SEC Comment Letter 0000000000-23-010478 to CHINA LIFE INSURANCE CO LTD (CILJF) (CIK 0001268896) (CILJF)
CHINA LIFE INSURANCE CO LTD (CILJF) (CIK 0001268896)
Date: Sept. 22, 2023 · CIK: 0001268896 · Accession: 0000000000-23-010478
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File numbers found in text: 001-31914
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United States securities and exchange commission logo
September 22, 2023
Zhao Peng
President and Executive Director
China Life Insurance Company Limited
16 Financial Street
Xicheng District
Beijing 100033, China
Re:China Life Insurance Company Limited
Form 20-F for the Fiscal Year Ended December 31, 2022
File No. 001-31914
Dear Zhao Peng:
We have limited our review of your filing to the submission and/or disclosures as
required by Item 16I of Form 20-F and have the following comments. In some of our comments,
we may ask you to provide us with information so we may better understand your disclosure.
Please respond to these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond.
After reviewing your response to these comments, we may have additional comments.
Form 20-F for the Fiscal Year Ended December 31, 2022
Item 16I. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections, page 159
1.Please supplementally describe any additional materials that were reviewed and tell us
whether you relied upon any legal opinions or third party certifications such as affidavits
as the basis for your disclosure. In your response, please provide a similarly detailed
discussion of the materials reviewed and legal opinions or third party certifications relied
upon in connection with the required disclosures under paragraphs (b)(2) and (3).
2.In order to clarify the scope of your review, please supplementally describe the steps you
have taken to confirm whether the members of your board or the boards of your
consolidated foreign operating entities are officials of the Chinese Communist Party. For
instance, please tell us how the board members’ current or prior memberships on, or
affiliations with, committees of the Chinese Communist Party factored into your
determination. In addition, please tell us whether you have relied upon third party
certifications such as affidavits as the basis for your disclosure. Please also clarify for us
whether Mr. Li Mingguang is an official rather than just a member of the Chinese
FirstName LastNameZhao Peng
Comapany NameChina Life Insurance Company Limited
September 22, 2023 Page 2
FirstName LastName
Zhao Peng
China Life Insurance Company Limited
September 22, 2023
Page 2
Community Party.
3.Please note that 16I(b) requires that you provide disclosures for yourself and your
consolidated foreign operating entities, including variable interest entities or similar
structures. In that regard, we note that you have consolidated foreign operating entities
incorporated in China as well as in Hong Kong according to exhibit 8.1. With respect to
(b)(2), please supplementally clarify the jurisdictions in which your consolidated foreign
operating entities are organized or incorporated and confirm, if true, that you have
disclosed the percentage of your shares or the shares of your consolidated operating
entities owned by governmental entities in each foreign jurisdiction in which you have
consolidated operating entities. Alternatively, please provide this information in your
supplemental response.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
Please contact Tyler Howes at 202-551-3370 or Andrew Mew at 202-551-3377 with
any questions.
Sincerely,
Division of Corporation Finance
Disclosure Review Program