✅ Quelles sont les indemnités – Formulaire 10-K China United Insurance: 31 décembre

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ÉTATS-UNIS
SECURITES ET COMITE
Washington, D.C. 20549

FORMULAIRE
K-10

(Mark One)

x RAPPORT ANNUEL SUIVANT
L'ACTIVITÉ DE CHANGEMENT DES TITRES EN 1934 13

Pour l'exercice clos le 31 décembre
2018

ou

¨ RAPPORT DE TRANSITION SUIVANT
L'ACTIVITÉ DE CHANGEMENT DES TITRES EN 1934 13

Numéro de dossier de la Commission: 000-54884

CHINE ONE INSURANCE SERVICES, INC.

(Le nom exact du déclarant, indiqué par un
Charte)

Delaware
(Etat ou autre juridiction
inscription)
30-0826400
(I.R.S employeur
Numéro d'identification.)

7F, n ° 311, section 3
Route Nan-King Est
Taipei City, Taiwan
(Directions générales, code postal)

+ 8862-87126958
(Numéro d'enregistrement, y compris l'indicatif régional)

Titres enregistrés sous points. T.
Article 12 b) de la loi:

Titre de chaque classe Aucun

Titres inscrits en vertu de l'article 12 (g)
la loi:

Titre de chaque classe Ensemble commun, valeur nominale 0,00001 $

Cochez la case si le titulaire est une épice bien connue
au sens de l’article 405 de la loi sur les valeurs mobilières. oui ¨

pas x

Cochez la case si le titulaire est
n'est pas tenu de soumettre des rapports en vertu de l'article 13 (15) (d) de la Loi sur les bourses de valeurs. oui ¨

pas x

Cochez la case pour vérifier que le déclarant est
(1) soumis tous les rapports soumis en vertu des articles 13 ou 15 de la Securities Exchange Act of 1934 en vertu de la
12 mois (ou pour une période plus courte pendant laquelle le déclarant devait soumettre un rapport) et (2)
les exigences en matière de rapports au cours des 90 derniers jours. oui x pas
¨

Vérifier si le déclarant l'a soumis
par voie électronique, tout fichier de données interactif à soumettre conformément à la règle 405 de la
dans ce chapitre) au cours des 12 derniers mois (ou pour une période plus courte que le déclarant aurait dû fournir).
oui x pas ¨

Vérifiez si un
criminels au sens de l'article 405 du décret S-K (paragraphe 229.405 du présent chapitre) ne sont pas
meilleure connaissance de la personne inscrite sur la version 2004
Formulaire 10-K Formulaire III. Partie ou modification du formulaire 10-K. ¨

Cochez la case pour vérifier que le déclarant est
un grand déposant accéléré, un déposant accéléré, un déposant non accéléré, une petite société déclarante ou une société en croissance émergente.
Voir les définitions de "déposant à haute vitesse", "déposant accéléré", "petite société déclarante"
et «Société en croissance émergente» est la loi sur les changes 12b-2. par règlement.

Grand classeur accéléré ¨ Filer accéléré x
Pas un déposant accéléré ¨ (Ne vous assurez pas une société déclarante plus petite) Petite entreprise déclarante x
Société de croissance émergente ¨

Si vous êtes une entreprise en croissance émergente, indiquez-le.
vérifier si l'inscrit a décidé de ne pas utiliser la période de transition prolongée pour se conformer aux règles financières nouvelles ou révisées
normes comptables prévues à l’article 13 a) de la loi sur les bourses. ¨

Cochez la case pour vérifier que le déclarant est
entreprise fictive (au sens de l’article 12b-2 de la Loi). oui ¨

pas x

Valeur marchande totale du vote
et le droit de vote commun détenu par le propriétaire non inscrit, en fonction du prix de vente de clôture de l'inscrit
Le 30 juin 2018, le dernier jour ouvrable du dernier deuxième trimestre clos de la personne inscrite était en bourse.
65.505.414 $.

Le 29 mars 2019, il était 29 452 669
actions émises et en circulation, ainsi que 1 000 000 d’actions émises et prioritaires.

DOCUMENTS LIVRES
RÉFÉRANT

Cela fait partie de la déclaration de procuration de l'inscrit devant être soumise à la Securities and Exchange Commission
("SEC") sur la Fig. l'assemblée annuelle des actionnaires de 2019 de la personne inscrite
qui sera soumis après cette date, sous la forme 10-K, formulaire III. Une telle déclaration de procuration
soumis à la SEC dans un délai de 120 jours à compter de la fin de l’exercice clos le 31 décembre 2018 au plus tard.

TABLEAU
TABLE DES MATIÈRES

DÉCLARATION D'AVERTISSEMENT POUR L'AVENIR
INFORMATION

Ce rapport annuel contient des déclarations prospectives. Ces réclamations représentent des risques connus et inconnus
les incertitudes et autres facteurs susceptibles de faire varier considérablement les résultats, les performances ou les résultats réels
résultats futurs, présentations ou résultats exprimés dans des déclarations futures. Ce sont les risques et les incertitudes
, mais pas exclusivement, Chapitre 1, «Description de la description de l’entreprise», 1A
Facteurs »et le point 7« Discussion et analyse de la situation et des opérations financières par les dirigeants ».
Dans certains cas, vous pouvez identifier les déclarations futures avec des termes tels que "prévisions", "croit"
"Mai", "Estimations", "Attendre", "Intention", "Mai", "Plans"
“Potentiel”, “Prévisions”, “Projets”, “Doit”, “Être” et autres
expressions destinées à identifier des déclarations futures. Les déclarations prospectives reflètent nos vues actuelles en ce qui concerne
événements et hypothèses futurs et risques et incertitudes
se fier déraisonnablement à ces déclarations prospectives.

Les déclarations prospectives sont les nôtres
estimations et hypothèses à compter de la date du rapport annuel. Lire ce rapport annuel et les documents
nous nous référons à ce rapport annuel, ou pour rendre ce rapport annuel complet et compréhensible
Nos résultats futurs réels pourraient différer considérablement de nos attentes. Sauf si requis par la loi, nous ne commettons pas
vous devez mettre à jour vos futurs relevés ou mettre à jour des résultats réels pouvant différer considérablement de vos attentes
pour toute déclaration future, même si de nouvelles informations deviennent disponibles à l'avenir.

AUTRES INFORMATIONS

Les références dans ce rapport annuel sont "nous",
"Nous", "Nous" et "Société" et des termes d'importation similaires s'appliquent à China United Insurance Service.
Inc., ses filiales et sociétés à détenteurs de droits variables.

Des références à la Chine ou à la République populaire de Chine sont citées
République populaire de Chine (sauf Hong Kong, Macao et Taiwan). Les références à Taiwan font référence à la République de Chine.

Sauf indication contraire du contexte, la référence est
China United Insurance Service, Inc. et ses filiales font référence à la "Société" dans le rapport annuel. référence
"AHFL" désigne les activités conjointes d'Action Holdings Financial Limited et de ses filiales à Taiwan (telles que décrites ci-dessus)
ci-dessous). La référence à "Anhou" fait référence à l'opération conjointe de Law Anhou Insurance Agency Co., Ltd. et de ses filiales.

Notre société à Taiwan et en Chine a un nouveau dollar taïwanais ("NT $" ou "NTD"),
Taïwan, Dollar de Hong Kong ("HK $" ou "HKD"), Hong Kong et RMB, Devise
En Chine et états financiers en dollars américains («USD»)
ou "$"). Dans ce rapport annuel, nous nous référons aux actifs, passifs, passifs et passifs dans les états financiers
USD. Ces références en dollars font référence au taux de change entre NT $, HK $ et RMB et USD, qui est déterminé sur la base d'une date spécifique. changements à
affecte le montant des passifs dans le taux de change et la valeur de nos actifs en dollars, ce qui peut entraîner une
augmenter ou diminuer le montant de notre passif (en USD) et la valeur de notre actif, y compris les sinistres
(En USD).

PARTIE I

SUJET 1.

Aperçu de l'histoire et de la structure de l'entreprise

Notre société était une société du Delaware, organisée le 4 juin 2010 à différents niveaux.
Le marché OTC sera fourni à nos clients à partir d'août 2012. Nous fournissons à nos clients des intermédiaires en assurance vie, en biens et en accidents
services connexes. Notre entreprise à Taïwan est principalement exploitée par Law Insurance Broker Co., Ltd. ("Law Broker") et
Les activités de la Chine sont principalement exercées par le biais de la loi Anhou Insurance Agency Co., Ltd. (Anhou).

Jogügynök

L'histoire de notre entreprise remonte
En 1992, lors de la création du courtier en droit, le 9 octobre 1992.

Law Enterprise Co., Ltd. ("Entreprise légale")
est une société à responsabilité limitée constituée en vertu des lois de Taïwan et détient une participation de 100% dans le cabinet d'avocats d'une société à responsabilité limitée
actions enregistrées sous les lois de Taïwan le 9 octobre 1992. Law Enterprise exploitait deux autres filiales
au cours des trois derniers exercices, à savoir Law Risk Management & Consultant Co., Ltd. ("Legal Management"), société anonyme
loi du 5 décembre 1987 à Taiwan et à Law Insurance Agent Co., Ltd., une société à responsabilité limitée
Actions enregistrées sous les lois de Taïwan le 3 juin 2000 (le «cabinet d’avocats», dénommés conjointement
"Courtier en droit" et "Gestion du droit", "Filiales de Taiwan" et "Filiale de Taiwan").
Lorsque le Law Management and Law Agent a pris fin, ils ont expiré le 20 avril 2016 et le 12 avril 2016.

Achat AHFL

Action Holdings Financial Limited ("AHFL")
Le 30 avril 2012, les îles Vierges britanniques ont été mises sous responsabilité limitée. HFL détient une participation de 65,95% dans Law Enterprise
et certaines de nos autres filiales, comme décrit plus en détail ci-dessous.

Le 24 août 2012, un contrat d'acquisition
(«Contrat d’achat d’AHFL») a été conclu entre la Société et les actionnaires vendus d’AHFL.
plus. En vertu du contrat d’achat d’AHFL, notre société a acquis 100% des parts d’AHFL et de ses filiales à Taiwan
et notre société a accepté de payer 15,0 millions de NT (500,815 USD) et 7,5 millions de USD (250,095 USD) le 31 mars ou avant 2013.
Jusqu'au 31 mars 2013, en deux versements en espèces. En outre, notre société a accepté (i) d’émettre 8 000 000 d’actions
Notre société aux actionnaires de AHFL; (ii) Émission d'actions de 2 000 000 de sociétés par actions à certains employés juridiques
courtier; et (iii) créer un ensemble d’options d’achat d’actions pour les employés composé d’options disponibles pouvant être utilisées pour un maximum de 2 000 000 d’actions.
Le stock de notre société. Après la conclusion de la transaction, nous avons acquis une participation de 100% dans AHFL et nos filiales à Taiwan.

Le 14 mars 2013, la modification est une
L’Accord d’achat d’AHFL (le premier amendement à l’Accord d’achat d’AHFL) est t
Les actionnaires de la société et AHFL y ont été nommés. Dans le cadre de la première modification du contrat d’achat d’AHFL (i)
le délai de paiement en espèces prévu par la convention d'acquisition d'AHFL a été prolongé jusqu'au 31 mars 2015; et (ii) au lieu de 2.000.000
Actions d’options pour les employés, notre société a convenu de créer un stock d’employés comptant au plus 4 000 000 d’actions ordinaires
Les actions de notre société, dont 2 000 000 d’actions appartiennent exclusivement aux employés de Law Broker et les 2 000 000 d’actions restantes
les actions sont fournies aux employés des filiales de notre société (y compris les employés de Law Broker).

Le 13 mars 2015, une deuxième modification d'un
Contrat de passation de marché de AHFL (Deuxième modification de la convention d’acquisition de AHFL)
Les actionnaires de notre société et AHFL y ont été nommés. Conformément à la deuxième modification de la convention d’acquisition d’AHFL,
le délai de paiement en espèces prévu par la convention d'acquisition d'AHFL a été prolongé jusqu'au 31 mars 2016.

Le 17 février 2016, un troisième amendement
au contrat d’achat d’AHFL ("Troisième amendement au contrat d’achat d’AHFL"). t
Les actionnaires de notre société et AHFL y ont été nommés. En vertu de la troisième modification de l’Accord d’achat d’AHFL
Au plus tard le 30 juin 2016, (i) notre société s’engage à respecter l’inscription à la cote de ses actions d’un capital important
marché, où le revenu net provenant de ce financement public devait être d’au moins 10,0 millions de dollars; (ii) mi
La société s’engage à verser une quote-part de 22,5 millions d’euros en numéraire aux actionnaires des vendeurs.
Émission d’actions d’AHFL et émission de 5 000 000 d’actions ordinaires en faveur de certains employés d’AHFL en fonction du régime d’actions / d’options des employés, et (iii)
Le non-respect de l'un des critères ci-dessus dans les délais prévus constituerait une violation substantielle de l'accord par la société.
En vertu de l'article 8 de la convention de passation de marché, les parties non violantes ont le droit de résilier la convention d'acquisition et de le résilier.
Acquisition et restauration d’AHFL Le statu quo de notre société et de nos distributeurs AHFL comme s’il avait été acquis
jamais arrivé.

Le 8 août 2016, un quatrième changement
Contrat d'achat avec AHFL (Quatrième amendement au contrat d'achat avec AHFL)
Les actionnaires de notre société et AHFL y ont été nommés. Conformément à la quatrième modification du contrat d’achat d’AHFL,
(i) la troisième modification du contrat d’achat d’AHFL a été immédiatement résiliée le 8 août 2016, et (ii)
accepté de verser 15,0 millions AHFL NT aux vendeurs avant ou avant le 31 mars 2017 et 4,8 millions USD le 21 juillet.
2016e

12 mars 2017 Cinquième amendement. T.
la convention d'acquisition (cinquième modification de la convention d'achat AHFL) a été conclue entre notre société et la société.
et les actionnaires de AHFL nommés là. Selon la cinquième modification de la convention d’acquisition d’AHFL, notre société
a accepté de distribuer le paiement en espèces de 15 millions de NT aux actionnaires de l'AHFL nommés dans celle-ci;
Jusqu'au 31 mars 2019.

27 mars 2019, sixième modification de la convention d'achat (sixième modification de l'AHFL)
L’accord d’acquisition a été suivi par la Société et les actionnaires de l’AHFL qui y sont nommés. de
Pour le sixième amendement à la convention d’achat de HFL, notre société a accepté de distribuer des paiements en espèces d’un montant de 15 dollars US.
millions d’euros aux actionnaires d’AHFL, nommés avant le 31 mars 2021.

Acquisition de GHFL

Genius Holdings Financial Limited (GHFL)
est une filiale à 100% de AHFL. 13 février 2015 Notre société, AHFL et M. Chwan Hau Li, directeur des ventes
Convention de subvention GHFL ("Convention d’achat de GHFL"). Basé sur l'achat de GHFL
En vertu de cet accord, notre société a convenu d’émettre 352 166 actions ordinaires entièrement libérées et de moindre valeur des actions ordinaires d’AHFL (les "actions AHFL").
en conjonction avec l'option offerte d'échanger les 352 166 actions de notre société («option d'achat»)
704 333 actions dans GHFL, tous les fonds d’actions existants et émis de GHFL. Ce peut être une option de vente
ils sont exercés dans les six mois suivant la date de clôture de l’acquisition et l’actionnaire distributeur du GHFL échangerait le
Actions en contrepartie de l'exercice d'une option de vente. Après l’acquisition, GHFL est devenue une filiale à part entière
Notre société GHFL détient 100% des actions en circulation de Genius Investment Consultant Co., Ltd. ("Taiwan Genius"),
est une société anonyme de droit taïwanais représentant environ 15,64% de l’émission et de la notoriété
Genius Insurance Broker Co., Ltd. ("Genius Broker"), société à responsabilité limitée, et
Lois de Taiwan. GHFL et Taiwan Genius n’exercent aucune activité financière dans le domaine de la détention des actions d’une filiale.
Genius Broker traite principalement avec des sociétés de courtage à Taiwan. M. Chwan Hau Li était l'unique actionnaire de GHFL et il était
Administrateur et actionnaire de notre société. Le 31 mars 2015, M. Chwan Hau Li a exercé l'option de vente, soit 352 166
Les actions d’AHFL appartenant à Chwan Hau Li ont été retournées à notre société en contrepartie de 352 166 actions ordinaires.
Les actions de notre société, qui ont été émises à Chwan Hau Li le 29 avril 2015.

17 février 2016 Notre entreprise, AHFL
et Chwan Hau Li a repris l'amendement 2 de l'accord d'acquisition de GHFL ("Deuxième amendement à l'approvisionnement en GHFL").
«Accord») en vertu duquel notre société a accepté de dresser la liste de notre société sur les principaux marchés financiers
Avant le 28 février 2016, le produit net tiré de ce financement par appel d'offres public était d'au moins 10,0 millions de dollars.

Le 8 août 2016, notre société, AHFL et
M. Chwan Hau Li a apporté une troisième modification au contrat d’achat de GHFL ("Troisième modification de l’achat de GHFL")
Accord ”) en vertu duquel le deuxième avenant au contrat d’achat de GHFL a été résilié.

En juillet 2018, la Société a acquis la Joint Broker Co., Limited («JIB») Taiwan
Société de courtage, anciennement connue sous le nom de Kao Te Insurance Broker ("KT Broker"), par l’intermédiaire de Genius Investment Co., Limited
("CPG"). Le 1er juillet 2018, le CPG a conclu une convention d'achat (convention d'acquisition de courtier KT).
Ma. KT Broker Distributor, M me. En vertu de la convention d’achat de KT Broker, GIC a accepté de verser 29 545 $ (NT $
900 000) en échange de licences de courtage en assurance de KT Broker délivrées par le gouvernement de Taiwan et le
le nom de la société KT Broker et des dépôts légaux de 13 133 $ (400 000 $ NT). La société ne souhaite pas exploiter KT Broker
société de courtage existante et ne peut pas garder le personnel de vente, de sorte que la société a seulement comptabilisé l'achat d'actifs
dans le cadre de la transaction. En vertu de la loi de Taiwan, la licence de courtage provient de la personne morale de KT Broker et
l'entité elle-même ne peut pas être dissoute, la société a donc été renommée KT Broker en société commune de courtiers en assurance, Limited
personne morale pour les licences de courtage.

Anhou

12 juillet 2010 ZLI Holdings Limited
("CU Hong Kong"), filiale à part entière de la Société, a été établie à Hong Kong. 20 octobre 2010, Zhengzhou
Zhonglian Hengfu Consulting Co., Ltd., une entreprise à capitaux entièrement étrangers ("CU WFOE"), une
CU a été créée à Hong Kong, dans la province du Henan (République populaire de Chine). Le 16 janvier 2011, la société a émis 20 000 000 d’actions ordinaires.
Investissement de 300 000 $ dans CU WFOE. La sortie est en 2004
l'inscription dans S modifié de la loi de 1933 sur les valeurs mobilières.

