CILJF 6-K
China Life Insurance Co Ltd (CILJF)
Commission File Number 001-31914
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report ofForeign Private Issuer
Pursuant to Rule 13a-16 or15d-16
of the Securities Exchange Act of 1934
April 27, 2023
China LifeInsurance Company Limited
(Translation of registrant’s name into English)
16 Financial Street
Xicheng District
Beijing100033, China
Tel: (86-10) 6363-3333
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F:
Form 20-F ☒ Form 40-F ☐
Commission File Number 001-31914
On April 27, 2023, China Life Insurance Company Limited issued two announcements in Chinese, the English translations of which are attached as Exhibit 99.1 and Exhibit 99.2 hereto.
EXHIBIT LIST
| Exhibit | Description | |
|---|---|---|
| 99.1 | English translation of the announcement, dated April 27, 2023 | |
| 99.2 | English translation of the announcement, dated April 27, 2023 |
Commission File Number 001-31914
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| China Life Insurance Company Limited | ||
|---|---|---|
| (Registrant) | ||
| By: | /s/ Zhao Peng | |
| (Signature) | ||
| April 27, 2023 | Name: | Zhao Peng |
| Title: | President and Executive Director |
EX-99.1
Commission File Number 001-31914
EXHIBIT 99.1
中國人壽保險股份有限公司
CHINA LIFE INSURANCE COMPANY LIMITED
(A joint stock limited company incorporated in the People’s Republic of China with limited liability)
(Stock code: 2628)
Announcement on the Resolutions of the Twenty-Third Meeting of the Seventh Session of
the Board of Directors of China Life Insurance Company Limited
The twenty-third meeting (the “Meeting”) of the seventh session of the Board of Directors (the “Board”) of China Life Insurance Company Limited (the “Company”) was held on April 27, 2023 in Beijing. The directors were notified of the Meeting by way of a written notice dated April 13, 2023. Out of the Company’s eight directors, seven directors attended the Meeting. Bai Tao, chairman of the Board and executive director of the Company, Li Mingguang, executive director of the Company, Zhai Haitao, Huang Yiping and Chen Jie, independent directors of the Company, attended the Meeting in person. Wang Junhui, non-executive director of the Company and Lam Chi Kuen, independent director of the Company, attended the Meeting by way of video conference. Zhao Peng, executive director of the Company, was on leave for business and authorized in writing, Li Mingguang, executive directors of the Company, to act on his behalf and cast the vote for him. Supervisors and members of the management of the Company also attended the Meeting as non-voting delegates. The time, venue of the Meeting and the manner in which the Meeting was convened are in accordance with the Company Law of the People’s Republic of China and the provisions under relevant laws, administrative regulations, departmental rules, Articles of Association and Rules of Procedures for the Board of Directors of the Company.
The Meeting was presided over by Mr. Bai Tao, chairman of the Board. The directors who attended the Meeting unanimously passed the following resolutions after sufficient review and discussion:
| 1. | Proposal on the First Quarter Report of the Company for the Year of 2023 |
|---|
The independent directors gave their independent opinions and agreed on the proposal on changes in accounting estimates for the first quarter of the year of 2023. Please refer to a separate announcement filed by the Company on the website of Shanghai Stock Exchange (www.sse.com.cn) on the same date of this announcement for details of the changes in accounting estimates for the first quarter of the year of 2023.
Voting result: 8 for, 0 against, with no abstention
| 2. | Proposal on the Appointment of the Auditor for the Year of 2023 |
|---|
The independent directors gave their independent opinions and agreed on the proposal. The Board agreed to submit this proposal to the 2022 Annual General Meeting for approval. For detailed information, please refer to a separate announcement filed by the Company on the website of Shanghai Stock Exchange (www.sse.com.cn) on the same date of this announcement.
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Commission File Number 001-31914
Voting result: 8 for, 0 against, with no abstention
| 3. | Proposal on Convening the 2022 Annual General Meeting |
|---|
Notice of the 2022 Annual General Meeting will be published separately.
Voting result: 8 for, 0 against, with no abstention
| 4. | Proposal on the Corporate Governance Report of the Company for the Year of 2022 |
|---|
Voting result: 8 for, 0 against, with no abstention
| 5. | Proposal on the Actuary Report of the Company for the Year of 2022 |
|---|
Voting result: 8 for, 0 against, with no abstention
| 6. | Proposal on Entering into the Asset Management and Operating Service Agreement between China Life Investment<br>Management Company Limited and the Company |
|---|
Affiliated directors, including Bai Tao, Zhao Peng, Li Mingguang and Wang Junhui, abstained from voting on this proposal. The independent directors gave their independent opinions and agreed on the proposal. The Board agreed to submit this proposal to the 2022 Annual General Meeting for approval. For details, please refer to relevant information announced by the Company on the date of this announcement on the website of the Shanghai Stock Exchange (www.sse.com.cn).
