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Annual Report 2014 Annual Report 2014 Annual Report New China Life Insurance Company Ltd

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Annual Report 2014 Annual Report 2014 Annual Report New China Life Insurance Company Ltd New China Life Insurance Company Ltd. 新華人壽保險股份有限公司 Annual Report 2014 Annual Report 2014 New China Life Insurance Company Ltd. 新華人壽保險股份有限公司 (A joint stock company incorporated in the People’s Republic of China with limited liability) Stock Code: 1336 2 New China Life Insurance Company Ltd. 2014 Annual Report Important Information 1. The board of directors (the “Board”), the board of supervisors (the “Board of Supervisors”) and the directors, supervisors, and members of senior management of the Company guarantee the correctness, accuracy and completeness of the contents of this report, and that there is no false representation, misleading statement or material omission in this report, and are legally liable for this report jointly and severally. 2. The 2014 Annual Report of the Company was considered and approved at the 25th meeting of the fifth session of the Board of the Company on 25 March 2015, which 14 directors were required to attend and 13 of them attended in person. Director DACEY John Robert authorized chairman KANG Dian to attend the meeting and vote on behalf of him. 3. The Company plans to distribute an annual dividend of RMB0.21 (including tax) per share to all of H Shareholders and A Shareholders for 2014, totalling approximately RMB655 million, representing approximately 10.16% of the distributable profit of the Company achieved within the year as contained in the 2014 financial statements of the Company, which meets the minimum percentage requirement of cash distribution as stipulated in the Articles of Association. The above dividend distribution plan is subject to the approval of general meeting. 4. Ernst & Young conducted the audit on the 2014 consolidated financial statements of the Company in accordance with the International Standards on Auditing and issued the standard unqualified audit report. 5. Mr. KANG Dian, the chairman of the Company, Mr. CHEN Guogang, the Chief Financial Officer, Mr. GONG Xingfeng, the Chief Actuary of the Company and Ms. MENG Xia, the officer in charge of the Accounting Department of the Company guarantee the correctness, accuracy and completeness of the financial report in the 2014 Annual Report. 6. In addition to the facts stated herein, this report includes forward-looking statements and analysis, which may differ from the actual results of the Company in the future. The Company does not make any representation or warranty upon its future performance. You are advised to exercise caution. New China Life Insurance Company Ltd. 2014 Annual Report 1 Contents 3 Section 1 Definitions and Material Risk Alert 5 Section 2 Corporate Information 7 Section 3 Summary of Accounting Data and Operating Data 9 Section 4 Chairman’s Letter to Shareholders 16 Section 5 Management Discussion and Analysis 43 Section 6 Significant Events 49 Section 7 Changes in Share Capital and Shareholders’ Profile 56 Section 8 Directors, Supervisors, Senior Management and Employees 77 Section 9 Corporate Governance Report 102 Section 10 Risk Management 108 Section 11 Report of the Board 113 Section 12 Corporate Social Responsibility 116 Section 13 Embedded Value 125 Section 14 Appendix 2 New China Life Insurance Company Ltd. 2014 Annual Report Section 1 Definitions and Material Risk Alert Definitions In this report, unless the context otherwise requires, the following terms shall have the meanings set out below: the Company, NCI New China Life Insurance Company Ltd. Asset Management Company New China Asset Management Co., Ltd., a subsidiary of the Company Asset Management Company (Hong Kong) New China Asset Management (Hong Kong) Limited, a subsidiary of the Asset Management Company Chongqing Agency Chongqing New China Insurance Agency Co., Ltd., a subsidiary of the Company Yunnan Agency Yunnan New China Insurance Agency Co., Ltd., a subsidiary of the Company Health Technology New China Village Health Technology (Beijing) Co., Ltd., a subsidiary of the Company Xinhua Seniors Xinhua Village Seniors Business Management (Beijing) Co., Ltd., a subsidiary of the Company Shanggu Real Estate Xinhua Village Shanggu (Beijing) Real Estate Co., Ltd., a subsidiary of the Company Tanzhou Real Estate Xinhua Village Tanzhou (Beijing) Real Estate Co., Ltd., a subsidiary of the Company New China Health New China Life Excellent Health Investment Management Co., Ltd., a subsidiary of the Company Wuhan Clinic New China Life Insurance (Wuhan) Clinic Co., Ltd., a subsidiary of the Company Xi’an Clinic New China Life Insurance (Xi’an) Clinic Co., Ltd., a subsidiary of the Company Zijin Century Beijing Zijin Century Real Estate Co., Ltd. MJ Health