Agence d’assurances Cie., Ltd de Zhengzhou Anhou,
Le prédécesseur d'Anhou, la République populaire de Chine, a été établi dans la province du Henan le 9 octobre 2003.
propriété étrangère et investissement dans des sociétés de courtage en assurance en Chine, en particulier dans des entreprises basées sur les qualifications
exigences de capital des investisseurs. Able Capital Holding Co., Ltd., société à responsabilité limitée de Hong Kong
Kong, quatre Chinois, à savoir Yanyan Wang, Zhaohui Chen, Weizhe Hou et Yong Zhang, pour investir au nom d’Anhou.

26 septembre 2013 Yanyan Wang, Zhaohui
Chen, Jing Yue, Weizhe Hou, Yong Zhang, Li Chen («Nouveaux investisseurs de Anhou») et Shuqin Zhu, Qun Wei, Qunlei Fang et Yanxia
Chen ("Anhou Original Actholders") a accepté d'augmenter le capital souscrit d'Anhou à 50 millions de RMB, y compris
(i) Yanyan Wang a accepté d'investir 10 millions de RMB, soit 20% du capital souscrit d'Anho, (ii) Zhaohui Chen a accepté
investir 10 millions de RMB, représentant 20% du capital-actions d'Anhou, (iii) Jing Yue a accepté d'investir 7,5 millions de RMB en comptabilité
iv) Weizhe Hou a accepté d'investir 5 millions de RMB, soit 10% du capital souscrit, dans 15% du capital souscrit à Anhou.
À Anhou (v), Yong Zhang a accepté d'investir 4,5 millions de RMB, ce qui représente 9% du capital social d'Anhou, et (vi) Li Chen a accepté.
d'investir 3 millions de RMB, représentant 6% du capital social Anhou, respectivement.

Augmentation de capital enregistrée d'Anhou
il a répondu à la publication de certains règlements de la Commission de réglementation des assurances chinois ("CRIA").
Le 27 avril 2013, la CIRC a publié une résolution sur la révision des dispositions de surveillance et des dispositions administratives en matière d’assurance.
Agences («décision d’examen d’agence») en vertu de laquelle la CIRC a confié à une agence d’assurance
à la suite d'une décision de revoir les dispositions de l'Agence pour satisfaire au capital minimum requis de 50 RMB
millions. Le 16 mai 2013, le CIRC a publié un avis sur d'autres questions d'accès aux intermédiaires d'assurance professionnels.
Market (2013 Announcement), sur la base duquel des agences d'émission professionnelles ont été créées avant leur émission
La décision de revoir les provisions de l'Agence, avec un capital social inférieur à 50 millions de RMB, peut continuer à fonctionner
activité commerciale existante dans les provinces où ils ont leur siège ou leurs succursales mais ne peuvent pas créer de nouveaux comptes
dans toute province qui n'a pas de bureau enregistré ou de succursale. Meilleure mise en œuvre des stratégies d'élargissement
Notre société, Anhou, a augmenté son capital social à 50 millions de RMB afin de satisfaire aux exigences du CIRC afin de pouvoir
Créer de nouvelles succursales dans toute province en dehors des opérations chinoises actuelles.

24 octobre 2013 Les actionnaires initiaux d'Anhou
a transféré ses intérêts à Anhou à Changrong Hu, citoyen de la République populaire de Chine ("Hu", Anhou Nouveaux investisseurs, "Anhou
Actionnaires existants »), contrepartie cumulée de 10 RMB. Hu est actuellement représentant légal, général
Administrateur et administrateur unique d'Anhou.

17 novembre 2016 Li Chen transféré
intérêts dans Anhou pour Chunyan Lu, la contrepartie cumulée de 3 millions de RMB.

Agence d'assurance du Sichuan Kangzhuang,
Ltd. ("Sichuan Kangzhuang"), filiale à 100% d'Anhou à responsabilité limitée en septembre
4 avril 2006 dans la province du Sichuan, en Chine. Le 6 septembre 2010, les actionnaires du Sichuan Kangzhuang ont manifesté leur intérêt
Sichuan Kangzhuang pour Anhou, contrepartie cumulative de 532 622 RMB. Obtenir des avantages économiques
et permis le contrôle centralisé des opérations commerciales du Sichuan, la société a lancé le processus de déblocage
Sichuan Kangzhuang, une filiale à 100% de Anhou and Anhou Branch dans la province du Sichuan. Par conséquent,
Sichuan Kangzhuang a déposé une demande de liquidation auprès du bureau de l'administration et du commerce local et a annoncé publiquement
Le Sichuan Kangzhuang a cessé ses activités le 8 octobre 2018.

Jiangsu Law Insurance Brokers Co., Ltd ("Loi de Jiangsu"), une filiale à part entière de Anhou,
La responsabilité limitée a été établie le 19 septembre 2005 en République populaire de Chine. La loi de Jiangsu est autorisée
services de courtage en assurances. Le 28 septembre 2010, les actionnaires de Anhou et Jiangsu Act ont conclu un transfert d'actions
accords. Conformément aux dispositions en vigueur en octobre relatives à la surveillance et à la gestion de l'institution intermédiaire d'assurance
Le 1er octobre 2009, si une société de courtage en assurances n'excède pas son capital social d'au moins 10 millions de RMB début octobre ou la veille
Le 1er janvier 2012, la CIRC ou son partenaire local peut décider de ne pas prolonger le permis d'agent d'assurance. pour répondre
11 février 2011, Anhou a investi 4,82 millions de RMB dans la loi relative au Jiangsu afin d’augmenter le
le capital social est de 10 millions de RMB.

Nos filiales consolidées

Comme le KNK a des restrictions légales sur la propriété étrangère et l'investissement dans des agences d'assurance et des sociétés de courtage
En Chine, nous exploitons principalement les activités de la République populaire de Chine, en particulier en ce qui concerne les qualifications et le capital requis des investisseurs.
par les lois Anhou et Jiangsu (collectivement, les «filiales consolidées», chacune des
Entité « ). Nous n'avons aucune participation dans nos filiales consolidées. Cependant, par le biais d’accords de VIE (définis
comme décrit ci-dessous), nous avons vérifié et sommes en mesure de réaliser les avantages économiques des filiales consolidées significatives.
Le 19 janvier 2015, le ministère du Commerce de la République populaire de Chine ("MOFCOM") a publié un projet de
Le projet de loi sur les investissements étrangers (le "projet de loi sur les investissements étrangers") comporte des notes explicatives. MOFCOM
Le 17 février 2015, il a invité le public à commenter le projet de loi sur les investissements étrangers, publié
remplacer et intégrer les trois lois existantes sur l'investissement étranger, mais en quoi ces changements affectent les organisations existantes
Les organisations à taux variable de la Chine, en particulier celles contrôlées à l'étranger, ne sont pas tout à fait claires.

Nos filiales consolidées
La Chine est une organisation à taux variable qui exploite tous nos services d’assurance en Chine. Ce sont des accords de VIE
nous donne le contrôle effectif de nos filiales consolidées en Chine et nous permet de consolider nos résultats financiers
dans les états financiers consolidés de nos filiales.

17 janvier 2011 CU WFOE, Anhou et
Les actionnaires initiaux d’Anhou ont conclu un certain nombre de conventions (les "anciennes conventions VIE") en vertu desquelles la CU WFOE
a un contrôle effectif sur Anhou. À la suite de l’augmentation de capital et du transfert d’actions susmentionnés, en octobre
Le 24 décembre 2013, les actionnaires actuels de CU WFOE, Anhou et Anhou ont conclu des accords ("accords de VIE"),
y compris le pouvoir des avocats, les contrats d'option exclusifs, les accords de promesse de partage, sous la même forme que les anciens accords VIE précédents,
avec le changement de nom des actionnaires et des actionnaires. Les anciens accords de VIE ont été résiliés
Les actionnaires initiaux de CU WFOE, Anhou et Anhou le même jour, à l'exception de la mise en œuvre de l'accord exclusif de coopération commerciale
CU WFOE et Anhou sont restés entre le 17 janvier et 2011. Les accords VIE existants sont:

premier

Un accord exclusif de coopération entre entreprises, aux termes duquel la CU WFOE est désignée en tant que service exclusif
fournir à Anhou un soutien technique complet, un soutien aux entreprises et des services de conseil connexes en échange de 90% net
Les bénéfices d'Anhou. L'accord exclusif de coopération commerciale est entré en vigueur le 17 janvier 2011 pour une durée de dix ans.
la CU WFOE a la discrétion. La CU WFOE peut résilier le contrat à tout moment avec un préavis écrit de 30 jours.
Anhou ne peut résilier le contrat que si CU WFOE commet une négligence grave ou des actes frauduleux contre Anhou;

deuxième basé sur proxy
les actionnaires Anhou de CU WFOE ont exercé leur droit de vote collectif à Anhou;

troisième en vertu d'un contrat d'option
à laquelle les actionnaires d'Anhou ont concédé à CU WFOE des droits et des options irrévocables lui permettant d'acquérir la totalité de leurs fonds propres
Anhou dans. La convention d'option est entrée en vigueur le 24 octobre 2013 avec un renouvellement de dix ans à la CU WFOE.
élections; et

4 Pacte d'actionnaires,
Sur la base de laquelle les actionnaires d'Anhou ont attribué les actions d'Anhou à tous les WFO de Cou afin de garantir Anhou.
remplir ses obligations en vertu de l'accord exclusif de coopération commerciale.

PFAL

Prime Financial Asia Ltd. (PFAL)
Enregistré à Hong Kong en tant que société de courtage en réassurance. 23 avril 2014 AHFL et Chun Kwok Wong (M. Wong)
egy tőkeemelésről szóló megállapodást kötött, amelynek értelmében Wong úr megállapodott abban, hogy a PFAL jegyzett tőkéjét 500 ezer dollárról növeli
A HKF 1,470,000-ig terjedő és az AHFL beleegyezett abba, hogy 1530 000 HK-t befizet a PFAL jegyzett tőkéjébe. A tőkeemelés befejezése után
2014. április 30-án Wong és az AHFL a PFAL saját tőkéjének 49% -át és 51% -át birtokolja.

2015. augusztus 7-én a Max Key Investment Ltd.
(„MKI”) a brit Virgin-szigeteken korlátozott felelősséggel került bejegyzésre. 2015. augusztus 15-én a Prime Management
A Consulting (Nanjing) Co., Ltd. (a továbbiakban: PTC Nanjing) korlátozott felelősséggel került be a Kínai Népköztársaság tartományába.
2015. szeptember 3-án a Prime Asia Corporation Limited. („PTC Taiwan”), egy részvénytársaság
Tajvanon. Az MKI, a PTC Nanjing és a PTC Taiwan mindegyike a PFAL teljes tulajdonú leányvállalata.

Mint olyan holdingtársaság, amelynek nem üzleti tevékenysége a működési leányvállalat részvényesei
A CU WFOE Kínában és a jogi közvetítő Tajvanon, elsősorban a CU WFOE által Kínában fizetendő osztalékokra és a tajvani Law Brokerre támaszkodunk.
A CU WFOE, az Anhou kizárólagos szolgáltatója, az Anhou-tól kapott szolgáltatási díjakra támaszkodik. alapján
a CU WFOE és az Anhou közötti kizárólagos együttműködési megállapodás („együttműködési megállapodás”), a CU WFOE joga van
az Anhou nettó nyereségének 90% -át. Anhou az együttműködési megállapodás szerint szolgáltatási díjat fizet, de rendelkezik
eddig nem fizetett osztalékot a CU WFOE-nak. 2018. december 31-én Anhou nyereséggel működött, de mivel Anhou egyre növekszik
a további terjeszkedés támogatásához pénzügyi forrásokat igénylő vállalat, az osztalék kifizetését később határozzák meg
a pénzügyi körülményekről. Képességünk, hogy a CU WFOE-től részesüljenek osztalékból, USD-re konvertálják és megtérítsék
Kínából kivételt képeznek a KNK-beli társaságok osztalékfizetésére vonatkozó alkalmazandó kínai korlátozások, törvények és rendeletek
deviza és a külföldi befektetések korlátozása. A 2017. december 31-ével végződő évre 85,31%, 14,37% és 0,32% -a volt
konszolidált pénzügyi beszámolóinkból származó bevételek a tajvani szegmensből, a kínai szegmensből és a hongkongi szegmensből származtak.
For the year ended December 31, 2018, 85.82 %, 13.31% and 0.87% of our revenues in our consolidated financial statements were derived
from our Taiwan Segment, PRC Segment, and Hong Kong Segment, respectively. Revenues in our consolidated financial statements are
composed of commissions earned from insurance companies according to the terms of each insurance company service agreement, as
well as revenues earned in association with the Strategic Alliance Agreement with AIATW.

Reclassification of Shares

On January 28, 2011, our Company increased
the number of authorized shares from 30,000,000 shares of common stock to 100,000,000 shares of common stock and 10,000,000 shares
of preferred stock. On July 2, 2012, our board of directors and stockholders approved, in connection with a reclassification of
1,000,000 issued and outstanding shares of common stock (the “Reclassified Shares”), par value $0.00001 per share held
by Mr. Yi Hsiao Mao (“Mr. Mao”) into 1,000,000 shares of Series A Convertible Preferred Stock, par value $0.00001 per
share (the “Series A Preferred Stock”) on a share-for-share basis (the “Reclassification”), the issuance
of 1,000,000 shares of Series A Preferred Stock to Mr. Mao and cancellation of 1,000,000 common stock held and submitted by Mr.
Mao pursuant to the Reclassification. All of the 1,000,000 shares of Series A Preferred Stock are reclassified from the 1,000,000
common stock held by Mr. Mao and no additional consideration has been paid by Mr. Mao in connection with the Reclassification.
Each holder of common stock shall be entitled to one vote for each share of common stock held of record by such holder as of the
applicable record date on any matter that is submitted to a vote of the stockholders of our Company; while each holder of Series
A Preferred Stock shall be entitled to ten votes for each share of Series A Preferred Stock held of record by such holder as of
the applicable record date on any matter that is submitted to a vote of the stockholders of our Company.

2017 Long Term Incentive Plan

On May 12, 2017, the Company’s 2017 Long Term Incentive Plan (the “2017 Plan”) was approved
by the shareholders at the 2017 Annual Meeting of Stockholders of China United Insurance Service, Inc. Up to 10,000,000 shares
of our Common Stock may be granted under the 2017 Plan (the “Share Pool”), provided that 2,000,000 shares of the Share
Pool is reserved for issuance to eligible participants providing services to AHFL and its subsidiaries. Eligibility to participate
is open to officers, directors and employees of, and other individuals (including sales agents who are exclusive agents of the
Company or its subsidiaries or derive more than 50% of their income from those entities) who provide bona fide services to or for,
us or any of our subsidiaries. Given that metrics for evaluating performance goals are rather complex and exhaustive, and that
the Company’s management and Board of Directors are still working to develop a series of reward policies that specify various
performance target levels and the size of the award or payout of performance shares with respect to each different target level
attained, no awards were granted under the 2017 Plan as of December 31, 2018.

The following flow chart illustrates our Company’s organizational
structure as of March 29, 2019:

Products and Services

Law Broker and Anhou market and sell to
customers two broad categories of insurance products: life insurance products and property and casualty insurance products, both
focused on meeting the particular insurance needs of individuals. The insurance products that Law Broker and Anhou sell are underwritten
by some of the leading insurance companies in Taiwan and China, respectively.

Through Anhou’s wholly-owned insurance
brokerage firm Jiangsu Law, it also closely interacts with insurance companies and actively locates and introduces the right customers
in Anhou’s database matching the insurance products offered by such insurance companies to them.

Law Broker and Anhou are compensated primarily
by commissions and fees paid by insurance companies, typically based on a percentage of the premium paid by the insured or a percentage
of the amount recovered from insurance companies. Commission and fee rates generally depend on the type of insurance products,
the particular insurance company.

Life Insurance Products

Law Broker

The life insurance products Law Broker
distributes can be broadly classified into the categories set forth below. Due to continuing product innovation by insurance companies,
some of the insurance products Law Broker distributes combine features of one or more of the categories listed below. Total net
revenues from life insurance products distributed by Law Broker in 2018 was approximately $62.43 million, accounted for approximately
93.12% of Law Broker’s total net revenues and approximately 79.36% of our total net revenues for the year ended December
31, 2018, respectively.

· Individual Whole Life Insurance. The individual whole life insurance products Law Broker distributes provide insurance for the insured person’s entire life in exchange for the periodic payment of fixed premiums over a pre-determined period, generally ranging from six to 20 years, or until the insured reaches a certain age. The face amount of the policy or, for some policies, the face amount plus accumulated interest is paid upon the death of the insured.

· Individual Term Life Insurance. The individual term life insurance products Law Broker distributes provide insurance for the insured for a specified time period or until the attainment of a certain age, in return for the periodic payment of fixed premiums over a pre-determined period, generally ranging from six to 20 years. Term life insurance policies generally expire without value if the insured survives the coverage period.

· Individual Health Insurance. The individual health insurance products Law Broker distributes pay the insured amount of reasonable hospitalization cost, or certain death benefit in case of the death of the insured, due to illness, accident or childbirth. Individual health insurance policies expire when the premium is not paid or a certain age is attained.

· Accidental Injury Insurance. The accidental injury insurance products Law Broker distributes provide benefits when the insured is dead or disabled because of accidental injury, which is unforeseen by the injured or against his will.

· Investment-Oriented Insurance. The investment-oriented insurance products Law Broker distributes are market linked insurance plans which also provide life coverage, combining advantages of investment and protection. The premium amount (after deduction of certain charges) is invested into different funds. The performance of the fund will depend on the market conditions. A growing upward trend in market will increase the fund value. Every investment-oriented insurance policy has market risk exposure depending on the fund invested and such investment risk is solely borne by the policyholder. Depending on the death benefit, investment-oriented insurance policies are categorized into two broad categories: (1) the death benefit is equal to the higher of insured amount or fund value; (2) the death benefit is equal to the insured amount plus fund value.

· Foreign Currency Insurance Commodities. The foreign currency insurance commodities Law Broker distributes are life insurance policies in which policy benefits are paid in foreign currencies. The foreign currency policy provides insurance for the insured person’s life in exchange for the periodic payment of fixed premiums over a pre-determined period, generally ranging from six to 20 years, or until the insured reaches a certain age. The face amount of the policy or, for some policies, the face amount plus accumulated interest, is paid upon the death of the insured.

·

Travel Accident Insurance. la
                                         travel accident insurance products Law Broker distributes provide accident coverage for
                                         accidental death, bodily injury, and other travel injuries. The premium is based on the
                                         number of travel days and the insured amount.

The life insurance products Law Broker
distributed in the year ending December 31, 2018 were primarily underwritten by, in alphabetical order, AIA International Limited
Taiwan Branch, Farglory Life Insurance Co., Ltd., Fubon Life Insurance Co., Ltd., Shin Kong Life Insurance Co., Ltd., Taiwan Life
Insurance Co., Ltd. and TransGlobe Life Insurance Inc. Among them, Farglory Life Insurance Co., Ltd., Taiwan Life Insurance Co.,
Ltd., and TransGlobe Life Insurance Inc. accounted for approximately 23.43%, 14.01%, and 13.07% of our total net revenues in the
fiscal year ending December 31, 2018, respectively.

