Huaxia Insurance was taken over by China Life Health Industry Investment Co., Ltd. from July 7, 2020 to July 6, 2026, with a term of 1 year. Although China Life Insurance is a state-owned enterprise, taking over Huaxia Insurance will not lead to the transformation of Huaxia Insurance from a private enterprise to a state-owned enterprise. Huaxia Insurance was taken over because of poor operating conditions and insufficient solvency in the first and second quarters of 2020. China Banking and Insurance Regulatory Commission's requirement for the solvency of insurance companies is lower than 1.30%, while Huaxia Insurance has been hovering on the edge in the first quarter, and even fell below the insurance line in the second quarter, so China Banking and Insurance Regulatory Commission took over the offer in advance to curb the expansion of the problem and solve it in advance. In addition, the frequent changes in the major shareholders of Huaxia Insurance in recent years have caused the turbulence of the company's organizational structure, which is not conducive to the long-term development of insurance companies and is also one of the reasons for attracting the supervision of bancassurance.
Legal basis:
Operational guidelines for mixed ownership reform of central enterprises
The first basic operation flow. To implement the reform of mixed ownership, the subsidiaries of central enterprises at all levels should generally perform the following basic operating procedures: feasibility study, formulation of mixed ownership reform plan, implementation of decision-making approval procedures, audit evaluation, introduction of non-public capital investors, and promotion of enterprise management mechanism reform. If the reform of mixed ownership is implemented through newly established enterprises, foreign investment mergers and acquisitions, investment in shares, etc. , shall perform the relevant procedures of investment management of central enterprises.
(1) Feasibility study.
Enterprises planning to carry out mixed ownership reform (hereinafter referred to as enterprises planning to carry out mixed ownership reform) should follow the general requirements of "improving governance, strengthening incentives, highlighting main business and improving efficiency", and adhere to the principles of "adapting measures to local conditions, adapting measures to enterprises, controlling and controlling, moderately participating, not catering, not engaging in full coverage and not setting a timetable" in accordance with relevant policies and regulations.
Actively and steadily promote the reform of mixed ownership of commercial state-owned enterprises whose main business is in fully competitive industries and fields. State-owned capital should be controlled and controlled, and it is appropriate to participate; Explore the reform of mixed ownership of commercial state-owned enterprises whose main business is in important industries and key fields, maintain the holding position of state-owned capital, and support non-public capital to participate in shares; According to different business characteristics, we will promote the mixed ownership reform of qualified public welfare state-owned enterprises in an orderly manner; Give full play to the role of state-owned capital investment and operation companies as professional platforms for market-oriented operation, and actively promote the reform of mixed ownership of their affiliated enterprises. In the feasibility study stage, enterprises should evaluate the social stability risk of implementing mixed ownership reform according to relevant documents.
(2) Formulating a reform plan for mixed ownership.
Enterprises that intend to carry out mixed ownership reform should formulate a mixed ownership reform plan, which generally includes the following contents: basic information of enterprises, analysis of the necessity and feasibility of mixed ownership reform, basic principles and ideas of reform, setting of ownership structure of enterprises after reform, main measures for transforming operating mechanism, requirements, methods and pricing methods for introducing non-public capital, employee incentive plan, creditor's rights and debts disposal plan, employee resettlement plan, solutions to problems left over from history, reform risk assessment and preventive measures, and responsibilities for violating relevant regulations. In the process of making the plan, it is necessary to scientifically design the equity structure of mixed-ownership enterprises, fully release the equity to non-public capital, and let non-public capital send directors or supervisors as much as possible; Pay attention to the protection of workers' right to know and participate in the reform of mixed ownership, do a good job in evaluating the vital interests of workers, and the employee resettlement plan must be approved by the workers' congress.
Or the workers' congress
Deliberating and passing; Scientifically design the reform path, make full use of relevant national preferential tax policies, and reduce the reform cost. When necessary, external experts and intermediaries can be hired to participate.
(three) to perform the decision-making examination and approval procedures.
After the mixed ownership reform plan is formulated, central enterprises should perform internal decision-making procedures in accordance with the "triple and one big" decision-making mechanism. The enterprise to be mixed-ownership reform belongs to a subsidiary enterprise whose main business is in an important industry and key field related to national security and the lifeline of the national economy, and mainly undertakes major special tasks. After the reform plan of mixed ownership is audited by the central enterprises, it is reported to SAAC for approval. If it needs to be reported to the State Council for approval, SAAC shall perform corresponding procedures in accordance with relevant laws, administrative regulations and the State Council documents; If the mixed enterprise belongs to other functional subsidiaries, its mixed ownership reform plan shall be approved by the central enterprise.
(four) to carry out audit evaluation.
Enterprises implementing mixed ownership reform should reasonably determine the scope of assets to be included in the reform. If you need to adjust assets and business, you can choose free transfer, property right transfer and property right replacement in accordance with relevant regulations. If it is really necessary to carry out assets verification before the reform of mixed ownership of enterprises, the procedures shall be performed in accordance with relevant regulations. After the scope of assets of the mixed-reform enterprise is determined, the enterprise or the property right holder selects an intermediary institution with corresponding qualifications to conduct financial audit and asset evaluation, and performs the filing procedures for asset evaluation projects. The results of asset evaluation for the record are used as a reference for asset transaction pricing.
(5) Introducing non-public capital investors.
Enterprises to be restructured mainly introduce non-public capital investors openly, fairly and justly through market-oriented platforms such as property rights market and stock market. The main ways to introduce non-public capital investors through the property rights market are increasing capital and shares and transferring some state-owned shares. The main ways to introduce non-public capital investors through the stock market include initial public offering (IPO), equity transfer of listed companies, securities issuance and asset reorganization. In the process of introducing non-public capital investors through the market platform, central enterprises should pay attention to ensuring the equal participation rights of all kinds of social capital, and must not have obvious guidance or violate the principle of fair competition for the conditions of the participants.
(6) Promoting the reform of operational mechanism.
Mixed-ownership enterprises should improve the modern enterprise system, improve the corporate governance structure, and give full play to the basic role of the articles of association in corporate governance. All shareholders should formulate the articles of association, standardize the rights and responsibilities of shareholders (shareholders' meeting), the board of directors, the board of supervisors, managers and party organizations, implement the functions and powers of the board of directors, and deepen the reform of the three systems; Make full use of all kinds of positive incentive tools, build a diversified and systematic incentive and restraint system, and fully mobilize the enthusiasm of employees. Change the management and control mode of mixed ownership enterprises, and explore specific management and control methods according to the different proportion structure of state-owned capital and non-public capital. State-owned investors strengthen the management and control methods based on the amount and proportion of capital contribution, clarify the regulatory boundaries, and shareholders do not interfere in the daily operations of enterprises.