中国太平洋保险（集团）股份有限公司 2025 年第一次临时股东大会 会议材料 中国太平洋保险（集团）股份有限公司 2025 年 8 月 29 日 上海 1 中国太平洋保险（集团）股份有限公司 2025 年第一次临时股东大会 一、会议时间：2025 年 8 月 29 日（周五）下午 13：30 二、会议地点：上海市徐汇区田林路 201 号中国太平洋保险（集团） 股份有限公司 三、会议主持人：傅帆董事长 议程内容 一、宣布会议开始及会议议程 二、审议议案： 1.审议《关于中国太平洋保险（集团）股份有限公司不再设立 监事会相关事项的议案》 2.审议《关于修订<中国太平洋保险（集团）股份有限公司章 程>的议案》 3.审议《关于修订<中国太平洋保险（集团）股份有限公司股 东会议事规则>的议案》 4.审议《关于修订<中国太平洋保险（集团）股份有限公司董 事会议事规则>的议案》 5.审议《关于选举王昱华女士为中国太平洋保险（集团）股份 有限公司第十届董事会非执行董事的议案》 6.审议《关于选举黄显荣先生为中国太平洋保险（集团）股份 有限公司第十届董事会独立非执行董事的议案》 三、回答股东提问 四、宣布出席会议股东及股东代理 ...

Core Viewpoint - The implementation of the new Company Law in China has led insurance companies to abolish their supervisory boards, transitioning towards a more streamlined and efficient governance model [1][3][4] Group 1: Changes in Governance Structure - China People's Property Insurance Company announced the abolition of its supervisory board following the approval of its revised articles of association [1] - Other insurance companies, including China Pacific Insurance and Taikang Insurance, have also announced the removal of their supervisory boards, with their supervisory functions being transferred to the audit committee of the board [2][4] - The new Company Law allows state-owned companies to establish an audit committee composed of directors to exercise the powers of the supervisory board, eliminating the need for a supervisory board [3] Group 2: Role of the Audit Committee - The audit committee, typically composed of independent directors, is responsible for reviewing financial information, overseeing internal and external audits, and evaluating internal controls [4] - The shift from a supervisory board to an audit committee is expected to enhance decision-making efficiency and reduce internal coordination complexities [4] - However, potential challenges include information asymmetry and time constraints faced by independent directors in fulfilling their supervisory roles [4] Group 3: Implications for Corporate Governance - The removal of the supervisory board raises questions about maintaining effective oversight and balancing decision-making efficiency with power checks [4] - As more insurance companies adjust their governance structures in line with the new Company Law, the industry will gain insights into creating a more scientific and efficient corporate governance system [4]

Core Insights - The recent approval for China Taiping's subsidiary to establish a private equity fund management company marks a significant step in the long-term investment reform pilot for insurance funds, aimed at increasing their participation in the stock market [1][2][3] - The total approved pilot scale for insurance funds has reached 222 billion yuan, with participation from major insurance companies, indicating a broadening of the investment landscape [2][3] - The trend shows a shift towards investing in large-cap blue-chip stocks with stable dividends, reflecting a strategic focus on long-term capital deployment [4][6][7] Investment Reform Pilot - The pilot program for long-term investment by insurance funds has seen three batches of approvals, with a total scale of 222 billion yuan, including 500 billion yuan from the first batch and 1.12 billion yuan from the second batch [2][3] - The third batch, approved in March 2025, included 600 billion yuan, further expanding the scope of insurance fund participation in the capital market [3] Fund Management and Strategy - Taiping Asset aims to establish a robust fund management framework, emphasizing long-term performance evaluation and investment strategies tailored to insurance capital [2] - The types of funds have diversified, with a mix of company-type and contract-type funds being utilized, enhancing operational flexibility [4] Investment Preferences - Insurance funds are increasingly favoring investments in large, well-governed companies with stable operations and dividends, such as Yili Group and China Telecom [5][6] - The focus on sectors like finance, energy, and public infrastructure aligns with national economic development goals [6] Market Activity and Trends - There has been a notable increase in insurance capital's market activity, with 22 instances of shareholding increases reported this year, surpassing the total for the previous year [7][8] - The sectors attracting the most investment include public utilities and banking, characterized by high dividend yields and stable returns [7][8]