Anhou

The life insurance products Anhou distributes can be broadly classified into the categories set forth
below. Due to constant product innovation by insurance companies, some of the insurance products Anhou distributes combine features
of one or more of the categories listed below. Total net revenues from life insurance products in 2018 was approximately $ 9.91
million, accounting for approximately 94.67% of Anhou’s total net revenues and approximately 12.59% of our total net revenues
for the year ending December 31, 2018, respectively.

· Individual Whole Life Insurance. The individual whole life insurance products Anhou distributes provide insurance for the insured person’s entire life in exchange for the periodic payment of fixed premiums over a pre-determined period, generally ranging from five to 20 years, or until the insured reaches a certain age. The face amount of the policy or, for some policies, the face amount plus accumulated interest is paid upon the death of the insured.

· Individual Term Life Insurance. The individual term life insurance products Anhou distributes provide insurance for the insured for a specified time period or until the attainment of a certain age, in return for the periodic payment of fixed premiums over a pre-determined period, generally ranging from five to 20 years. Term life insurance policies generally expire without value if the insured survives the coverage period.

· Individual Endowment Life Insurance. The individual endowment products Anhou distributes generally provide maturity benefits if the insured reaches a specified age, and provide to a beneficiary designated by the insured guaranteed benefits upon the death of the insured within the coverage period. In return, the insured makes periodic payment of premiums over a pre-determined period, generally ranging from five to 25 years.

· Individual Annuity Insurance. The individual annuity insurance products Anhou distributes provide annual benefit payments after the insured attains a certain age, or for a fixed time period, and provide a lump payment at the end of the coverage period. In addition, the beneficiary designated in the annuity contract will receive guaranteed benefits upon the death of the insured during the coverage period. In return, the purchaser of the annuity products makes periodic payment of premiums during a pre-determined accumulation period.

· Individual Health Insurance. The individual health insurance products Anhou distributes primarily consist of critical illness insurance products, which provide guaranteed benefits for specified critical illnesses during the coverage period. In return, the insured makes periodic payment of premiums over a pre-determined period.

The life insurance products Anhou distributed
in the year ending December 31, 2018 were primarily underwritten by, in alphabetical order, Aegon THTF Life Insurance Co., Ltd.,
AVIVA Life Insurance Co., Ltd., Evergrande Life Assurance Co., Ltd., Funde Sino Life Insurance Co., Ltd., Huaxia Insurance Co.,
Ltd., and Tianan Life Insurance Co., Ltd. None of these insurance company partners accounted for more than 10% of our total net
revenues for the year ended December 31, 2018.

In addition to the periodic premium payment
schedules described above, most of the individual life insurance products we distribute also allow the insured to choose to make
a single, lump-sum premium payment at the beginning of the policy term. If a periodic payment schedule is adopted by the insured,
a life insurance policy can generate periodic payment of fixed premiums to the insurance company for a specified period of time.
This means that once Anhou or Law Broker sells a life insurance policy with a periodic premium payment schedule, they will be able
to derive commission and fee income from that policy for an extended period of time, sometimes up to 25 years. Because of this
feature and the expected sustainable growth of life insurance sales in China and Taiwan, we have focused significant resources
ever since the inception of Anhou and Law Broker on developing our capability to distribute individual life insurance products
with periodic payment schedules. We expect that sales of life insurance products will continue to be our primary source of revenue
in the next several years.

Property and Casualty Insurance Products

Law Broker

Law Broker’s main property and casualty
insurance products are automobile insurance, casualty insurance, and liability insurance. Law Broker commenced sale of automobile
insurance, casualty insurance and liability insurance business in August 2003. Total net revenues from property and casualty insurance
products in the 2018 year was approximately $4.61 million, accounted for approximately 6.88% of Law Broker’s total net revenues
and approximately 5.86% of our total net revenues in the year ending December 31, 2018, respectively.

The property and casualty insurance products
Law Broker distributes can be further classified into the following categories:

· Automobile Insurance. Law Broker distributes
    both standard automobile insurance policies and supplemental policies, which we refer to as riders. The standard automobile
    insurance policies Law Broker sells generally have a term of one year and cover damages caused to the insured vehicle by collision
    and other traffic accidents, falling or flying objects, fire, explosion and natural disasters. Law Broker also sells standard
    third party liability insurance policies, which cover bodily injury and property damage caused by an accident involving an
    insured vehicle to a person not in the insured vehicle. The riders Law Broker distributes cover additional losses, such as
    liability to passengers, losses arising from vehicle theft and robbery, broken glass and vehicle body scratches.

· Casualty Insurance. The casualty insurance Law Broker distributes are primarily designed to insure any losses or damages to properties caused by direct accidents. The policy period is usually one year and the premium is generally calculated based on the insured amount.

· Liability Insurance. The liability insurance products Law Broker distributes are primarily designed to protect an individual or business from the risk that they may be sued and held legally liable for something such as malpractice, injury or negligence. The policy period is usually one year and the premium is generally calculated based on the insured amount.

The property and casualty insurance products Law Broker distributed in the year ending December 31, 2018
were primarily underwritten by, in alphabetical order, Fubon Insurance Co., Ltd., Hotai Insurance Co., Ltd., Shinkong Insurance
Co., Ltd., Taiwan Insurance Co. Ltd. and TLG Insurance Co.. None of these insurance company partners accounted for more than 10%
of our total net revenues for the year ended December 31, 2018.

Anhou

Anhou’s main property
and casualty insurance products are automobile insurance and commercial property insurance. Anhou commenced its sale of commercial
property insurance in 2009 and developed its automobile insurance business since 2010. Total net revenues from property and casualty
insurance products distributed by Anhou in the 2018 fiscal year was approximately $0.56 million, accounted for approximately 5.33%
of Anhou’s total net revenues and approximately 0.71% of our total net revenues for the fiscal year ending December 31, 2018.

The property and casualty insurance products
Anhou distributes can be further classified into the following categories:

· Automobile Insurance. Automobile insurance
    is the largest segment of property and casualty insurance in the PRC in terms of gross written premiums. Anhou distributes
    both standard automobile insurance policies and supplemental policies, which we refer to as riders. The standard automobile
    insurance policies Anhou sells generally have a term of one year and cover damages caused to the insured vehicle by collision
    and other traffic accidents, falling or flying objects, fire, explosion and natural disasters. Anhou also sells standard third
    party liability insurance policies, which cover bodily injury and property damage caused by an accident involving an insured
    vehicle to a person not in the insured vehicle. The riders Anhou distributes cover additional losses, such as liability to
    passengers, losses arising from vehicle theft and robbery, broken glass and vehicle body scratches.

· Commercial Property Insurance. The commercial
    property insurance products Anhou distributes include basic, comprehensive and all risk policies. Basic commercial property
    insurance policies generally cover damage to the insured property caused by fire, explosion and thunder and lightning. Comprehensive
    commercial property insurance policies generally cover damage to the insured property caused by fire, explosion and certain
    natural disasters. All risk commercial property insurance policies cover all causes of damage to the insured property not
    specifically excluded from the policies.

The property and casualty insurance products
Anhou distributed in the fiscal year ending December 31, 2018 were primarily underwritten by, in alphabetical order, China Pacific
(Group) Co., Ltd., Huatai P&C Insurance Co., Ltd., PICC Property and Casualty Co., Ltd., Ping An Insurance (Group) Company
of China, Ltd., and Tianan Property Insurance Co., Ltd. None of these insurance company partners accounted for more than 10% of
our total net revenues for the year ended December 31, 2018.

Strategic Alliance with AIATW

On June 10, 2013, AHFL entered into a Strategic
Alliance Agreement (the “Alliance Agreement”) with AIA International Limited Taiwan Branch (“AIATW”), the
purpose of which is to promote life insurance products provided by AIATW within Taiwan by insurance agency companies or insurance
brokerage companies affiliated with AHFL or CUIS. The original term of the Alliance Agreement was from June 1, 2013 to May 31,
2018. Pursuant to the terms of the Alliance Agreement, AIATW was required to pay AHFL an execution fee of $8,326,700 (NT$ 250,000,000)
to be recorded as revenue upon fulfilling sales target over the next five years. As of September 23, 2013, AHFL received $8,326,700
(NT$250,000,000) from AIATW under the Alliance Agreement. Pursuant to the Alliance Agreement, AHFL was entitled to the payment
of the execution fee, subject to certain terms and conditions therein, including the satisfaction of the performance targets and
the threshold 13-month persistency ratio.

On September 30, 2014, AHFL entered into
an Amendment to the Alliance Agreement (the “First Amendment to the Alliance Agreement”) with AIATW. Pursuant to the
First Amendment to the Alliance Agreement, the expiration date of the Alliance Agreement was extended from May 31, 2018 to December
31, 2020. In addition, both AHFL and AIATW agreed to adjust certain terms and conditions set forth in the Alliance Agreement, including
the downward adjustment of the performance targets as well as the mechanism and formula calculating the execution fee to be refunded,
if any.

On January 6, 2016, AHFL entered into an
Amendment No. 2 to the Alliance Agreement (the “Second Amendment to the Alliance Agreement”) with AIATW to further
revise certain provisions in the Alliance Agreement and the previous amendment entered into by and between AHFL and AIATW.

Pursuant to the Second Amendment to the
Alliance Agreement, the expiration date of the Alliance Agreement was extended from May 31, 2018 to December 31, 2021, and the
effect of the Alliance Agreement during the period from October 1, 2014 to December 31, 2015 was suspended. In addition, both AHFL
and AIATW agree to adjust certain terms and conditions set forth in the Alliance Agreement, among which are to: (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. On March 15, 2016, AHFL unilaterally issued a confirmation letter
to AIATW  (the “2016 Letter”), where it emphasized its commitment to achieve certain sales targets within a specific
time frame and covenanted to refund a certain portion of execution fees calculated based on the formula therein upon failure to
achieve such sales target, as applicable.

On June 14, 2017, AHFL entered into an Amendment No. 3 to the Alliance Agreement (the “Third Amendment
to the Alliance Agreement) with AIATW to further revise certain provisions in the Alliance Agreement and the previous amendments
to the Alliance Agreement entered into by and between AHFL and AIATW.

Pursuant to the Third Amendment to the
Alliance Agreement, except for the first contract year (April 15, 2013 to September 30, 2014), 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, invalid or terminated and premiums is refunded to such policyholder, the amount of the related VONB shall be correspondingly
reduced. Both AHFL and AIATW agreed to calculate the business promotion fees (equivalent to the “execution fee” referred
above) to be returned in case of failure to achieve the sales targets or the fees to be increased in case of exceeding the sales
targets, as the case may be, based on two formulas specified in the Third Amendment to the Alliance Agreement. 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), subject to terms and conditions therein. The expanded scope of services to be provided by
AHFL to AIATW as set forth in Section 4 of the Second Amendment to the Alliance Agreement is removed under the Third Amendment
to the Alliance Agreement as well.

On June 14, 2017, with AIATW's consent, the 2016 Letter was revoked in order to conform to the latest
terms and conditions regarding the cooperation between AHFL and AIATW as set forth in the Third Amendment to the Alliance Agreement.

Online Business

In recent years, the online insurance business
has experienced rapid growth. Many insurance companies, portal websites and professional insurance intermediaries have begun launching
its e-commerce platforms, providing real-time information to consumers and allowing consumers to directly complete transactions
en ligne. Law Broker began developing its online platform in 2016, and became the first brokerage company to receive formal approval
from the Financial Supervisory Commission  of Taiwan (“FSC”) to commence online business on May 9, 2016. The platform,
SARAcares (website: https://www.saracares.com.tw), was launched on January 26, 2017. It offers a broad range of insurance products
underwritten by multiple insurance companies, policy comparison features, and post-sale services that are backed by our online
service staffs and nationwide sales network. As required by the relevant laws and regulations regarding e-commerce provided by
the FSC, Law Broker has obtained the ISO 27001 certification of Information Security Management System (ISMS) and BS 10012 certification
of Personal Information Management System since June 20, 2017. Our online business in Taiwan is still at a nascent stage with the
majority of the sales still being completed by off-line agents.

Unified Operating Platform

Law Broker has self-constructed a Unified
Operating Platform, an information technology infrastructure that serves to enhance operational, sales processes, and administrative
efficiency. Since Law Broker’s establishment in 1992, it has successfully implemented the following components of its operating
platform across its branch offices in Taiwan through a hub center located in Taipei:

· A centralized client and insurance policy management and analysis system, which encompasses our life insurance unit and property and casualty insurance unit, that will better support business operations and facilitate risk control;

· A centralized client relations management system, that manages and analyzes client interactions to drive sales growth;

· An integrated administrative and information system, that increases the management efficiency among the subsidiaries, branches and sales departments;

· A centralized and computerized accounting and financial management system, that improves the efficiency of commission distribution and enforcement;

· A human resources management and performance tracking system; et

· An e-training system to provide online trainings to sales professionals.

The Unified Operating Platform has proved to be an efficient and streamlined operating system which has
contributed to the successful expansion and growth of Law Broker into one of the leading insurance brokerage companies in Taiwan,
with 34 sales and service outlets (including the headquarters) across Taiwan and 2,600 insurance sales professionals as of December
31, 2018.

In accordance with our growth strategy
in China, Anhou has made significant effort to adapt the Unified Operating Platform utilized by Law Broker to better meet the operational
need in China. Since September 2010, Anhou has successfully implemented the tailored operating platform across the PRC subsidiaries
through a hub center located in Nantong, Jiangsu province. We expect that this tailored operating platform will make selling easier
for sales agents in China, facilitate standardized business and financial management, enhance risk control and increase operational
efficiency for the PRC subsidiaries.

Anhou has tailored and refined the platform
on the basis of Law Broker’s well-developed operating platform in Taiwan and believes that it is difficult for our competitors
in China, particularly new market entrants, to reproduce a similar platform without substantial financial resources, time and operating
experience.

Because the various systems, policies and
procedures under both of operating platforms utilized by Law Broker and Anhou can be rolled out quickly as we enter new regions
or make acquisitions, we believe we can expand our distribution network rapidly and efficiently while maintaining the quality of
our services.

Distribution and Service Network and
értékesítés

Since Law Broker’s establishment
in 1992, it has devoted substantial resources to building up its distribution and service network. Law Broker currently has 34
sales and service outlets spread across Taiwan (including the headquarters), among which, 12 are located in the northern region,
14 are located in the central region, 6 are located in the southern region and 2 are located in the eastern region. As of December
31, 2018, Law Broker had 2,600 sales professionals and 199 administrative staff members.

Law Broker markets and sells life insurance
products, property and casualty insurance products directly to the targeted customers through the sales professionals, who are
independent contractors, not its employees.

Since Anhou’s establishment in 2003, it has devoted substantial resources in building up its distribution
and service network. Anhou has targeted its distribution and service network in provinces with most population in China, such as
Henan, Jiangsu, Sichuan, Fujian, and Guangdong. As of December 31, 2018, Anhou had one insurance agency and one insurance brokerage
firm, with 2,589 sales professionals and 139 administrative staff members operating across 43 cities within these five provinces.

Anhou markets and sells life insurance
products, property and casualty insurance products directly to the targeted customers through the sales agents, who are independent
contractors, not its employees.

Customers

Due to its extensive line of insurance
products underwritten by the insurance companies in Taiwan, Law Broker managed to offer a variety of insurance products to customers
of different ages or professions. However, as an aging population in Taiwan has gradually become a more recognized social issue,
despite relatively healthy government-sponsored retirement and medical programs, more and more Taiwanese, especially those with
stable financial means and aiming for high-end retirement and medical treatment, have been focusing on endowment and medical type
of commercial insurance products, while the investment type of insurance products have been playing a less significant role since
the economic downturn.

In addition, from time to time, Law Broker
has been, either voluntarily or upon request of insurance companies, advising insurance companies or providing feedback on particular
types of insurance products before they are put on the market. This interaction with insurance companies has not only enhanced
the close cooperation between Law Broker and the insurance companies, but also gives it an edge in understanding the in-depth features
of such insurance products for marketing and distribution purposes.

Law Broker sells automobile insurance and
casualty insurance primarily to individual customers. Law Broker sells liability insurance to institutional customers.

Anhou sells automobile insurance and individual
accident insurance primarily to individual customers. Anhou sells commercial property insurance to institutional customers.

The revenues of Anhou are primarily generated
from the sale of life insurance products and we expect the continuous growth in this regard, as more and more customers in China
realized the insufficiency of the mandatory social insurance coverage and the necessity to supplement it with commercial insurance.

Insurance Company Partners

We are selective in terms of choosing insurance
companies as our partners. We take into consideration a variety of factors, such as the reputation and integrity of the insurance
company, the quality and competitiveness of insurance products offered, the prudence and health of the financial standing of the
insurance company as well as the complexity and efficiency of claim adjustment and settlement. Both Law Broker and Anhou have formed
strategic relationships with numerous insurance companies in Taiwan and China, respectively.

In the fiscal year ended December 31, 2018,
Law Broker’s major insurance company partners, after aggregating the business conducted between Law Broker and the various
local branches of the insurance companies were AIA International Limited Taiwan Branch, Farglory Life Insurance Co., Ltd., Fubon
Life Insurance Co., Ltd., Shin Kong Life Insurance Co., Ltd., Taiwan Life Insurance Co., Ltd. and TransGlobe Life Insurance Inc.,
arranged in alphabetical order. Among them, Farglory Life Insurance Co., Ltd., Taiwan Life Insurance Co., Ltd. and TransGlobe Life
Insurance Inc., accounted for approximately 23.43%, 14.01% and 13.07% of the Company’s total net revenues for the year ended
December 31, 2018, respectively.

In the fiscal year ended December 31, 2018,
Anhou’s major insurance company partners, after aggregating the business conducted between Anhou and the various local branches
of the insurance companies were Aegon THTF Life Insurance Co., Ltd., AVIVA Life Insurance Co., Ltd., Evergrande Life Insurance
Company Limited, Funde Sino Life Insurance Co., Ltd., Huaxia Insurance Co., Ltd., and Tianan Life Insurance Co., Ltd., arranged
in alphabetical order. None of these insurance company partners accounted for more than 10% of our total net revenues for the year
ended December 31, 2018.

Competition

A number of industry players are involved
in the distribution of insurance products in Taiwan and PRC. We compete for customers on the basis of product offerings, customer
services and reputation. Because we primarily distribute individual insurance products, our principal competitors include:

· Professional insurance intermediaries. Life insurance is our core business and has a strong regional feature. Through years of business development, we believe that we can compete effectively with other insurance intermediary companies as we have a longer operational history and over the years have assembled a strong and stable team of managers and sales professionals. With the implementation of our unified operating platform, we believe that we could strengthen our lead in our developed local regions and expand our operation to our newly selected areas. However, with increasing consolidation expected in the insurance intermediary sector in the coming years, we expect competition within this sector to intensify.

· Insurance companies. The distribution of individual life insurance products in Taiwan and China historically has been dominated by insurance companies, which usually use both in-house sales force and exclusive sales agents to distribute their own products. We believe that we can compete effectively with insurance companies because we focus only on distribution and offer our customers a broad range of insurance products underwritten by multiple insurance companies.

· Other business entities. In recent years, business entities that distribute insurance products as an ancillary business, primarily commercial banks and postal offices have been playing an increasingly important role in the distribution of insurance products, especially life insurance products. However, the insurance products distributed by these entities are usually confined to those related to their main lines of business, such as investment-related life insurance products. We believe that we can compete effectively with these business entities because we offer our customers a broader variety of products.

