According to the disclosure of the Hong Kong Stock Exchange on May 25, 2023, Zhong Miao Innovation and Technology (Qingdao) Co., Ltd. (hereinafter referred to as "Zhong Miao Innovation and Technology") submitted a listing application to the Hong Kong Stock Exchange to be listed on the main board of the Hong Kong Stock Exchange. According to the official website of the China Securities Regulatory Commission, Zhongmiao Innovation and Technology has submitted an application for filing to the CSRC in accordance with the "Trial Measures for the Administration of Overseas Issuance of Securities and Listing of Domestic Enterprises", and has not announced the filing notice so far.
So far, insurance agencies have been successfully listed on the NASDAQ and the New Third Board, such as Pan-China Financial, Shuidi Company, and Huize are all listed on the NASDAQ, and the insurance agencies on the New Third Board include Jardine Fleming Insurance, Dasheng Taifeng, Xinyizhan Insurance, Shanda Online, Runhua Insurance, Runsheng Insurance, etc.
In addition, there are also some NEEQ companies to enter the Hong Kong stock market, but few have succeeded, such as the first insurance agency company listed on the NEEQ Shengshi Dalian in 2018 "NEEQ + H shares" policy from A-shares to H-shares and then automatically gave up.
At present, there is no insurance agency in the Hong Kong stock market, and in June 2022, Convoy Global, the only insurance intermediary in the Hong Kong stock market, has also announced its delisting. If Zhong Miao Innovation and Technology is successfully listed in Hong Kong, it will be of great significance to the development of the insurance intermediary market.
This article will summarize the legal issues concerned by the listing review of insurance agency companies in combination with the Q&A on the review of the New Third Board.
According to the above feedback, it can be seen that the legal issues that the insurance agency listing review focuses on, mainly whether the company's operation and management comply with the "Insurance Law of the People's Republic of China", "Insurance Agency Supervision Regulations", "Interim Measures for the Management of Insurance Agents", "Measures for the Supervision of Insurance Sales Practitioners" and other laws and regulations.
In recent years, in order to promote the high-quality development of China's insurance agency market, the China Banking and Insurance Regulatory Commission has continuously strengthened its supervision and issued a number of regulatory policies related to insurance agents, and the regulatory system of the insurance agency industry has been continuously improved.
Before 2021, the regulatory provisions and related requirements of the insurance agency industry were scattered among departmental rules and normative documents. Since January 1, 2021, the new regulations on the supervision of the insurance agency industry, the "Provisions on the Supervision of Insurance Agents" (hereinafter referred to as the "Regulations"), have been officially implemented, including business licenses, qualifications, practitioners, business rules and market withdrawal. The provisions will be the original scattered provisions to be classified and presented in an explicit system, is a systematic combing of the insurance agency series of regulations, and the provisions of the supporting business rules have also been continuously improved, the following is the current main regulatory rules of the insurance agency industry.
Based on the above set of rules, insurance agencies need to pay more attention to compliance details, such as:
(A) the provisions of the cancellation of the insurance agent qualification certificate, and instead through the insurance company or the insurance industry self-regulatory organization issued by the certificate of conformity to identify the professional ability of the practitioners, the insurance agency intermediary agencies are required to assume the responsibility for the training of practitioners and establish a complete training file.
According to the Measures for the Supervision of Informatization of Insurance Intermediaries promulgated by the China Banking and Insurance Regulatory Commission on January 5, 2021 and implemented on February 1, 2021, insurance intermediaries are specifically required to carry out informatization training in terms of informatization work, and strengthen the awareness of informatization, information security and software legalization of personnel. The number of administrative punishment cases with causes such as "non-standard management of training work" and "incomplete training files" has also gradually increased.
In the listing review before the promulgation of the regulations, special attention was paid to the qualifications of the company's senior executives, such as Jardine Fleming's feedback, which required it to express its opinions on the completeness and legality of the business qualifications in light of the industry regulatory regulations and the latest approval of the company's senior management qualifications.
Insurance agency companies should not only strengthen the pre-job training and follow-up education of employees in compliance management, but also pay attention to the establishment of a complete training file for employees, and strengthen process management from the whole process of recruitment, training and employment.
(2) Practice registration includes not only new practice registration and change of practice registration, but also cancellation of practice registration within the prescribed time limit.
On May 19, 2020, the China Banking and Insurance Regulatory Commission (CBIRC) issued the Notice of the General Office of the China Banking and Insurance Regulatory Commission on Effectively Strengthening the Management of Practitioners of Insurance Intermediaries, which strictly prohibits persons who have not been registered to engage in insurance business activities.
According to the data of administrative penalties imposed on insurance agency companies by the provincial and municipal banking and insurance regulatory commissions from 2020 to 2023, "entrusting personnel who have not registered in their practice to engage in insurance agency business" and "entrusting and failing to register to carry out insurance agency business" are all high-incidence penalty matters.
In the listing review, there is also a lot of attention to practice registration matters, such as the feedback of the new station, requiring the sponsoring securities firms and lawyers to issue special verification opinions on the practice management provisions in combination with the "Insurance Law of the People's Republic of China", "Regulations on the Supervision of Insurance Agencies", "Measures for the Supervision of Insurance Sales Practitioners" and other laws and regulations.
After 2018, a series of regulatory policy documents with the prevention of financial risks as the core have strengthened the depth of governance and strict punishment of the chaos in the insurance agency market, although it has put on a "tight spell" for the insurance agency industry, but it has also made the insurance agent a "protective umbrella" that individuals and corporate consumers can trust, and has pointed out the "guiding light" for the insurance agency industry to pursue sustainable and healthy high-quality development.
Zhong Miao's submission to the Hong Kong Stock Exchange is the most important financing event in the insurance agency industry in recent years, and if Zhong Miao Innovation and Technology can successfully break through the Hong Kong Stock Exchange, it will inevitably bring new imagination to the insurance agency industry.
(Special thanks to Qin Xiang for her significant contribution to this article.) ）
Author of this article
Statement:
This article was originally written by the lawyers of DeHeng Law Offices and represents the views of the author only and should not be regarded as formal legal advice or recommendations issued by DeHeng Law Offices or its lawyers. If you wish to reprint or quote any of the content of this article, please indicate the source.