Net realised gains on financial assets

   5,823  231  23  (39  —    6,038  41  2   —    (1  —    42 

Net fair value gains through profit or loss

   (6,436 (255 (25 (378  —    (7,094 5,690  269  23  201   —    6,183 

Other income

   1,345  86   —    5,919  (890 6,460  1,276  75   —    7,268  (1,126 7,493 

Including: inter-segment revenue

   —     —     —    890  (890  —     —     —     —    1,126  (1,126  —   
       
  

 

  

 

  

 

  

 

  

 

  

 

 

Segment revenues

   466,104  54,774  14,392  6,401  (890 540,781  551,590  69,123  14,799  8,969  (1,126 643,355 
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Benefits, claims and expenses

          

Insurance benefits and claims expenses

          

Life insurance death and other benefits

   (251,155 (1,977 (25  —     —    (253,157 (257,300 (2,383 (25  —     —    (259,708

Accident and health claims and claim adjustment expenses

   —    (21,958 (5,311  —     —    (27,269  —    (27,992 (5,826  —     —    (33,818

Increase in insurance contract liabilities

   (109,767 (16,578 (274  —     —    (126,619 (152,110 (20,249 (158  —     —    (172,517

Investment contract benefits

   (5,091 (225  —     —     —    (5,316 (7,798 (278  —     —     —    (8,076

Policyholder dividends resulting from participation in profits

   (15,787 (96  —     —     —    (15,883 (21,748 (123  —     —     —    (21,871

Underwriting and policy acquisition costs

   (38,459 (6,906 (4,441 (2,216  —    (52,022 (48,781 (8,494 (4,565 (2,949  —    (64,789

Finance costs

   (4,395 (174 (17 (181  —    (4,767 (3,967 (187 (16 (431  —    (4,601

Administrative expenses

   (22,248 (4,373 (2,899 (2,334  —    (31,854 (24,286 (5,615 (3,423 (2,629  —    (35,953

Other expenses

   (3,666 (256 (467 (1,360 890  (4,859 (5,508 (376 (147 (1,521 1,126  (6,426

Including: inter-segment expenses

   (853 (34 (3  —    890   —     (1,071 (51 (4  —    1,126   —   

Statutory insurance fund contribution

   (804 (138 (106  —     —    (1,048 (777 (180 (111  —     —    (1,068
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Segment benefits, claims and expenses

   (451,372 (52,681 (13,540 (6,091 890  (522,794 (522,275 (65,877 (14,271 (7,530 1,126  (608,827
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Share of profit of associates and joint ventures, net

   —     —     —    5,855   —    5,855   —     —     —    7,143   —    7,143 
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Segment results

   14,732  2,093  852  6,165   —    23,842  29,315  3,246  528  8,582   —    41,671 
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Income tax

    (4,257      (8,919
       

 

       

 

 

Net profit

    19,585       32,752 
       

 

       

 

 

Attributable to

          

- Equity holders of the Company

    19,127       32,253 

- Non-controlling interests

    458       499 

Other comprehensive income attributable to equity holders of the Company

   (23,433 (930 (91 (1,320  —    (25,774

Other comprehensive income attributable to equity holders of the Company

 (7,838 (370 (31 327   —    (7,912

Depreciation and amortisation

   1,490  257  196  140   —    2,083  1,513  351  216  160   —    2,240 
  

 

  

 

  

 

  

 

  

 

  

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

6

PROPERTY, PLANT AND EQUIPMENT

 

  Buildings 

Office

equipment,

furniture and

fixtures

 

Motor

vehicles

 Assets under
construction
 

Leasehold

improvements

 Total   Buildings   

Office

equipment,

furniture and

fixtures

   

Motor

vehicles

   

Assets under

construction

   

Leasehold

improvements

   Total 
  RMB million   RMB million 

Cost

                

As at 1 January 2018

   32,457   6,873   1,403   16,696   1,830   59,259 

As at 1 January 2019

   37,262    7,658    1,340    16,902    2,191    65,353 

Transfers upon completion

   4,889   123   —     (5,500  393   (95   7,171    288    —      (8,164   532    (173

Additions

   85   932   282   11,416   54   12,769    415    1,026    195    8,656    3    10,295 

Transfers into investment properties

   —     —     —     (5,634  —     (5,634   —      —      —      (2,977   —      (2,977

Disposals

   (169  (270  (345  (76  (86  (946   (77   (604   (171   (39   (107   (998
  

 

  

 

  

 

  

 

  

 

  

 

   

 

   

 

   

 

   

 

   

 

   

 

 

As at 31 December 2018

   37,262   7,658   1,340   16,902   2,191   65,353 

As at 31 December 2019

   44,771    8,368    1,364    14,378    2,619    71,500 
  

 

  

 

  

 

  

 

  

 

  

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Accumulated depreciation

                 

As at 1 January 2018

   (9,248  (5,122  (955  —     (1,203  (16,528

As at 1 January 2019

   (10,414   (5,443   (813   —      (1,377   (18,047

Charge for the year

   (1,397   (620   (190   —      (283   (2,490

Other additions

   (48   —      —      —      —      (48

Disposals

   48    579    162    —      79    868 
  

 

   

 

   

 

   

 

   

 

   

 

 

As at 31 December 2019

   (11,811   (5,484   (841   —      (1,581   (19,717
  

 

   

 

   

 

   

 

   

 

   

 

 

Impairment

            

As at 1 January 2019

   (24   —      —      (1   —      (25

Charge for the year

   (1,196  (578  (151  —     (212  (2,137   —      —      —      —      —      —   

Disposals

   30   257   293   —     38   618    —      —      —      —      —      —   
  

 

  

 

  

 

  

 

  

 

  

 

   

 

   

 

   

 

   

 

   

 

   

 

 

As at 31 December 2018

   (10,414  (5,443  (813  —     (1,377  (18,047
  

 

  

 

  

 

  

 

  

 

  

 

 

Impairment

     

As at 1 January 2018

   (24  —     —     —     —     (24

Charge for the year

   —     —     —     (1  —     (1

Disposals

   —     —     —     —     —     —   
  

 

  

 

  

 

  

 

  

 

  

 

 

As at 31 December 2018

   (24  —     —     (1  —     (25

As at 31 December 2019

   (24   —      —      (1   —      (25
  

 

  

 

  

 

  

 

  

 

  

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Net book value

                 

As at 1 January 2018

   23,185   1,751   448   16,696   627   42,707 

As at 1 January 2019

   26,824    2,215    527    16,901    814    47,281 
  

 

  

 

  

 

  

 

  

 

  

 

   

 

   

 

   

 

   

 

   

 

   

 

 

As at 31 December 2018

   26,824   2,215   527   16,901   814   47,281 

As at 31 December 2019

   32,936    2,884    523    14,377    1,038    51,758 
  

 

  

 

  

 

  

 

  

 

  

 

   

 

   

 

   

 

   

 

   

 

   

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

6

PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

 

   Buildings  

Office

equipment,

furniture and

fixtures

  

Motor

vehicles

  Assets under
construction
  

Leasehold

improvements

  Total 
   RMB million 

Cost

       

As at 1 January 2017

   25,362   6,837   1,424   10,548   1,553   45,724 

Transfers upon completion

   7,073   49   —     (7,520  312   (86

Additions

   70   450   174   15,747   13   16,454 

Transfers into investment properties

   —     —     —     (1,931  —     (1,931

Disposals

   (48  (463  (195  (148  (48  (902
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

As at 31 December 2017

   32,457   6,873   1,403   16,696   1,830   59,259 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Accumulated depreciation

     

As at 1 January 2017

   (8,311  (4,934  (998  —     (1,068  (15,311

Charge for the year

   (953  (632  (144  —     (181  (1,910

Disposals

   16   444   187   —     46   693 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

As at 31 December 2017

   (9,248  (5,122  (955  —     (1,203  (16,528
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Impairment

     

As at 1 January 2017

   (24  —     —     —     —     (24

Charge for the year

   —     —     —     —     —     —   

Disposals

   —     —     —     —     —     —   
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

As at 31 December 2017

   (24  —     —     —     —     (24
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net book value

     

As at 1 January 2017

   17,027   1,903   426   10,548   485   30,389 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

As at 31 December 2017

   23,185   1,751   448   16,696   627   42,707 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

   Buildings   

Office

equipment,

furniture and

fixtures

   

Motor

vehicles

   

Assets under

construction

   

Leasehold

improvements

   Total 
   RMB million 

Cost

            

As at 1 January 2018

   32,457    6,873    1,403    16,696    1,830    59,259 

Transfers upon completion

   4,889    123    —      (5,500   393    (95

Additions

   85    932    282    11,416    54    12,769 

Transfers into investment properties

   —      —      —      (5,634   —      (5,634

Disposals

   (169   (270   (345   (76   (86   (946
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

As at 31 December 2018

   37,262    7,658    1,340    16,902    2,191    65,353 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Accumulated depreciation

            

As at 1 January 2018

   (9,248   (5,122   (955   —      (1,203   (16,528

Charge for the year

   (1,196   (578   (151   —      (212   (2,137

Disposals

   30    257    293    —      38    618 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

As at 31 December 2018

   (10,414   (5,443   (813   —      (1,377   (18,047
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Impairment

            

As at 1 January 2018

   (24   —      —      —      —      (24

Charge for the year

   —      —      —      (1   —      (1

Disposals

   —      —      —      —      —      —   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

As at 31 December 2018

   (24   —      —      (1   —      (25
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net book value

            

As at 1 January 2018

   23,185    1,751    448    16,696    627    42,707 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

As at 31 December 2018

   26,824    2,215    527    16,901    814    47,281 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

As at 31 December 2018,2019, the net book value of buildings above which were in process to obtain title certificates was RMB6,798RMB8,852 million (as at 31 December 2017: RMB6,2092018: RMB6,798 million).

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

7

LEASES

(a)

Right-of-use assets

   Buildings   Others   Total 
   RMB million 

Cost

      

As at 1 January 2019

   2,554    1    2,555 

Additions

   2,262    1    2,263 

Deductions

   (130   —      (130
  

 

 

   

 

 

   

 

 

 

As at 31 December 2019

   4,686    2    4,688 
  

 

 

   

 

 

   

 

 

 

Accumulated depreciation

      

As at 1 January 2019

   —      —      —   

Charge for the year

   (1,196   (1   (1,197

Deductions

   29    —      29 
  

 

 

   

 

 

   

 

 

 

As at 31 December 2019

   (1,167   (1   (1,168
  

 

 

   

 

 

   

 

 

 

Impairment

      

As at 1 January 2019

   —      —      —   

Charge for the year

   —      —      —   

Deductions

   —      —      —   
  

 

 

   

 

 

   

 

 

 

As at 31 December 2019

   —      —      —   
  

 

 

   

 

 

   

 

 

 

Net book value

      

As at 1 January 2019

   2,554    1    2,555 
  

 

 

   

 

 

   

 

 

 

As at 31 December 2019

   3,519    1    3,520 
  

 

 

   

 

 

   

 

 

 

The Group had no significant profit or loss from subleasingright-of-use assets or sale and leaseback transactions for the year ended 31 December 2019.

The Group’sright-of-use assets include the above assets and land use rights disclosed in Note 14.

(b)

The amounts recognised in profit or loss in relation to leases are as follows:

31 December 2019
RMB million

Interest on lease liabilities

106

Depreciation charge ofright-of-use assets

1,197

Expense relating to short-term leases

440

Expense relating to leases oflow-value assets

(except for short-term lease liabilities)

3

Total

1,746

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2019

8

INVESTMENT PROPERTIES

 

   Buildings
RMB million
 

Cost

As at 1 January 2019

10,227

Additions

3,022

Deductions

(351

As at 31 December 2019

12,898

Accumulated depreciation

As at 1 January 2019

(480

Additions

(325

Deductions

48

As at 31 December 2019

(757

Net book value

As at 1 January 2019

9,747

As at 31 December 2019

12,141

Fair value

As at 1 January 2019

12,449

As at 31 December 2019

14,870

   Buildings
RMB million
 

Cost

  

As at 1 January 2018

   3,366 

Additions

   6,875 

Deductions

   (14
  

 

 

 

As at 31 December 2018

   10,227 
  

 

 

 

Accumulated depreciation

  

As at 1 January 2018

   (302

Charge for the yearAdditions

   (186

Deductions

   8 
  

 

 

 

As at 31 December 2018

   (480
  

 

 

 

Net book value

  

As at 1 January 2018

   3,064 
  

 

 

 

As at 31 December 2018

   9,747 
  

 

 

 

Fair value

  

As at 1 January 2018

   4,629 
  

 

 

 

As at 31 December 2018

   12,449 
  

 

 

 
Buildings
RMB million

Cost

As at 1 January 2017

1,435

Additions

1,931

As at 31 December 2017

3,366

Accumulated depreciation

As at 1 January 2017

(244

Charge for the year

(58

As at 31 December 2017

(302

Net book value

As at 1 January 2017

1,191

As at 31 December 2017

3,064

Fair value

As at 1 January 2017

2,201

As at 31 December 2017

4,629

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

7

8

INVESTMENT PROPERTIES (CONTINUED)

 

The Company leases part of its investment properties to its subsidiaries and charges rentals based on the areas occupied by the respective entities. These properties are categorised as property, plant and equipment of the Group in the consolidated statement of financial position.

The Group has no restrictions on the use of its investment properties and no contractual obligations to each investment property purchased, constructed or developed or for repairs, maintenance and enhancements.

As at 31 December 2018,2019, the net book value of investment properties which were in process to obtain title certificates was RMB3,407RMB5,809 million (as at 31 December 2017: RMB1,872 million)2018: RMB3,407million).

The fair value of investment properties of the Group as at 31 December 20182019 amounted to RMB12,449RMB14,870 million (as at 31 December 2017: RMB4,6292018: RMB12,449 million), which was estimated by the Group having regards to valuations performed by an independent appraiser.appraisers. The investment properties were classified as Level 3 in the fair value hierarchy.

The Group uses the market comparison approach as its primary method to estimate the fair value of its investment properties. Under the market comparison approach, the estimated fair value of a property is based on the average sale price of comparable properties recently sold, with consideration of the comprehensive adjustment coefficient, which is composed of a number of adjusting factors, including the time and the conditions of sale, the geographical location, age, decoration, floor area, lot size of the property and other factors.

Under the market comparison approach, an increase (decrease) in the comprehensive adjustment coefficient will result in an increase (decrease) in the fair value of investment properties.

 

8

9

INVESTMENTS IN ASSOCIATES AND JOINT VENTURES

 

  2018
RMB million
   2017
RMB million
   2019
RMB
million
   2018
RMB
million
 

As at 31 December 2018/ 31 December 2017

   201,661    161,472 

Adjustment (i)

   (2,889   —   

As at 1 January

   161,472    119,766    198,772    161,472 

Change of the cost

   34,229    37,110    18,590    34,229 

Share of profit or loss

   7,745    7,143    9,159    7,745 

Declared dividends

   (2,903   (1,862   (3,227   (2,903

Other equity movements

   1,118    (685   1,189    1,118 

Impairment

   (1,500   —   
  

 

   

 

   

 

   

 

 

As at 31 December

   201,661    161,472    222,983    201,661 
  

 

   

 

   

 

   

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

8

9

INVESTMENTS IN ASSOCIATES AND JOINT VENTURES (CONTINUED)

 

       Movement                Movement       
 Accounting
method
 Cost As at
31 December
2017
 Change of
the cost
 Share of
profit or
loss
 Declared
dividends
 Other equity
movements
 Provision
of
impairment
 As at 31
December
2018
 Percentage
of equity
interest
 Accumulated
amount of
impairment
  Accounting
method
 Cost As at
31 December
2018
 Adjustment (i) As at
1 January
2019
 Change of
the cost
 Share of
profit
or loss
 Declared
dividends
 Other
equity

movements
 Provision
of
impairment
 As at
31 December
2019
 Percentage
of equity
interest
 Accumulated
amount of
impairment
 

Associates

                        

China Guangfa Bank Co., Ltd. (“CGB”) (i)

 Equity Method  45,176  53,459  13,014  4,410   —    1,772   —     72,655  43.686  —   

Sino-Ocean Group Holding Limited (“Sino-Ocean”) (ii)

 Equity Method  11,245  13,626   —    269  (558 (525  —     12,812  29.59 (1,010

China Guangfa Bank Co., Ltd. (“CGB”) (ii)

 Equity Method  45,176  72,655  (2,841 69,814   —    5,374  (284 276   —     75,180  43.686%   —   

Sino-Ocean Group Holding Limited (“Sino-Ocean”) (iii)

 Equity Method  11,245  12,812   —    12,812   —    545  (369 (101 (1,500  11,387  29.59%  (2,510

China Life Property & Casualty Insurance Company Limited (“CLP&C”)

 Equity Method  6,000  8,185   —    43  (66 (199  —     7,963  40.00  —    Equity Method  6,000  7,963   —    7,963   —    849   —    520   —     9,332  40.00%   —   

COFCO Futures Company Limited (“COFCO Futures”)

 Equity Method  1,339  1,466   —    35   —     —     —     1,501  35.00  —    Equity Method  1,339  1,501   —    1,501   —    49   —     —     —     1,550  35.00%   —   

Sinopec Sichuan to East China Gas Pipeline Co., Ltd. (“Pipeline Company”)

 Equity Method  20,000  21,347   —    1,106  (1,059 (7  —     21,387  43.86  —    Equity Method  20,000  21,387   —    21,387   —    1,146  (1,104 4   —     21,433  43.86%   —   

China United Network Communications Limited (“China Unicom”) (iii)

 Equity Method  21,829  21,783   —    345  (63 (173  —     21,892  10.29  —   

China United Network Communications Limited (“China Unicom”) (iv)

 Equity Method  21,829  21,892  (48 21,844   —    453  (170 (59  —     22,068  10.29%   —   

Others (v)

 Equity Method  21,984  9,732  12,036  1,685  (444 515   —     23,524    —    Equity Method  29,231  23,524   —    23,524  5,566  725  (460 400   —     29,755    —   
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

   

 

 

Subtotal

  127,573  129,598  25,050  7,893  (2,190 1,383   —     161,734   (1,010  134,820  161,734  (2,889 158,845  5,566  9,141  (2,387 1,040  (1,500  170,705   (2,510
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

   

 

 

Joint ventures

                        

Joy City Commercial Property Fund L.P. (“Joy City”) (iv)

 Equity Method  6,281  6,139   —    36  (388  —     —     5,787  66.67  —   

Mapleleaf Century Limited (“MCL”) (iv)

 Equity Method  7,639  5,332  1,495  (766  —    (320  —     5,741  75.00  —   

Joy City Commercial Property Fund L.P. (“Joy City”)

 Equity Method  6,281  5,787   —    5,787   —    224  (162  —     —     5,849  66.67%   —   

Mapleleaf Century Limited (“MCL”)

 Equity Method  7,656  5,741   —    5,741  17  (596  —    (22  —     5,140  75.00%   —   

Others (v)

 Equity Method  28,914  20,403  7,684  582  (325 55   —     28,399    —    Equity Method  41,921  28,399   —    28,399  13,007  390  (678 171   —     41,289    —   
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

   

 

 

Subtotal

  42,834  31,874  9,179  (148 (713 (265  —     39,927    —     55,858  39,927   —    39,927  13,024  18  (840 149   —     52,278    —   
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

   

 

 

Total

   170,407   161,472   34,229   7,745   (2,903  1,118   —     201,661    (1,010   190,678   201,661   (2,889  198,772   18,590   9,159   (3,227  1,189   (1,500  222,983    (2,510
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

   

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

8

9

INVESTMENTSINVESTMENT IN ASSOCIATES AND JOINT VENTURES (CONTINUED)

 

(i)

On 14 December 2018,1 January 2019, CGB began to adopt IFRS 9. The cumulative effect of initial adoption of IFRS 9 was adjusted to its equity as at 1 January 2019. Accordingly, the Company subscribed for 1,871,875,329 additional shares offeringimpact was adjusted by the Group based on its percentage of CGBholding. As at RMB6.9511 per share, with a total consideration including the transaction fees of RMB13,0141 January 2019, The Group’s retained earnings were decreased by RMB2,857 million and reserves were increased by RMB16 million. Upon the completion of the transaction, the Company held 43.686%The Group’s equity of CGB after the capital increase, and the proportion remained unchanged.as at 1 January 2019 was decreased by RMB2,841 million in total.

