CUII China United Insurance Service Inc (CE)

Item 1.01 Entry into a Material Definitive Agreement.

On March 15, 2022, Action Holdings Financial Limited (“AHFL”), a British Virgin Islands company and wholly-owned subsidiary of China United Insurance Service, Inc. (the “Company” or “CUIS”), entered into Amendment 4 (“Amendment 4”) to the Strategic Alliance Agreement (the “Alliance Agreement”) with AIA International Limited Taiwan Branch (“AIATW”) to further revise certain provisions in the Alliance Agreement and the previous amendments to the Alliance Agreement.

On June 10, 2013, AHFL entered into the Alliance Agreement with AIATW, which was later amended by three amendments thereto (the “Former Amendments”). In accordance with the Alliance Agreement and Former Amendments, AHFL and other insurance agency companies or insurance brokerage companies affiliated with AHFL or CUIS have been promoting life insurance products provided by AIATW within the territory of Taiwan and received execution fees from AIATW subject to certain terms and conditions set forth therein, including reaching certain performance targets and threshold 13-month persistency ratios. In accordance with the Alliance Agreement and Former Amendments, the execution fees may be recalculated if certain performance targets are not met by AHFL. The original term of the Alliance Agreement is from April 15, 2013 to August 31, 2018, which was extended to December 31, 2021 by one of the Former Amendments.

On March 15, 2022, AHFL entered into Amendment 4, which, among other things, extended the expiration date of the Alliance Agreement to December 31, 2031. Pursuant to Amendment 4, the sales targets for the remaining contract term under the Alliance Agreement shall be changed by reference to (i) the amount of the value of new business (“VONB”) and (ii) the 13-month persistency ratio as set forth therein, provided that to the extent any underlying insurance contract is revoked, invalidated or terminated and premiums are refunded to such policyholder, the amount of the related VONB shall be correspondingly reduced. Amendment 4 provides that AIATW shall pay the strategic alliance business promotion fee of NTD 50,000,000; however, AHFL shall be required to return certain portions of or all of the business promotion fees within thirty (30) days of receipt of notice provided by AIATW if AFHL fails to meet certain goals set in Table 2 and Table 3 of Amendment 4. The primary factor under formula one focuses on the annual and/or accumulated achievement rate(s), while the primary factor under formula two focuses on the 13-month persistency ratio(s), among others.

An English translation of Amendment 4 is included as Exhibit 10.1 to this Current Report on Form 8-K. The foregoing description of Amendment 4 does not purport to be complete and is qualified in its entirety by reference to the complete translation of Amendment 4, which is filed as Exhibit 10.1 hereto, and incorporated herein by reference.