UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 6, 2016

 

CHINA UNITED INSURANCE SERVICE, INC.

(Exact name of registrant as specified in its charter)

 

000-54884

(Commission File Number)

     
Delaware   98-6088870

(State or other jurisdiction

of incorporation)

 

(I.R.S. Employer

Identification No.) 

 

7F, No. 311 Section 3, Nan-King East Road, Taipei City, Taiwan

(Address of principal executive offices)

 

+8862-87126958

(Registrant’s Telephone Number, Including Area Code)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d 2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

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Item 1.01.   Entry into Material Definitive Agreement

 

On January 6, 2016, Action Holdings Financial Limited (“AHFL”), a wholly-owned British Virgin Islands subsidiary of China United Insurance Service, Inc. (the “Company” or “CUIS”), entered into an Amendment 2 to Strategic Alliance Agreement (the “Amendment No. 2”) with AIA International Limited Taiwan Branch (“AIATW”) to further revise certain provisions in the Strategic Alliance Agreement and the previous amendment entered into by and between AHFL and AIATW.

 

The purpose of the Strategic Alliance Agreement is to promote life insurance products provided by AIATW within the territory of Taiwan through insurance agency companies or insurance brokerage companies. To the extent permitted by applicable laws and regulations, AHFL shall assist and encourage any insurance agency company or insurance brokerage company duly approved by the competent government authorities of Taiwan (the “Appointed Broker/Agent”), to cooperate with AIATW for the promotion of life insurance products of AIATW.

 

Pursuant to the Amendment No. 2, the expiration date of the Strategic Alliance Agreement has been extended from May 31, 2018 to December 31, 2021, and the effect of the Strategic Alliance Agreement during the period from October 1, 2014 to December 31, 2015 has been suspended. In addition, both AHFL and AIATW agree to adjust certain terms and conditions set forth in the Strategic Alliance Agreement, among which: (i) expand the scope of services to be provided by AHFL to AIATW to include, without limitation, assessment and advice on suitability of cooperative partners, advice on product strategies suitable for promotion channel development, advice on promotion/sales channel improvement, advice on promotion channel marketing and strategic planning, and promotion channel talent training; and (ii) remove certain provisions related to performance milestones and refund of Execution Fees.

 

An English translation of the Amendment No. 2 is included as Exhibit 10.1 to this Current Report on Form 8-K and is the legal document that governs the terms of the cooperation described therein and the other actions contemplated by the Amendment No. 2. The foregoing description of the cooperation does not purport to be complete and is qualified in its entirety by reference to the complete text of the Amendment, which is filed as Exhibit 10.1 hereto, and incorporated, herein by reference.

 

Item 9.01   Financial Statements and Exhibits

 

  (d)    Exhibits

 

Exhibit Description
  10.1 Translation of Amendment No. 2 to Strategic Alliance Agreement

 

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SIGNATURE

 

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 hereunto duly authorized.

 

 

  CHINA UNITED INSURANCE SERVICE, INC.  
       
       
Date: January 11, 2016      
       
  By: /s/ Mao Yi Hsiao  
  Name: Mao Yi Hsiao  
  Title: Chief Executive Officer  

 

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EXHIBIT INDEX

 

  

Exhibit Description
  10.1 Translation of Amendment No. 2 to Strategic Alliance Agreement

 

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Exhibit 10.1

 

Amendment 2 to Strategic Alliance Agreement

 

This Amendment 2 (“Amendment 2”) to Strategic Alliance Agreement dated 10 th June, 2013 (“Agreement”) by and between AIA International Limited Taiwan Branch (“AIATW”), and Action Holdings Financial Limited (“Action”) is made and effective as of the 1st day of January, 2016 (the “Effective Date”) by and between AIATW and Action.

 

WHEREAS:

A. AIATW and Action have entered into the Agreement for the purpose of promotion of life insurance business provided by AIATW in the territory of Taiwan; and

B. This Amendment is made by mutual consent of the parties to amend the Agreement as set forth hereinafter.

 

NOW, THEREFORE, for good and sufficient consideration, AIATW and Action agree as follows:

 

1. Section 1 of the Agreement shall be shall be amended as follows:

Action will promote life insurance products provided by AIATW in the territory of Taiwan through insurance agency companies or insurance brokerage companies and AIATW agrees to pay Execution Fees (defined as below) to Action in return in accordance with the terms and conditions of this Agreement and applicable laws and regulations.

 

2. Section 2 of the Agreement shall be amended as follows:

To the extent permitted by applicable laws and regulations, Action shall assist and encourage any insurance agency company or insurance brokerage company duly approved by the competent government authorities of Taiwan (the “Appointed Broker/Agent”), to cooperate with AIATW for the promotion of life insurance products of AIATW.

 

3. Section 3 of the Agreement shall be hereby deleted in its entirety and replaced by the term set forth herein below:

This Agreement is effective from June 1, 2013 and to continue in full force and effect until December 31, 2021. The effect of this Agreement during the period from October 1 st , 2014 to December 31 st , 2015 has been suspended.

 

 

 

 

4. It is agreed by the parties to add the following section into the Section 4.2.

The Execution Fees is the consideration for Action to promote insurance agency and insurance brokerage channels and following services, and the Execution Fees is functional expenses, not commissions.

(1) Assessment and advice on suitability of cooperative partners
(2) Advice on product strategies suitable for promotion channel development
(3) Advice on promotion/sales channel improvement
(4) Advice on promotion channel marketing and strategic planning
(5) Promotion channel talent training

 

5. Section 6, 7, 8.3, 14, Addendum No. 1, and Section 5 of Amendment shall be hereby deleted in its entirety.

 

6. Except as expressly stated herein, all other terms, conditions and attachments of the Agreement shall remain in full force and effect.

 

7. All initial capitalized terms used in this Amendment shall have the same meaning as set forth in the Agreement unless otherwise provided.

 

8. The terms and conditions herein contained constitute the entire agreement between the parties with respect to the subject matter hereof. This Amendment shall be deemed part of the Agreement and is incorporated therein and made a part thereof by this reference, but shall take precedence over and supersede any provisions to the contrary contained in the Agreement.

 

9. This Amendment shall be executed in two identical counterparts, each of which shall be an original and all of which shall together constitute one and the same instrument.

 

 

 

 

IN WITNESS WHEREOF, the parties, being duly authorized to do so, have executed this Amendment as of the date set forth above.

 

AIA International Limited Taiwan Branch

By: Vincent Hou

Title: General Manager

VAT number:

Address: 17F., No.333, Sec. 2, Dunhua S. Rd., Da’an Dist., Taipei City 106, Taiwan (R.O.C.)

 

Action Holdings Financial Limited

By: Yi-Hsio Mao

Address: 7F., No.311, Sec. 3, Nanjing E. Rd., Songshan Dist., Taipei City 105, Taiwan (R.O.C.)

Tel:02-25455970