On 1 January 2019, CGBChina Unicom began to adopt IFRS 9 and adjusted its equity to reflect the accumulated impact16. The cumulative effect of adopting IFRS 9. Theinitial adoption of IFRS 9 by CGB has an impact on the Group’s16 was adjusted to its equity as at 1 January 2019. Accordingly, the impact was adjusted by the Group based on its percentage of holding. The Group’s retained earnings as at 1 January 2019 accordingly, which is still under evaluation.were decreased by RMB48 million.

 

(ii)

The 20172018 final dividend of HKD0.155RMB0.033 in cash per ordinary share was approved and declared in the Annual General Meeting of CGB on 16 August 2019. The Company received a cash dividend of RMB284 million.

(iii)

The 2018 final dividend of HKD0.073 in cash per ordinary share was approved and declared in the Annual General Meeting of Sino-Ocean on 1816 May 2018.2019. The Company received a cash dividend amountingequivalent to RMB284RMB145 million. The 20182019 interim dividend of HKD0.140HKD0.110 in cash per ordinary share was approved and declared by the board of directors of Sino-Ocean on 2221 August 2018.2019. The Company received a cash dividend amountingequivalent to RMB274RMB224 million.

Sino-Ocean, the Group’s associate is listed in Hong Kong. On 31 December 2018,2019, the stock price of Sino-Ocean was HKD3.45HKD3.13 per share. As at 31 December 2017, an2018, the cumulative impairment loss of RMB1.01 billion for the investment in Sino-Ocean had been maderecognised by the Group. The Group performed an impairment test to this investment on 31 December 2018. The recoverable amount2019. An impairment loss of RMB1.50 billion was recognised for this investment valued byusing the discounted future cash flow method for the year ended 31 December 2019. In the valuation, the Group approximated toseparated the carrying amountdevelopment property and therefore no impairment loss was madeinvestment property by considering the different future cash flow features. The discount rates applied in the valuation were 10% and 8% for thisdevelopment property and investment in 2018.property, respectively.

 

(iii)

(iv)

The 20172018 final dividend of RMB0.0198RMB0.0533 in cash per ordinary share was approved and declared in the Annual General Meeting of China Unicom on 98 May 2018.2019. The Company received a cash dividend amounting to RMB63of RMB170 million. As at 31 December 2019, China Unicom’s share price on 28 December 2018 (the last trading day of 2018) was RMB5.17is RMB5.89 per share.

 

(iv)

Glorious Fortune Forever Limited, a subsidiary of the Company, invested in the partnership Joy City, holding 66.67% of the total partnership interest. China Century Core Fund Limited, a subsidiary of the Company, invested in the partnership MCL, holding 75.00% of the total partnership interest. According to the partnership agreement, Glorious Fortune Forever Limited and China Century Core Fund Limited, as limited partners of such partnerships, cannot control these partnerships on their own, but has joint control with the general partners. Therefore, Joy City and MCL are accounted for as joint ventures of the Group.(v)

(v)

The Group invested in real estate, industrial logistics assets and other industries through these enterprises.

 

(vi)

Except for the non-publicly issued stock of China Unicom having a 36-month period restricted period of the investment in China Unicom,for sale, there is no significant restriction for the Group has no significant restrictions to transactdispose of its other investments in associates and joint ventures.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

8

9

INVESTMENTS IN ASSOCIATES AND JOINT VENTURES (CONTINUED)

 

As at 31 December 2019, the major associates and joint ventures of the Group are as follows:

Name

Place of incorporation            Percentage of equity interest held             

Associates

CGB

PRC43.686%

Sino-Ocean

Hong Kong, PRC29.59%

CLP&C

PRC40.00%

COFCO Futures

PRC35.00%

Pipeline Company

PRC43.86%

China Unicom

PRC10.29%

Joint ventures

Joy City

The British Cayman Islands66.67%

MCL

The British Virgin Islands75.00%

As at 31 December 2018, the major associates and joint ventures of the Group are as follows:

 

Name

  CountryPlace of incorporation   Percentage of equity interest held 

Associates

    

CGB

   PRC    43.68643.686%% 

Sino-Ocean

   Hong Kong, PRC    29.5929.59%% 

CLP&C

   PRC    40.0040.00%% 

COFCO Futures

   PRC    35.0035.00%% 

Pipeline Company

   PRC    43.8643.86%% 

China Unicom

   PRC    10.2910.29%

Joint ventures

    

Joy City

   The British Cayman Islands    66.6766.67%% 

MCL

   The British Virgin Islands    75.00

As at 31 December 2017, the major associates and joint ventures of the Group are as follows:

Name

Country of incorporationPercentage of equity interest held75.00% 

Associates

CGB

PRC43.686

Sino-Ocean

Hong Kong, PRC29.79

CLP&C

PRC40.00

COFCO Futures

PRC35.00

Pipeline Company

PRC43.86

China Unicom

PRC10.56

Joint ventures

Joy City

The British Cayman Islands66.67

MCL

The British Virgin Islands75.00

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

8

9

INVESTMENTS IN ASSOCIATES AND JOINT VENTURES (CONTINUED)

The following table illustrates the financial information of the Group’s major associates and joint ventures as at 31 December 2019 and for the year ended 31 December 2019:

  CGB
RMB million
  Sino-Ocean
RMB million
  CLP&C
RMB million
  COFCO Futures
RMB million
  Pipeline Company
RMB million
  China Unicom
RMB million
  Joy City
RMB million
  MCL
RMB million
 

Total assets

  2,632,798   243,700   91,167   12,671   36,327   564,231   10,281   24,381 

Total liabilities

  2,423,234   178,088   67,837   9,792   777   240,735   168   13,620 

Total equity

  209,564   65,612   23,330   2,879   35,550   323,496   10,113   10,761 

Total equity attributable to equity holders of the associates and joint ventures

  164,573   49,909   23,330   2,872   35,550   143,327   10,113   10,761 

Total adjustments (i)

  412   (6,209  —     —     449   17,454   (1,339  (3,908

Total equity attributable to equity holders of the associates and joint ventures after adjustments

  164,985   43,700   23,330   2,872   35,999   160,781   8,774   6,853 

Proportion of the Group’s ownership

  43.686%   29.59%   40.00%   35.00%   43.86%   10.29%   66.67%   75.00% 

Gross carrying value of the investments

  75,180   13,897   9,332   1,550   21,433   22,068   5,849   5,140 

Impairment

  —     (2,510  —     —     —     —     —     —   

Net carrying value of the investments

  75,180   11,387   9,332   1,550   21,433   22,068   5,849   5,140 
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total revenues

  76,312   56,704   69,498   793   5,008   291,435   306   795 

Net profit/(loss)

  12,581   4,166   2,123   153   2,635   11,264   287   348 

Other comprehensive income

  643   152   1,310   1   —     (501  —     —   

Total comprehensive income

  13,224   4,318   3,433   154   2,635   10,763   287   348 
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2019

9

INVESTMENTS IN ASSOCIATES AND JOINT VENTURES (CONTINUED)

 

The following table illustrates the financial information of the Group’s major associates and joint ventures as at 31 December 2018 and for the year ended 31 December 2018:

 

   CGB
RMB
million
  Sino-Ocean
RMB
million
  CLP&C
RMB
million
  COFCO
Futures
RMB
million
  Pipeline
Company
RMB
million
  China
Unicom
RMB
million
  Joy
City
RMB
million
  MCL
RMB
million
 

Total assets

   2,373,291   249,362   83,561   8,986   36,467   541,762   10,243   22,266 

Total liabilities

   2,214,781   186,224   63,654   6,246   1,043��  224,822   265   11,897 

Total equity

   158,510   63,138   19,907   2,740   35,424   316,940   9,978   10,369 

Total equity attributable to equity holders of the associates and joint ventures

   158,510   48,385   19,907   2,732   35,424   140,144   9,978   10,369 

Total adjustments (i)

   933   (4,938  —     —     470   17,926   (1,297  (2,714

Total equity attributable to equity holders of the associates and joint ventures after adjustments

   159,443   43,447   19,907   2,732   35,894   158,070   8,681   7,655 

Proportion of the Group’s ownership

   43.686  29.59  40.00  35.00  43.86  10.29  66.67  75.00

Gross carrying value of the investments

   72,655   13,822   7,963   1,501   21,387   21,892   5,787   5,741 

Impairment

   —     (1,010  —     —     —     —     —     —   

Net carrying value of the investments

   72,655   12,812   7,963   1,501   21,387   21,892   5,787   5,741 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total revenues

   59,279   48,821   65,564   643   4,746   290,877   457   458 

Net profit/(loss)

   10,707   4,666   121   98   2,545   9,301   438   609 

Other comprehensive income

   4,160   (1,518  (503  1   —     (245  —     —   

Total comprehensive income

   14,867   3,148   (382  99   2,545   9,056   438   609 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

  CGB
RMB million
  Sino-Ocean
RMB million
  CLP&C
RMB million
  COFCO Futures
RMB million
  Pipeline Company
RMB million
  China Unicom
RMB million
  Joy City
RMB million
  MCL
RMB million
 

Total assets

  2,373,291   249,362   83,561   8,986   36,467   541,762   10,243   22,266 

Total liabilities

  2,214,781   186,224   63,654   6,246   1,043   224,822   265   11,897 

Total equity

  158,510   63,138   19,907   2,740   35,424   316,940   9,978   10,369 

Total equity attributable to equity holders of the associates and joint ventures

  158,510   48,385   19,907   2,732   35,424   140,144   9,978   10,369 

Total adjustments (i)

  933   (4,938  —     —     470   17,926   (1,297  (2,714

Total equity attributable to equity holders of the associates and joint ventures after adjustments

  159,443   43,447   19,907   2,732   35,894   158,070   8,681   7,655 

Proportion of the Group’s ownership

  43.686%   29.59%   40.00%   35.00%   43.86%   10.29%   66.67%   75.00% 

Gross carrying value of the investments

  72,655   13,822   7,963   1,501   21,387   21,892   5,787   5,741 

Impairment

  —     (1,010  —     —     —     —     —     —   

Net carrying value of the investments

  72,655   12,812   7,963   1,501   21,387   21,892   5,787   5,741 
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total revenues

  59,279   48,821   65,564   643   4,746   290,877   457   458 

Net profit/(loss)

  10,707   4,666   121   98   2,545   9,301   438   609 

Other comprehensive income

  4,160   (1,518  (503  1   —     (245  —     —   

Total comprehensive income

  14,867   3,148   (382  99   2,545   9,056   438   609 
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

 

8

INVESTMENTS IN ASSOCIATES AND JOINT VENTURES (CONTINUED)(i)

The following table illustrates the financial information of the Group’s major associates and joint ventures as at 31 December 2017 and for the year ended 31 December 2017:

   CGB
RMB
million
  Sino-Ocean
RMB
million
  CLP&C
RMB
million
  COFCO
Futures
RMB
million
  Pipeline
Company
RMB
million
  China
Unicom
RMB
million
  Joy
City
RMB
million
  MCL
RMB
million
 

Total assets

   2,072,915   191,894   79,601   10,651   36,243   573,617   10,353   20,776 

Total liabilities

   1,959,069   133,166   59,138   8,020   934   266,599   283   12,598 

Total equity

   113,846   58,728   20,463   2,631   35,309   307,018   10,070   8,178 

Total equity attributable to equity holders of the associates and joint ventures

   113,846   48,502   20,463   2,631   35,309   135,393   10,070   8,178 

Total adjustments (i)

   2,267   (2,617  —     —     676   —     (861  (1,069

Total equity attributable to equity holders of the associates and joint ventures after adjustments

   116,113   45,885   20,463   2,631   35,985   135,393   9,209   7,109 

Proportion of the Group’s ownership

   43.686  29.79  40.00  35.00  43.86  10.56  66.67  75.00

Gross carrying value of the investments

   53,459   14,636   8,185   1,466   21,347   21,783   6,139   5,332 

Impairment

   —     (1,010  —     —     —     —     —     —   

Net carrying value of the investments

   53,459   13,626   8,185   1,466   21,347   21,783   6,139   5,332 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total revenues

   50,531   49,236   61,142   399   5,644   274,829   859   185 

Net profit/(loss)

   10,204   6,259   820   135   3,055   1,684   840   (301

Other comprehensive income

   (2,332  912   (35  —     —     (230  —     —   

Total comprehensive income

   7,872   7,171   785   135   3,055   1,454   840   (301
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

(i)

Including adjustments for the difference of accounting policies, fair value and others.

The Group had no contingent liabilities with the associates and joint ventures as at 31 December 20182019 and 31 December 2017.2018. The Group had a capital contribution commitment of RMB20,768RMB24,430 million with joint ventures as at 31 December 20182019 (as at 31 December 2017: RMB20,9962018: RMB20,768 million). The capital contribution commitment amount has been included in the capital commitments in Note 39.40.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

9

10

FINANCIAL ASSETS

 

9.1

10.1

Held-to-maturity securities

 

  As at
31 December 2018
RMB million
   As at
31 December 2017
RMB million
   As at 31
December 2019
RMB million
   As at 31
December 2018
RMB million
 

Debt securities

        

Government bonds

   179,943    125,866    215,928    179,943 

Government agency bonds

   266,986    241,808    401,799    266,986 

Corporate bonds

   212,709    200,869    198,322    212,709 

Subordinated bonds/debts

   147,079    148,494    112,702    147,079 
  

 

   

 

   

 

   

 

 

Total

   806,717    717,037    928,751    806,717 
  

 

   

 

   

 

   

 

 

Debt securities

        

Listed in Mainland, PRC

   109,597    91,631    209,123    109,597 

Listed in Hong Kong, PRC

   130    136    157    130 

Listed in Singapore

   20    19 

Unlisted(i)

   696,970    625,251 

Listed overseas

   62    20 

Unlisted (i)

   719,409    696,970 
  

 

   

 

   

 

   

 

 

Total

   806,717    717,037    928,751    806,717 
  

 

   

 

   

 

   

 

 

 

(i)

Unlisted debt securities include those traded on the Chinese interbank market.

As at 31 December 2018,2019, an accumulated impairment loss of RMB17 million (2018: RMB42 million (2017: nil)million) for the investment ofheld-to-maturity securities has been maderecognised by the Group. In 2018, the Group did not sell the unexpired held-to-maturity securities (2017: same).

 

  As at 31
December 2019
   As at 31
December 2018
 
Debt securities - fair value hierarchy  

As at

31 December 2018

   

As at

31 December 2017

   Level 1
RMB
million
   Level 2
RMB
million
   Total
RMB
million
   Level 1
RMB
million
   Level 2
RMB
million
   Total
RMB
million
 
  Level 1
RMB
million
   Level 2
RMB
million
   Total
RMB
million
   Level 1
RMB
million
   Level 2
RMB
million
   Total
RMB
million
 

Government bonds

   15,387    175,622    191,009    33,496    90,216    123,712    15,749    212,449    228,198    15,387    175,622    191,009 

Government agency bonds

   72,455    204,029    276,484    20,281    203,031    223,312    57,955    357,058    415,013    72,455    204,029    276,484 

Corporate bonds

   10,965    209,302    220,267    1,360    195,177    196,537    7,914    198,879    206,793    10,965    209,302    220,267 

Subordinated bonds/debts

   —      155,783    155,783    —      149,423    149,423    —      118,571    118,571    —      155,783    155,783 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

   98,807    744,736    843,543    55,137    637,847    692,984    81,618    886,957    968,575    98,807    744,736    843,543 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

 

Debt securities - Contractual maturity schedule

  As at
31 December 2018
RMB million
   As at
31 December 2017
RMB million
   As at 31
December 2019
RMB million
   As at 31
December 2018
RMB million
 

Maturing:

        

Within one year

   16,907    22,496    24,454    16,907 

After one year but within five years

   137,840    112,932    128,266    137,840 

After five years but within ten years

   279,086    288,496    241,372    279,086 

After ten years

   372,884    293,113    534,659    372,884 
  

 

   

 

   

 

   

 

 

Total

   806,717    717,037    928,751    806,717 
  

 

   

 

   

 

   

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

9

10

FINANCIAL ASSETS (CONTINUED)

 

9.2

10.2

Loans

 

  As at
31 December 2018
RMB million
   As at
31 December 2017
RMB million
   As at 31
December 2019
RMB million
   As at 31
December 2018
RMB million
 

Policy loans (i)

   142,165    107,957    174,872    142,165 

Other loans

   308,086    275,547    436,766    308,086 
  

 

   

 

   

 

   

 

 

Total

   450,251    383,504    611,638    450,251 

Impairment

   (2,718   —   
  

 

   

 

 

Net value

   608,920    450,251 
  

 

   

 

   

 

   

 

 
  As at
31 December 2018
RMB million
   As at
31 December 2017
RMB million
   As at 31
December 2019
RMB million
   As at 31
December 2018
RMB million
 

Maturing:

        

Within one year

   167,498    128,856    213,937    167,498 

After one year but within five years

   138,939    132,575    229,415    138,939 

After five years but within ten years

   99,501    90,556    129,596    99,501 

After ten years

   44,313    31,517    38,690    44,313 
  

 

   

 

   

 

   

 

 

Total

   450,251    383,504    611,638    450,251 

Impairment

   (2,718   —   
  

 

   

 

   

 

   

 

 

Net value

   608,920    450,251 
  

 

   

 

 

 

(i)

As at 31 December 2018,2019, maturities of policy loans were within 6 months (as at 31 December 2017:2018: same).