Law Broker is one of the leading insurance
brokerage firms in Taiwan. During the past two decades, Law Broker has expanded its business across Taiwan, with 34 sales and service
outlets (including the headquarters) and 2,600 sales professionals and 199 administrative staff members spread over the four regions
of Taiwan as of December 31, 2018. Other than insurance companies and commercial banks, Law Broker’s primary competitors
are Taiwan insurance brokerage companies of relatively large size, such as Everpro Insurance Brokers Co., Ltd.

Awards and Recognitions

Through years of operation, Law Broker
has been recognized by various organizations and government entities for its best practices in the industry. Especially noteworthy
is the “Taiwan Insurance Excellence Award”, the highest acclaim in the Taiwan insurance industry, co-sponsored by the
Taiwan Insurance Institute, FSC and Taiwan Consumer Protection Committee.

Year of Award Award/Recognition
2017…………. Seventh Taiwan Insurance Excellence Award
Excellence in Talent Training Award–Gold Medal
Excellence in Corporate Social Responsibility Award–Silver Medal
Excellence in Digital Application Award–Silver Medal
Excellence in Customer Service–Silver Medal
2015…………. Sixth Taiwan Insurance Excellence Award
Excellence in Talent Training Award–Silver Medal
Excellence in Customer Service–Silver Medal
2013…………. Fifth Taiwan Insurance Excellence Award
Excellence in Digital Application Award–Gold Medal
Excellence in Talent Training Award–Silver Medal
Excellence in Customer Service–Silver Medal
2011…………. Fourth Taiwan Insurance Excellence Award
Excellence in Talent Training Award
Excellence in Customer Service
2009…………. Third Taiwan Insurance Excellence Award
Excellence in Talent Training Award
Excellence in E-Commerce
Excellence in Customer Service–Nomination
2007…………. Second Taiwan Insurance Excellence Award
Excellence in Talent Training Award
Excellence in Corporate Social Responsibility–Merit Award
2005…………. First Taiwan Insurance Excellence Award
Talent Training Excellence Award

During the past 15 years, Anhou has expanded
its business across 43 cities within Henan, Sichuan, Jiangsu, Fujian, and Guangdong provinces with 2,589 sales professionals and
139 administrative staff members. Based on the insurance products Anhou is offering and the geographic areas of its branch offices,
Anhou’s primary competitors are small-sized and middle-sized insurance agency companies. Anhou is relatively larger in terms
of the number of salesmen as well as the sales revenue comparing to those competing insurance agency companies. On April 20, 2012,
Anhou obtained the nationwide license from CIRC, pursuant to which Anhou may set up its branch office across the PRC to carry out
the insurance agency business with no further approval requirement from CIRC other than filing with the local CIRC at the provincial
level.

On March 26, 2012, CIRC issued the Notice
on Suspension of Market Entry Approval of Regional Insurance Agencies and Certain Part-time Insurance Agencies (“2012 Notice”).
Pursuant to the 2012 Notice, CIRC and its local counterparts will suspend granting any new license to full-time insurance agencies
operating on a regional basis (“Regional Insurance Agencies”) as well as to branch offices of existing Regional Insurance
Agencies. In addition, no new license for part-time insurance agency businesses will be granted unless such applicant is a financial
institution or a China Post office. However, CIRC emphasized in the 2012 Notice that its local counterparts shall continue to support
the establishment of insurance intermediary groups and full-time insurance agencies operating on a nationwide basis, as well as
continue to support their respective branch offices.

As indicated in the 2012 Notice, it appears
that CIRC is aiming to increase the entry thresholds of Regional Insurance Agencies and part-time insurance agencies with a view
to reducing the number, as well as, enhancing the quality of insurance agencies in the market. CIRC has also indicated in the 2012
Notice that it intends to further amend related rules and regulations to improve the market entry and exit mechanism for insurance
agencies, and promote the professionalism as well as enhance the quality of insurance agencies in the market.

On April 27, 2013, CIRC issued the Decision
on Revising the Provisions of the Supervision and Administration of Specialized Insurance Agencies (the “Decision on Revising
the Agency Provisions”), pursuant to which, CIRC has mandated any insurance agency established subsequent to the Decision
on Revising the Agency Provisions to meet a minimum registered capital requirement of RMB50 million.

On May 16, 2013, CIRC issued Notice for Further Clarification on Related Issues of Access to Professional
Insurance Intermediary Market (the “2013 Notice”), pursuant to which, professional insurance agencies established prior
to the issuance of the Decision on Revising the Agency Provisions, with registered capital less than RMB50 million, can continuously
operate their existing business within the provinces where they have the registered office or branch office, but shall not set
up any new branches in any province where they do not have the registered office or any branch office.

With the promulgation and implementation
of the above-mentioned regulations, we expect a better regulated insurance agency market in China with orderly competition and
pursuit for professional excellence, which will accentuate our competitive advantage due to our continuous commitment to quality
service. On October 24, 2013, Anhou increased its registered capital to RMB50 million. We believe that we will be in a better position
to obtain the full support expressly provided in the 2013 Notice from the local CIRC on our expansion strategy nationwide.

Intellectual Property

To protect our intellectual property, we
rely on a combination of trademark, copyright and trade secret laws as well as confidentiality agreements with our employees, sales
agents, contractors and others.

Law Enterprise and Law Broker jointly own
the following registered trademarks in Taiwan:

the Service Mark of Law Insurance
Broker Co., Ltd. under the registration number 01462327, with a 10-year validity from June 16, 2011 to June 15, 2021;

the logo of Law Insurance Broker
Co., Ltd. under the registration number 01604254, with a 10-year validity from October 16, 2013 to October 15, 2023;

the logo of Blue Magpie (藍鵲),
under the registration number 01462329, with a 10-year validity from June 16, 2011 to June 15, 2021;

the logo of Law (錠嵂)
under the registration number 01462328, with a 10-year validity from June 16, 2011 to June 15, 2021;

the logo of Law (錠嵂)
under the registration number 01611772, with a 10-year validity from December 1, 2013 to November 30, 2023;

the logo of Bao Xian Tong and INS under the registration
number 01580261 , with a 10-year validity from May 16, 2013 to May 15, 2023; et

the logo of Magpie Baby under
the registration number 01518573 , with a 10-year validity from May 16, 2012 to May 15, 2022.

the logo of Magpie Baby 2.0 under
the registration number 01763557, with a 10 year validity from April 1, 2016 to March 31, 2026; et

the logo of SARACARES under the
registration number 01876419 , with a 10 year validity from October 16, 2017 to October 15, 2027

Law Broker has the following
registered trademarks in Taiwan. All of the trademarks will be renewed for another 10-year before their respective expiry:

the logo of Blue Magpie Cycling
Team Fleet, under the registration number 01340567, with a 10-year validity from December 1, 2018 to November 30, 2028;

the logo of Law Insurance Broker
under the registration 01340565, with a 10-year validity from December 1, 2018 to November 30, 2028;

the logo of Law Blue Magpie
under the registration number 01340566, with a 10-year validity from December 1, 2018 to November 30, 2028;

the logo of Symbiosis, Co-cultivation
Co-Prosperity and Law Blue Magpie Picture under the registration number 01317020, with a 10-year validity from July 1, 2018 to
June 30, 2028;

the logo of Education Training
Blue Magpie under the registration number 01313467, with a 10-year validity from June 1, 2018 to May 31, 2028;

the logo of Cartoon Blue Magpie
under the registration number 01313464, with a 10-year validity from June 1, 2018 to May 31, 2028;

the logo of Little Blue Magpie
under the registration number 01313468, with a 10-year validity from June 1, 2018 to May 31, 2028;

the logo of Triumph Blue Magpie
under the registration number 01313465, with a 10-year validity from June 1, 2018 to May 31, 2028;

the logo of Blue Magpie Fleet
Picture under the registration number 01310350 , with a 10-year validity from May 1, 2018 to April 30, 2028; et

the logo of Fighting Blue Magpie
under the registration number 01313466, with a 10-year validity from June 1, 2018 to May 31, 2028.

Jiangsu Law has one registered
trademark in China, the logo of Jiangsu Law:

Az alkalmazottak

As of December 31, 2018, Law Broker has
a total of 199 full-time employees and Anhou has 139 full-time employees. Our employees are not represented by any collective
bargaining agreement. We believe that we have good relations with our employees and we have never experienced a work stoppage.

Segments

The Company currently operates as three
reporting segments. Revenues, net income and total assets can be found in Item 8 of Part II, “Financial Statements and Supplementary
Data” of this Annual Report on Form 10-K.

Regulation

Taiwan Regulations of the Insurance
Ipar

The insurance industry in Taiwan is highly
regulated. The FSC, is the regulatory authority responsible for the supervision of the insurance industry in Taiwan. Biztosítás
activities undertaken within Taiwan are primarily governed by the Insurance Law and the related rules and regulations.

Insurance Law

The current principal regulation governing
insurance in Taiwan is the Insurance Law, most recently amended on January 16, 2019 by Legislative Yuan, which provided the basic
framework for regulating the insurance industry.

The Insurance Law defines several participants
in the insurance industry, such as insurer, insurance agency, insurance brokerage and insurance adjustor. It established requirements
for form of organization, and qualifications and procedures to establish an insurance organization as well as separation of property
insurance businesses and life insurance businesses. The Insurance Law distinguishes insurance between fire disaster, marine, land
and air, liability, surety, and other casualty and property insurance businesses on the one hand, and life insurance, health insurance,
casualty insurance and annuity businesses on the other. Unless permitted by the FSC, insurance companies are not allowed to engage
in both types of insurance businesses.

The insurers, insurance agencies, insurance
brokerages and insurance adjustors must join the related industry associations, or they are prohibited from conducting business
operation. An insurance agency company or broker company of certain sizes shall establish internal control and audit systems as
well as business solicitation systems and procedures.

FSC

The FSC is in charge of the financial market
and financial service industries, among the insurance industry and has the power to control the following items:

premier Financial system and supervision
policy.

deuxième The preparation, amendment
and abolishment of financial laws and regulations.

troisième

Supervision and management of the financial institutions, including its establishment, revocation, abolishment,
change, merger, dissolution, and business scope.

4 Development, supervision
and management of financial market.

5 Inspection of financial institution.

6 Inspection on public listing
company related to their securities market-related matters.

7 Foreign financial matters.

8 Protection of financial customers.

9 Dealing and penalizing the
violation of related laws and regulations of finance.

10 Collection of and analysis
on relevant statistic data related to financial supervision, management and inspection.

11 Other matters related to
financial supervision, management and inspection.

Regulation of Insurance Brokers and
Brokerage Companies

The current principal regulation governing
insurance brokers and brokerage companies is the Regulations Governing Insurance Brokers last amended on June 27, 2017 by Insurance
Bureau of FSC (the “Broker Rule”). An insurance broker stipulated under the Insurance Law refers to a person who negotiates
to conclude an insurance contract on behalf of the insured and charges fees from the insured. Depending on their focused insurance
areas, i.e. property or life insurance, insurance brokers can be divided into property insurance brokers and life insurance brokers.
No matter what insurance industry an insurance broker is engaged in, it must have one of the following qualifications: (1) have
passed the insurance brokerage examination for professional and technical staff; (2) have passed the insurance brokerage qualification
test; or (3) have obtained the insurance brokerage practitioner certificate and practiced the same business.

Those who have brokerage qualifications
required by the Broker Rule may conduct business after they obtain the practitioner certificates under their own name or the company
they work for. A brokerage company must hire more than one broker to act as signatory(ies), and registered with the administrative
authority, the number of whom can be adjusted appropriately in accordance with the scale of business. If necessary, the administrative
authority may, in its discretion, require the company to add signatories. An insurance broker may only work for one insurance brokerage
company as signatory at one time.

There are special requirements for brokerage
companies, such as the name of an brokerage company must contain the words “insurance broker”; when an brokerage company
applies to operate brokerage business, the minimum registered capital must be at least NT$5 million ($157,953) fully paid up in
cash, according to which, insurance brokerage companies with business license obtained prior to the implementation of this latest
Broker Rule shall adjust their registered capital within five years upon the its implementation.

The Practitioner Certificate

The insurance broker practitioner certificate
is valid for five years, and must be renewed before expiration. In case a broker has the qualifications for both property insurance
and life insurance, he may obtain both insurance brokerage practitioner certificates.

Oktatás és képzés

There are two types of education and training
for an insurance broker, pre-vocational and on-the-job education and training. An insurance broker must attend pre-vocational education
and training for at least 32 hours during the one year before applying for practicing insurance broker business and on-the-job
education and training for at least 16 hours with law courses for no less than 8 hours per year, commencing after one year from
the issuance of this latest Broker Rule.

Management of Insurance Brokerages

The rules describing how to conduct brokerage
business concentrate on the concept that the brokerages must take care of customers' matters in good faith. To ensure that this
concept is properly carried out, the rules require insurance brokerage companies must have legal compliance officers who have one
of the following qualifications: (1) are qualified to be insurance agents or brokers and have worked as actual signatories; (2)
have five years working experience in the insurance industry, insurance agency or insurance brokerage; or (3) have graduated from
college and university departments related to insurance or law with more than three years working experience in insurance industry,
insurance agency or insurance brokerage.

Regulation of Insurance Salespersons

The current principal regulation governing
individual insurance salespersons is the Rules on the Administration of Insurance Salespersons latest amended on April 6, 2016
by Insurance Bureau of FSC (the “Salesperson Rule”). An insurance salesperson falling under the Insurance Law refers
to a person who is engaged in attracting insurance business for insurance companies, insurance brokerage companies and insurance
agency companies. A salesperson is not allowed to attract business for the company he belongs to unless he has completed the registration
in accordance with the Salesperson Rules and has obtained the registration certificate. In order to obtain the registration certificate,
an insurance salesperson must be at least 20 years old and has at least graduated from a senior high school or a senior vocational
school or have an equivalent educational background. In addition, the salesperson must meet one of the following requirements:
(1) passed the salesperson qualification examination held by relevant associations; or (2) have a valid the registration certificate.
Once the salespersons passed the qualification examination, the relevant association will notify the company where the salesperson
works, then the company will issue a registration certificate for the salesperson and file such registration certificate with the
relevant authorities. The registration certificate is valid for five years and must be renewed before expiration. The salesperson
must present the registration certificate before they start attracting insurance business. Unless approved by the company, the
salesperson may not work for any other insurance company, insurance brokerage company or insurance agency company. The company
supervises the work of the salesperson and is joint and severally liable for any damage caused by its salesperson.

Oktatás és képzés

Salespersons must attend in education and
training held by their companies every year, or the companies shall revoke the registration certificates of those who fail to attend
such education and training.

The Salesperson Rule also stipulates the
proper ways and manners to be followed by the salespersons in conducting their businesses and specifies the penalties in case of
their violation of the Salesperson Rule.

Taiwan Regulations on Foreign Exchange

Foreign exchange regulation in Taiwan is
primarily governed by the Ordinance of Foreign Exchange Administration, latest amended on April 29, 2009 (the “Foreign Exchange
Ordinance”). Under the Foreign Exchange Ordinance, foreign exchange refers to foreign currency, bills and marketable securities.
The authority managing the administration of foreign exchange is Ministry of Finance of Republic of China, while the authority
managing the practical operation of foreign exchange business is Central Bank of Republic of China. The Foreign Exchange Ordinance
also specifies the allocated power of Ministry of Finance and Central Bank, respectively. To the extent that any foreign exchange
receipts, payments or transactions reach the threshold of NT$500,000 ($16,653) or equivalent in foreign currency, it must be reported
to the Central Bank or its designated authorities. Upon incurrence of any of the following events, the State Council of Republic
of China may determine and announce that for a period of time, to close the foreign exchange market, suspend or restrict all or
partial foreign exchange payment, order a mandatory sale or deposit of all or partial foreign exchange into a designed bank, or
dispose in any other manner as it deems necessary:

· the disorder in domestic or international economy to the detriment of the stability of Taiwan’s economy; ou

· Taiwan suffers serious trade deficit.

Taiwan Regulation on Foreign Investment

The current principal regulation governing
foreign investment is Statute For Investment By Foreign Nationals latest amended on November 19, 1997 (the “Investment Statute”).
Under the Investment Statute, investment refers to any activities involving (1) holding share capital of a company incorporated
in Taiwan; (2) establishing branches, wholly-owned or partnership enterprises in Taiwan; or (3) providing more than one-year term
loan to the above-mentioned investee enterprises. The authority in charge of foreign investment is Ministry of Economic Affairs
of Republic of China. The industries in Taiwan are categorized into permitted, restricted and prohibited foreign investment areas.
Investors may apply for settlement of exchange in accordance with the annual yield of their investment or the allocation of surplus.

Eminent Domain

When the investment made by an investor
constitutes less than 45% of the total amount of capital of the investee enterprise, and the investee enterprise has been expropriated
or acquired by the government for the purpose of national defense, reasonable government compensation shall be paid to the investors.
However, if the capital contribution made by the investor constitutes at least 45% of the total amount of capital of the investee
enterprise and continues remaining above 45% for two decades since its establishment, then the government may not exercise its
eminent domain power over such investee enterprise.

Taiwan Regulations on Tax

The current principal regulations governing
tax in Taiwan include the following:

· Income Tax Law, latest amended on February 7, 2018;

· The Implementation Rules of Income Tax Law, latest amended on June 29, 2018;

· Value-Added and Non-Value-Added Business Tax Law, latest amended on June 14, 2017; et

· The Enforcement Rules of Value-Added And Non-Value-Added Business Tax Law, latest amended on June 25, 2018.

Under the Income Tax Law, there are two
kinds of income tax, comprehensive income tax for individuals and income tax for enterprises operating for profit, respectively.

Individuals who have income with a source
within Taiwan must pay comprehensive income tax on their income sourced within Taiwan; while non-resident individuals having income
with a source within Taiwan, except otherwise provided in the Income Tax Law, shall pay tax based on the amount attributable to
the sources of their income.

The enterprise with head office located
in Taiwan shall pay profit-seeking income tax on its global income both within and outside Taiwan; while the enterprises with head
office outside Taiwan shall only pay profit-seeking income tax on its business income sourced from within Taiwan.

Rate of Income Tax

The individual comprehensive income tax
exemption threshold is NT$120,000 per person per year. Any income beyond such exemption threshold is subject to a progressive tax
rate ranging from 5% to 40%.

With respect to enterprises operating for
profit, the exemption threshold is NT$120,000. Any income beyond such exemption threshold is subject to a progressive tax rate
ranging from 18% to 20% on its taxable income.

Sale of goods or service, import of goods
in Taiwan are subject to a Value-Added or Non-Value-Added Business Tax. The Rate of business tax, except as otherwise stipulated
in the relevant tax law, ranges from 5% to 10% as determined by the State Council of Taiwan.

PRC Regulations of the Insurance
Ipar

The insurance industry in the PRC is highly
regulated. CIRC is the regulatory authority responsible for the supervision of the Chinese insurance industry. Insurance activities
undertaken within the PRC are primarily governed by the Insurance Law and the related rules and regulations.