Beijing MJ Health Screening Co., Ltd. Electronic Commerce New China Electronic Commerce Co., Ltd., a subsidiary of the Company Hefei Supporting Operation Hefei New China Life Supporting Construction Operation Management Co., Ltd., a subsidiary of the Company Haoran Power Beijing Century Haoran Power Technology Development Co., Ltd., a subsidiary of the Company Guangzhou Yuerong Guangzhou Yuerong Project Construction Management Co., Ltd., a subsidiary of the Company Hainan Seniors Xinhua Village Seniors Investment Management (Hainan) Co., Ltd., a subsidiary of the Company New China Life Insurance Company Ltd. 2014 Annual Report 3 Section 1 Definitions and Material Risk Alert Huijin Central Huijin Investment Ltd. Baosteel Group Baosteel Group Corporation CIRC China Insurance Regulatory Commission CSRC China Securities Regulatory Commission CBRC China Banking Regulatory Commission SSF the National Council for Social Security Fund of the PRC SSE Shanghai Stock Exchange Hong Kong Stock Exchange or HKSE The Stock Exchange of Hong Kong Limited RMB Renminbi PRC, China People’s Republic of China, for the purpose of this report only, excluding Hong Kong, Macau and Taiwan PRC GAAP China Accounting Standards for Business Enterprises issued by the Ministry of Finance of the PRC, and its application guide, interpretation and other related regulations issued thereafter IFRS International Financial Reporting Standards as promulgated by the International Accounting Standards Board Interpretation No. 2 Interpretation No. 2 on Accounting Standards for Business Enterprises issued by the Ministry of Finance of the PRC on 7 August 2008 Articles of Association The articles of association of New China Life Insurance Company Ltd., approved by the First Extraordinary General Meeting of 2013 of the Company on 1 February 2013, and became effective as approved by the CIRC on 7 February 2013 Hong Kong Listing Rules The Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited Model Code for Securities Transactions Model Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix 10 to the Hong Kong Listing Rules Corporate Governance Code Corporate Governance Code and Corporate Governance Report as set out in Appendix 14 to the Hong Kong Listing Rules SFO The Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) Material Risk Alert: The risks of the Company primarily include market risk, credit risk, insurance risk, operational risk, reputation risk, strategic risk and liquidity risk, etc.. The Company has taken various measures to efficiently manage and control various risks. Please refer to Section 10 “Risk Management” of the report for details. 4 New China Life Insurance Company Ltd. 2014 Annual Report Section 2 Corporate Information Legal Name in Chinese: 新華人壽保險股份有限公司 Abbreviation in Chinese: 新華保險 Legal Name in English: NEW CHINA LIFE INSURANCE COMPANY LTD. Abbreviation in English: NCI Legal Representative: KANG Dian Board Secretary/Joint Company Secretary: ZHU Ying Securities Representative: WANG Hongli Tel: 86-10-85213233 Fax: 86-10-85213219 Email: [email protected] Address: 13th Floor, NCI Tower, A12 Jianguomenwai Avenue, Chaoyang District, Beijing, PRC Joint Company Secretary: MOK Ming Wai Tel: 852-35898678 Fax: 852-35898555 Email: [email protected] Address: 36/F, Tower Two, Times Square, 1 Matheson Street, Causeway Bay, Hong Kong Registered Office: No. 1, East Hunan Road, Yanqing County, Beijing, PRC Postal Code: 102100 Place of Business: NCI Tower, A12 Jianguomenwai Avenue, Chaoyang District, Beijing, PRC Postal Code: 100022 Place of Business in Hong Kong: 36/F, Tower Two, Times Square, 1 Matheson Street, Causeway Bay, Hong Kong Website: http://www.newchinalife.com Email: [email protected] Registered Capital: RMB3,119,546,600 New China Life Insurance Company Ltd. 2014 Annual Report 5 Section 2 Corporate Information Customer Service and Complaint Tel: 95567 Newspapers for Information Disclosure (A Share): China Securities Journal, Shanghai Securities News Website for publishing annual reports (A Share): http://www.sse.com.cn Website for publishing annual reports (H Share): http://www.hkexnews.hk Place where copies of annual reports are kept: Board of Directors Office of the Company Stock Exchange for A Share Listing: The Shanghai Stock Exchange Stock Name for A Share: 新華保險 Stock Code for A Share: 601336 A Share Registrar: China Securities Depository and Clearing Corporation Limited, Shanghai Branch Address: 36th Floor, China Insurance Building, 166 East Lujiazui Road, Pudong New District, Shanghai, PRC Stock Exchange for H Share Listing: The Stock Exchange of Hong Kong Limited Stock Name for H Share: NCI Stock Code for H Share: 1336 H Share Registrar: Computershare Hong Kong Investor Services Limited Address: Rooms 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong Date of Initial Registration:
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