 

9.3

10.3

Term deposits

 

  As at
31 December 2018
RMB million
   As at
31 December 2017
RMB million
   As at 31
December 2019
RMB million
   As at 31
December 2018
RMB million
 

Maturing:

        

Within one year

   158,920    97,076    107,039    158,920 

After one year but within five years

   323,021    349,524    420,191    323,021 

After five years but within ten years

   77,400    2,800    8,030    77,400 
  

 

   

 

   

 

   

 

 

Total

   559,341    449,400    535,260    559,341 
  

 

   

 

   

 

   

 

 

As at 31 December 2018,2019, the Group’s term deposits of RMB16,691RMB3,491 million (as at 31 December 2017: same)2018: RMB16,691 million) were deposited in banks to back overseas borrowings and are restricted to use.

In September 2016, CL Hotel Investor, L.P. and Glorious Fortune Forever Limited, subsidiaries of the Company, entered into a loan agreement with the New York and Seoul branches of Agricultural Bank of China, respectively. In December 2016, Sunny Bamboo Limited and Golden Bamboo Limited, subsidiaries of the Company, entered into a loan agreement with the Hong Kong branch of Agricultural Bank of China. The Company arranged deposits with Beijing Xicheng branch of Agricultural Bank of China to back these loans. As at 31 December 2018,2019, the amounts of such term deposits were RMB6,861RMB361 million, RMB7,080RMB380 million and RMB750 million, respectively (as at 31 December 2017: same)2018: RMB6,861 million, RMB7,080 million and RMB750 million).

On 6 December 2017, New Fortune Wisdom Limited and New Capital Wisdom Limited, subsidiaries of Ningbo Meishan Bonded Port Area Guo Yang Guo Sheng Investment Partnership (Limited Partnership) (“Guo Yang Guo Sheng”), a subsidiary of the Company, entered into a loan agreement with a subsidiary of Agricultural Bank of China. Guo Yang Guo Sheng arranged deposits with Beijing Xicheng branch of the Agricultural Bank of China to back these loans. As at 31 December 2018,2019, the amounts of such term deposits and current deposits were RMB2,000 million (as at 31 December 2017:2018: same) and RMB1,274RMB1,069 million (as at 31 December 2017: RMB1,2472018: RMB1,274 million), respectively.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

9

10

FINANCIAL ASSETS (CONTINUED)

 

9.4

10.4

Statutory deposits - restricted

 

  As at
31 December 2018
RMB million
   As at
31 December 2017
RMB million
   As at 31
December 2019
RMB million
   As at 31
December 2018
RMB million
 

Contractual maturity schedule:

        

Within one year

   500    3,933    180    500 

After one year but within five years

   5,833    2,400    6,153    5,833 
  

 

   

 

   

 

   

 

 

Total

   6,333    6,333    6,333    6,333 
  

 

   

 

   

 

   

 

 

Insurance companies in China are required to deposit an amount that equals 20% of their registered capital with banks in compliance with regulations of the CBIRC. These funds may not be used for any purpose other than for paying off debts during liquidation proceedings.

 

9.5

10.5

Available-for-sale securities

 

  As at
31 December 2018
RMB million
   As at
31 December 2017
RMB million
   As at 31
December 2019
RMB million
   As at 31
December 2018
RMB million
 

Available-for-sale securities, at fair value

        

Debt securities

        

Government bonds

   28,440    24,632    23,758    28,440 

Government agency bonds

   180,273    157,765    171,189    180,273 

Corporate bonds

   185,720    197,133    148,455    185,720 

Subordinated bonds/debts

   21,514    13,495    53,922    21,514 

Others (i)

   80,643    62,099    112,467    80,643 
  

��

 

   

 

   

 

   

 

 

Subtotal

   496,590    455,124    509,791    496,590 
  

 

   

 

   

 

   

 

 

Equity securities

        

Funds

   92,304    91,344    102,349    92,304 

Common stocks

   143,469    129,424    236,323    143,469 

Preferred stocks

   32,707    31,651    58,314    32,707 

Wealth management products

   31,348    40,327    32,640    31,348 

Others (i)

   53,479    42,027    98,904    53,479 
  

 

   

 

   

 

   

 

 

Subtotal

   353,307    334,773    528,530    353,307 
  

 

   

 

   

 

   

 

 

Available-for-sale securities, at cost

        

Equity securities

        

Others (i)

   20,636    20,837    20,636    20,636 
  

 

   

 

   

 

   

 

 

Total

   870,533    810,734    1,058,957    870,533 
  

 

   

 

   

 

   

 

 

 

(i)

Otheravailable-for-sale securities mainly include unlisted equity investments, private equity funds, trust schemes and trust schemes.perpetual bonds.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

9

10

FINANCIAL ASSETS (CONTINUED)

 

9.5

10.5

Available-for-sale securities (continued)

 

  As at
31 December 2018
RMB million
   As at
31 December 2017
RMB million
   As at 31
December 2019
RMB million
   As at 31
December 2018
RMB million
 

Debt securities

        

Listed in Mainland, PRC

   53,933    44,929    46,505    53,933 

Unlisted

   442,657    410,195    463,286    442,657 
  

 

   

 

   

 

   

 

 

Subtotal

   496,590    455,124    509,791    496,590 
  

 

   

 

   

 

   

 

 

Equity securities

        

Listed in Mainland, PRC

   102,190    93,384    152,293    102,190 

Listed in Hong Kong, PRC

   55,066    41,507    95,428    55,066 

Listed overseas

   162    132    1,458    162 

Unlisted

   216,525    220,587    299,987    216,525 
  

 

   

 

   

 

   

 

 

Subtotal

   373,943    355,610    549,166    373,943 
  

 

   

 

   

 

   

 

 

Total

   870,533    810,734    1,058,957    870,533 
  

 

   

 

   

 

   

 

 

Unlisted debt securities include those traded on the Chinese interbank market and those not publicly traded. Unlisted equity securities include those not traded on stock exchanges, which are mainly open-ended funds with public market price quotation, and wealth management products.products and private equity funds.

 

Debt securities - Contractual maturity schedule

  As at
31 December 2018
RMB million
   As at
31 December 2017
RMB million
   As at 31
December 2019
RMB million
   As at 31
December 2018
RMB million
 

Maturing:

        

Within one year

   11,511    42,410    26,075    11,511 

After one year but within five years

   170,606    153,630    155,110    170,606 

After five years but within ten years

   214,826    167,552    226,421    214,826 

After ten years

   99,647    91,532    102,185    99,647 
  

 

   

 

   

 

   

 

 

Total

   496,590    455,124    509,791    496,590 
  

 

   

 

   

 

   

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

9

10

FINANCIAL ASSETS (CONTINUED)

 

9.6

10.6

Securities at fair value through profit or loss

 

  As at
31 December 2018
RMB million
   As at
31 December 2017
RMB million
   As at 31
December 2019
RMB million
   As at 31
December 2018
RMB million
 

Debt securities

        

Government bonds

   118    2,081    41    118 

Government agency bonds

   6,760    9,084    6,859    6,760 

Corporate bonds

   79,774    66,915    77,215    79,774 

Others

   1,351    4,811    1,091    1,351 
  

 

   

 

   

 

   

 

 

Subtotal

   88,003    82,891    85,206    88,003 
  

 

   

 

   

 

   

 

 

Equity securities

        

Funds

   13,967    9,892    16,101    13,967 

Common stocks

   35,241    44,026    40,281    35,241 

Wealth management products

   1,506    —      —      1,506 

Others

   20    —   
  

 

   

 

   

 

   

 

 

Subtotal

   50,714    53,918    56,402    50,714 
  

 

   

 

   

 

   

 

 

Total

   138,717    136,809    141,608    138,717 
  

 

   

 

   

 

   

 

 

Debt securities

        

Listed in Mainland, PRC

   39,145    26,776    35,804    39,145 

Listed in Hong Kong, PRC

   108    —      102    108 

Listed overseas

   202    292    167    202 

Unlisted

   48,548    55,823    49,133    48,548 
  

 

   

 

   

 

   

 

 

Subtotal

   88,003    82,891    85,206    88,003 
  

 

   

 

   

 

   

 

 

Equity securities

        

Listed in Mainland, PRC

   31,962    39,442    39,770    31,962 

Listed in Hong Kong, PRC

   97    79    611    97 

Listed overseas

   6,552    7,187    6,418    6,552 

Unlisted

   12,103    7,210    9,603    12,103 
  

 

   

 

   

 

   

 

 

Subtotal

   50,714    53,918    56,402    50,714 
  

 

   

 

   

 

   

 

 

Total

   138,717    136,809    141,608    138,717 
  

 

   

 

   

 

   

 

 

Unlisted debt securities include those traded on the Chinese interbank market and those not publicly traded. Unlisted equity securities include those not traded on stock exchanges, which are mainly open-ended funds with public market price quotation.

 

9.7

10.7

Securities purchased under agreements to resellDerivative financial instruments

 

   As at
31 December 2018
RMB million
   As at
31 December 2017
RMB million
 

Maturing:

    

Within 30 days

   9,905    36,055 

After 30 but within 90 days

   —      130 
  

 

 

   

 

 

 

Total

   9,905    36,185 
  

 

 

   

 

 

 
As at 31
December 2019
RMB million
As at 31
December 2018
RMB million

Derivative financial assets

Forward contract

428—  

Derivative financial Liabilities

Forward contract

—  1,877

Note:

The derivative financial instruments of the Company above are all forward contracts to purchase equity securities. The fair value is based on active quoted price of the equity security with consideration of discounts for lack of marketability, which is classified as Level 3.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

9

10

FINANCIAL ASSETS (CONTINUED)

 

9.8

10.8

Securities purchased under agreements to resell

   As at 31
December 2019
RMB million
   As at 31
December 2018
RMB million
 

Maturing:

    

Within 30 days

   4,467    9,905 
  

 

 

   

 

 

 

Total

   4,467    9,905 
  

 

 

   

 

 

 

10.9

Accrued investment income

 

  As at
31 December 2018
RMB million
   As at
31 December 2017
RMB million
   As at 31
December 2019
RMB million
   As at 31
December 2018
RMB million
 

Bank deposits

   19,805    24,942    12,310    19,805 

Debt securities

   23,486    21,423    25,048    23,486 

Others

   5,111    4,276    4,345    5,111 
  

 

   

 

   

 

   

 

 

Total

   48,402    50,641    41,703    48,402 
  

 

   

 

   

 

   

 

 

Current

   47,834    44,789    40,710    47,834 

Non-current

   568    5,852    993    568 
  

 

   

 

   

 

   

 

 

Total

   48,402    50,641    41,703    48,402 
  

 

   

 

   

 

   

 

 

 

10

11

FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES

The table below presents the carrying value and estimated fair value of major financial assets and liabilities, and investment contracts:

 

  Carrying value   Estimated fair value (i)   Carrying value   Estimated fair value (i) 
  As at
31 December
2018
RMB
million
   As at
31 December
2017
RMB
million
   As at
31 December
2018
RMB
million
   As at
31 December
2017
RMB
million
   As at 31
December
2019
RMB
million
   As at 31
December
2018
RMB
million
   As at 31
December
2019
RMB
million
   As at 31
December
2018
RMB
million
 

Held-to-maturity securities (ii)

   806,717    717,037    843,543    692,984    928,751    806,717    968,575    843,543 

Loans (iii)

   450,251    383,504    458,669    375,899    608,920    450,251    623,840    458,669 

Term deposits

   559,341    449,400    559,341    449,400    535,260    559,341    535,260    559,341 

Statutory deposits - restricted

   6,333    6,333    6,333    6,333    6,333    6,333    6,333    6,333 

Available-for-sale securities, at fair value

   849,897    789,897    849,897    789,897    1,038,321    849,897    1,038,321    849,897 

Securities at fair value through profit or loss

   138,717    136,809    138,717    136,809    141,608    138,717    141,608    138,717 

Derivative financial assets

   428    —      428    —   

Securities purchased under agreements to resell

   9,905    36,185    9,905    36,185    4,467    9,905    4,467    9,905 

Cash and cash equivalents

   50,809    48,586    50,809    48,586    53,306    50,809    53,306    50,809 

Investment contracts (iii)

   (255,434   (232,500   (245,803   (229,222   (267,804   (255,434   (260,592   (245,803

Financial liabilities at fair value through profit or loss

   (2,680   (2,529   (2,680   (2,529   (3,859   (2,680   (3,859   (2,680

Derivative financial liabilities

   (1,877   —      (1,877   —      —      (1,877   —      (1,877

Securities sold under agreements to repurchase

   (192,141   (87,309   (192,141   (87,309   (118,088   (192,141   (118,088   (192,141

Bonds payable

   (34,990   —      (35,551   —   

Interest-bearing loans and borrowings

   (20,150   (18,794   (20,150   (18,794   (20,045   (20,150   (20,045   (20,150

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2019

 

11

FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES (CONTINUED)

(i)

The estimates and judgements to determine the fair value of financial assets are described in Note 3.2.

(ii)

The fair value ofheld-to-maturity securities is determined by reference with other debt securities which are measured by fair value. Please refer to Note 4.4.

(iii)

Investment contracts at fair value through profit or loss have quoted prices in active markets, and therefore, their fair value was classified as Level 1.

The fair value of policy loans approximated its carrying value. The fair values of other loans and investment contracts at amortised cost were determined using valuation techniques, with consideration of the present value of expected cash flows arising from contracts using a risk-adjusted discount rate, allowing for the risk-free rate available on the valuation date, credit risk and risk margin associated with the future cash flows. The fair values of other loans and investment contracts at amortised cost were classified as Level 3.

12

PREMIUMS RECEIVABLE

As at 31 December 2019, the carrying value of premiums receivable within one year was RMB17,205 million (as at 31 December 2018: RMB15,607 million).

13

REINSURANCE ASSETS

   As at 31
December 2019
RMB million
   As at 31
December 2018
RMB million
 

Long-term insurance contracts ceded (Note 15)

   3,839    3,123 

Due from reinsurance companies

   808    731 

Ceded unearned premiums (Note 15)

   369    370 

Claims recoverable from reinsurers (Note 15)

   145    140 
  

 

 

   

 

 

 

Total

   5,161    4,364 
  

 

 

   

 

 

 

Current

   1,318    1,241 

Non-current

   3,843    3,123 
  

 

 

   

 

 

 

Total

   5,161    4,364 
  

 

 

   

 

 

 

14

OTHER ASSETS

   As at 31
December 2019
RMB million
   As at 31
December 2018
RMB million
 

Land use rights (i)

   7,830    7,906 

Disbursements

   5,946    4,162 

Tax prepaid

   5,615    —   

Automated policy loans

   3,377    3,269 

Investments receivable and prepaid

   2,665    8,885 

Prepayments to constructors

   847    504 

Due from related parties

   757    725 

Others

   6,992    7,986 
  

 

 

   

 

 

 

Total

   34,029    33,437 
  

 

 

   

 

 

 

Current

   24,175    23,533 

Non-current

   9,854    9,904 
  

 

 

   

 

 

 

Total

   34,029    33,437 
  

 

 

   

 

 

 

(i)

The Group’sright-of-use assets include the above land use rights andright-of-use assets disclosed in Note 7.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

11

PREMIUMS RECEIVABLE15

As at 31 December 2018, the carrying value of premiums receivable within one year was RMB15,607 million (as at 31 December 2017: RMB14,079 million).

12

REINSURANCE ASSETS

   As at
31 December 2018
RMB million
   As at
31 December 2017
RMB million
 

Long-term insurance contracts ceded (Note 14)

   3,123    2,351 

Due from reinsurance companies

   731    64 

Ceded unearned premiums (Note 14)

   370    527 

Claims recoverable from reinsurers (Note 14)

   140    104 
  

 

 

   

 

 

 

Total

   4,364    3,046 
  

 

 

   

 

 

 

Current

   1,241    695 

Non-current

   3,123    2,351 
  

 

 

   

 

 

 

Total

   4,364    3,046 
  

 

 

   

 

 

 

13

OTHER ASSETS

   As at
31 December 2018
RMB million
   As at
31 December 2017
RMB million
 

Investments receivable and prepaid

   8,885    15,466 

Land use rights

   7,906    6,201 

Disbursements

   4,162    2,705 

Automated policy loans

   3,269    3,050 

Due from related parties

   725    987 

Prepayments to constructors

   504    403 

Others

   7,986    5,140 
  

 

 

   

 

 

 

Total

   33,437    33,952 
  

 

 

   

 

 

 

Current

   23,533    25,933 

Non-current

   9,904    8,019 
  

 

 

   

 

 

 

Total

   33,437    33,952 
  

 

 

   

 

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

14

INSURANCE CONTRACTS

 

(a)

Process used to decide on assumptions

 

 

(i)

For the insurance contracts of which future insurance benefits are affected by investment yields of the corresponding investment portfolios, the discount rate assumption is based on expected investment returns of the asset portfolio backing these liabilities, considering the impacts of time value on reserves.

In developing discount rate assumptions, the Group considers investment experience, the current investment portfolio and trend of the relevant yield curves. The assumed discount rates reflect the future economic outlook as well as the Group’s investment strategy. The assumed discount rates with risk margin are as follows:

 

   Discount rate assumptions 

As at 31 December 20182019

   4.85% 

As at 31 December 20172018

   4.85% 

For the insurance contracts of which future insurance benefits are not affected by investment yields of the corresponding investment portfolios, the discount rate assumption is based on the “Yield curve of reserve computation benchmark for insurance contracts”, published on the “China Bond” website with consideration of liquidity spreads, taxation and other relevant factors. The assumed spot discount rates with risk margin for the past two years are as follows:

 

   Discount rate assumptions 

As at 31 December 20182019

   3.47%3.52%~4.86%4.83% 

As at 31 December 20172018

   3.31%3.47%~4.86% 

There is uncertainty on the discount rate assumption, which is affected by factors such as future macro-economy, monetary and foreign exchange policies, capital market and availability of investment channels of insurance funds. The Group determines the discount rate assumption based on the information obtained at the end of each reporting period including consideration of risk margin.

 

 

(ii)

The mortality and morbidity assumptions are based on the Group’s historical mortality and morbidity experience. The assumed mortality rates and morbidity rates vary with the age of the insured and contract type.

The Group bases its mortality assumptions on China Life Insurance Mortality Table (2000-2003), adjusted where appropriate to reflect the Group’s recent historical mortality experience. The main source of uncertainty with life insurance contracts is that epidemics and wide-ranging lifestyle changes could result in deterioration in future mortality experience, thus leading to an inadequate reserving of liability. Similarly, improvements in longevity due to continuing advancements in medical care and social conditions may expose the Group to longevity risk.

The Group bases its morbidity assumptions for critical illness products on analysis of historical experience and expectations of future developments. There are two main sources of uncertainty. Firstly, wide-ranging lifestyle changes could result in future deterioration in morbidity experience. Secondly, future development of medical technologies and improved coverage of medical facilities available to policyholders may bring forward the timing of diagnosing critical illness, which demands earlier payment of the critical illness benefits. Both could ultimately result in an inadequate reserving of liability if current morbidity assumptions do not properly reflect such trends.

