January 15th, 2004

Chapter I General Provisions

Article 1 With a view to strengthening the administration of foreign
insurance institutions'' representative offices in China
(hereinafter referred to as "representative offices"), and meeting
the needs for the opening of China's insurance market to the
outside world, the present Measures are formulated in accordance
with the "Insurance Law of the People's Republic of China".

Article 2 Foreign insurance institutions mentioned in the present
Measures refer to the insurance companies, reinsurance companies,
insurance intermediary institutions, insurance associations and
other insurance organizations, which are registered outside the
territory of China.
　　Representative offices mentioned in the present Measures refer to
the representative offices and general representative offices
established by foreign insurance institutions inside the territory
of China upon approval, engaging in liaison, market investigations
and/or other similar non-business activities.
　　The chief representative mentioned in the present Measures refers
to the principal responsible person of a representative office; the
general representative mentioned in the present Measures refers to
the principal responsible person of a general representative office.
Article 3 The representative offices must abide by the laws and
regulations of China and the relevant provisions of China Insurance
Regulatory Commission (hereinafter referred to as CIRC).
　　The legal rights and interests of the representative offices are
under the protection of China law.

Article 4 CIRC shall, in accordance with the law and upon
authorization of the State Council, perform its supervisory duties
towards representative offices.
　　The dispatched offices of CIRC shall, within the scope of
authorization of CIRC, conduct daily supervision on the
representative offices within their respective jurisdictions on
behalf of CIRC.
Chapter II Application and Establishment
Article 5 A foreign insurance institution that applies for
establishing a representative office (hereinafter referred to as the
"applicant") shall meet the following conditions:
(1) It is in good business condition;
(2) It has no records of major violation of laws or rules within 3
years prior to the application date;
(3) Other prudential conditions prescribed by CIRC.
Article 6 The formal application form for planned establishment of a
representative office shall be provided by CIRC.
Article 7 An applicant shall submit the following documents:
(1) a formal application form;
(2) an application letter to the chairman of CIRC, which is signed
by the board chairman or general manager;
(3) a photocopy of the business license or lawful certificate for
opening the business or registration certificate, which was checked
and issued by the relevant competent authority of the country or
region of the locality;
(4) the articles of association of the office, a name list of the
board members, and a name list of the management staff or main
partners;
(5) the annual reports of the 3 years prior to the application date;
(6) the opinions issued by the relevant competent authority of the
country or region of the locality on the applicant''s establishment
of the representative office inside the territory of China, or a
recommendation letter issued by the industrial association of the
involved industry. The opinions or recommendation letter shall state
the records of penalties imposed upon the applicant during the 3
years prior to their/its issuance;
(7) a power of attorney to the chief representative, which is signed
by the board chairman or general manager;
(8) the resume and other relevant certificates of the chief
representative to be appointed; and
(9) other documents prescribed by CIRC.
　　The photocopies of the "business license", "lawful certificate for
opening the business" and "registration certificate" must be
notarized by a public notary institution lawfully established in the
country or region of the applicant''s locality, or be authenticated
by the Chinese embassy or consulate accredited to that country.
Article 8 An applicant shall submit the application documents to
CIRC. CIRC shall handle the applications for the planned
establishment of representative offices separately in light of the
following circumstances:
(1) If there is any error in the application documents that may be
corrected on the spot, it shall permit the applicant to correct such
error on the spot;
(2) If the application documents are not complete or are not in
statutory form, it shall, either on the spot or within 5 days,
inform the applicant once for all of all the contents to be
supplemented, or else it shall be regarded as having accepted the
application as of the date of receiving the application documents;
(3) If the application documents are complete and in statutory form,
or the applicant has submitted all the supplemented application
documents as required, it shall accept the application.
　　Whether CIRC accepts an application or not, it shall issue a
written document bearing a special seal and with the date indicated
on it.
Article 9 CIRC shall make a decision on whether to grant the
approval within 20 days as of accepting an application. If it is
unable to make such a decision within 20 days, the period may be
extended for 10 days upon approval of the chairman of CIRC, and CIRC
shall inform the applicant of the reason for extension of the
period.
　　CIRC shall issue an approval certificate, if it decides to grant
the approval; if not, it shall state the reason in writing.
Article 10 A representative office shall, after obtaining the
approval certificate, make industrial and commercial registration in
accordance with the relevant provisions.
　　A representative office shall move into a fixed office site within
3 months as of obtaining the approval certificate; if it fails to
move into a fixed office site within 3 months, the original approval
certificate shall be automatically invalidated.
Article 11 A foreign insurance institution that has established 2 or