证券代码：601601 证券简称：中国太保 公告编号：2025-040 中国太平洋保险（集团）股份有限公司 关于召开2025年第一次临时股东大会的通知 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 重要内容提示： 一、 召开会议的基本情况 召开的日期时间：2025 年 8 月 29 日 13 点 30 分 网络投票系统：上海证券交易所股东大会网络投票系统 网络投票起止时间：自2025 年 8 月 29 日 至2025 年 8 月 29 日 采用上海证券交易所网络投票系统，通过交易系统投票平台的投票时间为股东大 会召开当日的交易时间段，即 9:15-9:25,9:30-11:30，13:00-15:00；通过互联网投票平台 的投票时间为股东大会召开当日的 9:15-15:00。 (六) 融资融券、转融通、约定购回业务账户和沪股通投资者的投票程序 涉及融资融券、转融通业务、约定购回业务相关账户以及沪股通投资者的投票， | 序号 | 议案名称 | | 投票股东类型 | | --- | --- | --- | --- | | | | ...

随着新公司法的落地，保险公司纷纷宣布不再设立监事会，传统的"三会一层"架构正向更为精简高效的 治理模式过渡。 《金融时报》记者注意到，今年已有多家保险机构发布撤销监事会的公告，包括上市保险公司、外资财 险公司等。7月30日，中国太平洋保险（集团）股份有限公司发布第十届董事会第十五次会议公告，宣 布审议并通过了不再设立监事会相关事项的议案，由董事会审计与关联交易控制委员会行使监事会职 权。7月2日，大家保险集团发布公告称，不再设立监事会，监事会各监事已辞任。6月23日，泰康保险 发布公告宣布，公司不再设立监事会，第三届监事会各监事自动离任。早在今年4月16日，日本财险 （中国）最先发布公告称，撤销公司监事职位，并明确由董事会下的审计与风险管理委员会行使监事会 职责。 据了解，监事会成员主要包括股东代表和适当比例的公司职工代表，可行使检查公司财务；对董事、高 级管理人员执行职务的行为进行监督，对违反法律、行政法规、公司章程或者股东会决议的董事、高级 管理人员提出解任的建议；向股东会提出提案等权力。 2024年7月1日，新修订的《中华人民共和国公司法》正式实施。新公司法指出，国有独资公司在董事会 中设置由董事组成的 ...

Core Insights - The Hong Kong Stock Connect Non-Bank ETF has reached a record size of 13.044 billion yuan as of August 8, 2025, marking a year-to-date growth of 1553.23% [1] - The ETF has seen a net inflow of 348 million yuan over the last three days, with a single-day peak inflow of 215 million yuan [1] - The ETF's net asset value has increased by 90.54% over the past year, ranking 38 out of 2954 index stock funds, placing it in the top 1.29% [2] Fund Performance - The Hong Kong Stock Connect Non-Bank ETF has achieved a maximum monthly return of 31.47% since its inception, with the longest consecutive monthly gain being 4 months and a total increase of 38.25% [2] - The ETF has outperformed its benchmark with an annualized return of 7.17% over the last six months [2] - The ETF has a turnover rate of 7.55% and an average daily trading volume of 1.536 billion yuan over the past month [1] Index Composition - The top ten weighted stocks in the CSI Hong Kong Stock Connect Non-Bank Financial Theme Index account for 78.19% of the index, with major holdings including China Ping An, AIA, and Hong Kong Exchanges and Clearing [3] - The insurance sector's net assets reached 3.75 trillion yuan in the first half of 2025, reflecting a year-on-year growth of 23.4% [3] Market Trends - The Hong Kong insurance industry reported a new single premium of 93.4 billion HKD in Q1 2025, representing a year-on-year increase of 43.4% and a quarter-on-quarter increase of 86.2% [4] - The demand for savings remains strong in the market, and regulatory changes are expected to ease liability costs for insurance companies [4] - The insurance sector is entering a new cycle of healthy growth, supported by regulatory measures and economic recovery [4] ETF Characteristics - The Hong Kong Stock Connect Non-Bank ETF is the first and only ETF tracking the Hong Kong non-bank index, with over 60% of its holdings in the insurance sector [5] - The ETF is designed to reflect the overall performance of up to 50 listed companies in the non-bank financial theme within the Hong Kong Stock Connect range [5]