Risk margin is considered in the Group’s mortality and morbidity assumptions.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

14

15

INSURANCE CONTRACTS (CONTINUED)

 

(a)

Process used to decide on assumptions (continued)

 

 

(iii)

Expense assumptions are based on expected unit costs with the consideration of previous expense studies and future trends. Expense assumptions are affected by certain factors such as future inflation and market competition which bring uncertainty to these assumptions. The Group determines expense assumptions based on information obtained at the end of each reporting period and risk margin. Components of expense assumptions include the cost per policy and percentage of premium as follows:

 

  Individual Life   Group Life   Individual Life   Group Life 
  RMB Per Policy   % of Premium   RMB Per Policy   % of Premium   RMB Per Policy   % of Premium   RMB Per Policy   % of Premium 

As at 31 December 2019

   45.00    0.85%~0.90%    25.00    0.90% 

As at 31 December 2018

   45.00    0.85%~0.90%    25.00    0.90   45.00    0.85%~0.90%    25.00    0.90% 

As at 31 December 2017

   45.00    0.85%~0.90%    25.00    0.90

 

 

(iv)

The lapse rates and other assumptions are affected by certain factors, such as future macro-economy, availability of financial substitutions, and market competition, which bring uncertainty to these assumptions. The lapse rates and other assumptions are determined with reference to creditable past experience, current conditions, future expectations and other information.

 

 

(v)

The Group applied a consistent method to determine risk margin. The Group considers risk margin for discount rate, mortality and morbidity and expense assumptions to compensate for the uncertain amount and timing of future cash flows. When determining risk margin, the Group considers historical experience, future expectations and other factors. The Group determines the risk margin level by itself as the regulations have not imposed any specific requirement on it.

The Group adopted a consistent process to decide on assumptions for the insurance contracts disclosed in this note. On each reporting date, the Group reviews the assumptions for reasonable estimates of liability and risk margin, with consideration of all available information, and taking into account the Group’s historical experience and expectation of future events.

 

(b)

Net liabilities of insurance contracts

 

  As at 31
December 2018
   As at 31
December 2017
 
  RMB million   RMB million   As at 31
December 2019
RMB million
   As at 31
December 2018
RMB million
 

Gross

        

Long-term insurance contracts

   2,189,794    1,999,066    2,521,331    2,189,794 

Short-term insurance contracts

        

- Claims and claim adjustment expenses

   14,805    13,778    18,404    14,805 

- Unearned premiums

   11,432    12,289    13,001    11,432 
  

 

   

 

   

 

   

 

 

Total, gross

   2,216,031    2,025,133    2,552,736    2,216,031 
  

 

   

 

   

 

   

 

 

Recoverable from reinsurers

        

Long-term insurance contracts (Note 12)

   (3,123   (2,351

Long-term insurance contracts (Note 13)

   (3,839   (3,123

Short-term insurance contracts

        

- Claims and claim adjustment expenses (Note 12)

   (140   (104

- Unearned premiums (Note 12)

   (370   (527

- Claims and claim adjustment expenses (Note 13)

   (145   (140

- Unearned premiums (Note 13)

   (369   (370
  

 

   

 

   

 

   

 

 

Total, ceded

   (3,633   (2,982   (4,353   (3,633
  

 

   

 

   

 

   

 

 

Net

        

Long-term insurance contracts

   2,186,671    1,996,715    2,517,492    2,186,671 

Short-term insurance contracts

        

- Claims and claim adjustment expenses

   14,665    13,674    18,259    14,665 

- Unearned premiums

   11,062    11,762    12,632    11,062 
  

 

   

 

   

 

   

 

 

Total, net

   2,212,398    2,022,151    2,548,383    2,212,398 
  

 

   

 

   

 

   

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

14

15

INSURANCE CONTRACTS (CONTINUED)

 

(c)

Movements in liabilities of short-term insurance contracts

The table below presents movements in claims and claim adjustment expense reserve:

 

  2018   2017 
  RMB million   RMB million   2019
RMB million
   2018
RMB million
 

Notified claims

   2,672    2,085    2,536    2,672 

Incurred but not reported

   11,106    9,453    12,269    11,106 
  

 

   

 

   

 

   

 

 

Total as at 1 January - Gross

   13,778    11,538    14,805    13,778 
  

 

   

 

   

 

   

 

 

Cash paid for claims settled

        

- Cash paid for current year claims

   (27,165   (21,404   (33,244   (27,165

- Cash paid for prior year claims

   (12,876   (10,460   (14,551   (12,876

Claims incurred

        

- Claims arising in current year

   40,601    33,926    49,727    40,601 

- Claims arising in prior years

   467    178    1,667    467 
  

 

   

 

   

 

   

 

 

Total as at 31 December - Gross

   14,805    13,778    18,404    14,805 
  

 

   

 

   

 

   

 

 

Notified claims

   2,536    2,672    2,781    2,536 

Incurred but not reported

   12,269    11,106    15,623    12,269 
  

 

   

 

   

 

   

 

 

Total as at 31 December - Gross

   14,805    13,778    18,404    14,805 
  

 

   

 

   

 

   

 

 

The table below presents movements in unearned premium reserves:

 

  2018   2017   
  RMB million RMB million 
  Gross Ceded Net Gross Ceded Net   Gross 2019
RMB million
Ceded
 Net Gross 2018
RMB million
Ceded
 Net 

As at 1 January

   12,289   (527  11,762  10,492  (125 10,367    11,432   (370  11,062  12,289  (527 11,762 

Increase

   11,432   (370  11,062  12,289  (527 11,762    13,001   (369  12,632  11,432  (370 11,062 

Release

   (12,289  527   (11,762 (10,492 125  (10,367   (11,432  370   (11,062 (12,289 527  (11,762
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

As at 31 December

   11,432   (370  11,062  12,289  (527 11,762    13,001   (369  12,632  11,432  (370 11,062 
  

 

  

 

  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

  

 

  

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

14

15

INSURANCE CONTRACTS (CONTINUED)

 

(d)

Movements in liabilities of long-term insurance contracts

The table below presents movements in the liabilities of long-term insurance contracts:

 

  2018
RMB million
   2017
RMB million
   2019
RMB million
   2018
RMB million
 

As at 1 January

   1,999,066    1,825,956    2,189,794    1,999,066 

Premiums

   480,496    464,898    497,570    480,496 

Release of liabilities (i)

   (385,761   (379,262   (282,189   (385,761

Accretion of interest

   99,618    78,232    114,234    99,618 

Change in assumptions

        

- Change in discount rates

   (6,020   6,599    (4,906   (6,020

- Change in other assumptions (ii)

   2,946    2,424    7,308    2,946 

Other movements

   (551   219    (480   (551
  

 

   

 

   

 

   

 

 

As at 31 December

   2,189,794    1,999,066    2,521,331    2,189,794 
  

 

   

 

   

 

   

 

 

 

(i)

The release of liabilities mainly consists of release due to death or other terminationbenefits and related expenses, release of residual margin and change of reserves for claims and claim adjustment expenses.

 

(ii)

For the year ended 31 December 2018,2019, the change in other assumptions was mainly caused by the change in morbidity rate assumptions of certain products, which increased insurance contract liabilities by RMB3,877 million. This change reflected the Group’s most recent experience and future expectations about the morbidity rates as at the reporting date. Changes in assumptions other than morbidity rates decreased insurance contract liabilities by RMB931 million.

For the year ended 31 December 2017, the change in other assumptions was mainly caused by the change in morbidity rate assumptions of certain products, which increased insurance contract liabilities by RMB1,718RMB4,737 million. This change reflected the Group’s most recent experience and future expectations about the morbidity rates as at the reporting date. Changes in assumptions other than morbidity rates increased insurance contract liabilities by RMB706RMB2,571 million.

For the year ended 31 December 2018, the change in other assumptions was mainly caused by the change in morbidity rate assumptions of certain products, which increased insurance contract liabilities by RMB3,877 million. This change reflected the Group’s most recent experience and future expectations about the morbidity rates as at the reporting date. Changes in assumptions other than morbidity rates decreased insurance contract liabilities by RMB931 million.

 

15

16

INVESTMENT CONTRACTS

 

  As at 31
December 2018
RMB million
   As at 31
December 2017
RMB million
   As at 31
December 2019
RMB million
   As at 31
December 2018
RMB million
 

Investment contracts with DPF at amortised cost

   59,129    57,153    61,657    59,129 

Investment contracts without DPF

        

- At amortised cost

   196,296    175,335    206,137    196,296 

- At fair value through profit or loss

   9    12    10    9 
  

 

   

 

   

 

   

 

 

Total

   255,434    232,500    267,804    255,434 
  

 

   

 

   

 

   

 

 

The table below presents movements of investment contracts with DPF:

 

                                                  
  2018
RMB million
   2017
RMB million
   2019
RMB million
   2018
RMB million
 

As at 1 January

   57,153    53,688    59,129    57,153 

Deposits received

   4,096    4,829    4,238    4,096 

Deposits withdrawn, payments on death and other benefits

   (3,318   (2,510   (2,959   (3,318

Policy fees deducted from account balances

   (38   (37   (38   (38

Interest credited

   1,236    1,183    1,287    1,236 
  

 

   

 

   

 

   

 

 

As at 31 December

   59,129    57,153    61,657    59,129 
  

 

   

 

   

 

   

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

16

17

INTEREST-BEARING LOANS AND BORROWINGS

   Maturity date   Interest rate  As at 31
December 2018
RMB million
   As at 31
December 2017
RMB million
 

Guaranteed loans

   17 June 2019    3.54%   2,385    2,413 

Guaranteed loans

   27 September 2019    2.30%   6,657    6,338 

Guaranteed loans

   30 September 2019    2.40%   6,451    6,142 

Guaranteed loans

   11 January 2018    1.495%   —      780 

Guaranteed loans

   11 January 2019    1.50%   993    —   

Credit loans

   6 December 2020    EURIBOR + 3.80%(i)   3,139    3,121 

Credit loans

   18 January 2021    2.50%   525    —   

Total

      20,150    18,794 
     

 

 

   

 

 

 

   Maturity date   Interest rate   As at 31
December 2019
RMB million
   As at 31
December 2018
RMB million
 

Guaranteed loans

   11 January 2019    1.50%    —      993 

Guaranteed loans

   17 June 2019    3.54%    —      2,385 

Guaranteed loans

   27 September 2019    2.30%    —      6,657 

Guaranteed loans

   30 September 2019    2.40%    —      6,451 

Guaranteed loans

   11 January 2020    1.50%    989    —   

Credit loans

   6 November 2020    LIBOR+2.70%(i)    126    —   

Guaranteed loans

   6 December 2020    EURIBOR +3.80%(ii)    3,126    3,139 

Credit loans

   18 January 2021    2.50%    523    525 

Credit loans

   25 June 2024    3.08%    2,515    —   

Credit loans

   16 September 2024    3.30%    5,999    —   

Credit loans

   27 September 2024    USD LIBOR+1.00%    6,767    —   
      

 

 

   

 

 

 

Total

       20,045    20,150 
      

 

 

   

 

 

 

 

(i)

2.70% when LIBOR is negative.

(ii)

3.80% when EURIBOR is negative.

 

17

18

DERIVATIVE FINANCIAL LIABILITIESBONDS PAYABLE

As at 31 December 2019, all bonds payable were the bonds for capital replenishment (the “Bond”) with a total carrying value of RMB34,990 million (as at 31 December 2018: nil), and the fair value of RMB35,551 million (as at 31 December 2018: nil). The fair value of the Bond was classified as level 2 in the fair value hierarchy. The following table presents the par value of the bonds payable:

As at 31
December 2018

RMB million
As at 31
December 2017
RMB million

Forward contract

1,877—  

 

Note:

The derivative financial liability of the Company is a forward contract to purchase equity securities. Its fair value is based on active quoted price of the equity security with consideration of liquidity discount, which is classified as Level 3.

Issue date               

  Maturity date       Interest rate p.a.       As at 31
December 2019

RMB million
   As at 31
December 2018
RMB million
 

22 March 2019

   22 March 2029    4.28%    35,000    —   
      

 

 

   

 

 

 

Total

 

   35,000    —   
      

 

 

   

 

 

 

The fair value of bonds payable is based on the valuation results of China Central Depository & Clearing Co., Ltd.

On 20 March 2019, the Company issued a bond in the national inter-bank bond market at a principal amount of RMB35 billion, and completed the issuance on 22 March 2019. The bond has a10-year maturity and a fixed coupon rate of 4.28% per annum. The Company has a conditional right to redeem the bonds at the end of the fifth year. If the Company does not redeem the bonds at the end of the fifth year, the coupon rate per annum for the remaining 5 years will be raised to 5.28%.

Bonds payable are measured at amortised cost as described in Note 2.15.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

18

19

SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE

 

  As at 31
December 2018
RMB million
   As at 31
December 2017
RMB million
   As at 31
December 2019
RMB million
   As at 31
December 2018
RMB million
 

Interbank market

   125,788    75,002    63,631    125,788 

Stock exchange market

   66,353    12,307    54,457    66,353 
  

 

   

 

   

 

   

 

 

Total

   192,141    87,309    118,088    192,141 
  

 

   

 

   

 

   

 

 

Maturing:

        

Within 30 days

   192,141    87,309    117,928    192,141 

After 90 days

   160    —   
  

 

   

 

   

 

   

 

 

Total

   192,141    87,309    118,088    192,141 
  

 

   

 

   

 

   

 

 

As at 31 December 2018,2019, bonds with a carrying value of RMB139,784RMB92,011 million (as at 31 December 2017: RMB79,5432018: RMB139,784 million) were pledged as collateral for financial assets sold under agreements to repurchase resulting from repurchase transactions entered into by the Group in the interbank market.

For debt repurchase transactions through the stock exchange, the Group is required to deposit certain exchange-traded bonds into a collateral pool with fair value converted at a standard rate pursuant to the stock exchange’s regulation which should be no less than the balance of the related repurchase transaction. As at 31 December 2018,2019, the carrying value of securities deposited in the collateral pool was RMB174,323RMB256,700 million (as at 31 December 2017: RMB139,7272018: RMB174,323 million). The collateral is restricted from trading during the period of the repurchase transaction.

 

19

20

OTHER LIABILITIES

 

  As at 31
December 2018
RMB million
   As at 31
December 2017
RMB million
   As at 31
December 2019
RMB million
   As at 31
December 2018
RMB million
 

Payable to the third-party holders of consolidated structured entities

   21,400    9,407 

Interest payable to policyholders

   11,739    9,614    14,113    11,739 

Salary and welfare payable

   11,199    10,129    11,475    11,199 

Payable to the third-party holders of consolidated structured entities

   9,407    6,252 

Brokerage and commission payable

   5,268    5,659    7,418    5,268 

Payable to constructors

   3,479    2,668    3,329    3,479 

Agent deposits

   1,793  �� 1,906    1,998    1,793 

Interest payable of debt instruments

   1,327    252 

Stock appreciation rights (Note 31)

   748    490 

Tax payable

   666    689    674    666 

Stock appreciation rights (Note 30)

   490    833 

Interest payable of debt instruments

   252    127 

Others

   14,133    9,553    18,632    14,133 
  

 

   

 

   

 

   

 

 

Total

   58,426    47,430    81,114    58,426 
  

 

   

 

   

 

   

 

 

Current

   58,426    47,430    81,114    58,426 

Non-current

   —      —      —      —   
  

 

   

 

   

 

   

 

 

Total

   58,426    47,430    81,114    58,426 
  

 

   

 

   

 

   

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

20

21

STATUTORY INSURANCE FUND

As required by the CIRC Order [2008] No. 2, “Measures for Administration of Statutory Insurance Fund”, all insurance companies have to pay the statutory insurance fund contribution from 1 January 2009. The Group is subject to the statutory insurance fund contribution, (i) at 0.15% and 0.05% of premiums and accumulated policyholder deposits from life policies with guaranteed benefits and life policies without guaranteed benefits, respectively; (ii) at 0.8% and 0.15% of premiums from short-term health policies and long-term health policies, respectively; (iii) at 0.8% of premiums from accident insurance contracts, at 0.08% and 0.05% of accumulated policyholder deposits from accident investment contracts with guaranteed benefits and without guaranteed benefits, respectively. When the accumulated statutory insurance fund contributions reach 1% of total assets, no additional contribution to the statutory insurance fund is required.

 

21

22

INVESTMENT INCOME

 

 For the year ended 31 December 
 2018 2017   2016   For the year ended 31 December 
 RMB million RMB million   RMB million   2019
RMB million
   2018
RMB million
   2017
RMB million
 

Debt securities

          

-held-to-maturity securities

  34,657  30,669    24,854    38,229    34,657    30,669 

-available-for-sale securities

  22,991  19,608    17,499    21,373    22,991    19,608 

- at fair value through profit or loss

  3,869  3,618    5,683    3,546    3,869    3,618 

Equity securities

          

-available-for-sale securities

  16,492  27,019    19,744    21,823    16,492    27,019 

- at fair value through profit or loss

  1,284  920    527    981    1,284    920 

Bank deposits

  22,699  23,827    27,851    26,695    22,699    23,827 

Loans

  22,894  16,320    12,018    27,111    22,894    16,320 

Securities purchased under agreements to resell

  281  746    971    161    281    746 
 

 

  

 

   

 

   

 

   

 

   

 

 

Total

  125,167   122,727    109,147    139,919    125,167    122,727 
 

 

  

 

   

 

   

 

   

 

   

 

 

For the year ended 31 December 2018,2019, the interest income included in investment income was RMB117,115 million (2018: RMB107,391 million, (2017:2017: RMB94,788 million, 2016: RMB88,876 million). All interest income was accrued using the effective interest method.

 

22

23

NET REALISED GAINS ON FINANCIAL ASSETS

 

  For the year ended 31 December 
  2018   2017   2016   For the year ended 31 December 
  RMB million   RMB million   RMB million   2019
RMB million
   2018
RMB million
   2017
RMB million
 

Debt securities

            

Realised gains

   399    (9   189 

Impairment

   (42   (114   (143

Realised gains (i)

   3,714    399    (9

Impairment (ii)

   (3,749   (42   (114
  

 

   

 

   

 

   

 

   

 

   

 

 

Subtotal

   357    (123   46    (35   357    (123
  

 

   

 

   

 

   

 

   

 

   

 

 

Equity securities

            

Realised gains

   (11,785   2,808    8,505 

Impairment

   (8,163   (2,643   (2,513

Realised gains (i)

   4,504    (11,785   2,808 

Impairment (ii)

   (2,638   (8,163   (2,643
  

 

   

 

   

 

   

 

   

 

   

 

 

Subtotal

   (19,948   165    5,992    1,866    (19,948   165 
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

   (19,591   42    6,038    1,831    (19,591   42 
  

 

   

 

   

 

   

 

   

 

   

 

 

Net realised gains on financial assets are from

(i)

Realised gains were generated mainly fromavailable-for-sale securities andheld-to-maturity securities.

