I. Procedures for the Establishment of Insurance Companies 1. The first application for the establishment of an insurance company refers to the intention, reasons and requirements of the promoters to set up an insurance company and operate insurance business to the examination and approval authority. Applicants need to submit legal documents and materials to the insurance examination and approval authority. These materials are the basis for the competent authorities to review whether the application complies with the law. Article 70 of China's Insurance Law stipulates that to apply for the establishment of an insurance company, a written application shall be submitted to the the State Council Insurance Regulatory Authority, and the following materials shall be submitted: (2) An application for establishment, which shall specify the name, registered capital and business scope of the insurance company to be established; (2) Feasibility study report; (3) making plans; (4) the business license or other background information of the investor, and the financial and accounting report of the previous year audited by an accounting firm; (five) the list of the person in charge of the preparatory group and the proposed chairman and manager recognized by the investors and their own recognition certificates; (6) Other materials as prescribed by the insurance regulatory agency of the State Council. 2. Article 7 1 of the Insurance Law stipulates that the the State Council Insurance Regulatory Authority shall examine the application for the establishment of an insurance company, make a decision of approval or disapproval within six months from the date of acceptance, and notify the applicant in writing. If it decides not to approve, it shall explain the reasons in writing. Article 72 also stipulates that the applicant shall complete the preparatory work within one year from the date of receiving the notice of approval; Shall not engage in insurance business activities during the preparation period. 3. After the preparation for the formal establishment application is completed, the applicant may submit the formal establishment application and relevant documents to the competent department. According to Article 73 of China's Insurance Law, after the preparatory work is completed, if the applicant meets the establishment conditions stipulated in Article 68 of this Law, he may apply to the the State Council Insurance Regulatory Authority for starting business. The State Council insurance supervision and administration institution shall, within 60 days from the date of accepting the application for business opening, make a decision on whether to approve or disapprove the business opening. If the decision is approved, the insurance business license shall be issued; If it decides not to approve, it shall notify the applicant in writing and explain the reasons. 4. After obtaining the insurance business license, the applicant for establishing a registered insurance company may apply to the company registration authority for registration of establishment within the statutory time limit, and issue a business license after being approved by the company registration authority. The date when the business license is issued is the date when the insurance company is established. If an insurance company fails to register with the administrative department for industry and commerce within 6 months from the date of obtaining the insurance business license, its insurance business license shall be invalid. Two. Conditions for the establishment of an insurance company generally include requirements for major shareholders, company capital, management personnel and hardware facilities. (I) Insurance Regulations Article 68 of China's Insurance Law stipulates that the establishment of an insurance company shall meet the following conditions: 65,438+0. The major shareholders are profitable continuously, have a good reputation, have no record of major violations of laws and regulations in the last three years, and have net assets of not less than RMB 200 million; 2. Having articles of association that conform to this Law and the Company Law of People's Republic of China (PRC); 3. Having registered capital that meets the requirements of this Law; 4. Having directors, supervisors and senior managers with professional knowledge and business experience; 5. Have a sound organizational structure and management system; 6. Having a business place that meets the requirements and other facilities related to business operation; 7. Other conditions stipulated by laws, administrative regulations and the State Council insurance regulatory agency. (II) Conditions of Shareholders Generally, companies have no restrictions on the qualifications and conditions of shareholders, but investing in insurance companies is completely different, especially the controlling shareholders of insurance companies. According to the German Insurance Law, if an investor directly or indirectly owns 65,438+00% of the voting rights of an insurance institution through one or several subsidiaries, or the investment ratio does not reach this ratio, but can exert decisive influence on the insurance institution in other ways, the investor is a so-called qualified investor, and must have the conditions needed to enable the insurance institution to operate healthily and prudently, especially to be very reliable. In May 2004, China's Regulations on the Administration of Insurance Companies (repealed) made corresponding provisions on the qualifications of shareholders of insurance companies, and the Insurance Law revised in February 2009 clearly wrote the requirements for the qualifications of shareholders of insurance companies into law. For example, Item 1 of Article 68 of the Insurance Law stipulates that the establishment of an insurance company shall meet the following conditions: the major shareholders have sustained profits, have a good reputation, have no record of major violations of laws and regulations in the last three years, and have a net asset of not less than RMB 200 million. The so-called major shareholder refers