Investment Rating - The report maintains a "Recommended" rating for the insurance sector, indicating an expectation of the industry index outperforming the benchmark index by more than 5% in the next 3-6 months [20]. Core Insights - The total cash dividends for the five major listed insurance companies in 2024 reached CNY 90.789 billion, reflecting a year-on-year increase of 20.2% [2]. - The report highlights that the dividend growth for listed insurance companies in 2024 varies, with New China Life Insurance showing the highest growth rate at 197%, driven by a 201% increase in net profit attributable to shareholders [3]. - The report notes a general decline in the dividend payout ratio among listed insurance companies in 2024, attributed to the inclusion of significant unrealized gains in net profit, leading to a cautious adjustment of dividend ratios [3]. - The report emphasizes that the investment performance of the insurance sector in 2024 will largely depend on equity market performance and the expected adjustments in interest rates [4]. Summary by Sections Market Performance - The insurance index increased by 0.46% during the week, underperforming the broader market by 0.77 percentage points [1]. - Individual stock performances varied, with AIA up by 3.15% and ZhongAn down by 3.61% [1]. Dividend Policies - The report discusses the dividend policies of listed insurance companies, noting that Ping An and China Pacific Insurance base their dividends on operating profit, excluding short-term investment fluctuations [3]. - The estimated dividend payout ratios for Ping An and China Pacific Insurance are 41.6% and 33%, respectively, based on their operating profits [3]. Valuation Metrics - The report provides price-to-earnings (PE) and price-to-book (PB) ratios for major insurance companies, with China Ping An rated as "Strong Buy" and China Life Insurance, New China Life, and China Property & Casualty rated as "Recommended" [9]. - The report lists the highest dividend yields among A and H shares, with New China Life leading at over 5% [4]. Future Outlook - The report anticipates that the overall performance of the insurance sector in 2024 will be influenced by equity market trends and the growth of new business value (NBV) [4]. - The report suggests that investment strategies may favor Ping An, China Pacific Insurance, and China Property & Casualty due to their stable dividend policies [4].

Investment Rating - The report maintains an "Overweight" rating for the insurance industry [2] Core Insights - The average duration gap in the insurance industry is approximately -7 years, with a trend of widening expected post-2024, particularly in the life insurance sector [5][21] - Large insurance companies generally maintain a duration gap around -5 years, while small to medium-sized insurers exhibit a widening gap, indicating a disparity in asset-liability management [5][21] - The report emphasizes the importance of managing duration gaps to mitigate interest rate risks and reinvestment risks, especially in a low-interest-rate environment [5][21] Summary by Sections 1. Introduction: Duration Gap in Insurance Asset-Liability Matching - Duration gap refers to the difference between asset duration and liability duration, categorized into various types [9] - The report highlights the increasing duration gap due to the issuance of long-term savings products by life insurers [9][10] 2. Calculation of Duration Gap and Industry Data Statistics - The average duration gap for life insurance companies from 2020 to 2022 was -6.67 years, -6.57 years, and -6.28 years, respectively [21] - The report identifies a trend where over 65% of companies have seen their duration gaps widen, with many experiencing an increase of over 2 years [23][26] 3. Significance and Measures for Duration Gap Management - Effective duration gap management is crucial for balancing asset-liability management in insurance companies [5] - Suggested measures to narrow the duration gap include increasing allocations to long-term bonds, developing long-term equity investments, and adjusting product structures to enhance liability duration [5][21] 4. Investment Recommendations - The report suggests focusing on companies like New China Life, Ping An, AIA, China Life, China Pacific, and PICC, which are well-positioned to benefit from the dual dividend attributes of insurance stocks [5][21]

Investment Rating - The report maintains an "Outperform" rating for the insurance industry [1]. Core Insights - The report highlights that the improvement in liability costs for life insurance companies is expected to alleviate the pressure from interest rate differentials, driven by regulatory guidance and market conditions [15][19]. - The report emphasizes the significant decline in the break-even yield for new business value (NBV) and value of in-force (VIF) across various life insurance companies, indicating a trend of improving profitability [10][14]. Summary by Sections Current Liability Costs of Life Insurance Companies - The break-even yield for NBV has marginally decreased for major life insurance companies in 2024, influenced by lower guaranteed rates and improved channel cost efficiency [10][14]. - The NBV break-even yields for major companies in 2024 are as follows: China Life (2.43%), Ping An Life (2.42%), and China Pacific Life (2.60%) [9]. - The VIF break-even yields show a mixed trend, with China Life at 2.44% and Ping An Life at 2.50% in 2024, reflecting varying performance across companies [12][14]. Future Liability Cost Trends - Regulatory initiatives are pushing for a unified commission structure across distribution channels, which is expected to lower channel costs and improve liability costs [25][29]. - The continuous reduction in the guaranteed rates for life insurance products since August 2023 is anticipated to further decrease the liability costs for new and existing policies [29][30]. - Life insurance companies are actively adjusting their product offerings, focusing on dividend products to enhance profitability and reduce fixed liability costs [36][39]. Investment Recommendations - The report recommends maintaining an "Outperform" rating for the insurance industry, citing improvements in liability costs and potential for enhanced net profit due to favorable investment conditions [45][48]. - Specific companies highlighted for investment include China Pacific Insurance, China Life, and Ping An Insurance, based on their strong fundamentals and ability to adapt to market changes [48].