During the year ended 31 December 2018,2019, the Group recognised an impairment charge of RMB888 million (2018: RMB4,542 million, (2017:2017: RMB619 million, 2016: RMB1,615 million) ofavailable-for-sale funds, an impairment charge of RMB1,750 million (2018: RMB3,621 million, (2017:2017: RMB2,024 million, 2016: RMB898 million) ofavailable-for-sale common stocks, noequity securities, an impairment charge of RMB1,027 million (2018: nil, 2017: RMB114 million) ofavailable-for-sale debt securities, (2017: RMB114an impairment charge of RMB2,718 million 2016: RMB143 million)(2018: nil, 2017: nil) of loans and an impairment charge of RMB4 million (2018: RMB42 million, (2017: nil, 2016:2017: nil) ofheld-to-maturityheld-to maturity securities, for which the Group determined that objective evidence of impairment existed.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

23

24

NET FAIR VALUE GAINS THROUGH PROFIT OR LOSS

 

  For the year ended 31 December 
  2018   2017   2016   For the year ended 31 December 
  RMB million   RMB million   RMB million   2019
RMB million
   2018
RMB million
   2017
RMB million
 

Debt securities

   2,006    (1,542   (918   778    2,006    (1,542

Equity securities

   (18,938   8,179    (6,319   18,279    (18,938   8,179 

Stock appreciation rights

   343    (179   191    (258   343    (179

Financial liabilities at fair value through profit or loss

   188    (275   (48   (380   188    (275

Derivative financial liabilities

   (1,877   —      —   

Derivative financial instruments

   832    (1,877   —   
  

 

   

 

   

 

 

Total

   (18,278   6,183    (7,094   19,251    (18,278   6,183 
  

 

   

 

   

 

   

 

   

 

   

 

 

 

24

25

INSURANCE BENEFITS AND CLAIMS EXPENSES

 

  Gross   Ceded   Net   Gross
RMB million
   Ceded
RMB million
   Net
RMB million
 

For the year ended 31 December 2019

      

Life insurance death and other benefits

   130,975    (3,098   127,877 

Accident and health claims and claim adjustment expenses

   51,394    (611   50,783 

Increase in insurance contract liabilities

   331,523    (716   330,807 
  

 

   

 

   

 

 

Total

   513,892    (4,425   509,467 
  RMB million   RMB million   RMB million   

 

   

 

   

 

 

For the year ended 31 December 2018

            

Life insurance death and other benefits

   250,627    (1,891   248,736    250,627    (1,891   248,736 

Accident and health claims and claim

adjustment expenses

   41,056    (504   40,552    41,056    (504   40,552 

Increase in insurance contract liabilities

   190,703    (772   189,931    190,703    (772   189,931 
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

   482,386    (3,167   479,219    482,386    (3,167   479,219 
  

 

   

 

   

 

   

 

   

 

   

 

 

For the year ended 31 December 2017

            

Life insurance death and other benefits

   260,853    (1,145   259,708    260,853    (1,145   259,708 

Accident and health claims and claim adjustment expenses

   34,101    (283   33,818    34,101    (283   33,818 

Increase in insurance contract liabilities

   173,085    (568   172,517    173,085    (568   172,517 
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

   468,039    (1,996   466,043    468,039    (1,996   466,043 
  

 

   

 

   

 

   

 

   

 

   

 

 

For the year ended 31 December 2016

      

Life insurance death and other benefits

   253,824    (667   253,157 

Accident and health claims and claim

adjustment expenses

   27,519    (250   27,269 

Increase in insurance contract liabilities

   127,156    (537   126,619 
  

 

   

 

   

 

 

Total

   408,499    (1,454   407,045 
  

 

   

 

   

 

 

 

25

26

INVESTMENT CONTRACT BENEFITS

Benefits of investment contracts are mainly the interest credited to investment contracts.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

26

27

FINANCE COSTS

 

  For the year ended 31 December 
  2018   2017   2016   For the year ended 31 December 
  RMB million   RMB million   RMB million   2019
RMB million
   2018
RMB million
   2017
RMB million
 

Interest expenses for securities sold under agreements to repurchase

   3,565    3,144    1,460    2,392    3,565    3,144 

Interest expenses for interest-bearing loans and borrowings

   551    424    181    589    551    424 

Interest expenses for bonds payable

   —      1,033    3,126    1,168    —      1,033 

Interest on lease liabilities

   106    —      —   
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

   4,116    4,601    4,767    4,255    4,116    4,601 
  

 

   

 

   

 

   

 

   

 

   

 

 

 

27

28

PROFIT BEFORE INCOME TAX

Profit before income tax is stated after charging/(crediting) the following:

 

  For the year ended 31 December 
  2018   2017   2016   For the year ended 31 December 
  RMB million   RMB million   RMB million   2019
RMB million
   2018
RMB million
   2017
RMB million
 

Employee salaries and welfare costs

   19,268    18,741    15,955    20,125    19,268    18,741 

Housing benefits

   1,061    933    838    1,189    1,061    933 

Contribution to the defined contribution pension plan

   2,531    2,357    1,798    2,905    2,531    2,357 

Depreciation and amortisation

   2,638    2,240    2,083    4,379    2,638    2,240 

Foreign exchange losses/(gains)

   194    (52   (582   67    194    (52
  

 

   

 

   

 

 

Remuneration in respect of audit services provided by auditors

   59    59    58    60    59    59 
  

 

   

 

   

 

   

 

   

 

   

 

 

 

28

29

TAXATION

Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred income tax relates to the same tax authority.

 

(a)

The amount of taxation charged to net profit represents:

 

  For the year ended 31 December 
  2018   2017   2016   For the year ended 31 December 
  RMB million   RMB million   RMB million   2019
RMB million
   2018
RMB million
   2017
RMB million
 

Current taxation - Enterprise income tax

   6,397    9,457    5,200    614    6,397    9,457 

Deferred taxation

   (4,412   (538   (943   167    (4,412   (538
  

 

   

 

   

 

   

 

   

 

   

 

 

Total tax charges

   1,985    8,919    4,257    781    1,985    8,919 
  

 

   

 

   

 

   

 

   

 

   

 

 

 

(b)

The reconciliation between the Group’s effective tax rate and the statutory tax rate of 25% in the PRC (2017:(2018: 25%, 2016:2017: 25%) is as follows:

 

  For the year ended 31 December 
  2018   2017   2016   For the year ended 31 December 
  RMB million   RMB million   RMB million   2019
RMB million
   2018
RMB million
   2017
RMB million
 

Profit before income tax

   13,921    41,671    23,842    59,795    13,921    41,671 

Tax computed at the statutory tax rate

   3,480    10,418    5,961    14,949    3,480    10,418 

Non-taxable income (i)

   (7,095   (7,847   (6,080

Expenses not deductible for tax purposes (i)

   5,319    6,105    4,259 

Adjustment on current income tax of previous period (i)

   (5,228   (324   (40

Non-taxable income (ii)

   (9,589   (6,771   (7,807

Expenses not deductible for tax purposes (ii)

   313    5,319    6,105 

Unused tax losses

   25    6    58    239    25    6 

Tax losses utilised from previous periods

   (86   (15   (49   —      (86   (15

Others

   342    252    108    97    342    252 
  

 

   

 

   

 

   

 

   

 

   

 

 

Income tax at the effective tax rate

   1,985    8,919    4,257    781    1,985    8,919 
  

 

   

 

   

 

   

 

   

 

   

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

28

29

TAXATION (CONTINUED)

 

(b)

The reconciliation between the Group’s effective tax rate and the statutory tax rate of 25% in the PRC (2017:(2018: 25%, 2016:2017: 25%) is as follows (continued):

 

 

(i)

According to Cai Shui [2019] No.72, Notice onPre-tax Deduction Policy of Commissions and Handling Charges for Insurance Companies, the commissions and handling charges incurred by insurance companies related to its operating activities, which do not exceed 18% of the total premium income of the year after deducting surrender premium, etc., are allowed to be deducted in calculating the taxable income, and the excessive part is allowed to be brought forward to the subsequent years. This notice issued above was effective from 1 January 2019 and applicable to the final settlement and payment of enterprise income tax filing for the year ended 31 December 2018. Accordingly, the Company’s current income tax was deducted by RMB5,154 million regarding to the final settlement and payment.

(ii)

Non-taxable income mainly includes interest income from government bonds, and dividend income from applicable equity securities, etc. Expenses not deductible for tax purposes mainly include brokerages, commissions, donations and other expenses that do not meet the criteria for deduction according to the relevant tax regulations.

 

(c)

As at 31 December 2019 and 31 December 2018, and 2017,the amounts of deferred income tax was calculated in full on temporary differences under the liability method using the principal tax rate of 25%. The movements in deferred income tax assets and liabilities during the year are as follows:

Deferred

   As at
31 December 2019
RMB million
   As at
31 December 2018
RMB million
 

Deferred tax assets

   13,352    10,160 

Deferred tax liabilities

   (23,554   (8,903
  

 

 

   

 

 

 

Net deferred tax assets

   128    1,257 

Net deferred tax liabilities

   (10,330   —   
  

 

 

   

 

 

 

As at 31 December 2019 and 31 December 2018, deferred income tax was calculated in full on temporary differences under the liability method using the principal tax rate of 25%. The movements in net deferred income tax assets and liabilities during the period are as follows:

Net deferred tax assets/(liabilities)

 

   Insurance   Investments   Others   Total 
   RMB million   RMB million   RMB million   RMB million 
   (i)   (ii)   (iii)     

As at 1 January 2017

   (6,408   (2,975   1,615    (7,768

(Charged)/credited to net profit

   1,072    (1,279   745    538 

(Charged)/credited to other comprehensive income

        

-Available-for-sale securities

   —      3,759    —      3,759 

- Portion of fair value changes on available-for-sale securities attributable to participating policyholders

   (1,401   —      —      (1,401

- Others

   —      1    —      1 
  

 

 

   

 

 

   

 

 

   

 

 

 

As at 31 December 2017

   (6,737   (494   2,360    (4,871
  

 

 

   

 

 

   

 

 

   

 

 

 

As at 1 January 2018

   (6,737   (494   2,360    (4,871

(Charged)/credited to net profit

   1,421    2,713    278    4,412 

(Charged)/credited to other comprehensive income

        

-Available-for-sale securities

   —      1,673    —      1,673 

- Portion of fair value changes on available-for-sale securities attributable to participating policyholders

   8    —      —      8 

- Others

   —      35    —      35 
  

 

 

   

 

 

   

 

 

   

 

 

 

As at 31 December 2018

   (5,308   3,927    2,638    1,257 
  

 

 

   

 

 

   

 

 

   

 

 

 
   Insurance
RMB million
   Investments
RMB million
   Others
RMB million
   Total
RMB million
 
   (i)   (ii)   (iii)     

As at 1 January 2018

   (6,737   (494   2,360    (4,871

(Charged)/credited to net profit

   1,421    2,713    278    4,412 

(Charged)/credited to other comprehensive income

        

-  Available-for-sale securities

   —      1,673    —      1,673 

-  Portion of fair value changes onavailable-for-sale   securities attributable to participating policyholders

   8    —      —      8 

-  Others

   —      35    —      35 
  

 

 

   

 

 

   

 

 

   

 

 

 

As at 31 December 2018

   (5,308   3,927    2,638    1,257 
  

 

 

   

 

 

   

 

 

   

 

 

 

As at 1 January 2019

   (5,308   3,927    2,638    1,257 

(Charged)/credited to net profit

   1,985    (2,428   276    (167

(Charged)/credited to other comprehensive income

        

-  Available-for-sale securities

   —      (16,260   —      (16,260

-  Portion of fair value changes onavailable-for-sale   securities attributable to participating policyholders

   4,880    —      —      4,880 

-  Others

   —      88    —      88 
  

 

 

   

 

 

   

 

 

   

 

 

 

As at 31 December 2019

   1,557    (14,673   2,914    (10,202
  

 

 

   

 

 

   

 

 

   

 

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2019

 

29

TAXATION (CONTINUED)

(c)

As at 31 December 2019 and 31 December 2018, the amounts of deferred tax assets and liabilities are as follows (continued):

(i)

The deferred tax liabilities arising from the insurance category are mainly related to the change of long-term insurance contract liabilities at 31 December 2008 as a result of the first time adoption of IFRSs in 2009 and the temporary differences of short-term insurance contract liabilities and policyholder dividends payable.

(ii)

The deferred tax arising from the investments category is mainly related to the temporary differences of unrealised gains/(losses) onavailable-for-sale securities, securities at fair value through profit or loss, and others.

(iii)

The deferred tax arising from the others category is mainly related to the temporary differences of employee salaries and welfare costs payable.

Unrecognised deductible tax losses of the Group amounted to RMB365RMB1,321 million as at 31 December 20182019 (as at 31 December 2017: RMB6072018: RMB365 million). Unrecognised deductible temporary differences of the Group amounted to RMB378RMB1 million as at 31 December 20182019 (as at 31 December 2017: RMB2432018: RMB378 million).

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

 

28

TAXATION (CONTINUED)(d)

(d)

The analysis of net deferred tax assets and deferred tax liabilities is as follows:

 

  As at 31
December 2018
   As at 31
December 2017
 
  RMB million   RMB million   As at 31
December 2019
RMB million
   As at 31
December 2018
RMB million
 

Deferred tax assets:

        

- deferred tax assets to be recovered after 12 months

   3,947    1,980    7,508    3,947 

- deferred tax assets to be recovered within 12 months

   6,213    4,493    5,844    6,213 
  

 

   

 

   

 

   

 

 

Subtotal

   10,160    6,473    13,352    10,160 
  

 

   

 

   

 

   

 

 

Deferred tax liabilities:

        

- deferred tax liabilities to be settled after 12 months

   (7,490   (9,131   (19,906   (7,490

- deferred tax liabilities to be settled within 12 months

   (1,413   (2,213   (3,648   (1,413
  

 

   

 

   

 

   

 

 

Subtotal

   (8,903   (11,344   (23,554   (8,903
  

 

   

 

   

 

   

 

 

Net deferred tax liabilities

   1,257    (4,871   (10,202   1,257 
  

 

   

 

   

 

   

 

 

 

29

30

EARNINGS PER SHARE

There is no difference between the basic and diluted earnings per share. The basic and diluted earnings per share for the year ended 31 December 20182019 are calculated based on the net profit for the year attributable to ordinary equity holders of the Company and the weighted average of 28,264,705,000 ordinary shares (2017:(2018: same).

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2019

 

30

31

STOCK APPRECIATION RIGHTS

The Board of Directors of the Company approved, on 5 January 2006, an award of stock appreciation rights of 4.05 million units and on 21 August 2006, another award of stock appreciation rights of 53.22 million units to eligible employees. The exercise prices of the two awards were HKD5.33 and HKD6.83, respectively, the average closing price of shares in the five trading days prior to 1 July 2005 and 1 January 2006, the dates for vesting and exercise price setting purposes of this award. The exercise prices of stock appreciation rights were the average closing price of the shares in the five trading days prior to the date of the award. Upon the exercise of stock appreciation rights, exercising recipients will receive payments in RMB, subject to any withholding tax, equal to the number of stock appreciation rights exercised times the difference between the exercise price and market price of the H shares at the time of exercise.

Stock appreciation rights have been awarded in units, with each unit representing the value of one H share. No shares of common stock will be issued under the stock appreciation rights plan. According to the Company’s plan, all stock appreciation rights will have an exercise period of five years from the date of award and will not be exercisable before the fourth anniversary of the date of award unless specific market or other conditions have been met. On 26 February 2010, the Board of Directors of the Company extended the exercise period of all stock appreciation rights, which is also subject to government policy.

All the stock appreciation rights awarded were fully vested as at 31 December 2018. As at 31 December 2018,2019, there were 55.01 million units outstanding and exercisable (as at 31 December 2017:2018: same). As at 31 December 2018,2019, the amount of intrinsic value for the vested stock appreciation rights was RMB477RMB735 million (as at 31 December 2017: RMB8202018: RMB477 million).

The fair value of the stock appreciation rights is estimated on the date of valuation at each reporting date using lattice-based option valuation models based on expected volatility from 20%30% to 25%36%, an expected dividend yield of no higher than 3% and a risk-free interest rate ranging from 1.01%1.42% to 1.84%1.82%.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

30

STOCK APPRECIATION RIGHTS (CONTINUED)

The Company recognised a gainloss of RMB343RMB258 million in the net fair value through profit or loss in the consolidated comprehensive income representing the fair value change of the rights during the year ended 31 December 2018 (2017:2019 (2018: fair value gain of RMB343 million, 2017: fair value losses of RMB179 million, 2016: fair value gains of RMB191 million). RMB477RMB735 million and RMB13 million were included in salary and staff welfare payable included under other liabilities for the units not exercised and exercised but not paid as at 31 December 20182019 (as at 31 December 2017: RMB8202018: RMB477 million and RMB13 million), respectively. There was no unrecognised compensation cost for the stock appreciation rights as at 31 December 20182019 (as at 31 December 2017:2018: nil).

 

31

32

DIVIDENDS

Pursuant to the shareholders’ approval at the Annual General Meeting on 30 May 2019, a final dividend of RMB0.16 (inclusive of tax) per ordinary share totalling RMB4,522 million in respect of the year ended 31 December 2018 was declared and paid in 2019. The dividend has been recorded in the consolidated financial statements for the year ended 31 December 2019.

Pursuant to the shareholders’ approval at the Annual General Meeting on 6 June 2018, a final dividend of RMB0.40 (inclusive of tax) per ordinary share totalling RMB11,306 million in respect of the year ended 31 December 2017 was declared and paid in 2018. The dividend has been recorded in the consolidated financial statements for the year ended 31 December 2018.

Pursuant to the shareholders’ approval at the Annual General Meeting on 31 May 2017, a final dividend of RMB0.24 (inclusive of tax) per ordinary share totalling RMB6,784 million in respect of the year ended 31 December 2016 was declared and paid in 2017. The dividend has been recorded in the consolidated financial statements for the year ended 31 December 2017.

Pursuant to the shareholders’ approval at the Annual General Meeting on 30 May 2016, a final dividendA distribution of RMB0.42RMB394 million (inclusive of tax) per ordinary share totalling RMB11,871 millionto the holders of Core Tier 2 Capital Securities was approved by management in respect2019 according to the authorisation by the Board of Directors, which was delegated by the year ended 31 December 2015 was declared and paid in 2016. The dividend has been recorded in the consolidated financial statements for the year ended 31 December 2016.General Meeting.

A distribution of RMB384 million (inclusive of tax) to the holders of Core Tier 2 Capital Securities was approved by management in 2018 according to the authorisation by the Board of Directors, which was delegated by the General Meeting.

A distribution of RMB380 million (inclusive of tax) to the holders of Core Tier 2 Capital Securities was approved by management in 2017 according to the authorisation by the Board of Directors, which was delegated by the General Meeting.

A distribution of RMB386 million (inclusive of tax) to the holders of Core Tier 2 Capital Securities was approved by management in 2016 according to the authorization by the Board of Directors, which was delegated by the General Meeting.

