Decree of China Insurance Regulatory Commission
No. 4 The Provisions for the Administration of the Post-holding Qualifications of Directors and Senior Managers of Insurance Companies, July 12, 2006 Provisions for the Administration of the Post-holding Qualifications of Directors and Senior Managers of Insurance Companies Article 1 In order to enhance and perfect the administration of the directors and senior managers of insurance companies, safeguard the stable Article 2 The term Insurance companies as mentioned herein refer to the commercial insurance companies that are established upon approval of The term “branch institutions of insurance companies” as mentioned herein refers to the branch companies, central sub-branch companies, The term “insurance institutions” as mentioned herein refers to the headquarters and the branches of the insurance companies. The term “business departments” as mentioned herein refers to the departments that are established by insurance companies and hold Article 3 The term “senior managers” as mentioned herein refers to the following persons who have the policy-making power or have important (1) General managers, deputy general managers and assistants to the general managers in the headquarters, branch companies and central (2) Secretary of the board of directors, regulation-compliance person in charge, chief actuary, and chief finance officer; (3) Managers of the sub-branch companies and business departments; and (4) Persons in charge who have the same power as that of the aforesaid senior managers. Article 4 The hierarchical examination and administration for the post-holding qualifications of directors and senior managers shall be performed The CIRC shall be responsible for the examination and administration of the post-holding qualifications of the directors and senior Article 5 The examination of the post-holding qualifications of directors and senior managers shall be implemented by the CIRC and its dispatched The examination and approval system shall apply to the examination of the post-holding qualifications of the following persons: (1) General managers, deputy general managers and assistants to the general managers of the headquarters, branch companies and central (2) Secretary of the board of directors, regulation-compliance person in charge, chief actuary, and chief finance officer; The reporting system shall apply to the examination of the post-holding qualifications of the managers of the sub-branch companies Article 6 A director or senior manager subject to the examination and approval system shall submit an application in name of its appointing As to a senior manager that is subject to the reporting system, the appointing institution shall submit a report to the institution An institution dispatched by the CIRC may require the branch companies to uniformly report the appointment of the senior managers Chapter II Requirements for the Post-holding Qualifications Article 7 The directors and senior managers shall observe the laws, regulations, and insurance surveillance rules, and shall comply with the Article 8 The directors and senior managers shall have good behavior of integrity and faithfulness, as well as the professional knowledge, Article 9 The legal representative of a Chinese-invested insurance company shall be a citizen of the People’s Republic of China. Article 10 A person that occupies the chairman of the board of directors, general manager, deputy general manager or assistant to the general (1) Having a bachelor’s degree or above; (2) Having a financial work experience of over 5 years, or an economic work experience of over 8 years; and (3) Having ever been a conductor or manager in an enterprise, public institution or state organ. Article 11 A person that occupies an independent director of an insurance company shall have independence, and be able to make independent and Article 12 To assume the post of other directors of an insurance company, the candidate shall have over 5 years work experience in finance, Article 13 Where a person occupies the secretary of the board of directors of an insurance company, the candidate shall be consistent with the (1) Having a bachelor’s degree or above; and (2) Having 5 years work experience so as to satisfy the requirements in the duties he is to perform. Article 14 Where a candidate occupies general manager, deputy general manager, assistant to the general manager of branch company or central (1) Having a bachelor’s degree or above; and (2) Having financial work experience for 3 years or above or economic work experience for 5 years or above. Article 15 To occupy the manager of sub-branch company or business department of an insurance company, the candidate shall have economic work Article 16 As to a candidate of the director or senior manager that has a master’s degree of insurance, finance, economic management, investment, If a candidate chairman of the board of directors or senior manager has insurance work experience for 8 years or above or has made Article 17 A candidate shall not occupy the director or senior manager of an insurance company in case of any of the circumstances as follows: (1) He is under any of the circumstances as prescribed in Article 147 of the Company Law; (2) The prescribed time period has not elapsed since the day when his post-holding qualifications were cancelled or revoked or his access (3) It is clear that 7 years have not elapsed since the day when he was ordered to be dismissed and replaced due to any of the circumstances (4) It is clear that 5 years have not elapsed since the day when he was ordered to be dismissed and replaced due to any of the circumstances (5) It is clear that 3 years have not elapsed since the day when he was ordered to be dismissed and replaced due to any of the circumstances (6) He is being examined by the judicial organ, disciplinary and surveillant departments, the CIRC or its dispatched institution because (7) Other circumstances under