Voting result: 4 for, 0 against, with no abstention
| 7. | Proposal on the Company’s Investment in Beijing MTR Equity Investment Fund Partnership (Limited<br>Partnership) through Equity Investment Plan |
|---|
Affiliated directors, including Bai Tao, Zhao Peng, Li Mingguang and Wang Junhui, abstained from voting on this proposal. The independent directors gave their independent opinions and agreed on the proposal. For details, please refer to relevant information announced by the Company on the date of this announcement on the website of the Shanghai Stock Exchange (www.sse.com.cn).
Voting result: 4 for, 0 against, with no abstention
| 8. | Proposal on the Company’s Investment in Jicang (Tianjin) Logistics Equity Investment Fund Partnership<br>(Limited Partnership) through Equity Investment Plan |
|---|
Affiliated directors, including Bai Tao, Zhao Peng, Li Mingguang and Wang Junhui, abstained from voting on this proposal. The independent directors gave their independent opinions and agreed on the proposal. For details, please refer to relevant information announced by the Company on the date of this announcement on the website of the Shanghai Stock Exchange (www.sse.com.cn).
Voting result: 4 for, 0 against, with no abstention
| 9. | Proposal on the Audit Report on Related Party Transactions of the Company for the Year of 2022<br> |
|---|
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Commission File Number 001-31914
Voting result: 8 for, 0 against, with no abstention
Please see notice and materials for the 2022 Annual General Meeting, which will be published separately, for detailed information on the proposals that will be submitted to the 2022 Annual General Meeting for approval and review.
Board of Directors of China Life Insurance Company Limited
April 27, 2023
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EX-99.2
Commission File Number 001-31914
EXHIBIT 99.2
中 國 人 壽 保 險 股 份 有 限 公司
CHINA LIFE INSURANCE COMPANY LIMITED
(A joint stock limited company incorporated in the People’s Republic of China with limited liability)
(the “Company”)
(Stock Code: 2628)
Announcement on the Resolutions of the Thirteenth Meeting of the Seventh Session of the
Board of Supervisors of China Life Insurance Company Limited
The thirteenth meeting (the “Meeting”) of the seventh session of the Board of Supervisors of China Life Insurance Company Limited (the “Company”) (the “Board of Supervisors”) was held on April 27, 2023 in Beijing. The supervisors were notified of the Meeting by way of a written notice dated April 17, 2022. All of the Company’s five supervisors attended the Meeting. The following supervisors attended the meeting in person: Cao Weiqing, the chairman of the Board of Supervisors, and Niu Kailong, Wang Xiaoqing, Lai Jun and Hu Zhijun, supervisors of the Company. The time, venue and the manner in which the Meeting was convened are in accordance with the Company Law of the People’s Republic of China and the provisions under relevant laws, administrative regulations, departmental rules, Articles of Association (the “AOA”) of the Company and Procedural Rules for the Board of Supervisors of the Company.
The Meeting was presided over by Mr. Cao Weiqing, the chairman of the Board of Supervisors. The supervisors who were present passed the following resolutions unanimously after sufficient review and discussion:
| 1. | Proposal on the First Quarter Report of the Company for the Year of 2023 |
|---|
The Board of Supervisors believed that: The preparation and review procedures of the First Quarter Report of the Company for the Year of 2023 are in conformity with provisions under relevant laws, regulations, the AOA and internal management regulations of the Company. The content and form of such report meet the requirements of the China Securities Regulatory Commission and the Shanghai Stock Exchange. The information contained therein reflects the operational and financial condition of the Company in the reporting period. No breach of confidentiality by the staff involved in the preparation and review of the First Quarter Report of the Company for the Year of 2023 was detected before such opinion was issued.
Voting result: 5 for, 0 against, with no abstention
| 2. | Proposal on the Audit Report on Related Party Transactions of the Company for the Year of 2022<br> |
|---|
Voting result: 5 for, 0 against, with no abstention
Commission File Number 001-31914
| 3. | Proposal on the Corporate Governance Report of the Company for the Year of 2022 |
|---|
Voting result: 5 for, 0 against, with no abstention
| 4. | Proposal on the Internal Control Assessment Work Plan of the Company for the Year of 2023<br> |
|---|
Voting result: 5 for, 0 against, with no abstention
Board of Supervisors of China Life Insurance Company Limited
April 27, 2023