to a company that holds shares in an insurance company in various ways such as investment, business dealings and financing to a controlled degree or can have a substantial impact on the operation and management of the insurance company. (III) Articles of Association The articles of association of the company are autonomous rules formulated by the company's shareholders and binding on the company, shareholders and company management personnel to adjust the company's internal organizational relations and business practices. It is an essential document for the establishment of an insurance company, a basic criterion for the operation behavior of an insurance company, and an important basis for the company to formulate other rules. Therefore, the articles of association are of great significance to the establishment and operation of insurance companies. Paragraph 2 of Article 68 of China's Insurance Law stipulates that the conditions for establishing an insurance company include articles of association that conform to this Law and the Company Law of People's Republic of China (PRC). The articles of association are generally drafted by the promoters, and the joint-stock limited insurance company to be raised and established needs to be approved by the founding meeting. However, due to the approval of the establishment of insurance companies in various countries' legislation, the articles of association of insurance companies adopted by sponsors or founding conferences can only take effect after approval by insurance regulatory agencies. In this sense, the articles of association submitted when an insurance company is established have no direct legal effect. (4) The registered capital of a registered capital insurance company refers to its share capital, that is, the total amount of investment actually paid by the shareholders of the company. A certain amount of capital is one of the indispensable conditions for the establishment of an insurance company. It is not only the property guarantee of the company's liability to creditors, but also the symbol and condition of the company's shareholders' rights. All countries have minimum registered capital requirements for the establishment of insurance companies. Article 69 of China's Insurance Law stipulates that the minimum registered capital of an insurance company is RMB 200 million. The State Council insurance regulatory agency may adjust the minimum registered capital of an insurance company according to its business scope and scale, but it shall not be lower than the limit specified in the first paragraph. The registered capital of an insurance company must be paid-in monetary capital. (V) Executive insurance is an economic compensation system in which the insurer establishes an insurance fund by collecting insurance premiums to compensate for economic losses caused by natural disasters and accidents or to pay insurance money when personal insurance accidents occur. Its purpose is to manage and control risks, which determines that the operation of insurance companies is highly technical. Such as the calculation of insurance rates, the development of insurance products, the use of insurance funds, and the settlement of insurance accidents, all require managers to have profound professional knowledge and rich professional skills. Therefore, when an insurance company is established, there should be senior managers with corresponding professional knowledge and business experience to meet the needs of specialized operation of the insurance company. The qualification requirements for senior managers of insurance companies in legislation are usually reflected in two aspects: on the one hand, positive qualification requirements. For example, Item 4 of Article 68 of China's Insurance Law stipulates that an insurance company shall have directors, supervisors and senior managers with professional knowledge and business experience. Article 8l further requires that the directors, supervisors and senior managers of an insurance company should have good conduct, be familiar with insurance-related laws and administrative regulations, have the management ability required to perform their duties, and obtain the qualifications recognized by the insurance regulatory authorities before taking up their posts. On the other hand, it is a negative qualification ban. The directors, supervisors and senior managers of financial institutions have been disqualified by financial supervision and regulation institutions due to illegal or disciplinary acts, and less than five years have passed since the date of disqualification; Or lawyers, certified public accountants or professionals of assets appraisal institutions, verification institutions and other institutions whose practice qualifications have been revoked due to illegal or disciplinary acts, and it has not been more than five years since their practice qualifications have been revoked; And according to Article 147 of the Company Law of People's Republic of China (PRC), a person may not serve as a director, supervisor or senior manager of an insurance company under any of the following circumstances. (VI) Organizational structure The organizational structure of an insurance company is the general name of the internal organizations that exercise the decision-making, management and supervision functions of the insurance company according to law. They are the organizational guarantee for the normal business activities of insurance companies and the necessary conditions for the establishment of insurance companies. Item 5 of Article 68 of the Insurance Law requires insurance companies to have a sound organizational structure and management system. Through the introduction of the procedures and conditions for the establishment of insurance companies, we can see that the national laws are cautious about the establishment of insurance companies. The establishment of insurance companies is not a mysterious matter, but is strictly supervised by relevant state departments. Therefore, as long as there is a formal national insurance company as a guarantee, the risk is controllable.