which he is deemed to be improper to occupy director or senior manager by the CIRC. Article 18 Where a director or senior manager in an insurance company that has been rectified or taken over is directly responsible for the Chapter III Examination of Post-holding Qualifications Article 19 Where an insurance institution appoints a director or senior manager that is subject to examination and approval system, it shall (1) An application for the examination and approval of the post-holding qualifications of the candidate director or senior manager; (2) An application form for the post-holding qualifications of the candidate director or senior manager; (3) Copies of such certificates as the identity certificate, diploma, etc. of the director or senior manager candidate. If he has a passport, (4) The comprehensive evaluation on the moral, professional knowledge, business capability and work performance of the candidate of the (5) A post-leaving audit report shall be submitted if it is required by the CIRC; and (6) Other materials as prescribed by the CIRC. Article 20 The application for examination and approval of the post-holding qualifications shall be examined by the CIRC and its dispatched (1) examining the materials of post-holding applications; (2) arranging an interview of the post inspection with the director or senior manager candidate. Article 21 An interview of the post inspection may include the aspects as follows: (1) To know the basic information about the director or senior manager candidate; (2) To inspect how well the candidate of the director or senior manager understands the important insurance laws, administrative regulations (3) To give some suggestions to the candidate of the director or senior manager about the issues on which he should focus; and (4) Other aspects necessary to inspect or suggest as required by the CIRC or its dispatched institution. Written records shall be made for the interview of the post inspection and shall be affixed with the signatures of the inspector and Article 22 The CIRC and its dispatched institution shall make a decision of approval or disapproval within 20 days after the receipt of the Article 23 An insurance institution that appoints a senior manager who is subject to the reporting system shall report to the institution dispatched (1) A report form about the appointment of the senior manager; (2) A decision concerning the appointment of the senior manager; and (3) The copies of relevant certificates as the identity card, diploma, etc of the senior manager. If the senior manager has a passport, Article 24 The following institutions may be issued some consultation letters by the CIRC or its dispatched institution for the purpose of knowing (1) If the director or senior manager has ever assumed a post other sectors before he holds the post in the insurance sector, the CIRC (2) If the director or senior manager holds a post of the insurance sector in other localities, the dispatched institution of the place Article 25 When a director or senior manager whose post-holding qualifications have already been examined and approved is transferred, or concurrently Article 26 If a director or senior manager commits any of the following circumstances, it shall be invalid of his post-holding qualifications (1) Working for this insurance company and its branch institutions no more; (2) Being ordered to be dismissed and replaced or be given other administrative sanctions; or (3) Committing any of the circumstances as mentioned in Paragraph one of Article 147 of the Company Law. Article 27 The materials of the post-holding qualification examination shall be written in Chinese. If the original materials are in a foreign Article 28 The materials of post-holding qualification examination shall be submitted faithfully by insurance institutions. The insurance institution and the director or senior manager that accepts the examination of the post-holding qualifications shall Article 29 An insurance institution shall use the post-holding qualification application form and post-holding report form for directors and Chapter IV Surveillance and Administration Article 30 As to any director or senior manager that is subject to the examination and approval system, he shall not be appointed by an insurance In case of a special circumstance under which it is necessary for an insurance institution assign a temporary person in charge, the Article 31 An insurance institution shall work out a document on the appointment of the director or senior manager within 30 days after it receives Article 32 The appointment of a director or senior manager by an insurance company is invalidated in case of any of the circumstances as follows: (1) Appointing a director or senior manager that is subject to the examination and approval system without examination and approval; or (2) Appointing a senior manager that is subject to the reporting system in violation of any of the post-holding requirements as prescribed Article 33 An insurance institution shall report to the CIRC or the local institution dispatched by the CIRC within 10 days after any of the (1) A decision on the appointment or adjustment of the functions of a director or senior manager that is subject to the examination and (2) A decision concerning the dismissal or the approval of resignation of a director or senior manager; (3) A decision concerning the appointment or the dismissal of a temporary person in charge; (4) A decision concerning the deposal or sanction of removal of a senior manager; or (5) A decision concerning dismissing and replacing a director or senior manager by another person due to an administrative punishment As to the transfer of a senior manager to another locality, the insurance institution shall not only report his deposal to the institution Article 34 If any director or senior manager commits a crime, is given a industrial disciplinary sanction or a non-insurance administrative Article 35 In case of the