more representative offices inside the territory of China may file
an application to CIRC for designating one of representative offices
as the general representative office.
Article 12 A foreign insurance institution that applies for
designating a general representative office shall submit an
application letter written to the chairman of CIRC, which is signed
by the board chairman or general manager.
　　The procedures for the establishment of a general representative
office shall be the same as those of a representative office.
Chapter III Supervision and Administration
Article 13 The name of a representative office shall be composed of
the following contents in sequence: "name of the foreign insurance
institution", "name of the city of the locality" and "representative
office"; the name of a general representative office shall be
composed of the following contents in sequence: "name of the foreign
insurance institution" and "general representative office in China".
Article 14 Except the principal responsible person, the main
employees of a representative office shall be addressed as
"representatives" or "deputy representatives".
Article 15 The employees of a representative office shall abide by
the laws and regulations of China, have good virtues and behaviors,
and have no evil records.
Article 16 A general representative shall have no less than 8 years
of work experience, and an educational qualification of specialized
college or above; a chief representative shall have no less than 5
years of work experience, and an educational qualification of
specialized college or above.
　　Where a general representative or chief representative does not
have an educational qualification of specialized college or above,
he/she shall have no less than 10 years of work experience with the
insurance industry.
Article 17 There shall be no more than 3 foreign employees in each
representative office.
Article 18 No representative office or its employees shall conclude
any agreement or contract with any legal person or natural person,
which might bring income to the representative office or to the
foreign insurance institution it represents. Nor shall they take
part in any business activities.
Article 19 A representative office shall have its independent and
fixed office site and full-time employees.
Article 20 A general representative or chief representative shall
not hold offices concurrently in 2 or more representative offices;
nor shall he/she hold an office in any business institution inside
the territory of China.
Article 21 A general representative or chief representative shall be
permanently stationed in the representative office to preside over
the daily work. If he/she is to be absent from the representative
office for more than 1 month running, he/she shall designate a
special person to perform the duties on his behalf, and report to
the local office dispatched by CIRC in writing.
Article 22 A representative office shall, by the end of February in
each year, submit a work report of the last year in duplicates to
the local office dispatched by CIRC, and the said dispatched office
shall transfer it to CIRC.
　　The work report shall be filled out in line with the format
prescribed by CIRC.
Article 23 A representative office shall, within 6 months after the
end of each accounting year of the foreign insurance institution it
represents, submit the foreign insurance institution''s annual
report of the last year respectively to CIRC and the local office
dispatched by CIRC.
Article 24 Where the foreign insurance institution represented by a
representative office is under any of the following circumstances,
the representative office shall, within 10 days as of the occurrence
of the event, submit a written report to CIRC, and meanwhile send a
copy to the local office dispatched by CIRC:
(1) The company''s articles of association, registered capital or
registered address is modified;
(2) The foreign insurance institution is divided or merged or its
principal responsible person is changed;
(3) The foreign insurance institution is operating at a heavy loss;
(4) The foreign insurance institution is penalized due to violation
of laws or rules;
(5) The relevant competent authority of the country or region where
the foreign insurance institution is located takes major supervisory
measures against the said institution; or
(6) Other events that heavily impact the foreign insurance
institution''s business.
Article 25 Where a representative office changes its general
representative or chief representative, it shall apply to CIRC, and
submit the following documents:
(1) an application letter to the chairman of CIRC, which is signed
by the board chairman or general manager of the foreign insurance
institution it represents;
(2) a power of attorney of the general representative or chief
representative to be appointed, which is signed by the board
chairman or general manager of the foreign insurance institution it
represents; and
(3) the certificates of identity and academic qualification as well
as the resume of the general representative or chief representative
to be appointed.
Article 26 Where a representative office is to be cancelled, it
shall apply to CIRC, and submit an application letter written to the
chairman of CIRC, which is signed by the board chairman or general
manager of the foreign insurance institution it represents.
Article 27 Where a representative office intends to change its name,
it shall apply to CIRC, and submit an application letter written to
the chairman of CIRC, which is signed by the board chairman or
general manager of the foreign insurance institution it represents,
and also submit the relevant certificates on the change of its name.
Article 28 Where a representative office is under any of the
circumstances prescribed in Articles 25 through 27 of the present
Measures and files an application to CIRC, CIRC shall make a
decision on whether to grant the approval within 20 days as of
receiving the complete application documents.