Initial Development of Regulatory Framework

The Chinese Insurance Law was enacted in
1995. This original insurance law, which we refer to as the 1995 Insurance Law, provided the initial framework for regulating the
domestic insurance industry. Among the steps taken under the 1995 Insurance Law were the following:

(a) Licensing of insurance companies and insurance intermediaries, such as agencies and brokerages. The 1995 Insurance Law established requirements for minimum registered capital levels, form of organization, qualification of senior management and adequacy of the information systems for insurance companies, insurance agencies and brokerages.

(b) Separation of property and casualty insurance and life insurance businesses. The 1995 Insurance Law distinguished insurance between property, casualty, liability and credit insurance businesses, on the one hand, and life, accident and health insurance businesses on the other, and prohibited insurance companies from engaging in both types of businesses.

(c) Regulation of market conduct by participants. The 1995 Insurance Law prohibited fraudulent and other unlawful conduct by insurance companies, agencies and brokerages.

(d) Substantive regulation of insurance products. The 1995 Insurance Law gave insurance regulators the authority to approve the policy terms and premium rates for certain insurance products.

(e) Financial condition and performance of insurance companies. The 1995 Insurance Law established reserve and solvency standards for insurance companies, imposed restrictions on investment powers and established mandatory reinsurance requirements, and put in place a reporting regime to facilitate monitoring by insurance regulators.

(f) Supervisory and enforcement powers of the principal regulatory authority. The principal regulatory authority, then the People’s Bank of China, was given broad powers under the 1995 Insurance Law to regulate the insurance industry.

Establishment of the CIRC and 2002 Amendments
to the Insurance Law

China’s insurance regulatory regime
was further strengthened with the establishment of the CIRC in 1998. The CIRC was given the mandate to implement reform in the
insurance industry, minimize insolvency risk for Chinese insurers and promote the development of the insurance market.

The 1995 Insurance Law was amended in 2002
and the amended insurance law, which we refer to as the 2002 Insurance Law, became effective on January 1, 2003. The major amendments
to the 1995 Insurance Law include:

(a) Authorizing the CIRC to be the insurance supervisory and regulatory body nationwide. The 2002 Insurance Law expressly grants the CIRC the authority to supervise and administer the insurance industry nationwide.

(b) Expanding the permitted scope of business of property and casualty insurers. Under the 2002 Insurance Law, property and casualty insurance companies may engage in the short-term health insurance and accident insurance businesses upon the CIRC’s approval.

(c) Providing additional guidelines for the relationship between insurance companies and insurance agents. The 2002 Insurance Law requires an insurance company to enter into an agent agreement with each insurance agent that will act as an agent for such insurance company. The agent agreement sets forth the rights and obligations of the parties to the agreement as well as other matters pursuant to law. An insurance company is responsible for the acts of its agents when the acts are within the scope authorized by the insurance company.

(d) Relaxing restrictions on the use of funds by insurance companies. Under the 2002 Insurance Law, an insurance company may use its funds to make equity investments in insurance-related enterprises, such as asset management companies.

(e) Allowing greater freedom for insurance companies to develop insurance products. The 2002 Insurance Law allowed insurance companies to set their own policy terms and premium rates, subject to the approval of, or a filing with, the CIRC.

2009 Amendments to the Insurance Law

The 2002 Insurance Law was amended again
in 2009 and the amended insurance law, which we refer to as the 2009 Insurance Law, became effective on October 1, 2009. The major
amendments to the 2002 Insurance Law include:

(a) Strengthening protection of the insured’s interests. The 2009 Insurance Law added a variety of clauses such as incontestable clause, abstained and estoppel clause, common disaster clause and amending immunity clause, claims-settlement prescription clause, reasons for claims rejection and contract modification clause.

(b) Strengthening supervision on the qualification of the shareholders of the insurance companies and setting forth specific qualification requirements for the major shareholders, directors, supervisors and senior managers of insurance companies.

(c) Expanding the business scope of insurers and further relaxing restriction on the use of fund by insurers.

(d) Strengthening supervision on solvency of insurers with stricter measures.

(e) Tightening regulations governing the administration of insurance intermediary companies, especially those relating to behaviors of insurance agents.

According to the 2009 Insurance Law, the
minimum registered capital required to establish an insurance agency or insurance brokerage as a company must comply with the PRC
Company Law. The registered capital or the capital contribution of insurance agencies or insurance brokerages must be paid-up capital
in cash. The 2009 Insurance Law also sets forth some specific qualification requirements for insurance agency and brokerage practitioners.
The senior managers of insurance agencies or insurance brokerages must meet specific qualification requirements, and their appointments
are subject to approval of the CIRC. Personnel of an insurance agency or insurance brokerage engaging in the sales of insurance
products must meet the qualification requirements set by the CIRC and obtain a qualification certificate issued by the CIRC. Under
the 2009 Insurance Law, the parties to an insurance transaction may engage insurance adjusting firms or other independent appraisal
firms that are established in accordance with applicable laws, or persons who possess the requisite professional expertise, to
conduct assessment and adjustment of the insured subject matters. Additionally, the 2009 Insurance Law specifies additional legal
obligations for insurance agencies and brokerages.

The 2009 Insurance Law was revised again
on April 24, 2015, the 2015 Insurance Law, with an aim to further eliminate various administrative approvals as well as grant more
market discretion to participants, among which, (i) the requirement of prior approval by CIRC to establish an insurance agency
or an insurance brokerage; (ii) the requirement on personnel or senior managers of an insurance agency or an insurance brokerage
to obtain certain relevant qualification certificate; or (iii) the requirement of prior approval for split, merger or change of
organizational form of an insurance agency company or an insurance brokerage company.

The CIRC

The CIRC has extensive authority to supervise
insurance companies and insurance intermediaries operating in the PRC, including the power to:

(a) promulgate regulations applicable to the Chinese insurance industry;

(b) investigate insurance companies and insurance intermediaries;

(c) establish investment regulations;

(d) approve policy terms and premium rates for certain insurance products;

(e) set the standards for measuring the financial soundness of insurance companies and insurance intermediaries;

(f) require insurance companies and insurance intermediaries to submit reports concerning their business operations and condition of assets; order the suspension of all or part of an insurance company or an insurance intermediary’s business;

(g) approve the establishment, change and dissolution of an insurance company, an insurance intermediary or their branches;

(h) review and approve the appointment of senior managers of an insurance company, an insurance intermediary or their branches; et

(i) punish improper behaviors or misconducts of an insurance company or an insurance intermediary.

Regulation of Insurance Agencies

The principal regulation governing insurance
agencies is the Provisions on the Supervision and Administration of Specialized Insurance Agencies (the “Agency Provisions”)
promulgated by the CIRC on September 25, 2009 and effective on October 1, 2009, which replaced the Provisions on the Administration
of Insurance Agencies issued by the CIRC on December 1, 2004 and effective on January 1, 2005. According to the Agency Provisions,
the establishment of an insurance agency is subject to minimum registered capital requirement and other requirements and the approval
of the CIRC. The term “insurance agency” refers to an entity that engages in insurance agency business within the authorization
of, and collects commissions from, insurance companies, including the professional insurance agency companies and their branches.
The insurance agency shall meet the qualification requirements specified by the CIRC, obtain the license to conduct an insurance
agency business with the approval of the CIRC. An insurance agency may take any of the following forms: (i) a limited liability
company; or (ii) a joint stock limited company. An insurance agency must have a registered capital of at least RMB2 million ($313,332).
Where it is established as a nationwide company, its registered capital must be at least RMB10 million ($1,566,661). The registered
capital must be paid up in cash. On April 27, 2013, CIRC issued the Decision on Revising the Agency Provisions (the “2013
Agency Provisions”), pursuant to which, CIRC has mandated any insurance agency established subsequent to the Decision on
Revising the Agency Provisions to meet a minimum registered capital requirement of RMB50 million ($8.1 million). On October 19,
2015, CIRC issued the Decision on Revising Eight Regulations including Provisions on Insurance Companies Setting up Offshore Insurance
Organizations, which made certain revisions to the 2013 Agency Provisions (the “2015 Agency Provisions”), among which,
(i) eliminate the requirement of prior approval by CIRC to establish an insurance agency; (ii) eliminate the requirement on personnel
or senior managers of an insurance agency to obtain certain relevant qualification certificate; or (iii) eliminate the requirement
of prior approval by CIRC on split, merger or change of organizational form of an insurance agency company.

On May 16, 2013, CIRC issued the 2013 Notice,
pursuant to which, professional insurance agency established prior to the issuance of the Decision on Revising the Agency Provisions,
with registered capital less than RMB50 million ($8.1 million), can operate their existing business within the provinces where
they have the registered office or branch office, but shall not set up any new branches in any province where they do not have
the registered office or any branch office.

On September 17, 2015, CIRC issued Opinions
on Deepening the Reformation of Insurance Intermediary Market (the “Reformation Opinions”), pursuant to which, CIRC
will take further actions to simplify unnecessary administrative procedures, among which, the elimination of 8 administrative approvals,
including the cancellation of previously required qualification certificate for insurance salesperson, the previously required
approval for the split, merger, organizational change, set-up of branch office and exit of insurance agency and brokerage company.
CIRC will also focus on (i) improving management over entry into and exit from insurance intermediary market and setting up a multilayered
service system; (ii) encouraging and pushing forward reformation and innovation to improve intermediary service; (iii) strengthening
self-management and supervision and promoting the improvement of industrial quality; (iv) placing stronger supervision and management
and improving the comprehensive administrative efficiency; (v) focusing more on organizational construction and industrial self-control;
and (vi) consummating information disclosure system and making better use of social supervision.

On September 29, 2016, CIRC circulated
the Notice on Issuance of Business License to Insurance Intermediaries. In order to promote the sound and steady development of
insurance intermediary market, CIRC instructed its local counterparts to focus on the followings factors while managing the business
licenses of insurance intermediaries: (i) capital contributions to be self-owned, genuine and legal; (ii) registered capital to
be deposited into an escrow account set up with qualified commercial bank; (iii) to maintain sufficient and valid professional
liability insurance; (iv) reasonable and viable business model; (v) established corporate governance; and (vi) to undergo mandatorily
required risk assessment.

An insurance agency may engage in the following
insurance agency businesses:

(a) selling insurance products on behalf of the insurer principal;

(b) collecting insurance premiums on behalf of the insurer principal; et

(c) conducting loss surveys and handling claims of insurance businesses on behalf of the insurer principal; and other business activities specified by the CIRC.

The name of an insurance agency must contain
the words “insurance agency” or “insurance sales.” The license of an insurance agency company is valid
for a period of three years and may be renewed with due application 30 days prior to its expiration. An insurance agency must report
to the CIRC when it (i) changes its registered name or the name of its branches; (ii) changes its registered address or the operating
address of its branches; (iii) the sponsors or major shareholders change their respective name; (iv) changes its major shareholders;
(v) changes its registered capital; (vi) materially changes its equity structure; (vii)changes its organizational form; (viii)
split, merger; (ix) amends its articles of association; or (x) sets up or closes its branches. The senior managers of an insurance
agency including its branches must meet specific qualification requirements set forth in the Agency Provisions. Az időpont
of the senior managers of an insurance agency including its branches is subject to review and approval of the CIRC.

Regulation of Insurance Brokerages

The principal regulation governing insurance
brokerages is the Provisions on the Supervision and Administration of Insurance Brokerage Institutions (the “Brokerage Provisions”)
promulgated by the CIRC on September 25, 2009 and effective on October 1, 2009, which replaced the Provisions on the Administration
of Insurance Brokerages issued by the CIRC on December 15, 2004 and effective on January 1, 2005. According to this Brokerage Provisions,
the establishment of an insurance brokerage is subject to the approval of the CIRC. The term “insurance brokerage”
refers to an entity provides brokerages service on the execution of the insurance contract between the insured and the insurance
company based on the interests of the insured and collects commission as agreed, including the insurance brokerage companies and
their branches, The insurance brokerage shall meet the qualification requirements specified by the CIRC and obtain the license
to operate an insurance brokering business with the approval of the CIRC. Insurance brokering business includes both direct insurance
brokering, which refers to brokering activities on behalf of insurance applicants or the insured in their dealings with the insurance
companies, and reinsurance brokering, which refers to brokering activities on behalf of insurance companies in their dealings with
reinsurance companies. An insurance brokerage may take any of the following forms: (i) a limited liability company; or (ii) a joint
stock limited company. An insurance brokerage company must have a registered capital or capital contribution of at least RMB10
million ($1,566,661). The registered capital must be paid up in cash. On April 27, 2013, CIRC issued the Decision on Revising the
Brokerage Provisions (the “2013 Brokerage Provisions”), pursuant to which, CIRC has mandated any insurance brokerage
established subsequent to the 2013 Brokerage Provisions to meet a minimum registered capital requirement of RMB50 million ($8.1
million).On October 19, 2015, CIRC issued the Decision on Revising Eight Regulations including Provisions on Insurance Companies
Setting up Offshore Insurance Organizations, which made certain revisions to the 2013 Agency Provisions (the “2015 Brokerage
Provisions”), among which, (i) eliminate the requirement of prior approval by CIRC to establish an insurance brokerage company;
(ii) eliminate the requirement on personnel or senior managers of an insurance brokerage company to obtain certain relevant qualification
certificate; or (iii) eliminate the requirement of prior approval by CIRC on split, merger or change of organizational form of
an insurance brokerage company.

On May 16, 2013, CIRC issued the 2013 Notice,
pursuant to which, professional insurance brokerage established prior to the issuance of the Decision on Revising the Brokerage
Provisions, with registered capital less than RMB50 million ($8.1 million), can operate their existing business within the provinces
where they have the registered office or branch office, but shall not set up any new branches in any province where they do not
have the registered office or any branch office.

On September 17, 2015, CIRC issued Opinions
on Deepening the Reformation of Insurance Intermediary Market (the “Reformation Opinions”), pursuant to which, the
following targets were erected for future reformation of insurance intermediary market: (i) improve management over entry into
and exit from insurance intermediary market and set up a multilayered service system; (ii) encourage and push forward reformation
and innovation and improve intermediary service; (iii) strengthen self-management and supervision and promote the improvement of
industrial quality; (iv) place stronger supervision and management and improve the comprehensive administrative efficiency; (v)
pay more attention to organizational construction and industrial self-control; and (vi) consummate information disclosure system
and make better use of social supervision. The Reformation Opinions will be beneficial to both the improvement of reformation and
development conducted by insurance intermediaries on their own and transformation and upgrading of the insurance intermediary market.

An insurance brokerage may conduct the
following insurance brokering businesses:

(a) making insurance proposals, selecting insurance companies and handling the insurance application procedures for the insurance applicants;

(b) assisting the insured or the beneficiary to claim compensation;

(c) reinsurance brokering business; et

(d) providing consulting services to clients with respect to disaster and damage prevention, risk assessment and risk management; and other business activities specified by the CIRC.

The name of an insurance brokerage must
contain the words “insurance brokerage.” The license of an insurance brokerage company is valid for three years and
may be renewed with due application 30 days prior to its expiration. An insurance brokerage must report to the CIRC when it (i)
changes its registered name or the name of its branches; (ii) change its registered address or the operating address of its branches;
(iii) the sponsors or the major shareholders change their respective name; (iv) changes its major shareholders; (v) changes its
registered capital; (vi) materially changes its equity structure; (vii)changes its organizational form; (viii) split, merger; (ix)
amends its articles of association; or (x) sets up or closes its branches. The senior managers of an insurance brokerage including
its branches must meet specific qualification requirements set forth in the Brokerage Provisions. Appointment of the senior managers
of an insurance brokerage including its branches is subject to review and approval by the CIRC.

On February 9, 2018, the CIRC issued the
Provisions on the Regulation of Insurance Brokers (the “Provisions”), effective as of May 1, 2018. With a total of
109 articles in eight chapters, the Provisions highlight the improved market access and exit, the effective management of matters
no long requiring licensing, the promotion of specialized and well-regulated operations, and the increased protection of consumers’
rights and interests. In particular, the Provisions make adjustments to optimize licensing procedures for insurance brokerage and
tighten examination of shareholders of insurance brokerage firms; also, the Provisions set forth explicit requirements in respect
of the source of capital contributed by shareholders, custodian of the registered capital, corporate governance and internal control,
and information system, and standardize the requirements on qualifications of senior executives in brokerage firms.

Regulation of Insurance Salespersons

The principal regulation governing individual
insurance salespersons is the Measures on the Supervision of Insurance Salespersons issued by the CIRC on January 6, 2013 and effective
on July 1, 2013, which replaced the Provisions on the Administration of Insurance Salespersons promulgated on April 6, 2006 and
effective on July 1, 2006. Under this regulation, the term “insurance salesperson” refers to an individual who sells
insurance products for an insurance company, including those who are engaged by insurance companies or by insurance agencies. To
engage in insurance sales activities as an insurance salesperson, a person first must pass the qualification examination for the
insurance agency practitioners organized by the CIRC to obtain a “Qualification Certificate of Insurance Agency Practitioners”.
The person must have a junior high school education or above to be qualified for the examination. In addition to the qualification
certificate, a person must be registered with the CIRC’s Insurance Intermediary Supervision Information System and obtain
a “Practice Certificate of Insurance Salespersons” issued by the insurance company or insurance agency to which he
or she belongs in order to conduct insurance sales activities. On August 3, 2015, CIRC issued the Notice on Relevant Issues to
Management of Insurance Intermediary Practitioners (the “2015 Notice”), pursuant to which, the qualification certificate
is no more a pre-requisite condition for insurance intermediary practitioners to practice, instead, the insurance intermediary
companies where such practitioners work shall complete the practitioners registration for them and conduct professional training.
CIRC branches shall not accept any application for qualification approval of insurance salesperson (including insurance agency
practitioners) any more.

Regulation of Insurance Brokerage Practitioner
and Insurance Adjustment Practitioners

The principal regulation governing insurance
brokerage practitioners and insurance adjustment practitioners is the Measures on the Supervision of Insurance Brokerage Practitioners
and Insurance Adjustment Practitioners issued by the CIRC on January 6, 2013 and effective on July 1, 2013. To engage in the insurance
brokerage activities as an insurance brokerage practitioner, or in the insurance adjustment activities as an insurance adjustment
practitioner, a person first must pass the qualification examination organized by the CIRC for the insurance brokerage practitioners
or for the insurance adjustment practitioners to obtain a “Qualification Certificate of Insurance Brokerage Practitioners”
or a “Qualification Certificate of Insurance Adjustment Practitioners”. The person must have a tertiary education or
above to be qualified for the examination. In addition to the qualification certificate, a person also must be registered with
the CIRC’s Insurance Intermediary Supervision Information System and obtain a “Practice Certificate of Insurance Brokerage
Practitioners” or “Practice Certificate of Insurance Adjustment Practitioners” issued by the insurance brokerage
firm or insurance claims adjusting company to which he or she belongs in order to conduct insurance brokerage or claims adjustment
activities. An insurance brokerage practitioner is not allowed to conduct insurance brokerage activities on behalf of himself or
herself. On August 3, 2015, CIRC issued the 2015 Notice, pursuant to which, the qualification certificate is no more a pre-requisite
condition for insurance intermediary practitioners (including insurance adjustment practitioners) to practice, instead, the insurance
intermediary companies where such practitioners work shall complete the practitioners registration for them and conduct professional
training. CIRC branches shall not accept any application for qualification approval of insurance brokerage practitioners any more.