Pursuant to a resolution passed at the meeting of the Board of Directors on 2725 March 2019,2020, a final dividend of RMB0.16RMB0.73 (inclusive of tax) per ordinary share totalling approximately RMB4,522RMB20,633 million for the year ended 31 December 20182019 was proposed for shareholders’ approval at the forthcoming Annual General Meeting. The dividend has not been recorded in the consolidated financial statements for the year ended 31 December 2018.2019.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2019

 

32

33

DISCLOSURES ABOUT THE TEMPORARY EXEMPTION FROM IFRS 9

According to IFRS 4 Amendments, the Company made the assessment based on the Group’s financial position of 31 December 2015, concluding that the carrying amount of the Group’s liabilities arising from contracts within the scope of IFRS 4, which includes any deposit components or embedded derivatives unbundled from insurance contracts, was significant compared to the total carrying amount of all its liabilities. And the percentage of the total carrying amount of its liabilities connected with insurance relative to the total carrying amount of all its liabilities is greater than 90 percent. There had been no significant change in the activities of the Group since then that requires reassessment. Therefore, the Group’s activities are predominantly connected with insurance, meeting the criteria to apply temporary exemption from IFRS 9.

Sino-Ocean, and China Unicom and certain associates of the Group, have both appliedadopted IFRS 9. CGB, an associate of the Group, has adopted IFRS 9 fromsince 1 January 2018.2019. According to IFRS 4 Amendments, the Group electselected not to apply uniform accounting policies when using the equity method for these two associates.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

The effects of adopting new accounting standards by CGB upon the Group’s consolidated statement of financial position are disclosed in Note 9.

 

32

DISCLOSURES ABOUT THE TEMPORARY EXEMPTION FROM IFRS 9 (CONTINUED)(a)

(a)

The tabletables below presentspresent the fair value of the following groups of financial assets(i) under IFRS 9 as at 31 December 2019 and 31 December 2018 and fair value changes for the yearyears ended 31 December 2019 and 31 December 2018:

 

  

Fair value

as at 31 December

 
  Fair value as at 31
December 2018
RMB million
   Fair value changes for the year
ended 31 December 2018
RMB million
   2019
RMB million
   2018
RMB million
 

Held for trading financial assets

   138,717    (16,932   141,608    138,717 

Financial assets that are managed and whose performance are evaluated on a fair value basis

   —      —      —      —   

Other financial assets

        

- Financial assets with contractual terms that give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding (“SPPI”)

   1,502,203    95,480    1,615,856    1,502,203 

- Financial assets with contractual terms that do not give rise on SPPI

   528,377    (40,447   860,644    528,377 
  

 

   

 

   

 

   

 

 

Total

   2,169,297    38,101    2,618,108    2,169,297 
  

 

   

 

   

 

   

 

 
  

Fair value changes

for the year ended 31 December

 
  2019
RMB million
   2018
RMB million
 

Held for trading financial assets

   19,057    (16,932

Financial assets that are managed and whose performance are evaluated on a fair value basis

   —      —   

Other financial assets

    

-Financial assets with contractual terms that give rise on SPPI

   6,029    95,480 

-Financial assets with contractual terms that do not give rise on SPPI

   77,741    (40,447
  

 

   

 

 

Total

   102,827    38,101 
  

 

   

 

 

 

 

(i)

Only including securities at fair value through profit or loss, loans (excluding policy loans),available-for-sale securities andheld-to-maturity securities.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2019

 

33

DISCLOSURES ABOUT THE TEMPORARY EXEMPTION FROM IFRS 9 (CONTINUED)

(b)

The table below presents the credit risk exposure(ii) for aforementioned financial assets with contractual terms that give rise on SPPI:

 

   Carrying amount(iii) 
   As at 31 December
2019
RMB Million
   As at 31 December
2018
RMB Million
 

Domestic

    

Rating not required(iv)

   657,905    653,328 

AAA

   893,336    787,908 

AA+

   7,671    13,026 

AA

   1,163    1,152 

AA-

   3,000    70 
  

 

 

   

 

 

 

Subtotal

   1,563,075    1,455,484 
  

 

 

   

 

 

 

Overseas

    

AAA

   30    —   

A+

   4,014    —   

A

   3,541    1,755 

A-

   35    493 

BBB+

   135    118 

BBB-

   14    14 

Not rated

   25    24 
  

 

 

   

 

 

 

Subtotal

   7,794    2,404 
  

 

 

   

 

 

 

Total

   1,570,869    1,457,888 
  

 

 

   

 

 

 

(c)

The table below presents financial assets without low credit risk for aforementioned financial assets with contractual terms that give rise on SPPI:

   As at 31 December 2019 
   Carrying amount (iii)
RMB Million
   Fair value
RMB Million
 

Domestic

   11,834    8,237 

Overseas

   25    9 
  

 

 

   

 

 

 

Total

   11,859    8,246 
  

 

 

   

 

 

 
   As at 31 December 2018 
   Carrying amount (iii)
RMB Million
   Fair value
RMB Million
 

Domestic

   14,248    14,539 

Overseas

   24    12 
  

 

 

   

 

 

 

Total

   14,272    14,551 
  

 

 

   

 

 

 

 

(ii)

As at 31 December 2018
Carrying amount(iii)

Credit risk ratings for domestic assets are provided by domestic qualified external rating agencies and credit risk ratings for overseas assets are provided by overseas qualified external rating agencies.

 RMB Million

Domestic(iii)

For financial assets measured at amortised cost, carrying amount before adjusting impairment allowance is disclosed here.

Rating not required(iv)

653,328

AAA

787,908

AA+

13,026

AA

1,152

AA-

70
 

(iv)

Mainly including government bonds and policy financial bonds.

Subtotal

1,455,484

Overseas

A

1,755

A-

493

BBB+

118

BBB-

14

Not rated

24

Subtotal

2,404

Total

1,457,888

The table below presents the financial assets that are not considered to have low credit risk on the reporting date:

   As at 31 December 2018 
   Carrying amount(iii)
RMB Million
   Fair value
RMB Million
 

Domestic

   14,248    14,539 

Overseas

   24    12 
  

 

 

   

 

 

 

Total

   14,272    14,551 
  

 

 

   

 

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

32

DISCLOSURES ABOUT THE TEMPORARY EXEMPTION FROM IFRS 9 (CONTINUED)34

(ii) Credit risk ratings for domestic assets are provided by domestic qualified external rating agencies and credit risk ratings for overseas assets are provided by overseas qualified external rating agencies.

(iii) For financial assets measured at amortised cost, carrying amount before adjusting impairment allowance is disclosed here.

(iv) It mainly includes government bonds and policy financial bonds.

33

SIGNIFICANT RELATED PARTY TRANSACTIONS

 

(a)

Related parties with control relationship

Information of the parent company is as follows:

 

Name

  

Location of
registration

  

Principal business

  

Relationship

with
the
Company

  

Nature of
ownership

  

Legal
representative

CLIC

  

Beijing, China

  

Insurance services including receipt of premiums and payment of benefits in respect of thein-force life, health, accident and other types of personal insurance business, and the reinsurance business; holding or investing in domestic and overseas insurance companies or other financial insurance institutions; fund management business permitted by national laws and regulations or approved by the State Council of the People’s Republic of China; and other businesses approved by insurance regulatory agencies.

  

Immediate and ultimate holding company

  

State-owned

  Wang Bin

 

(b)

Subsidiaries

Refer to Note 33(f)34(f) for the basic and related information of subsidiaries.

 

(c)

Associates and joint ventures

Refer to Note 89 for the basic and related information of associates and joint ventures.

 

(d)

Other related parties

 

Significant related parties

  

Relationship with the Company

China Life Real Estate Co., Limited (“CLRE”)

  

Under common control of CLIC

China Life Insurance (Overseas) Company Limited (“
(“CL Overseas”)

  

Under common control of CLIC

China Life Investment Holding Company Limited (“CLI”)

  

Under common control of CLIC

China Life Ecommerce Company Limited (“CL Ecommerce”)

  

Under common control of CLIC

China Life Enterprise Annuity Fund (“EAP”)

  

A pension fund jointly set up by the Company and others

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

33

34

SIGNIFICANT RELATED PARTY TRANSACTIONS (CONTINUED)

 

(e)

Registered capital of related parties with control relationship and changes during the year

 

Name of related party

  As at 31
December 20172018
million
   Increase
million
   Decrease
million
   As at 31
December 2018

December 2019
million
 

CLIC

   RMB4,600    —      —      RMB4,600 

AMC

   RMB4,000    —      —      RMB4,000 

China Life Pension Company Limited (“Pension Company”)

   RMB3,400    —      —      RMB3,400 

China Life (Suzhou) Pension and Retirement Investment Company Limited (“Suzhou Pension Company”)

   RMB1,991    —      —      RMB1,991 

CL AMP(i)AMP

   RMB588RMB1,288    RMB700—      —      RMB1,288 

CL Wealth

   RMB200    —      —      RMB200 

Shanghai Rui Chong Investment Co., Limited (“Rui Chong Company”)

   RMB6,800    —      —      RMB6,800 

China Life (Beijing) Health Management Co., Limited (“CL Health”) (i)

   RMB1,730    —      RMB(200)    RMB1,730RMB1,530 

China Life Franklin (Shenzhen) Equity Investment Fund Management Co., Limited (“Franklin Shenzhen Company”)

   USD2    —      —      USD2 

Xi’an Shengyi Jingsheng Real Estate Co., Ltd. (“Shengyi Jingsheng”)

   —  RMB1,131    RMB1,131—      —      RMB1,131 

Dalian Hope Building Company Ltd. (“Hope Building”)

   RMB484    —      —      RMB484 

 

(i)

In July 2018, AMC completed a RMB595 millionThe Group reduced its capital contribution to CL AMP, while other shareholders increased RMB105 million. The total capital contribution was RMB700 million.Health by RMB200 million for the year ended 31 December 2019. As at 8 August 2018,4 September 2019, CL AMPHealth completed the business registration modification procedure for the registered capital with the amount increasedreduced from RMB588RMB1,730 million to RMB1,288RMB1,530 million. The capital increase was in the same proportion, and the percentage of holding remained unchanged.

(ii)

For thoseThe table above does not include the partnerships and the subsidiaries which were not set up or invested in Mainland China or incorporated as partnership,that having control relationship with the legal definition ofGroup. These partnerships and subsidiaries do not have related information about registered capital is not applicable for them.capital.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

33

34

SIGNIFICANT RELATED PARTY TRANSACTIONS (CONTINUED)

 

(f)

Percentages of holding of related parties with control relationship and changes during the year

 

  As at 31 December 2017         As at 31 December 2018 

Shareholder

  As at 31 December 2018        As at 31 December 2019
  Amount
million
   Percentage of
holding
 Increase
million
   Decrease
million
   Amount
million
   Percentage of
holding
  Amount
million
   

Percentage of

holding

  Increase
million
   Decrease
million
 Amount
million
   

Percentage of
holding

CLIC

   RMB19,324    68.37  —      —      RMB19,324    68.37   RMB19,324   68.37%   —      —     RMB19,324   68.37%
  As at 31 December 2017         As at 31 December 2018 

Subsidiaries

  As at 31 December 2018        As at 31 December 2019
  Amount
million
   Percentage of
holding
 Increase
million
   Decrease
million
   Amount
million
   Percentage of
holding
  Amount
million
   

Percentage of

holding

  Increase
million
   Decrease
million
 Amount
million
   

Percentage of
holding

AMC

   RMB1,680    60.00% directly   —      —      RMB1,680    60.00% directly    RMB1,680   60.00% directly   —      —     RMB1,680   60.00% directly

Pension Company

   RMB2,746    

74.27% directly

and indirectly

 

 

  —      —      RMB2,746    

74.27% directly

and indirectly

 

 

   RMB2,746   

74.27% directly

and indirectly

   —      —     RMB2,746   

74.27% directly

and indirectly

China Life Franklin Asset Management Company Limited (“AMC HK”)

   HKD130    50.00% indirectly   —      —      HKD130    50.00% indirectly    HKD130   50.00% indirectly   —      —     HKD130   50.00% indirectly

Suzhou Pension Company

   RMB1,586    100.00% directly   —      —      RMB1,586    100.00% directly    RMB1,586   100.00% directly   RMB200    —     RMB1,786   100.00% directly

CL AMP

   RMB500    85.03% indirectly  RMB595    —      RMB1,095    85.03% indirectly    RMB1,095   85.03% indirectly   —      —     RMB1,095   85.03% indirectly

CL Wealth

   RMB200    100.00% indirectly   —      —      RMB200    100.00% indirectly    RMB200   100.00% indirectly   —      —     RMB200   100.00% indirectly

Golden Phoenix Tree Limited

   —      100.00% directly   —      —      —      100.00% directly    —     100.00% directly   —      —     —     100.00% directly

King Phoenix Tree Limited

   —      100.00% indirectly   —      —      —      100.00% indirectly    —     100.00% indirectly   —      —     —     100.00% indirectly

Rui Chong Company

   RMB6,800    100.00% directly   —      —      RMB6,800    100.00% directly    RMB6,800   100.00% directly   —      —     RMB6,800   100.00% directly

New Aldgate Limited

   RMB1,167    100.00% directly   —      —      RMB1,167    100.00% directly    RMB1,167   100.00% directly   —      —     RMB1,167   100.00% directly

Glorious Fortune Forever Limited

   —      100.00% directly   —      —      —      100.00% directly    —     100.00% directly   —      —     —     100.00% directly

CL Hotel Investor, L.P.

   —      100.00% directly   —      —      —      100.00% directly    —     100.00% directly   —      —     —     100.00% directly

Golden Bamboo Limited

   RMB1,734    100.00% directly  RMB259    —      RMB1,993    100.00% directly    RMB1,993   100.00% directly   —      —     RMB1,993   100.00% directly

Sunny Bamboo Limited

   RMB1,632    100.00% directly  RMB244    —      RMB1,876    100.00% directly    RMB1,876   100.00% directly   —      —     RMB1,876   100.00% directly

Fortune Bamboo Limited

   RMB2,176    100.00% directly  RMB259    —      RMB2,435    100.00% directly    RMB2,435   100.00% directly   —      —     RMB2,435   100.00% directly

China Century Core Fund Limited

   USD896    100.00% indirectly  USD229    —      USD 1,125    100.00% indirectly    USD1,125   100.00% indirectly   —      —     USD1,125   100.00% indirectly

CL Health

   RMB1,730    100.00% directly   —      —      RMB1,730    100.00% directly    RMB1,730   100.00% directly   —      RMB(200  RMB1,530   100.00% directly

Franklin Shenzhen Company

   USD0.6    100.00% indirectly  USD1.4    —      USD2    100.00% indirectly    USD2   100.00% indirectly   —      —     USD2   100.00% indirectly

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

33

34

SIGNIFICANT RELATED PARTY TRANSACTIONS (CONTINUED)

 

(f)

Percentages of holding of related parties with control relationship and changes during the year (continued)

 

Subsidiaries (continued)

  As at 31 December 20172018         As at 31 December 20182019

Subsidiaries (continued)

Amount
million
   

Percentage of

holding

  Increase
million
   Decrease
million
  Amount
million
   

Percentage of
holding

Guo Yang Guo Sheng

   RMB3,250   99.997% directly   —      RMB(100)   RMB3,250RMB3,150   99.997% directly

New Capital Wisdom Limited

   —     100.00% indirectly   —      —     —     
100.00%
indirectly

New Fortune Wisdom Limited

   —     100.00% indirectly   —      —     —     
100.00%
indirectly

Wisdom Forever Limited Partnership

   USD447USD452   100.00% indirectly   USD5—      —     USD452   
100.00%
indirectly

Shanghai Yuan Shu Yuan Jiu Investment Management Partnership (Limited Partnership) (“Yuan Shu Yuan Jiu”)

   RMB606   99.98% directly   —      —     RMB606   99.98% directly

Shanghai Yuan Shu Yuan Pin Investment Management Partnership (Limited Partnership) (“Yuan Shu Yuan Pin”)

   RMB606   99.98% directly   —      —     RMB606   99.98% directly

Shanghai Wansheng Industry Partnership (Limited Partnership) (“Wan Sheng”)

   RMB3,900RMB4,000   99.998%99.98% directly   RMB100—      —     RMB4,000   99.98% directly

Ningbo Meishan Bonded Port Area Bai Ning Investment Partnership (“Bai Ning”)(Limited Partnership)

   RMB1,680   99.98% directly   —      —     RMB1,680   99.98% directly

Hope Building (i)

RMB484100.00% indirectly   —      —     RMB484   —  RMB484
100.00%
indirectly

Wuhu Yuanxiang Tianfu Investment Management Partnership (Limited Partnership) (“Yuanxiang Tianfu”) (ii)

RMB53399.98% directly   —      —     RMB533   —  RMB53399.98% directly

Wuhu Yuanxiang Tianyi Investment Management Partnership (Limited Partnership) (“Yuanxiang Tianyi”) (ii)

RMB53399.98% directly   —      —     RMB533   —  RMB53399.98% directly

Shengyi Jingsheng

RMB1,063100.00% indirectly   —      —     RMB1,063   100.00% indirectly

CBRE Global Investors U.S. Investments I, LLC (“CG Investments”) (i)

—  —  RMB2,859 —     RMB1,063RMB2,85999.99% directly

China Life Guangde (Tianjin) Equity Investment Fund Partnership (Limited Partnership) (“CL Guang De”) (i)

—  —  RMB10    100.00% indirectly—   RMB1099.95% directly

 

(i)

TheCG Investments and CL Guang De were newly included in the consolidated financial statements of the Group acquired 100% equity of Hope Building in 2018, and the sole purpose for the investment in Hope Building was to hold a property.year ended 31 December 2019.