Central Bank and Foreign Exchange Reserves - As of July 2025, China's foreign exchange reserves stood at $32,922 billion, a decrease of $252 billion from June, marking a decline of 0.76% [1] - The central bank has increased its gold reserves for the ninth consecutive month, reaching 7,396 million ounces (approximately 2,300.41 tons), with a month-on-month increase of 6,000 ounces (approximately 1.86 tons) [1] - The gold reserve balance increased by $10 billion to $243.985 billion, accounting for 7.41% of the foreign exchange reserves, up 0.09 percentage points from the previous month [1] Banking Sector Performance - Five banks, including Ningbo Bank and Hangzhou Bank, reported double-digit growth in both operating income and net profit for the first half of 2025 [1] - Ningbo Bank's total assets reached 3.47 trillion yuan, growing by 11.04% year-on-year, while Hangzhou Bank's total assets were 2.24 trillion yuan, up 5.83% [1] - As of June 2025, the total assets of Qilu Bank and Qingdao Bank were in the range of 700 billion to 800 billion yuan, and Changshu Bank's total assets exceeded 400 billion yuan, reaching 401.251 billion yuan [1] Retail Banking Developments - China Merchants Bank's retail assets under management (AUM) surpassed 16 trillion yuan, making it the first joint-stock commercial bank in China to achieve this milestone [2] - The bank's AUM growth accelerated, with the first 5 trillion yuan taking 9 years, the second 5 trillion yuan taking 5 years, and the latest 5 trillion yuan achieved in just over 3 years [2] - The bank's asset custody scale exceeded 24 trillion yuan, and its asset management scale approached 4.5 trillion yuan [2] Corporate Governance Changes - 18 listed banks have announced the cancellation or advancement of the dissolution of their supervisory boards, following a trend initiated by several state-owned banks [4] - This change is attributed to the implementation of the new Company Law in 2024 and regulatory guidance, indicating a shift in corporate governance practices [4] - The supervisory board's functions will be primarily taken over by the audit committee of the board of directors and employee directors, raising the governance standards for companies [4] Credit Card and Asset Management Innovations - China Bank will include litigation fees related to overdue credit card accounts in the billing statements starting September 14, 2025 [3] - The fees will cover various costs such as litigation, arbitration, and legal fees, with a pilot program starting in Shanghai [3] - Gansu Bank has sold non-performing assets to local asset management companies, with the latest sale valued at 14.922 billion yuan, resulting in a projected financial impact of 1.26 billion yuan [3] Insurance Sector Performance - 147 non-listed insurance companies reported a net profit exceeding 29 billion yuan in the first half of 2025, a significant increase from the previous year [4] - The number of loss-making insurance companies decreased from 30 to 21, with notable profits from companies like Taikang Life and Zhongyi Insurance [4] - Taikang Life's net profit surged by 164% year-on-year, reaching a historical high, while Zhongxin Insurance turned a profit after previous losses [4] Dividend Distribution by Major Insurers - Five major listed insurers announced a total cash dividend distribution of 907.89 billion yuan for 2024, reflecting a year-on-year increase of 20.21% [5] - China Insurance and New China Life announced significant cash dividends, with New China Life's total cash dividends for 2024 increasing by 197.6% compared to 2023 [5] Financial Technology Developments - Lexin's Q2 revenue reached 3.59 billion yuan, a 15.6% increase from the previous quarter, with a profit of 670 million yuan, marking a 116.4% year-on-year increase [9] - The company reported improved asset quality, with a decrease in various risk indicators for four consecutive quarters [9] - Yika's subsidiary in Japan achieved significant milestones, including registration for credit card business and compliance with global security standards [10]