Content Related to Insurance Industry
in the Legal Documents of China’s Accession to the WTO

According to the Circular of the CIRC on
Distributing the Content Related to Insurance Industry in the Legal Documents of China’s Accession to the WTO, for the life
insurance sector, within three years of China’s accession to the WTO on December 11, 2001, geographical restrictions were
to be lifted, equity joint venture companies allowed to provide health insurance, group insurance, and pension/annuity services
to Chinese citizens and foreign citizens, and no other restrictions allowed except those on the proportion of foreign investment
(no more than 50%) and establishment conditions. For the non-life insurance sector, within three years of China’s accession,
the geographical restrictions were to be lifted and no restrictions allowed other than establishment conditions. For the insurance
brokerage sector, within five years of China’s accession, the establishment of wholly foreign-funded subsidiary companies
was to be allowed, and no restrictions allowed other than establishment conditions and restrictions on business scope.

According to the latest Catalogue of Industries
for Guiding Foreign Investment (2015 Revision) issued by Ministry of Commerce on March 10, 2015 with effective date on April 10,
2015, both the insurance agency and insurance brokerage do not fall into the prohibited or restricted category any more. On January
12, 2017, the State Council issued the Notice on Certain Measures to Strengthen Opening up and Utilization of Foreign Investment,
pursuant to which, restrictions on foreign investors entry into the industry of insurance institutions and insurance intermediaries
within China will be further relaxed. However, as these regulations are still relatively new, local CIRC counterparts may have
different interpretations. Based on the consultation by the Company with the relevant local counterparts of CIRC, they are of the
view that the proportion of foreign investment in insurance intermediaries shall not exceed 24.9%.

PRC Regulations on Foreign Exchange

Foreign Currency Exchange

Foreign exchange regulation in China is
primarily governed by the following rules:

· Foreign Currency Administration Rules (2008 Revision), as amended or revised, or the Exchange Rules; et

· Administration Rules of the Settlement, Sale and Payment of Foreign Exchange (1996), as amended or revised, or the Administration Rules.

Under the Exchange Rules, the RMB is convertible
for current account items, including the distribution of dividends, interest payments, trade and service-related foreign exchange
transactions. Conversion of RMB for capital account items, such as direct investment, loan, security investment and repatriation
of investment, however, is still subject to the approval of the SAFE or relevant authorities.

Under the Administration Rules, foreign-invested
enterprises may only buy, sell or remit foreign currencies at those banks authorized to conduct foreign exchange business after
providing valid commercial documents and, in the case of capital account item transactions, obtaining approval from the SAFE. Főváros
investments by foreign-invested enterprises outside of China are also subject to limitations, which include approvals by the Ministry
of Commerce, the SAFE and the State Development and Reform Commission.

On June 9, 2016, SAFE issued the Notice
on Reforming and Regulating Management Policies of Settlement of Foreign Exchange under Capital Accounts, pursuant to which, the
domestic entity may, depending on its actual operation need, settle its revenue in foreign currency with the bank, provided such
revenue falls into those under capital accounts with explicit policy on settlement by willingness; while for those revenue under
capital accounts still subject to restrictive regulations, such applicable policies shall prevail.

On January 26, 2017, SAFE issued the Notice
on Further Promoting the Reform of Foreign Exchange Management and Strengthening Verification on Authenticity and Legality, pursuant
to which, banks are mandated to strengthen verification on authenticity and legality on foreign exchange conversion and remittance
offshore.

PRC Regulations on Dividend Distribution

The principal regulations governing dividend
distributions of wholly foreign-owned companies include:

· Wholly Foreign-Owned Enterprise Law (2016), as amended or revised; et

· Wholly Foreign-Owned Enterprise Law Implementing Rules (2016 Revision), as amended or revised.

Under these regulations, wholly foreign-owned
companies in the PRC may pay dividends only out of their accumulated profits as determined in accordance with PRC accounting standards.
In addition, these wholly foreign-owned companies are required to set aside at least 10% of their respective accumulated profits
each year, if any, to fund certain reserve funds, until the accumulative amount of such fund reaches 50% of its registered capital.
These reserve funds are not distributable as cash dividends. On January 19, 2015, MOFCOM published a draft version of a proposed
Foreign Investment Law (the “Draft Foreign Investment Law”) with an explanatory note. MOFCOM has requested comments
from the public on the Draft Foreign Investment Law by February 17, 2015, which, once promulgated, will replace and integrate the
three existing laws over foreign investment, including the Foreign-Invested Enterprise Law.

PRC Regulations on Tax

PRC Enterprise Income Tax

The PRC EIT is calculated based on the
taxable income determined under the PRC accounting standards and regulations, as well as the EIT law. On March 16, 2007, the National
People’s Congress of China enacted the EIT Law, a new EIT law which became effective on January 1, 2008. On December 6, 2007,
the State Council promulgated the Implementation Rules which also became effective on January 1, 2008. On December 26, 2007, the
State Council issued the Notice on Implementation of Enterprise Income Tax Transition Preferential Policy under the EIT Law, or
the Transition Preferential Policy Circular, which became effective simultaneously with the EIT Law. The EIT Law imposes a uniform
EIT rate of 25% on all domestic enterprises and foreign-invested enterprises unless they qualify under certain exceptions. Under
the EIT Law, as further clarified by the Implementation Rules, the Transition Preferential Policy Circular and other related regulations,
enterprises that were established and already enjoyed preferential tax treatments before March 16, 2007 will continue to enjoy
them in the following manners: (i) in the case of preferential tax rates, for a five-year period starting from January 1, 2008,
during which the tax rate will gradually increase to 25%; or (ii) in the case of preferential tax exemption or reduction for a
specified term, until the expiration of such term. However, if such an enterprise has not enjoyed the preferential treatments yet
because of its failure to make a profit, its term for preferential treatment will be deemed to start from 2008.

PRC Business Tax and Implementation
of VAT

Taxpayers providing taxable services in
China were required to pay a business tax at a normal tax rate of 5% of their revenues, unless otherwise provided. According to
the Announcement on the VAT Reform Pilot Program of the Transportation and Selected Modern Service Sectors issued by the State
Tax Bureau in July 2012, the transportation and some selected modern service sectors, including research and development and technical
services, information technology services, cultural creative services, logistics support services, tangible personal property leasing
services, and assurance and consulting service sectors, should pay value-added tax instead of business tax based on a predetermined
timetable (hereinafter referred to as the “VAT Reform”), effective September 1, 2012 for entities in Beijing and October
1, 2012 for entities in Jiangsu. In March 2016, the PRC State Council further expanded the application of VAT to several other
key sectors, including real estate, construction, financial services and lifestyle services, effective May 1, 2016.

As of December 31, 2018, all of our Consolidated
Affiliated Entities have been requested to convert into the VAT system.

Dividend Withholding Tax

Under the PRC tax laws effective prior
to January 1, 2008, dividends paid to foreign investors by foreign-invested enterprises are exempt from PRC withholding tax. Pursuant
to the EIT Law and the Implementation Rules, dividends generated after January 1, 2008 and distributed to us by our PRC subsidiaries
are under a 5% withholding tax subject to PRC laws and regulations, provided that we are determined by the relevant PRC tax authorities
to be a “non-resident enterprise” under the EIT Law.

AVAILABLE INFORMATION

Copies of our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and
amendments to those reports filed or furnished pursuant to Sections 13(a) or 15(d) of the Securities Exchange Act of 1934, and
other filings made with the SEC, are available free of charge through our Website (http://cuis.asia/cuis_en, under the Investor
Relations section) as soon as reasonably practicable after such reports are electronically filed with, or furnished to, the SEC.
The inclusion of our Web site address in this report does not include or incorporate by reference into this report any information
contained on, or accessible through, such Websites.

ITEM 1A. RISK FACTORS

You should carefully consider the risks
described below together with all of the other information included in this Form 10-K. The statements contained in or incorporated
herein that are not historic facts are forward-looking statements that are subject to risks and uncertainties that could cause
actual results to differ materially from those set forth in or implied by forward-looking statements. See “Cautionary Statement
Regarding Forward-Looking Statements.” If any of the following risks actually occurs, our business, financial condition or
results of operations could be harmed. In that case, you may lose all or part of your investment.

Risks Relating to Our Business

We have been charged with fraud for
manipulating the Company's trading volume.

On December 20, 2018, we agreed to settle fraud charges brought by the SEC relating to a scheme to manipulate
the Company's trading volume and the Company substantially cooperated with the SEC’s investigation into the activities that
led the SEC to bring the fraud charges. Based upon the Company's substantial cooperation with the SEC’s investigation, the
SEC is not seeking a monetary penalty against the Company. While the Company did not realize any financial gain from this scheme
and settled the SEC fraud charges with no economic loss, we can make no assurances that there will not be more serious consequences
were we to be accused of engaging in this scheme in the future.

Our Company’s affiliates have
significant control over matters requiring approval by shareholders.

The affiliates of our Company hold 100%
of our Company’s outstanding preferred shares, approximately 31.4% of our Company’s outstanding common shares, and
approximately 44.6% of the voting power of our Company as of March 29, 2019 (calculated in accordance with Rule 13d-3 promulgated
under the Securities Exchange Act of 1934, as amended). As a result, our Company’s affiliates, in view of their ownership
percentage of our common stock and voting power, have significant control over matters requiring approval by our shareholders,
including the selection of our board of directors, approval or rejection of mergers, sales or licenses of all or substantially
all of our assets, or other business combination transactions. The interests of our Company’s affiliates may not always coincide
with the interests of our other shareholders and as such our Company may take action in advancement of its affiliates’ interests
to the detriment of our other shareholders, including you. Accordingly, you may not be able to influence any action we take or
consider taking, even if it requires a shareholder vote.

Risks Relating to Ownership of Our Shares

The value of your investment might
not accurately reflect the actual market value of such investment as a result of deceitful historical practices relating to the
appearance of greater market demand for our common stock than factually accurate.

On December 20, 2018, we agreed to settle fraud charges brought by the SEC relating to a scheme to manipulate the
appearance market demand for our common stock and as a result historical market prices of our common stock might not be reflective
of the actual market price of our common stock at such time and should not be relied upon for purposes of an evaluation of the
market value of your investment. Even though such activities did not result in a profit for the Company or any of its employees,
these activities may have affected our common stock market prices and as such the market value of your investment in our common
stock might be less than otherwise presumed.

You may not be able to liquidate
your investment since there is no assurance that a public market will develop for our common stock or that our common stock will
ever be approved for trading on a recognized exchange.

There is no established public trading market for our securities and any historic trading activity indicating
that an established trading market might have existed cannot be relied upon. Although our shares are currently quoted on the OTC
Pink Market, our shares are not and have not been listed on any exchange. We cannot assure you that a regular trading market will
develop or that if developed, will be sustained. In the absence of a regular trading market, you may not be able to liquidate your
beruházás in the event of an emergency or for any other
reason.

ITEM 1B. UNRESOLVED STAFF COMMENTS.

Not Applicable.

ITEM 2. PROPERTIES.

Law Broker’s headquarter is located
at 5th Floor, No. 311 3rd Section, Nanjing East Road, Taipei City, Taiwan, with approximately 753.29 square meters of office space.
The lease is between Pon-Chen Co., Ltd. and Law Broker, for two years commencing from June 1, 2017 to May 31, 2019 and with a monthly
rent of NT $373,251 ($12,279). Law Broker has also entered into 44 leases for each of its sales and service outlets and training
centers (excluding headquarter), for an aggregate monthly fee (untaxed) of NT$4,997,715 ($165,862).

Anhou’s current registered address
is located at Room 2008-2010, No. 215 Jiangzhong Middle Road, Jianye District, Nanjing, Jiangsu Province, China, with 553.26 square
meters of office space. The lease agreement is between Zheng Yong Xiang, Zhang Guo Qiang and Anhou. The term is from November 3,
2018 to November 2, 2024 with rent of first year being RMB $686,595 ($107,036), second year being RMB 720,925 ($112,387), third
year being RMB 757,274 ($118,054), the fourth year being RMB $795,643 ($124,035), and the fifth year being RMB 836,031 ($130,332).

Jiangsu Law’s office is located at
No. 888 Jintong Road, Xingren County, Tongzhou District, Nantong City, Jiangsu province, China, with 21,527 square feet (2,000
square meters) of office space. The lease was between Xiangriya Industrial (Nantong) Co., Ltd., which is an affiliate of Mao Yi
Hsiao. The lease term is from January 1, 2014 to December 31, 2019 for five years, with rent of RMB $85,000 ($13,251) per year,
payable every year.

ITEM 3. LEGAL PROCEEDINGS.

On December 20, 2018, the Company and Cheng-Hsiung
Huang (“Mr. Huang”), one of the Company’s former employees, agreed to settle fraud charges brought by the SEC
relating to a scheme to manipulate the Company's trading volume. Neither the Company nor Mr. Huang realized financial gain from
the scheme and both the Company and Mr. Huang substantially cooperated with the SEC’s investigation into the activities that
led the SEC to bring the fraud charges. For further information, please see the Company’s Amended Current Report.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

PART II

ITEM 5. MARKET FOR REGISTRANT’S COMMON
EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.

Market Information

Our common stock has been quoted on the various tiers of the OTC Market under the symbol “CUII”
since August 2012. The latest available closing price of our common stock prior to March 29, 2019 was US$2.90.

The following table sets forth for the
respective periods indicated the high and low closing prices for our common stock. Such prices are based on inter-dealer bid and
asked prices, without markup, markdown, commissions, or adjustments and may not represent actual transactions.

Fiscal Year Ended
2018. december 31.
Alacsony High
First Quarter ended March 31, 2018 $ 5 $ 5
Second Quarter ended June 30, 2018 $ 3 $ 3
Third Quarter ended September 30, 2018 $ 3 $ 3
Fourth Quarter ended December 31, 2018 $ 3 $ 3

The above stock prices may not be reflective
of the actual market value thereof on the dates listed. For further information please, see the Company’s amended current
report filed with the SEC on January 22, 2019.

Shareholders

As of December 31, 2018, there were 672
record owners of our common stock and one record owner of our preferred stock.

Transfer Agent

Our transfer agent is Island Stock Transfer,
at the address of 15500 Roosevelt Blvd., Suite 301, Clearwater, FL33760.

Dividends

We have never declared or paid any cash
dividends or distributions on our common stock. We currently intend to retain our future earnings, if any, to support operations
and to finance future growth and expansion and, therefore, do not anticipate paying any cash dividends on our common stock in the
foreseeable future.

Securities Authorized for Issuance Under
Equity Compensation Plans

Pursuant to the provisions of the AHFL
Acquisition Agreement dated August 24, 2012 and its amendments on March 14, 2013, March 13, 2015, February 17, 2016 and August
8, 2016, in lieu of the 2 million employee stock option pool (the “ESOP”) described in the AHFL Acquisition Agreement,
our Company is committed to create an employee stock pool or similar plan consisting of up to 5 million shares of common stock
to be granted to employees of affiliated entities of our Company (including Law Broker employees). Law Broker, being the only actively
operated subsidiary in Taiwan, primarily engages in insurance brokerage and insurance agency service business across Taiwan. Upon
satisfaction of respective performance criteria of Law Broker employees, the board of directors of Law Broker may submit its recommendation
to our Company for its approval and issuance of such options under the ESOP. Details of terms and conditions on the said ESOP shall
be set forth in separate ESOP documents duly approved by our Company.

On May 12, 2017, the Company’s 2017
Long Term Incentive Plan (the “2017 Plan”) was approved by the shareholders at the 2017 Annual Meeting of Stockholders
of China United Insurance Service, Inc. Up to 10,000,000 shares of our Common Stock may be granted under the 2017 Plan (the “Share
Pool”) is equal to 10,000,000, provided that 2,000,000 shares of the Share Pool is reserved for issuance to eligible participants
providing services to Action Holdings Financial Limited and its subsidiaries. Eligibility to participate is open to officers, directors
and employees of, and other individuals (including sales agents who are exclusive agents of the Company or its subsidiaries or
derive more than 50% of their income from those entities) who provide bona fide services to or for, us or any of our subsidiaries.
Given that metrics for evaluating performance goals are rather complex and exhaustive, and that the Company’s management
and Board of Directors are still working to develop a series of reward policies that specify various performance target levels
and the size of the award or payout of performance shares with respect to each different target level attained, no awards were
granted under the 2017 Plan as of December 31, 2018.

Options and Warrants

As of March 29, 2019, we had no outstanding
options or warrants exercisable for shares of our Common Stock.

ITEM 6. SELECT FINANCIAL DATA

The following selected consolidated statement of operations data for the years ended December 31, 2018,
and 2017 and the selected consolidated balance sheet data as of December 31, 2018, and 2017 are derived from our audited consolidated
financial statements included elsewhere in this Form 10-K.

Our historical results are not necessarily
indicative of the results that may be expected in the future. You should read the following selected financial data in conjunction
with the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations”,
our consolidated financial statements, related notes, and other financial information included elsewhere in this Form 10-K.

The following selected consolidated financial
and other data is as of and for the years ended December 31, 2018 and 2017 is derived in part from, and should be read in conjunction
with the Company’s Consolidated Financial Statements and related notes.

CHINA UNITED INSURANCE SERVICE, INC.
AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS
AND OTHER COMPREHENSIVE INCOME / (LOSS)

Year Ended December 31
2018 2017
Revenue $ 78,667,731 $ 72,848,444
Cost of revenue 49,314,709 42,801,007
Gross profit 29,353,022 30,047,437
Operating expenses:
Selling 3,560,840 2,344,633
General and administrative 17,854,923 14,959,384
Total operating expense 21,415,763 17,304,017
Income from operations 7,937,259 12,743,420
Other income (expenses):
Interest income 446,859 339,169
Interest expenses (130,523 ) (35,375 )
Dividend income 354,224 332,302
Other – net 418,999 312,066
Total other income(expenses), net 1,089,559 948,162
Income before income tax 9,026,818 13,691,582
Income tax expense 3,610,172 3,513,717
Net income 5,416,646 10,177,865
Net income attributable to the noncontrolling interests 3,045,241 3,023,227
Net income attributable to shareholders of the Company 2,371,405 7,154,638
Other comprehensive income (loss)
Foreign currency translation gain (loss)

(787,695

) 1,241,081
Other 358 42,914
Other comprehensive income attributable to shareholders of the Company

(787,337

) 1,283,995
Other comprehensive income attributable to noncontrolling interests (429,854 ) 940,887
Comprehensive income attributable to shareholders of the Company $ 1,584,068 $ 8,438,633
Weighted average shares outstanding:
Basic 29,452,669 29,452,669
Diluted 29,452,669 30,509,552
Earnings per share attributable to common shares of the
    Company:
Basic $ 0.078 $ 0.243
Diluted $ 0.078 $ 0.235

Selected Consolidated Balance Sheet Data

Year Ended December 31
2018 2017
Total assets $ 68,881,844 $ 59,273,243
Total current liabilities

26,394,619

19,438,643
Total long-term liabilities

3,544,395

5,091,226
Total shareholders 'equity

38,942,830

34,743,374

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITIONS AND RESULTS OF OPERATIONS

The following Management’s Discussion
and Analysis of Financial Condition and Results of Operations should be read in conjunction with the consolidated financial statements
and the accompanying notes thereto included in Item 8 of Part II, “Financial Statements and Supplementary Data” of
this Form 10-K Report. Unless otherwise stated, references to particular years, quarters, months or periods refer to the Company’s
fiscal years ended in December and the associated quarters, months and periods of those fiscal years.