(ii)

Yuanxiang Tianfu, Yuanxiang Tianyi and Shengyi Jingsheng are new subsidiaries set up by the Group in 2018.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

33

34

SIGNIFICANT RELATED PARTY TRANSACTIONS (CONTINUED)

 

(g)

Transactions with significant related parties

The following table summarises significant transactions carried out by the Group with its significant related parties:

 

    For the year ended 31 December     For the year ended 31 December 
    2018   2017   2016     2019   2018   2017 
  Notes RMB million   RMB million   RMB million   Notes RMB million   RMB million   RMB million 

Transactions with CLIC and its subsidiaries

              

Policy management fee received from CLIC

   (i) (ix)   629    740    869    

(i) (vii)

   575    629    740 

Asset management fee received from CLIC

   (ii.a)   100    107    124    

(ii.a)

   89    100    107 

Payment of dividends from the Company to CLIC

    7,729    4,638    8,116     3,092    7,729    4,638 

Distribution of profits from AMC to CLIC

    128    125    143     122    128    125 

Asset management fee received from CL Overseas

   (ii.b)   63    119    74    

(ii.b)

   86    63    119 

Asset management fee received from CLP&C

   (ii.c)   14    14    36    

(ii.c)

   14    14    14 

Payment of insurance premium to CLP&C

    47    44    49     48    47    44 

Claim and other payments received from CLP&C

    14    16    18     16    14    16 

Agency fee received from CLP&C

   (iii) (ix)   2,959    3,030    2,337    

(iii) (vii)

   2,297    2,959    3,030 

Rental and a service fee received from CLP&C

    50    59    43     51    50    59 

Cash dividend from CLP&C (Note 8)

    66    69    135 

Dividend from CLP&C

    —      66    69 

Payment of rental, project fee and other expenses to CLRE

    45    50    44     43    45    50 

Property leasing expenses charged by CLI

   (iv)   83    78    81    

(iv)

   78    83    78 

Payment of an asset management fee to CLI

   (ii.d) (ix)   529    396    298    

(ii.d) (vii)

   653    529    396 

Property leasing income received from CLI

    37    37    38     39    37    37 

Payment of a business management service fee to CL Ecommerce

   (vi)   53    64    56     —      53    64 

Transactions between CGB and the Group

              

Interest on deposits received from CGB

    1,425    1,382    685     2,584    1,425    1,382 

Dividend from CGB (Note 9)

    284    —      —   

Commission expenses charged by CGB

   (v)   112    92    42    

(v)

   158    112    92 

Capital contribution to CGB

    13,012    —      —       —      13,012    —   

Transactions between Sino-Ocean and the Group

              

Cash dividend from Sino-Ocean (Note 8)

    558    553    248 

Interest payment of corporate bonds received from Sino-Ocean

    27    27    38 

Dividend from Sino-Ocean (Note 9)

    369    558    553 

Interest of corporate bonds received from Sino-Ocean

    27    27    27 

Project management fee paid to Sino-Ocean

    2    55    60     —      2    55 

Transactions between EAP and the Group

              

Contribution to EAP

    593    700    337     1,003    593    700 

Transaction between other associates and joint ventures and the Group

              

Distribution of profits from other associates and joint ventures to the Group (Note 8)

    2,279    1,240    437 

Distribution of profits from other associates and joint ventures to the Group (Note 9)

    2,574    2,279    1,240 

Transactions between AMC and the Company

              

Payment of an asset management fee to AMC

   (ii.e) (ix)   1,326    1,154    1,081    

(ii.e) (vii)

   1,353    1,326    1,154 

Distribution of profits from AMC

    193    187    215     183    193    187 

Transactions between Pension Company and the Company

              

Rental received from Pension Company

    45    43    34     54    45    43 

Agency fee received from Pension Company for entrusted sales of annuity funds and other businesses

   (vii)   43    42    31    

(vi)

   54    43    42 

Marketing fee income for promotion of annuity business from Pension Company

    13    10    14     8    13    10 

Transactions between AMC HK and the Company

              

Payment of an investment management fee to AMC HK

   (ii.f)   18    14    14    

(ii.f)

   18    18    14 

Transactions between Suzhou Pension Company and the Company

              

Capital contribution to Suzhou Pension Company

    —      260    526     200    —      260 

Transactions between Rui Chong Company and the Company

              

Capital contribution to Rui Chong Company

    —      601    —       —      —      601 

Rental fee charged by Rui Chong Company

    47    —      —       47    47    —   

Transactions between the Guo Yang Guo Sheng and the Company

       

Capital withdrawal from Guo Yang Guo Sheng

    100    —      —   

Transactions between the CL Health and the Company

       

Capital withdrawal from CL Health

    200    —      —   

Transactions between other associates and joint ventures and the Company

              

Distribution of profits from other associates and joint ventures to the Company

    1,424    203    134     2,210    1,424    203 

Transactions between the consolidated structured entities/other subsidiaries and the Company

              

Distribution of profits from the consolidated structured entities to the Company

    8,247    3,944    443     10,965    8,247    3,944 

Distribution of profits from the Company’s other subsidiaries to the Company

    426    70    —   

Distribution of profits from the other subsidiaries to the Company

    206    426    70 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

33

34

SIGNIFICANT RELATED PARTY TRANSACTIONS (CONTINUED)

 

(g)

Transactions with significant related parties (continued)

 

Notes:

 

 

(i)

On 26 December 2017, the Company and CLIC renewed a renewable insurance agency agreement, effective from 1 January 2018 to 31 December 2020. The Company performs its duties of insurance agents in accordance with the agreement, but does not acquire any rights and profits or assume any obligations, losses and risks as an insurer of thenon-transferrablenon-transferable policies. The policy management fee was payable semi-annually, and is equal to the sum of (1) the number of policies in force as at the last day of the period, multiplied by RMB8.0 per policy and (2) 2.5% of the actual premiums and deposits received during the period, in respect of such policies. The policy management fee income is included in other income in the consolidated statement of comprehensive income.

 

 

(ii.a)

On 30In December 2015,2018, CLIC renewed an asset management agreement with AMC, entrusting AMC to manage and make investments for its insurance funds. The agreement wasis effective from 1 January 20162019 to 31 December 2018.2021. In accordance with the agreement, CLIC paid AMC a basic service fee at the rate of 0.05% per annum for the management of insurance funds. The service fee was calculated on a monthly basis and payable on a monthlyseasonal basis, by multiplying the average book value of the assets under management (after deducting the funds obtained from and interests accrued for repurchase transactions, deducting the principal and interests of debt and equity investment schemes, project asset-backed schemes, customisednon-standard products) at the beginning and the end of any given month by the rate of 0.05%, divided by 12. According to specific projects, debt investment schemes, equity investment plans, project asset-backed plans, and customisednon-standard products are based on contractual agreed rate, without paying for extra management fee. At the end of each year, CLIC assessed the investment performance of the assets managed by AMC, compared the actual results against benchmark returns and made adjustment to the basic service fee.

 

 

(ii.b)

In 2018, CL Overseas renewed an investment management agreement with AMC HK, effective from 1 January 2018 to 31 December 2022. In accordance with the agreement, CL Overseas entrusted AMC HK to manage and make investments for its insurance funds and paid AMC HK a basic investment management fee and an investment performance fee. The basic investment management fee was accrued by multiplying the weighted average total funds by the basic fee rate. The investment performance fee was calculated based on the difference between the total actual annual yields and predetermined net realised yield. The basic investment management fee was calculated and payable on a semi-annual basis. The investment performance fee was payable according to the total actual annual yield at the end of each year.

 

 

(ii.c)

On 15 May 2018, CLP&C renewed an agreement for the management of insurance funds with AMC, entrusting AMC to manage and make investments for its insurance funds, which was retrospectively effective from 1 January 2018 to 31 December 2019. The agreement was subject to an automaticone-year renewal if no objections were raised by both parties upon expiry. In accordance with the agreement, CLP&C paid AMC a fixed service fee and a variable service fee. The fixed service fee was calculated on a monthly basis and payable on an annual basis, by multiplying the average net asset value of assets of each category under management at the beginning and the end of any given month by the responding annual investment management fee rate, divided by 12. The variable service fee was payable on an annual basis, and linked to investment performance.

 

 

(ii.d)

On 30 June 2017,31 December 2018, the Company and CLI renewed a management agreement of alternative investment of insurance funds, which was retrospectively effective from 1 January 20172019 to 31 December 2018.2020. In accordance with the agreement, the Company entrusted CLI to engage in specialised investment, operation and management of equities, real estate and related financial products, and securitised financial products under the instructions of the annual guidelines. The Company paid CLI an asset management fee and a performance related bonus based on the agreement. For fixed-income projects, the management fee rate was between 0.05%-0.6% and 0.6% according to different ranges of returns and without a performance-related bonus;returns; fornon-fixed-income projects, the management fee rate for invested projects was 0.3%, the management fee rates for newly signed projects were between 0.05% and 0.3% according to CLI’s involvement in project management and the performance-related bonus was linked tois based on the internal return on comprehensive investmentrate upon expiry of the project. In addition, the Company adjusts the investment management fees for fixed-income projects andnon-fixed-income projects based on the annual evaluation results toon CLI’s performance. The adjustment amount (variable management fee) ranges from negative 10% to positive 15% of the investment management fee in the current period.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

33

34

SIGNIFICANT RELATED PARTY TRANSACTIONS (CONTINUED)

 

(g)

Transactions with significant related parties (continued)

Notes (continued):

 

 

(ii.e)

On 2928 December 2015,2018, the Company and AMC renewed a renewable agreement for the management of insurance funds, effective from 1 January 20162019 to 31 December 2018.2021. In accordance with the agreement, the Company entrusted AMC to manage and make investments for its insurance funds and paid AMC a fixed investment management service fee and a variable investment management service fee. The fixed annual service fee was calculated and payable on a monthlyseasonal basis, by multiplying the average net value of the assets under management by the rate of 0.05%; the variable investment management service fee was payable annually, based on the results of performance evaluation, at 20% of the fixed service fee per annum. The service fees were determined by the Company and AMC based on an analysis of the cost of service, market practice and the size and composition of the asset pool to be managed. Asset management fees charged to the Company by AMC are eliminated in the consolidated statement of comprehensive income.

 

 

(ii.f)

On 18 September 2016,31 December 2018, the Company and AMC HK renewed the offshoremanagement agreement of insurance funds investment, management service agreement, which wasis effective from 19 September 20161 January 2019 to 31 December 2018.2021. In accordance with the agreement, the Company entrusted AMC HK to manage and make investments for its insurance funds and paid AMC HK an asset management fee. On 25 December 2017, the Company and AMC HK signed a supplementary agreement, changing the fixed rate of the portfolio asset value for assets managedfee on a discretionaryseasonal basis to 0.375% and the variable rates of it to 0.047% and 0.094%, respectively, according to different compliance conditions. Fixed rates for assets managed on anon-discretionary basis are revised to 0.047% and 0.075%, respectively, by various asset classes. The supplementary agreement is effective from 1 January 2018 to 31 December 2018. The above management fee was calculated based on the net value of the entrusted asset from the monthly reports provided by the trustee, without deducting the monthly management fee payable. Themaximum investment management fee paid annually is RMB30 million. The management fee rate for financial products, such as investment plans, project asset-backed plans, customised products and insurance asset management products, set up by AMC HK in the industry permitted by regulatory policies, is set according to contractual terms. The management fee rate for the directive investment operation of term deposits, common stocks, funds, financial products and other investment products, universal accountB-2 and entrusted assets account alike was accrued quarterly and paid within 10 working days0.02%; the management fee rate for unlisted equity investment was 0.3%; the management fee rate for customised investment portfolio was agreed upon the management fee of the next quarter.market-oriented entrusted investment. Asset management fees charged to the Company by AMC HK are eliminated in the consolidated statement of comprehensive income.

 

 

(iii)

On 31 January 2018, the Company and CLP&C signed a new framework insurance agency agreement, whereby CLP&C entrusted the Company to act as an agent to sell designated P&C insurance products in certain authorised jurisdictions. The agency fee was determined based on cost (tax included) plus a margin. The agreement is valideffective for three years, from 8 March 2018 to 7 March 2021.

 

 

(iv)

On 29 December 2017, the Company renewed a property leasing agreement with CLI, effective from 1 January 2018 to 31 December 2020, pursuant to which CLI leased to the Company certain buildings of its own. Annual rental payable by the Company to CLI in relation to the CLI properties is determined either by reference to the market rent, or, the costs incurred by CLI in holding and maintaining the properties, plus a margin of approximately 5%. The rental was paid on a semi-annual basis, and each payment was equal to one half of the total annual rental.

 

 

(v)

On 19 October 2018, the Company and CGB renewed an insurance agency agreement to distribute insurance products. All individual insurance products suitable for distribution through bancassurance channels are included in the agreement. CGB provides agency services, including the sale of insurance products, collecting premiums and paying benefits. The Company paid the agency commission by multiplying the net amount of total premiums received from the sale of each category individual insurance products after deducting the withdrawn policysurrender premiums in the hesitation period, by the responding fixed commission rate. The commission rates for various insurance products sold by CGB are agreed based on arm’s length transactions. The commissions are payable on a monthly basis. The agreement is effective from the signing date to 16 August 2020.

On 23 March 2016,28 December 2018, the Company and CGB signed another insurance agency agreement to distribute corporate group insurance products. The corporate group insurance products suitable for distribution through bancassurance channels are included in the agreement. CGB provides agency services, including the sale of group insurance products, collecting premiums and paying benefits, and so on. The Company paid the agency commission by multiplying the net amount of total premiums received from the sale of each category group insurance product after deducting the withdrawn policysurrender premiums, in the hesitation period, by the responding fixed commission rate. The commission rates for various insurance products sold by CGB are agreed by referringreference to comparable quoted market prices of independent third-parties. The commissions are payablepaid on a monthly basis. The agreement is valideffective for two years from 1 January 2016,2019, with an automaticone-year renewal if no objections were raised by either party upon expiry. On 1 January 2018, the agreement was automatically renewed for one year.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

33

34

SIGNIFICANT RELATED PARTY TRANSACTIONS (CONTINUED)

 

(g)

Transactions with significant related parties (continued)

Notes (continued):

 

 

(vi)

On 1 January 2018, the Company and CL Ecommerce renewed an agreement for managing the regional telemarketing centre, which was effective from 1 January 2018 and would expire on 31 December 2018. Pursuant to the agreement, the Company entrusted CL Ecommerce to manage the operation of its telemarketing centre, and paid the management fee accordingly. The total amount of the management fee is not expected to exceed RMB100 million, but is still pending for negotiation between the two parties based on the actual circumstance.

(vii)

On 28 November 2016,2019, the Company and Pension Company signedrenewed an entrusted agency agreement for pension business acted by life business. The agreement is effective from 1 January 2019 to 31 December 2021. The business means that Pension Company entrusted the distribution and customer service ofCompany to sell enterprise annuity funds, the pension managementsecurity business, occupational pension business and the occupational pensionthird-party asset management business. The agreement was effective from 28 November 2016 and expired on 31 December 2017. The agreement was subject to an automaticone-year renewal if no objections were raised by either party upon expiry. On 1 January 2018, the agreement was automatically renewed for one year. The commissions agreed upon in the agreement include the daily business commissions and the annual promotional plans commissions. According to the agreement, the commissions for the entrusting service of enterprise annuity fund management, which is the core business of Pension Company, are calculated at 30% to 80% of the annual entrusting management fee revenues, depending on the duration of the agreement. The commissions for account management service are calculated at 60% of the first year’s account management fee and were only charged for the first year, regardless of the duration of the agreement. The commissions for investment management service,services, in accordance with the duration of the agreement, are calculated at 60% to 3% of the annual investment management fee (excluding risk reserves for investment), and decreased annually. The commissions of the group pension plan is,are, in accordance with the duration of the contracts, calculated at 50% to 3% of the annual investment management fee, and decreased annually; the commissions of the personal pension plan isare calculated at 30% to 50% of the annual investment management fee according to the various rates of daily management fee applied to the various individual pension management products in all of the management years; the commissions of occupation annuity isand third-party asset management business are in accordance with the provision of annual promotional plans, which should be determined by both parties on a separate occasion. The commissions charged to thePension Company by Pensionthe Company are eliminated in the consolidated statement of comprehensive income of the Group.

 

 (viii)

On 7 May 2018, the Company, CLIC and CLP&C signed an agreement of capital increase. The Company and CLIC agreed the transfer of CLP&C’s retained earnings to capital, increasing the registered capital of CLP&C from RMB15 billion to RMB18.8 billion. The number of CLP&C’s shares held by the Company increased by 1.52 billion accordingly. After the capital increase, the Company continues to hold 40% of CLP&C’s equity.(vii)

(ix)

These transactions constitute continuing connected transactions which are subject to reporting and announcement requirements but are exempt from independent shareholders’ approval requirements under Chapter 14A of the Listing Rules. The Company has complied with the disclosure requirements in accordance with Chapter 14A of the Listing Rules.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

33

34

SIGNIFICANT RELATED PARTY TRANSACTIONS (CONTINUED)

 

(h)

Amounts due from/to significant related parties

The following table summarises the balances due from and to significant related parties. The balances of the Group are all unsecured. The balance of the Group arenon-interest-bearing unsecured and have no fixed repayment dates except for deposits with CGB, interbank certificates of deposits of CGB, wealth management productproducts and other securities of CGB, and corporate bonds issued by Sino-Ocean.

 

  As at 31 December 2018   As at 31 December 2017   As at 31 December 2019   As at 31 December 2018 
  RMB million   RMB million   RMB million   RMB million 

The resulting balances due from and to significant related parties of the Group

        

Amount due from CLIC

   350    420    334    350 

Amount due from CL Overseas

   68    122    56    68 

Amount due from CLP&C

   284    428    334    284 

Amount due to CLP&C

   (9   (6   (31)    (9

Amount due from CLI

   15    9    18    15 

Amount due to CLI

   (362   (265   (401)    (362

Amount due from CLRE

   2    2    2    2 

Amount deposited with CGB

   61,880    33,385    59,420    61,880 

Interbank certificates of deposits of CGB

   —      199 

Wealth management products of CGB

   115    330 

Wealth management products and other securities of CGB

   844    115 

Amount due from CGB

   1,557    1,041    894    1,557 

Amount due to CGB

   (63   (31   (75)    (63

Corporate bonds of Sino-Ocean

   593    592    605    593 

Amount due fromSino-Ocean

   8    8    8    8 

Amount due from CL Ecommerce

   6    6    13    6 

Amount due to CL Ecommerce

   (67   (78   (68)    (67

The resulting balances due from and to subsidiaries of the Company

        

Amount due to AMC

   (381)    (218

Amount due to AMC HK

   (9)    (10

Amount due from Pension Company

   25    57    30    25 

Amount due to Pension Company

   (28   (19   (35)    (28

Amount due to AMC

   (218   (207

Amount due to AMC HK

   (10   (4

Amount due from Rui Chong Company

   118    18 
  

 

   

 

   

 

   

 

 

 

(i)

Key management personnel compensation

 

   For the year ended 31 December 
   2018   2017   2016 
   RMB million   RMB million   RMB million 

Salaries and other benefits

   20    28    28 
  

 

 

   

 

 

   

 

 

 
   For the year ended 31 December 
   2019   2018   2017 
   RMB million   RMB million   RMB million 

Salaries and other benefits

   15    34    28 
  

 

 

   

 

 

   

 

 

 

The total compensation package for the Company’s key management personnel for the year ended 31 December 20182019 has not yet been finalised in accordance with regulations of the relevant PRC authorities. The final compensation will be disclosed in a separate announcement when determined. The compensation of 20172018 has been approved by the relevant authorities. The total compensation of 20172018 was RMB28RMB34 million, including a deferred payment about RMB6RMB7 million.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

33

34

SIGNIFICANT RELATED PARTY TRANSACTIONS (CONTINUED)

 

(j)

Transactions with state-owned enterprises

Under IAS 24Related Party Disclosures (“IAS 24”), business transactions between state-owned enterprises controlled by the PRC government are within the scope of related party transactions. CLIC, the ultimate holding company of the Group, is a state-owned enterprise. The Group’s key business is insurance and investment related and therefore the business transactions with other state-owned enterprises are primarily related to insurance and investment activities. The related party transactions with other state-owned enterprises were conducted in the ordinary course of business. Due to the complex ownership structure, the PRC government may hold indirect interests in many companies. Some of these interests may, in themselves or when combined with other indirect interests, be controlling interests which may not be known to the Group. Nevertheless, the Group believes that the following captures the material related parties and has applied IAS 24 exemption and disclosed only qualitative information.