post-holding qualifications applied by any insurance institution or director or senior manager by means of concealing If any insurance institution or director or senior manager obtains the post-holding qualifications by cheating, bribery or any other Article 36 In case of any of the circumstances as prescribed in Paragraph one of Article 147 of the Company Law occurring during the occupation Article 37 The CIRC or its dispatched institution may show to the directly liable director or senior manager a major risk warning letter, arrange (1) There is any serious hidden danger in the business operation, use of fund, corporate governance structure or inner control system (2) Evidence indicates that any director or senior manager is in violation of the obligation regarding good faith and diligence as prescribed (3) Any other circumstance under which a warning of serious risk deems necessary to be given by the CIRC or its dispatched institution. The insurance institution shall submit the rectification information in written form to the CIRC and its dispatched institution in Article 38 A director or senior manager shall perform a post-leaving audit in accordance with relevant provisions of the CIRC before leaving Article 39 The CIRC and its dispatched institution shall establish and perfect the filing of the directors and senior managers of insurance (1) The records of administrative punishments, disciplinary sanctions of the insurance sector, or others bad ones; (2) The records of examination of post-holding qualifications, posts alteration, etc.; (3) A report of post-leaving audit; and (4) Other contents as required by the CIRC. Article 40 Any insurance administrative punishment to a director or senior manager shall be publicized by the CIRC. Chapter V Punishment Provisions Article 41 As to a director or senior manager of an insurance institution that is directly liable for any of the following acts, which violate (1) Failing to submit the reports, statements, documents and materials under relevant laws; (2) Failing to submit relevant insurance clauses and insurance premium rates for filing; (3) Altering the name, articles of association, registered capital, business premises of the company or of its branch institution(s) without (4) Cheating the insurant, the insured or beneficiary, hindering the insurant from performing the faithful notification obligation, or (5) Performing false settlement of claims; (6) Failing to submit relevant insurance clauses and insurance premium rates for examination and approval; (7) Failing to withdraw or use the security fund, reserve fund, insurance guarantee fund or accumulation fund; (8) Failing handle the reinsurance ceding business in light of relevant provisions; (9) Illegally using any capital of the insurance company; (10) Dividing or merging without approval, or establishing any branch institution or representative office without approval; (11) Serious circumstances of accepting over-insurances, or accepting insurances for persons without civil capacity by conditioning the (12) Providing any false report, statement, document and material; (13) Refusing or interfering with any lawful inspection and surveillance; (14) Engaging in the insurance business by exceeding the approved business scope, or concurrently engaging in any other business that is (15) Illegally setting up an insurance company or illegally engaging in the commercial insurance business activities; or (16) Any other act violating the Insurance Law. Article 42 If the CIRC or its dispatched institution decides to punish a director or senior manager by dismissing and replacing him of another An insurance institution shall make a decision to dismiss and replace the director or senior manager within a time limit as required Article 43 If a branch institution of an insurance company is in violation of the Insurance Law, the CIRC or its dispatched institution may Article 44 An insurance institution that refuses to execute any administrative punishment of dismissal and replacement, or interferes with the Article 45 If an insurance institution applies for or obtains the post-holding qualifications by providing any false document and material, Article 46 An institution that appoints any director or senior manager without approval, or appoints any senior manager who is subject to the Article 47 If an insurance institution, without any justifiable reason, fails to appoint any director or senior manager, post-holding qualifications Article 48 Under any of the following circumstances, an insurance institution shall be ordered to make a correction by the CIRC or its dispatched (1) Failing to report the relevant matters timely; and (2) Failing to depose a temporary person in charge, the temporary term of which has exceeded 3 months. Article 49 An institution dispatched by the CIRC shall report to the CIRC for a consent when it decides to fine a branch institution of an insurance Chapter VI Supplementary Provisions Article 50 As to the administration on the post-holding qualifications of the directors and senior managers of an insurance group corporation, Article 51 Relevant requirements in the present Provisions in respect of the senior managers of the headquarters of insurance companies shall Article 52 Unless it is otherwise provided for in the present Provisions, the administration on the post-holding qualifications of independent Article 53 The term “days” as mentioned in present Provisions refers to working days, excluding the legal holidays. Article 54 The present Provisions are subject to the interpretation of the CIRC. Article 55 The present Provisions shall enter into force as of September 1, 2006. The Provisions for the Administration of the Post-holding Attachments: 1. Application Form for the Post-holding Qualifications of Directors and Senior Managers of An Insurance Company (Omitted) 2. Report Form on Senior Managers of An Insurance Company (Omitted) |
China Insurance Regulatory Commission
2006-08-01