　　CIRC shall issue an approval certificate if it decides to grant
the approval; if not, it shall state the reason in writing.
Article 29 A representative office may only change its office
address within the jurisdiction of the city where it is located.
　　A representative office shall, within 5 days as of the date when
its office address is changed, report to the local office dispatched
by CIRC, and submit the telephone and fax numbers of the new office
address.
Article 30 Where a representative office changes, increases or
reduces its representatives, deputy representatives or foreign
employees, it shall, within 5 days as of the date when the persons
are changed, increased or reduced, report to the local office
dispatched by CIRC, and submit the certificates of identity and
academic qualification as well as the resumes of the appointed
staff.
Article 31 Where a representative office is changed into a general
representative office upon approval, the original representative
office shall be cancelled automatically, and the general
representative office shall go through the formalities for
industrial and commercial cancellation of the representative office
within 1 month as of the date when CIRC approves the change.
Article 32 Where, after the representative office of a foreign
insurance institution is cancelled, the general representative
office is the only representative office in China, it shall change
itself from general representative office into representative
office.
　　The general representative office shall file an application for
change to CIRC, and submit an application letter signed by the board
chairman or general manager of the foreign insurance institution it
represents. CIRC shall make a decision on whether to grant the
approval within 20 days as of accepting the application letter. CIRC
shall issue the approval certificate if it decides to grant the
approval; if not, it shall state the reason in writing.
　　Where a general representative office is changed into a
representative office upon approval, the general representative
office shall be cancelled automatically, and the representative
office shall, within 1 month as of the date when CIRC approves the
change, go through the formalities for industrial and commercial
cancellation of the general representative office.
Article 33 Where, after a representative office is cancelled, the
foreign insurance institution it represented still has a general
representative office, the said general representative office shall
be responsible for the unfinished affairs. If there is no general
representative office, other representative offices of the foreign
insurance institution it represented shall be responsible for the
unfinished affairs. If all the representative offices of the foreign
insurance institution it represented have been cancelled, the
foreign insurance institution it represented shall be responsible
for the unfinished affairs.
Article 34 CIRC and its dispatched offices shall carry out daily and
annual inspections on the representative offices in accordance with
the law.
　　The contents of daily and annual inspections include:
(1) Whether the formalities for the changes in a representative
office are complete;
(2) Whether the contents of all application documents conform to the
actual circumstances;
(3) Whether the formalities for appointment or change of the
employees in a representative office are complete;
(4) Whether any representative office engages in business
activities; and
(5) Other particulars that CIRC and its dispatched offices consider
necessary to be inspected.
Chapter IV Legal Liabilities
Article 35 Any representative office established without approval by
violating the present Measures shall be banned by CIRC in accordance
with the law.
Article 36 Whoever violates the present Measures to engage in
insurance business activities shall be penalized by CIRC in
accordance with the relevant laws and regulations. Whoever engages
in any business activities other than insurance shall be imposed
upon a warning by CIRC, and be imposed upon a fine of not more than
30,000 Yuan, if the circumstance is serious.
Article 37 Whoever fails to submit the report or documents required
by Articles 22 through 24 of the present Measures shall be given a
warning by the local office dispatched by CIRC, and be ordered to
make a correction.
Article 38 The employees of a representative office who are directly
liable for the violation of the present Measures shall be given a
warning by CIRC in light of the circumstance, and shall be imposed
upon a fine of not more than 5,000 Yuan separately or jointly.
Article 39 Where a representative office provides any false
information or conceals any important fact, it shall be given a
warning.
Article 40 Whichever office violates other provisions in the present
Measures shall be ordered to make a correction; or shall be given a
warning, if it fails to make a correction within the required time.
Chapter V Supplementary Provisions
Article 41 The present Measures shall be referred to, if the
insurance institutions from Hong Kong, Macao or Taiwan region are to
establish representative offices in the Mainland.
Article 42 The present Measures shall be referred to, if the foreign
insurance institutions are to establish offices in China upon
approval of CIRC.

Article 43 Such phrases as "not less than", "not more than" and
"within" mentioned in the present Measures all include the given
figure.

Article 44 The relevant periods for approval and report as
prescribed in the present Measures shall refer to the working days,
and not include holidays.

Article 45 The responsibility to interpret the present Measures
shall remain with CIRC.

Article 46 The present Measures shall come into force on March 1,
2004. The Measures for the Administration of Foreign-Funded
Insurance Institutions'' Representative Offices in China promulgated
by CIRC on November 26, 1999 shall be repealed simultaneously.

Bright Jon  Attorney-at-law   Fax: +86-512-53516040
email@colaw.cn