We are a Delaware corporation, organized on June 4, 2010 by Mr. Mao as a holding company for both ZLI
Holdings Limited (“CU Hong Kong”) and Action Holdings Financial Limited (“AHFL,” a company incorporated
in the British Virgin Islands), which has been quoted on various tiers of the Over the Counter market. The Company organizes and
manages its business by geographic areas, aggregates them as three operating segments. As of December 31, 2018, through our Consolidated
Affiliated Entities – PRC Segment, we had two insurance agencies, one brokerage and 47 service outlets with 2,589 full-time
sales professionals and 139 administrative staff in Nanjing, Henan, Sichuan, Jiangsu, Fujian and Guangdong provinces in China.
In addition, through Law Broker – Taiwan Segment, we had 34 sales and service outlets (including the headquarters) with 2,600
sales professionals and 199 administrative staff in Taiwan.

During the year ended December 31, 2018,
85.82%, 13.31% and 0.87% of our revenues were derived from our Taiwan Segment, PRC Segment and Hong Kong Segment, respectively.
During the year ended December 31, 2017, 85.31%, 14.37% and 0.32% of our revenues were derived from our Taiwan Segment, PRC Segment,
and Hong Kong Segment, respectively.

Critical Accounting Policies and Estimates

The preparation of financial statements
in conformity with Accounting Principles generally accepted in the United States of America (“U.S. GAAP”) requires
management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent
assets and liabilities at the dates of the consolidated financial statements and the amounts of revenues and expenses during the
period. Management makes these estimates using the best information available when they are made. However, actual results could
differ materially from those estimates. While there are a number of significant accounting policies affecting our financial statements;
we believe the following critical accounting policies involve the most complex, difficult and subjective estimates and judgments.
We have not made any material changes in the methodology used in these accounting polices during the past three years.

Principles of Consolidation

The accompanying consolidated financial statements have been prepared in conformity with GAAP and reflect
the accounts and operations of the Company and those of its subsidiaries in which the Company has a controlling financial interest.
In accordance with the provisions of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification
(“ASC”) Topic 810, Consolidation, the Company consolidates any variable interest entity (“VIE”),
of which it is the primary beneficiary. The typical condition for a controlling financial interest ownership is holding a majority
of the voting interests of an entity; however, a controlling financial interest may also exist in entities, such as VIEs, through
arrangements that do not involve controlling voting interests. ASC 810 requires a variable interest holder to consolidate a VIE
if that party has the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance
and the obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits
from the VIE that could potentially be significant to the VIE. The Company does not consolidate a VIE in which it has a majority
ownership interest when the Company is not considered the primary beneficiary. The Company evaluates its relationships with all
the VIEs on an ongoing basis to ensure that it continues to be or becomes the primary beneficiary. All intercompany transactions
and balances have been eliminated in consolidation.

Noncontrolling Interest

The Company follows FASB ASC Topic 810, “Consolidation,” which governs the accounting for
and reporting of noncontrolling interests (“NCI”) in partially owned consolidated subsidiaries and the loss of control
of subsidiaries. NCIs may be treated as a separate component of equity, not as a liability, that increases and decreases in the
parent’s ownership interest that leave control intact be treated as equity transactions rather than as step acquisitions
or dilution gains or losses, and that losses of a partially owned consolidated subsidiary be allocated to the NCI even when such
allocation might result in a deficit balance. This standard also required changes to certain presentation and disclosure requirements.

Accounts Receivable and Allowance for
Doubtful Accounts

We review our accounts receivable regularly
to determine if a bad debt allowance is necessary at each quarter-end. Management reviews the composition of accounts receivable
and analyzes the age of receivables outstanding, customer concentrations, customer credit worthiness, current economic trends and
changes in customer payment patterns to evaluate the necessity of making such allowance. No allowance was deemed necessary as of
December 31, 2018 and 2017.

Long-Term Investments

Long-term investments include government bonds held as available-for-sale,
investment in real estate investment trusts (“REITs”) measured at fair value through net income, and equity investments
accounted for the cost method. Available-for-sale investments are carried at fair value and unrealized gains and losses as a result
of changes in the fair value are recorded as a separate component within accumulated other comprehensive income in the accompanying
consolidated balance sheets.

The Company measures equity investments in companies that do not have a readily determinable fair value
in which it holds an interest of less than 20% using cost method, and no changes in fair value is recognize in net income for those
equity investments.

Impairment of Long-Lived Assets

In accordance with ASC Topic 360, “Property,
Plant and Equipment”, we review the carrying values of long-lived assets when circumstances warrant in order to determine
whether their carrying value has become impaired. We consider assets to be impaired if the carrying value of an asset exceeds the
present value of future net undiscounted cash flows from related operations. No impairment was recognized for the years ended December
31, 2018 and 2017.

Revenue recognition

We adopted the new revenue standard
ASC Topic 606, Revenue from Contracts with Customers, at the beginning of 2018, which requires that recognition of revenue
occurs when a customer obtains control of promised goods or services in an amount that reflects the consideration to which
the entity expects to be entitled in exchange for those goods or services. We recognize revenue when control over services
provided by the Company is transferred to the respective insurance company, whereby the transfer of control is considered
complete when the insurance policy becomes effective. Az új
guidance includes requirements to estimate variable or contingent consideration to be received and recognize variable
consideration to the extent that a significant reversal of revenue will not probably occur in subsequent periods. alkalmazása
the new revenue standard requires significant judgment and estimate to be made by the Company.

Income taxes

The Company records income tax expense
using the asset-and-liability method of accounting for deferred income taxes. Under this method, deferred taxes are recognized
for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting
amounts at each year-end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are
expected to affect taxable income. Deferred tax assets are reduced by a valuation allowance if, based on available evidence, it
is more likely than not that the deferred tax assets will not be realized.

When tax returns are filed, it is likely
some positions taken would be sustained upon examination by the taxing authorities, while others are subject to uncertainty about
the merits of the position taken or the amount of the position that would be ultimately sustained. The benefit of a tax position
is recognized in the financial statements in the period during which, based on all available evidence, management believes it is
more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes,
if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more-likely-than-not
recognition threshold are measured as the largest amount of tax benefit that is more than 50% likely of being realized upon settlement
with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured
as described above is reflected as a liability for unrecognized tax benefits in the accompanying balance sheets along with any
associated interest and penalties that would be payable to the taxing authorities upon examination. Interest associated with unrecognized
tax benefits are classified as interest expense and penalties are classified in selling, general and administrative expenses in
the statements of operations and other comprehensive income (loss).

Recent Accounting Pronouncements

crédit-bail

In February 2016, the FASB issued Accounting
Standards Update (“ASU”) No. 2016-02, (Topic 842), Leases. ASU 2016-02 requires the recognition of lease assets and
lease liabilities by lessees for those leases currently classified as operating leases and makes certain changes to the accounting
for lease expenses. The Company anticipates that the adoption of ASU 2016-02 for our leasing arrangements will likely (i) increase
our recorded assets and liabilities, (ii) increase depreciation and amortization expense, (iii) increase interest expense and (iv)
decrease lease/rental expense.

The Company plans to adopt the standard as of January 1, 2019, the beginning of the fiscal year 2019.
The Company estimates adoption of the standard will result in recognition of additional Right of Use (“ROU”) assets
and operating liabilities as of January 1, 2019. The difference between these amounts will be recorded as an adjustment to retained
earnings. The Company does not believe the standard will materially affect our consolidated net earnings. While substantially complete,
the Company is still in the process of finalizing its evaluation of the effect of ASU 2016-02 on the Company’s financial
statements and disclosures. The Company will finalize its accounting assessment and quantitative impact of the adoption during
the first quarter of fiscal year 2019.

Credit Losses

In June 2016, the FASB issued ASU No. 2016-13, (Topic 326), Financial Instruments – Credit Losses:
Measurement of Credit Losses on Financial Instruments which amends the current accounting guidance and requires the use of the
new forward-looking “expected loss” model, rather than the “incurred loss” model, which requires all expected
losses to be determined based on historical experience, current conditions and reasonable and supportable forecasts. This guidance
amends the accounting for credit losses for most financial assets and certain other instruments including trade and other receivables,
held-to-maturity debt securities, loans and other instruments. ASU 2016-13 is effective for public entities for annual periods
beginning after December 15, 2019, and interim periods within those annual periods. Early adoption is permitted for annual periods
beginning after December 15, 2018, and interim periods therein. The Company is evaluating the impact of the adoption of ASU 2016-13
on its financial position and results of operations.

Results of Operations

Overview of the years ended December 31, 2018 and 2017

The following table shows the results of
operations for the years ended December 31, 2018 and 2017:

Year Ended December 31
2018 2017 Change Percent
Revenue $ 78,667,731 $ 72,848,444 $ 5,819,287 8 %
Cost of revenue 49,314,709 42,801,007 6,513,702 15 %
Gross profit 29,353,022 30,047,437 (694,415 ) (2 )%
Gross profit margin 37 % 41 % (12 )% (25 )%
Operating expenses:
Selling 3,560,840 2,344,633 1,216,207 52 %
General and administrative 17,854,923 14,959,384 2,895,539 19 %
Total operating expenses 21,415,763 17,304,017 4,111,746 24 %
Income from operations 7,937,259 12,743,420 (4,806,161 ) (38 )%
Other income (expenses):
Interest income 446,859 339,169 107,690 32 %
Interest expenses (130,523 ) (35,375 ) (95,148 ) 269 %
Dividend income 354,224 332,302 21,922 7 %
Other – net 418,999 312,066 106,933 34 %
Total other income(expenses), net 1,089,559 948,162 141,397 15 %
Income before income tax 9,026,818 13,691,582 (4,664,764 ) (34 )%
Income tax expense 3,610,172 3,513,717 96,455 3 %
Net income 5,416,646 10,177,865 (4,761,219 ) (47 )%
Net income attributable to the noncontrolling interests 3,045,241 3,023,227 22,014 1 %
Net income attributable to shareholders of the Company 2,371,405 7,154,638 (4,783,233 ) (67 )%

Revenue

As a distributor of insurance products,
we derive our revenue primarily from commissions and fees paid by insurance companies, typically calculated as a percentage of
premiums paid by our customers to the insurance companies in among Taiwan, PRC and Hong Kong. We generate revenue primarily through
our sales force, which consists of individual sales professionals in our distribution and service network. Revenue in the year
ended December 31, 2018 totaled over $78.6 million, an increase of approximately $5.8 million (or slightly over 8%) compared with
approximately $72.8 million in the previous year. This increase was attributable primarily to growth of our business in Taiwan. For the years ended December 31, 2018 and 2017, the revenue generated respectively from Taiwan, PRC and Hong Kong
was as follows:

For the Years
Ended December 31,
Geographic Areas 2018 2017
Revenue
Taiwan $ 67,515,966 $ 62,147,136
PRC 10,465,147 10,467,488
Hong Kong 718,924 302,096
Elimination adjustment (32,306 ) (68,276 )
Total revenue $ 78,667,731 $ 72,848,444

During the year ended December 31, 2018,
85.82%, 13.31% and 0.87% of our revenue in our audited consolidated financial statements were derived from Taiwan, Consolidated
Affiliated Entities (“CAE”) in PRC and Hong Kong, respectively. During the year ended December 31, 2017, 85.31%, 14.37%
and 0.32% of our revenue in our audited consolidated financial statements were derived from Taiwan, CAE in PRC and Hong Kong, respectively.
Total revenue increased by $5,819,287, or 8%, from $72,848,444 for the year ended December 31, 2017 to $78,667,731 for the year
ended December 31, 2018, mainly due to the increase of the revenue in Taiwan and Hong Kong for the following reasons:

a) The total revenue related to TransGlobe Life Insurance Inc. (“TransGlobe”) increased by $2,111,268 from $8,168,837 for the year ended December 31, 2017 to $10,280,105 for the year ended December 31, 2018. The revenue earned from TransGlobe experienced a visible increase because TransGlobe offered health insurance products with greater affordability and more favorable terms that appealed to the market, thereby boosting the sales of health insurance products for the year ended December 31, 2018. In addition, due to a regulatory change in Taiwan proposing to limit total claims from multiple insurance policies up to incurred losses, our sales professionals are focusing on selling TransGlobe products to other existing policy holders to maximize insured benefits before the enactment.

b) The total revenue related Taiwan Life Insurance Co., Ltd (“Taiwan Life”) increased by $1,714,574 from $9,309,759 for the year ended December 31, 2017 to $11,024,333 for the year ended December 31, 2018. The increase was primarily driven by the launch of a new affordable comprehensive long-term disability insurance product in 2017. This package attracted more attention from customers in 2018 and led to the increase in sales. Policies sold in 2017 and retained through their 13e month also generated additional commission bonuses for the Company which further increased revenue.

c) Overall revenue in the Taiwan segment increased in 2018 due to commissions from increased sales of insurance products that are soon to be discontinued due to Taiwan regulatory changes. Sales of these types of products increased as customers were looking to take advantage of their last opportunity to lock in these policies before the products are no longer available.

d) The revenue from our Hong Kong segment increased significantly. In 2018, the Company became the broker for re-insurance products for Taiwan Life. In this arrangement, the Company earns commissions on sales of insurance products from other insurers to Taiwan Life for risk management. The increase was the result of revenue from commissions from sales of reinsurance products in Hong Kong.

Cost of revenue and gross profit

Cost of revenue mainly consists of commissions
paid to our individual sales professionals. The cost of revenue for the year ended December 31, 2018 increased by $6,513,702 or
15%, to $49,314,709 compared with $42,801,007 for the year ended December 31, 2017. This increase was primarily due to the increase
of direct commission cost as a result of first year commission earned from insurance companies, and the restructuring of the commission
program. The Company launched Commission 2.0 in September 2017, featuring new incentive schemes and performance measures that are
more aligned with the company’s long-term objectives. Under Commission 2.0, sales targets are divided into smaller and more
attainable targets to improve the achievement rate. As a result, cost of revenue from commissions paid to sales professionals increased
more than the proportional increase of revenue.

The gross profit for the year ended December
31, 2018 decreased by $(694,415) or 2%, to $29,353,022 compared with $30,047,437 for the year ended December 31, 2017. The gross
profit margin decreased to 37% for the year ended December 31, 2018 from 41% for the year ended December 31, 2017. The decrease
was a result of increased commissions paid to our sales professionals under the new commission program.

Selling expenses

Selling expenses mainly occurred in Law
Broker, representing the expense for marketing promotion and selling related expense. The selling expense for the year ended December
31, 2018 increased by $1,216,207 or 52%, to $3,560,840 compared with $2,344,633 for the year ended December 31, 2017. The increase
is mainly attributed to the increased event related expenses. The Company launched an online reality show in the second half of
2018 to facilitate deeper brand engagement and to attract younger candidates to join the Company’s salesforce. The advertising
expenses related to the show were mainly incurred in 2018.

General and administrative expenses

General and administrative expenses are
principally comprised of salaries and benefits for our administrative staff, office rental expenses, travel expenses, depreciation
and amortization, entertainment expenses, and professional service fees.

For the year ended December 31, 2018, G&A
expenses were $17,854,923, an increase of $2,895,539, or 19%, compared with $14,959,384 for the year ended December 31, 2017, which
was mainly due to an increase
in salary for our senior administrative personnel.

Other income (expenses)

Net total other income for the year ended December 31, 2018 was $1,089,559, compared with net total other
income for the year ended December 31, 2017 of $948,162. Net total other income mainly consists of interest income, interest expenses,
dividend income and other miscellaneous income and expense. Net total other income increased by over $141,397 primarily due to
the exchange rate fluctuations and an increase in interest income from time deposits.

impôt sur le revenu

For the year ended December 31, 2018, income
tax expense was $3,610,172, an increase of $96,455, or 3%, compared with $3,513,717 for the year ended December 31, 2017. The Company
had increased income tax expense in the year ended December 31, 2018, despite having lower earnings before income taxes in comparison
with the year ended December 31, 2017 due to the one-time tax on accumulated earnings of foreign subsidiaries imposed by the 2017
Tax Cuts and Jobs Act.

Our subsidiaries in Taiwan are governed
by the Income Tax Law of Taiwan and are generally subject to tax at 20% on income reported in the statutory financial statements
after appropriate adjustments. Also, the Income Tax Law of Taiwan provides that a company is taxed an additional 5% on any undistributed
earnings to its shareholders.

WFOE and the CAE in the PRC are governed
by the Income Tax Law of the PRC concerning privately-run enterprises, which are generally subject to tax at 25% on income reported
in the statutory financial statements after appropriated adjustments. According to the requirement of local tax authorities, the
taxable income of Jiangsu Law was deemed to be 10% of total revenue, instead of actual income before income tax. The tax rate of
Jiangsu Law is also 25%.

Our subsidiaries in Hong Kong are governed
by the Inland Revenue Ordinance Tax Law of Hong Kong and are generally subject to a profits tax at the rate of 16.5% on the estimated
assessable profits.

As a result of all these factors, net income
decreased by $4.8 million to almost $5.4 million in the year ended December 31, 2018, from just over $10.2 million in the previous
fiscal year.

Liquidity and Capital Resources

Overview of the years ended December 31, 2018 and 2017

The following table represents a comparison
of the net cash provided by operating activities, net cash provided by (used in) investing activities, and net cash provided by
(used in) financing activities for the years ended December 31, 2018 and 2017:

For the Years
Ended December 31,
2018 2017 Change Percent
Net cash provided by operating activities $ 3,907,452 $ 5,906,923 $ (1,999,471 ) (34 )%
Net cash used in investing activities (4,301,227 ) (14,435,727 ) 10,134,500 (70 )%
Net cash provided by (used in) financing activities 5,487,587 2,506,795 2,980,792 119 %

Operating activities

Net cash provided by operating activities
during the year ended December 31, 2018 was $3,907,452, which was a decrease from $5,906,923, net cash provided by operating activities
during the year ended December 31, 2017. The decrease was mainly due to a decrease in net income due to increasing selling expenses
for the year ended December 31, 2018 compared with that of the year ended December 31, 2017.

Investing activities

Net cash used in investing activities was
$4,301,227 during the year ended December 31, 2018, which was mainly due to an increase in purchases of time deposits in 2018 as
compared to 2017. Net cash used in investing activities was $14,435,727 during the year ended December 31, 2017, which was mainly
due to purchase of structured deposit, marketable securities and time deposits of approximately $39 million less proceeds from
maturities of time deposits of approximately $17 million and disposals of marketable securities of approximately $8 million.

Financing activities

Net cash provided by financing activities
was $5,487,587 during the year ended December 31, 2018, which was an increase from 2017 mainly due to the proceeds from related
party and third party borrowings of approximately $2.8 million.