As at 31 December 2018,2019, most of the bank deposits of the Group were with state-owned banks; the issuers of corporate bonds and subordinated bonds held by the Group were mainly state-owned enterprises. For the year ended 31 December 2018,2019, a large portion of its group insurance business of the Group werewas with state-owned enterprises; the majority of bancassurance commission charges were paid to state-owned banks and postal offices; and the majority of the reinsurance agreements of the Group were entered into with a state-owned reinsurance company.

 

34

35

SHARE CAPITAL

 

  As at 31 December 2018   As at 31 December 2017   As at 31 December 2019   As at 31 December 2018 
  No. of shares   RMB million   No. of shares   RMB million   No. of shares   RMB million   No. of shares   RMB million 

Registered, authorised, issued and fully paid

                

Ordinary shares of RMB1 each

   28,264,705,000    28,265    28,264,705,000    28,265    28,264,705,000    28,265    28,264,705,000    28,265 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

As at 31 December 2018,2019, the Company’s share capital was as follows:

 

      As at 31 December 2018     As at 31 December 2019 
  No. of shares   RMB million  No. of shares   RMB million 

Owned by CLIC (i)

   19,323,530,000    19,324   19,323,530,000    19,324 

Owned by other equity holders

   8,941,175,000    8,941   8,941,175,000    8,941 

Including: Domestic listed

   1,500,000,000    1,500 

Overseas listed (ii)

   7,441,175,000    7,441 
    

Including: domestic listed

  1,500,000,000    1,500 

overseas listed (ii)

  7,441,175,000    7,441 
  

 

   

 

  

 

   

 

 

Total

   28,264,705,000    28,265   28,264,705,000    28,265 
  

 

   

 

  

 

   

 

 

 

(i)

All shares owned by CLIC are domestic listed shares.

(ii)

Overseas listed shares are traded on the Stock Exchange of Hong Kong Limited and the New York Stock Exchange.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

35

36

OTHER EQUITY INSTRUMENTS

 

(a)

Basic information

 

  As at 31
December 2017
   Increase   Decrease   As at 31
December 2018
 
  RMB
million
   RMB
million
   RMB
million
   RMB
million
   As at 31
December 2018
RMB million
   Increase
RMB million
   Decrease
RMB million
   As at 31
December 2019
RMB million
 

Core Tier 2 Capital Securities

   7,791    —      —      7,791    7,791    —      —      7,791 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

   7,791    —      —      7,791    7,791    —      —      7,791 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

The Company issued Core Tier 2 Capital Securities at par with the nominal value of USD1,280 million on 3 July 2015, and listed such securities on the Stock Exchange of Hong Kong Limited on 6 July 2015. The securities were issued in the specified denomination of USD200,000 and integral multiples of USD1,000 in excess thereof. After a deduction of the issue expense, the total amount of the proceeds raised from this issuance was USD1,274 million or RMB7,791 million. The issued capital securities have a term of 60 years, extendable upon expiry. Distributions shall be payable on the securities semi-annually and the Company has the option to redeem the securities at the end of the fifth year after issuance and on any distribution payment date thereafter. The initial distribution rate for the first five interest-bearing years is 4.00%, if the Company does not exercise this option, the rate of distribution will be reset based on the comparable US treasury yield plus a margin of 2.294% at the end of the fifth year and every five years thereafter.

 

(b)

Equity attributable to equity holders

 

  

As at 31

December 2018

   

As at 31

December 2017

 
  RMB million   RMB million   As at 31
December 2019
RMB million
   As at 31
December 2018
RMB million
 

Equity attributable to equity holders of the Company

   318,371    320,933    403,764    318,371 

Equity attributable to ordinary equity holders of the Company

   310,580    313,142    395,973    310,580 

Equity attributable to other equity instruments holders of the Company

   7,791    7,791    7,791    7,791 

Equity attributable tonon-controlling interests

   4,919    4,377    5,578    4,919 

Equity attributable to ordinary equity holders ofnon-controlling interests

   4,919    4,377    5,578    4,919 
  

 

   

 

   

 

   

 

 

Refer to Note 3132 for the information of distribution to other equity instruments holders of the Company for the year ended 31 December 2018.2019. As at 31 December 2018,2019, there were no accumulated distributions unpaid attributable to other equity instrument holders of the Company.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

36

37

RESERVES

 

  

Share
premium

   

Other

reserves

 

Unrealised

gains/

(losses) from
available-for-

sale securities

 

Share of other

comprehensive
income of
investees under
the equity method

 

Statutory
reserve

fund

   Discretionary
reserve fund
   General
reserve
   Exchange
differences
on
translating
foreign
operations
 Total  

Share

premium

RMB

million

 

Other

reserves

RMB

million

 

Unrealised

gains/

(losses)

from

available-

for-sale

securities

RMB

million

 

Other

comprehensive

income

reclassifiable

to profit or loss

under the

equity method

RMB

million

 

Statutory

reserve

fund

RMB

million

 

Discretionary

reserve fund

RMB

million

 

General

reserve

RMB

million

 

Exchange

differences

on

translating

foreign

operations

RMB

million

 

Other

comprehensive

income non-

reclassifiable

to profit or loss

under the

equity method

RMB

million

 

Total

RMB

million

 
  

RMB

million

   

RMB

million

 

RMB

million

 

RMB

million

 

RMB

million

   

RMB

million

   

RMB

million

   

RMB

million

 

RMB

million

 
  

 

   

 

 

 

 

 

 (a)   (b)   (c)   

 

 

 

 

As at 1 January 2016

   53,860    1,113  29,963  180  28,239    24,787    25,239    —    163,381 

Other comprehensive income for the year

   —      —    (24,863 (918  —      —      —      7  (25,774

Appropriation to reserves

   —      —     —     —    1,927    3,438    2,002    —    7,367 

Others

   —      33   —     —     —      —      —      —    33 
  

 

   

 

  

 

  

 

  

 

   

 

   

 

   

 

  

 

 

As at 31 December 2016

   53,860    1,146  5,100  (738 30,166    28,225    27,241    7  145,007 
  

 

   

 

  

 

  

 

  

 

   

 

   

 

   

 

  

 

  

 

 

 

 

 

 

 

 (a) (b) (c) 

 

 

 

 

 

 

As at 1 January 2017

   53,860    1,146  5,100  (738 30,166    28,225    27,241    7  145,007  53,860  1,146  5,100  (738 30,166  28,225  27,241  7   —    145,007 

Other comprehensive income for the year

   —      —    (7,086 21   —      —      —      (847 (7,912  —     —    (7,086 21   —     —     —    (847  —    (7,912

Appropriation to reserves

   —      —     —     —    3,218    1,927    3,300    —    8,445   —     —     —     —    3,218  1,927  3,300   —     —    8,445 

Others

   —      135   —     —     —      —      —      —    135   —    135   —     —     —     —     —     —     —    135 
  

 

   

 

  

 

  

 

  

 

   

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

As at 31 December 2017

   53,860    1,281  (1,986 (717 33,384    30,152    30,541    (840 145,675 

As at 31 December 2017

 53,860  1,281  (1,986 (717 33,384  30,152  30,541  (840  —    145,675 
  

 

   

 

  

 

  

 

  

 

   

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

As at 1 January 2018

   53,860    1,281   (1,986  (717  33,384    30,152    30,541    (840  145,675  53,860  1,281  (1,986 (717 33,384  30,152  30,541  (840  —    145,675 

Other comprehensive income for the year

   —      —     (3,426  770   —      —      —      586   (2,070  —     —    (3,426 770   —     —     —    586   —    (2,070

Appropriation to reserves

   —      —     —     —     1,275    3,218    1,392    —     5,885   —     —     —     —    1,275  3,218  1,392   —     —    5,885 

Others

   —      (197  —     —     —      —      —      —     (197  —    (197  —     —     —     —     —     —     —    (197
  

 

   

 

  

 

  

 

  

 

   

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

As at 31 December 2018

   53,860    1,084   (5,412  53   34,659    33,370    31,933    (254  149,293  53,860  1,084  (5,412 53  34,659  33,370  31,933  (254  —    149,293 
  

 

   

 

  

 

  

 

  

 

   

 

   

 

   

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Effect of associates’ adoption of new accounting standards (Note 9)

  —     —     —    16   —     —     —     —     —    16 

As at 1 January 2019

  53,860   1,084   (5,412  69   34,659   33,370   31,933   (254  —     149,309 

Other comprehensive income for the year

  —     —     34,006   687   —     —     —     230   (76  34,847 

Appropriation to reserves

  —     —     —     —     5,857   1,275   5,955   —     —     13,087 

Other comprehensive income to retained earnings

  —     —     —     —     —     —     —     —     (86  (86

Others

  —     64   —     —     —     —     —     —     —     64 
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

As at 31 December 2019

  53,860   1,148   28,594   756   40,516   34,645   37,888   (24  (162  197,221 
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

 

(a)

Pursuant to the relevant PRC laws, the Company appropriated 10% of its net profit under Chinese Accounting Standards (“CAS”) to statutory reserve which amounted to RMB1,275RMB5,857 million for the year ended 31 December 2018 (2017:2019 (2018: RMB1,275 million, 2017: RMB3,218 million, 2016: RMB1,927 million).

(b)

Approved at the Annual General Meeting in June 2018,May 2019, the Company appropriated RMB3,218RMB1,275 million to the discretionary reserve fund for the year ended 31 December 20172018 based on net profit under CAS (2017:(2018: RMB3,218 million, 2017: RMB1,927 million, 2016: RMB3,438 million).

(c)

Pursuant to “Financial Standards of Financial Enterprises - Implementation Guide” issued by the Ministry of Finance of the PRC on 30 March 2007, for the year ended 31 December 2018,2019, the Company appropriated 10% of net profit under CAS which amounted to RMB1,275RMB5,857 million to the general reserve for future uncertain catastrophes, which cannot be used for dividend distribution or conversion to share capital increment (2017:(2018: RMB1,275 million, 2017: RMB3,218 million, 2016: RMB1,927 million). In addition, pursuant to the CAS, the Group appropriated RMB117RMB98 million to the general reserve of its subsidiaries attributable to the Company in the consolidated financial statements (2017:(2018: RMB117 million, 2017: RMB82 million, 2016: RMB75 million).

Under related PRC law, dividends may be paid only out of distributable profits. Any distributable profits that are not distributed in a given year are retained and available for distribution in the subsequent years.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

37

38

NOTES TO THE CONSOLIDATED STATEMENT OF CASH FLOWS

Changes in liabilities arising from financing activities

 

  

Interest-
bearing

loans and
borrowings

 

Bonds

payable

 

Securities

sold under
agreements

to

repurchase

 Other liability-
payable to the
third-party
holders of
consolidated
structured
entities
   

Other liability-

interest
payable
related to
financing
activities

 Total 
  RMB million RMB million RMB million RMB million   RMB million RMB million   Interest-
bearing
loans and
borrowings
RMB million
 Bonds
payable
RMB million
 Lease
liabilities
RMB million
 Securities
sold under
agreements
to
repurchase
RMB million
 Other
liability-
payable to
the third-
party holders
of
consolidated
structured
entities
RMB million
   Other
liability-
interest
payable
related to
financing
activities
RMB  million
 Total
RMB million
 

At 1 January 2017

   16,170  37,998  81,088  5,488    813  141,557    16,170  37,998   —    81,088  5,488    813  141,557 

Changes from financing cash flows

   3,121  (38,000 6,228  764    (5,671 (33,558

Foreign exchange movement

   (497  —     —     —      —    (497

Changes arising from losing control of consolidated structured entities

   —     —    (7  —      —    (7

Changes from financingcash flows

   3,121  (38,000  —    6,228  764    (5,671 (33,558

Foreign exchangemovement

   (497  —     —     —     —      —    (497

Changes arising fromlosing control ofconsolidated structuredentities

   —     —     —    (7  —      —    (7

Interest expense

   —    2   —     —      4,985  4,987    —    2  —     —     —      4,985  4,987 
  

 

  

 

  

 

  

 

   

 

  

 

   

 

  

 

  

 

  

 

  

 

   

 

  

 

 

At 31 December 2017

   18,794   —    87,309  6,252    127  112,482    18,794   —    —    87,309  6,252    127  112,482 
  

 

  

 

  

 

  

 

   

 

  

 

   

 

  

 

  

 

  

 

  

 

   

 

  

 

 

At 1 January 2018

   18,794   —     87,309   6,252    127   112,482    18,794   —     —    87,309  6,252    127  112,482 

Changes from financing cash flows

   727   —     104,832   3,155    (3,990  104,724    727   —     —    104,832  3,155    (3,990 104,724 

Foreign exchange movement

   629   —     —     —      —     629    629   —     —     —     —      —    629 

Interest expense

   —     —     —     —      4,115   4,115    —     —     —     —     —      4,115  4,115 
  

 

  

 

  

 

  

 

   

 

  

 

   

 

  

 

  

 

  

 

  

 

   

 

  

At 31 December 2018

   20,150   —     192,141   9,407    252   221,950    20,150   —     —    192,141  9,407    252  221,950 
  

 

  

 

  

 

  

 

   

 

  

 

   

 

  

 

  

 

  

 

  

 

   

 

  

 

 

At 1 January 2019

   20,150   —     2,185   192,141   9,407    252   224,135 

Changes from financing cash flows

   (242)  34,988  (1,348)  (73,552)  11,993    (3,072)  (31,233) 

Foreign exchange movement

   137  —    —    —    —      —    137 

Changes arising from losing control of consolidated structured entities

   —    —    —    (501)  —      —    (501) 

New leases

   —    —    2,239  —    —      —    2,239 

Interest expense

   —    2  106  —    —      4,147  4,255 

Others

   —    —    (91)  —    —      —    (91) 
  

 

  

 

  

 

  

 

  

 

   

 

  

 

 

At 31 December 2019

   20,045  34,990  3,091  118,088  21,400    1,327  198,941 
  

 

  

 

  

 

  

 

  

 

   

 

  

 

 

 

38

39

PROVISIONS AND CONTINGENCIES

The following is a summary of the significant contingent liabilities:

 

   As at 31
December 2018
   As at 31
December 2017
 
   RMB million   RMB million 

Pending lawsuits

   488    493 
  

 

 

   

 

 

 
   As at 31
December 2019
RMB million
   As at 31
December 2018
RMB million
 

Pending lawsuits

   523    488 
  

 

 

   

 

 

 

The Group involves in certain lawsuits arising from the ordinary course of business. In order to accurately disclose the contingent liabilities for pending lawsuits, the Group analysed all pending lawsuits case by case at the end of each interim and annual reporting period. A provision will only be recognised if management determines, based on third-party legal advice, that the Group has present obligations and the settlement of which is expected to result in an outflow of the Group’s resources embodying economic benefits, and the amount of such obligations could be reasonably estimated. Otherwise, the Group will disclose the pending lawsuits as contingent liabilities. As at 31 December 20182019 and 2017,2018, the Group had other contingent liabilities but disclosure of such was not practical because the amounts of liabilities could not be reliably estimated and were not material in aggregate.

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2018

2019

 

39

40

COMMITMENTS

 

(a)

Capital commitments

The Group had the following capital commitments relating to property development projects and investments:

 

  As at 31
December 2018
   As at 31
December 2017
 
  RMB million   RMB million   As at 31
December 2019

RMB million
   As at 31
December 2018
RMB million
 

Contracted, but not provided for

        

Investments

   81,217    86,582    64,866    81,217 

Property, plant and equipment

   4,930    5,202    3,941    4,930 
  

 

   

 

   

 

   

 

 

Total

   86,147    91,784    68,807    86,147 
  

 

   

 

   

 

   

 

 

 

(b)

Operating lease commitments - as lessee

The future minimum lease payments undernon-cancellable operating leases are as follows:

 

   As at 31
December 2018
   As at 31
December 2017
 
   RMB million   RMB million 

Not later than one year

   1,049    784 

Later than one year but not later than five years

   1,373    1,101 

Later than five years

   52    44 
  

 

 

   

 

 

 

Total

   2,474    1,929 
  

 

 

   

 

 

 
As at 31
December 2018
RMB million

Not later than one year

1,049

Later than one year but not later than five years

1,373

Later than five years

52

Total

2,474

The Group adopted IFRS 16 as at the date of 1 January 2019. As a lessee, the Group measured, presented and disclosed its operating lease payments charged to profit before income tax for the year endedcommitments as at 31 December 2018 were RMB1,444 million (2017: RMB1,204 million).2019 based on IFRS 16 and did not restate the comparative information. Please refer to Note 2.1.

 

(c)

Operating lease commitments - as lessor

The future minimum rentals receivable undernon-cancellable operating leases are as follows:

 

  As at 31
December 2018
   As at 31
December 2017
 
  RMB million   RMB million   As at 31
December 2019

RMB million
   As at 31
December 2018
RMB million
 

Not later than one year

   530    254    578    530 

Later than one year but not later than five years

   1,306    411    1,133    1,306 

Later than five years

   300    76    231    300 
  

 

   

 

   

 

   

 

 

Total

   2,136    741    1,942    2,136 
  

 

   

 

   

 

   

 

 

CHINA LIFE INSURANCE COMPANY LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2019

 

40

41

SUBSEQUENT EVENTS AFTER THE REPORTING PERIOD

On 20 March 2019,Since the outbreak of Novel Coronavirus (“COVID-19”) pneumonia in the beginning of 2020, the Group has completely implemented the arrangement of the prevention and control policies of “COVID-19” required by the government. While taking comprehensive measures that effectively curbed the spread of the disease, the Group took full advantage of its supporting and safeguarding function provided by the insurance business in response to the pandemic and played an active role in coping with the potential hazardous impact on business operations that could be brought by “COVID-19”.

“COVID-19” made a major impact on general economic operation. At present, domestic situation of the containment of the pandemic is making continuous progress. With the premise that prevention and control measures have become normalized, the order of life and production is being restored at an increasing pace and the economic and social orders tend to stabilize. However, the “COVID-19” outbreak has further spread globally. If a global economy recession continues, the impact of the pandemic on domestic economy needs to be further evaluated and the volatility in the capital market might continue for a longer time. As of the issue date of these consolidated financial statements, the pandemic and the execution of containment policies towards it have brought certain challenges to the Group’s development of insurance business. Meanwhile, the stability of the investment portfolio as well as the investment income was also affected to some degree. The Group has taken various measures to actively respond and ensure the orderly operation of business. However, the long-term business and related financial impact of “COVID-19” on the Group cannot be reasonably estimated at this time.

The Group will continue to closely focus on both global and domestic situation of “COVID-19”, concerning its prevention and control, and cope with the related impacts on the Company issued bonds for capital replenishment (the “Bond”) in the national inter-bank bond market in a principal amount of RMB35 billion, and completed the issuance on 22 March 2019. The Bond has 10-year maturity and a fixed coupon rate of 4.28% per annum. The Company has a conditional right to redeem the bonds at the end of the fifth year.actively.

 

F-102F-110