Related Party Loan and Loans to Unrelated Third Parties

Anhou Registered Capital Increase

On April 27, 2013, the CIRC issued the
Decision on Revising the Agency Provisions, pursuant to which, CIRC mandated any insurance agency established subsequent to the
Decision on Revising the Agency Provisions to meet a minimum registered capital requirement of RMB50 million (approximately $8
million). On May 16, 2013, CIRC issued the 2013 Notice, pursuant to which, professional insurance agencies established prior to
the issuance of the Decision on Revising the Agency Provisions, with registered capital less than RMB50 million (approximately
$8 million) can continue to operate its existing business within the provinces where they have a registered office or branch office,
but shall not set up any new branches in any provinces where it has no registered office or a branch office.

Prior to the capital increase, Anhou, a
professional insurance agency with a PRC nationwide license, used to have a registered capital of RMB10 million (approximately
$1.6 million). The branch offices of Anhou currently were all in Henan province. To better implement its expansion strategies,
Anhou increased its registered capital to RMB50 million (approximately $8 million) to meet the requirement of CIRC so that it can
set up new branches in any province beyond its current operations in China.

Due to certain restrictions on direct foreign investment in insurance agency business under current PRC
legal regime, Anhou has sought certain investments made by the Investor Borrowers (defined as below) and they may need funds through
individual loans. Upon the completion of the contemplated increase of registered capital of Anhou, each Investor Borrower shall,
or cause their designated persons to, enter into the Variable Interest Entities Agreement with WFOE, Anhou and other parties so
as to consolidate any additional VIE interest generated from the said registered capital increase into the Company.

On June 9, 2013, AHFL entered into a Loan
Agreement (the “Company Loan Agreement”) with CU Hong Kong.

Under the Company Loan Agreement, AHFL
agreed to provide a loan to the CU Hong Kong with the principal amount equal to the US Dollar equivalent of RMB40 million ($6,389,925).
The term for such was ten years which could be extended upon the agreement of the parties. The amount of such loan was remitted
to the account of CU Hong Kong on August 30, 2013.

In August 2013, the CU Hong Kong entered
into several Loan Agreements (collectively, the “Investor Loan Agreements”) with the following unrelated parties: Able
Capital Holding Co., Ltd., a limited liability company established and registered in Hong Kong, Mr. Li Chen and Ms. Jing Yue, both
PRC citizens (collectively, the “Investor Borrowers”).

Under the Investor Loan Agreements, the
Investor Borrowers loaned cash from CU Hong Kong for their investment in Anhou and CU Hong Kong agreed to provide certain loans
to each of the Investor Borrowers with an aggregate principal amount equal to the US Dollar equivalent of RMB40 million ($6,389,925).
The term for such loans was ten years which could be extended upon the agreement of the parties. Pursuant to the Investor Loan
Agreements, each of the Investor Borrowers covenants to enter into certain Variable Interest Entities Agreements with Anhou, WFOE
and certain existing shareholders of Anhou. The proceeds received from the said loans by the Investor Borrowers shall be solely
used to increase the registered capital of Anhou, and CU Hong Kong may determine the repayment methods including transferring of
the Investor Borrowers’ corresponding registered capital in Anhou or through other manner as full payment of the loans subject
to terms and conditions therein in the event that the Investor Borrowers fails to repay the loan in currency to CU Hong Kong.

The specific amounts loaned to the Investor
Borrowers were as follows:

Able Capital Holding Co., Ltd.: RMB29.5
million ($4,712,570)

Ms. Chunyan Lu: RMB3 million ($479,244)

Ms. Yue: RMB7.5 million ($1,198,111)

On October 20, 2013, the Investor Borrowers, through certain nominees, increased Anhou’s registered
capital by RMB 40 million ($6,389,925).

Loan Receivable

On October 24, 2016, the Company entered into a loan agreement with a third party, Rich Fountain Limited
(“RFL”), a company incorporated under the laws of Samoa. The Company provided a short-term loan approximately $1,618,577
(NT$48,000,000) to RFL. The short-term loan bears an interest rate of 4.5% per annum and the principal and interest of the loan
were payable on April 23, 2017. On April 21, 2017, the Company and RFL entered into a supplemental agreement to extend the loan
to October 23, 2017. The Company received partial payment of approximately $71,974 (NT$ 2,134,440) and approximately $36,256 (NT$1,075,200)
on June 22, 2017 and July 14, 2017, respectively. As of December 31, 2017, the outstanding principal balance of the loan was approximately
$1,510,347 (NT$ 44,790,360). On March 7, 2018, RFL paid off all outstanding balance of loan to the Company.

Due to related parties

The related parties listed below loaned
money to the Company for working capital. Due to related parties consisted of the following as of December 31, 2018 and 2017:

2018. december 31. December 31, 2017
Due to Mr. Mao (Principal shareholder of the Company)* $ 391,311 $ 409,054
Due to Ms. Lu (Shareholder of Anhou)* 161,380
Due to I Health Management Corp** 17,703
Accrued bonus for Ms. Chao*** 597,631 210,752
D'autres 7,623 2,128
plein $ 996,565 $ 801,017

*Amounts due to Mr. Mao and Ms. Lu bear
no interest and are payable on demand.

**25% of I Health Management Corp’s
shares are owned by Multiple Capital Enterprise, and 24% of Multiple Capital Enterprise’s shares are owned by members of
the Company’s management level.

***On May 10, 2016, Law Broker entered
into an engagement agreement (“Engagement Agreement”) with Hui-Hsien Chao (“Ms. Chao”), pursuant to which,
she serves as the general manager of Law Broker from December 29, 2015 to December 28, 2018. Ms. Chao’s primary responsibilities
are to assist Law Broker in operating and managing insurance agency business. According to the Engagement Agreement, Ms. Chao’s
Bonus plans include: 1) execution, 2) long-term service fees, 3) pension and 4) non-competition. The payment of such bonuses will
only occur upon satisfaction of certain condition and subject to the terms in the Engagement Agreement. Ms. Chao acts as the general
manager or equivalent position of Law Broker for a term of at least three years. On March 13, 2017, Law Broker and Ms. Chao entered
into an amendment to the Engagement above-mentioned Agreement to specify 1) Ms. Chao’s pension calculation assumptions and
start date, and 2) the non-competition provision start date. As of December 31, 2018 and 2017, the Company had current liabilities
amounted $597,631 and $210,752, respectively, related to accrued bonus for Ms. Chao.

On a going forward basis, our primary requirements
for cash over the next 12 months consist of:

· providing insurance agency services to its existing clients in its existing branches;

· developing new clients;

· promoting sales activities;

· opening more branches in China; et

· expanding business scale in China, through mergers & acquisitions.

Long-term loan

The Company’s long-term loans consisted
of the following as of December 31, 2018 and 2017:

2018. december 31. December 31, 2017
Loan A, interest at 8% per annum, maturity date May 15, 2019 $ 123,611 $ 130,641
Loan B, interest at 8% per annum, maturity date July 20, 2019 111,976 118,345
Total loans 235,587 248,986
Less: current portion (235,587 )
Total long-term loans $ $ 248,986

Law Anhou Insurance Agency Co., Limited
(“Anhou”) in Nanjing City, PRC is a variable interest entity (VIE) of which the Company is the primary beneficiary.
The Company contractually control Anhou through CU Hong Kong.

On May 15, 2016, Anhou entered into a loan
agreement (“Loan A”) with an individual third party. The loan agreement provided for approximately $123,611 (RMB 850,000)
and $130,641 (RMB 850,000) as of December 31, 2018 and 2017, respectively, loan to the Company. The Loan A bears an interest rate
of 8% per annum and interest is payable annually. The principal and the accrued interest will be due on May 15, 2019. As of December
31, 2018, the principal amount was reclassified to current liabilities.

On July 20, 2016, Anhou entered into a
loan agreement (“Loan B”) with an individual third party. The loan agreement provided for approximately $111,976 (RMB
770,000) and $118,345 (RMB 770,000) as of December 31, 2018 and 2017, respectively, loan to the Company. The Loan B bears an interest
rate of 8% per annum and interest is payable annually. The principal and the accrued interest will be due on July 20, 2019. As
of December 31, 2018, the principal amount was reclassified to current liabilities.

Total interest expenses for the long-term
loans were $18,450 and $20,737, respectively, for the years ended December 31, 2018 and 2017.

Contractual Obligations

Operating Leases

The Company has operating leases for
its offices. Rental expenses for the years ended December 31, 2018 and 2017 and were $2,720,365 and $2,537,348, respectively.
As of December 31, 2018, total future minimum annual lease payments under operating leases were as follows, by years:

Years ending December 31, somme
Twelve months ending December 31, 2019 $ 2,043,635
Twelve months ending December 31, 2020 818,792
Twelve months ending December 31, 2021 369,340
Twelve months ending December 31, 2022 131,568
Twelve months ending December 31, 2023 121,303
Thereafter
plein $ 3,484,638

Lease Agreements

On February 1, 2018, Prime Asia Corporation,
Limited, the Company’s majority owned subsidiary entered into a lease agreement with Apex Biz Solution Limited (“Apex,”
was formerly known as Prime Technology Corp.) Apex is a related party of the Company because it is affiliated to the Company’s
management. The lease is to lease the office space in Taipei City to Apex. The lease commencement date is December 1, 2018, with
a monthly base rent of approximately $680 (NT$20,476). The Company recorded rent income of $7,317 for the year ended December 31,
2018e

On July 1, 2016, the Company entered into lease agreements with Yuli Broker and Yuli Investment separately,
to lease their Nan-King East Road office space in Taipei City. The lease terms were both for one year commencing on July 1, 2016
and ending on June 30, 2017, with an annual base rent approximately of $610 (NT$18,000). On June 30, 2018, these lease agreements
were extended automatically to June 30, 2019. The Company recorded rent income of $1,138 and $1,128, respectively, for the years
ended December 31, 2018 and 2017.

Yuli Broker and Yuli Investment are owned
by Ms. Lee who is the Director of Law Broker. The Company plans to invest in Yuli Broker and the application of the investment
was approved by Investment Commission of the Ministry of Economic Affairs in Taiwan in January 2018. As of December 31, 2018, the
Company has not commenced the investment.

AHFL Acquisition Agreement

The Company and the selling shareholders of AHFL entered into a third Amendment to the Acquisition Agreement
(the “Third Amendment”), pursuant to which, the Company committed to distribute the cash payment in the amount approximately
$676,466 (NT$22.5 million) to the selling shareholders of AHFL on or prior to June 30, 2016. On July 21, 2016, the Company arranged
for the payment of $153,097 (NT$4,830,514) to the selling shareholders. On March 12, 2017, the Company and the selling shareholders
of AHFL entered into a fifth amendment to the acquisition agreement (the “Fifth Amendment”), pursuant to which, the
Company agreed to make the cash payment in the amount of $480,559 (NT$15 million) on or prior to March 31, 2019. On March 27, 2019,
the Company and the selling shareholders of AHFL entered into a sixth amendment to the acquisition agreement (the “Sixth
Amendment”), pursuant to which, the Company agreed to make the cash payment in the amount of $480,559 (NT$15 million) on
or prior to March 31, 2021.

Engagement Agreement with Ms. Chao

On May 10, 2016, Law Broker entered into
an engagement agreement (“Engagement Agreement”) with Hui-Hsien Chao (“Ms. Chao”), pursuant to which, she
serves as the general manager of Law Broker from December 29, 2015 to December 28, 2018. Ms. Chao’s primary responsibilities
are to assist Law Broker in operating and managing insurance agency business. According to the Engagement Agreement, Ms. Chao’s
Bonus plans include: 1) execution, 2) long-term service fees, 3) pension and 4) non-competition. The payment of such bonuses will
only occur upon satisfaction of certain condition and subject to the terms in the Engagement Agreement. Ms. Chao acts as the general
manager or equivalent position of Law Broker for a term of at least three years. On March 13, 2017, Law Broker and Ms. Chao entered
into an amendment to the Engagement above-mentioned Agreement to specify 1) Ms. Chao’s pension calculation assumptions and
start date, and 2) the non-competition provision start date. As of December 31, 2018 and 2017, the Company had current liabilities
amounted $597,631 and $210,752, respectively, related to accrued bonus for Ms. Chao.

Advisory Agreements

On May 2, 2016, the Company entered into
an advisory agreement with I Health Management Corp (“I Health”) who is contracted to provide 10,000 Taiwan citizens’
health information to the Company. The total advisory fee was approximately $42,000 (NT$1,275,000). For the year ended December
31, 2017, the Company had cost of revenue related to I Health amounted $13,315. The Company had due to I Health $17,703 as of December
31, 2017.

On December 7, 2016, the Company entered into an advisory agreement with Mr. Fu Chang Li, the Director
of the Company. Pursuant to this Advisory Agreement, Mr. Li provided investment consulting services to the Company from December
7, 2016 to December 6, 2017. On December 7, 2017, both parties agreed to extend this advisory agreement from December 7, 2017 to
December 6, 2018. On December 7, 2018, both parties agreed to extend this advisory agreement from December 7, 2018 to December
6, 2019. The total advisory fee was approximately $60,204 (NT$1.8 million). For the years ended December 31, 2018 and 2017, the
Company recognized $59,368 and $59,214, respectively, general and administrative expenses in connection to this advisory agreement.

Consulting Agreement

On November 1, 2016, the Company entered
into a consulting agreement with Apex pursuant to which the Company would provide administrative operational consulting services
to Apex from November 1, 2016 through December 31, 2021. As of December 31, 2018 and 2017, the Company had accounts receivable
amounted of nil and $17,231, respectively. The Company also had revenue of $31,449 and $50,053 for the years ended December 31,
2018 and 2017, respectively.

Off Balance Sheet Arrangements

As of December 31, 2018, our Company had
no off balance sheet arrangements.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET
RISK.

As a smaller reporting company as defined
by Rule 12b-2 of the Exchange Act, we are not required to provide the information under this item.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

REPORT OF INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM

To the Shareholders and Board of Directors of:

China United Insurance Service, Inc.

Opinion
on the Consolidated Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated
balance sheets of China United Insurance Service, Inc. and subsidiaries (the “Company”) as of December 31, 2018 and
2017, the related consolidated statements of operations and comprehensive income (loss), stockholders’ equity, and cash flows
for each of the two years in the period ended December 31, 2018, and the related notes (collectively referred to as the consolidated
financial statements). We also have audited the Company’s internal control over financial reporting as of December 31, 2018,
based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations
of the Treadway Commission (“COSO”)

In our opinion, the consolidated financial
statements present fairly, in all material respects, the financial position of the Company and subsidiaries as of December 31,
2018 and 2017, and the results of their operations and their cash flows for each of the two years in the period ended December
31, 2018, in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the
Company did not maintain, in all material respects, effective internal control over financial reporting as of December 31, 2018,
based on the criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring
Organizations of the Treadway Commission.

A material weakness is a deficiency, or
a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a
material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely
basis. Material weaknesses regarding (1) an ineffective mechanism to proper communicate the concepts of corporate governance and
(2) lack of a qualified experienced financial expert to lead and supervise the overall internal control over financial reporting
system of the Company, have been identified and described in management’s assessment. These material weaknesses were considered
in determining the nature, timing, and extent of audit tests applied in our audit of the 2018 consolidated financial statements,
and our opinion regarding the effectiveness of the Company’s internal control over financial reporting does not affect our
opinion on those consolidated financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial
reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying
“Item 9A, Management’s Report on Internal Control over Financial Reporting”. Our responsibility is to express
an opinion on the Company's consolidated financial statements and an opinion on the Company's internal control over financial reporting
based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States)
("PCAOB") and are required to be independent with respect to the Company in accordance with U.S. federal securities laws
and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We
conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits
to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due
to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks
of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that
respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in
the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates
made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal
control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the
risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based
on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances.
We believe that our audits provide a reasonable basis for our opinions.

Definition and Limitations
of Internal Control over Financial Reporting

A company’s internal
control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting
and the preparation of consolidated financial statements for external purposes in accordance with generally accepted accounting
principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain
to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the
assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of consolidated
financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company
are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance
regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could
have a material effect on the consolidated financial statements.

Because of its inherent
limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation
of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions,
or that the degree of compliance with the policies or procedures may deteriorate.

We have served as the Company’s
auditor since 2014.

/s/ Simon & Edward, LLP
Los Angeles, California
April 1, 2019

CHINA UNITED INSURANCE SERVICE, INC.
AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

As of December 31,
2018 2017
ESZKÖZÖK
Current assets
Cash and cash equivalents $ 16,663,942 $ 15,473,949
Time deposits 25,740,164 21,470,113

Restricted cash equivalents

3,320,802

Structured deposits 1,248,340
Accounts receivable 15,332,355 13,301,006
Other current assets 1,155,678 2,226,467
Total current assets

62,212,941

53,719,875
Property, plant and equipment, net 1,195,695 946,302
Intangible assets, net 575,985 775,778
Long-term investments 2,477,558 1,399,762

Restricted cash – long-term

655,027

469,615
Other assets 1,764,638 1,961,911
TOTAL ASSETS $ 68,881,844 $ 59,273,243
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Short-term loans $ 8,435,587 $ 2,350,000
Income tax payable – short-term 1,599,146 3,508,790
Commissions payable to sales professionals 8,014,480 6,415,071
Convertible bonds 200,000
Due to related parties 996,565 801,017
Other current liabilities

7,348,841

6,163,765
Total current liabilities

26,394,619

19,438,643
Long-term loans 248,986
Income tax payable – long-term 1,007,323
Other liabilities

2,537,072

4,842,240
TOTAL LIABILITIES 29,939,014 24,529,869
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS EQUITY
Preferred stock, $0.00001 par value, 10,000,000 authorized, 1,000,000 issued and outstanding 10 10
Common stock, $0.00001 par value, 100,000,000 authorized, 29,452,669 issued and outstanding 295 295
Additional paid-in capital 8,190,449 8,190,449
Statutory reserves 7,299,123 5,781,008
Retained earnings 7,273,227 6,419,937
Accumulated other comprehensive income (171,318 ) 616,019
Total stockholders' equity attributable to shareholders of the Company 22,591,786 21,007,718
Noncontrolling interests

16,351,044

13,735,656
TOTAL STOCKHOLDERS' EQUITY 38,942,830 34,743,374
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 68,881,844 $ 59,273,243

The accompanying notes are an integral part
of these consolidated financial statements

CHINA UNITED INSURANCE SERVICE, INC.
AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS
AND OTHER COMPREHENSIVE INCOME / (LOSS)

Year Ended

December 31,

2018 2017
Revenue $ 78,667,731 $ 72,848,444
Cost of revenue 49,314,709 42,801,007
Gross profit 29,353,022 30,047,437
Operating expenses:
Selling 3,560,840 2,344,633
General and administrative 17,854,923 14,959,384
Total operating expenses 21,415,763 17,304,017
Income from operations 7,937,259 12,743,420
Other income (expenses):
Interest income 446,859 339,169
Interest expenses (130,523 ) (35,375 )
Dividend income 354,224 332,302
Other – net 418,999 312,066
Total other income, net 1,089,559 948,162
Income before income tax 9,026,818 13,691,582
Income tax expense 3,610,172 3,513,717
Net income 5,416,646 10,177,865
Net income attributable to noncontrolling interests 3,045,241 3,023,227
Net income attributable to shareholders of the Company 2,371,405 7,154,638
Other comprehensive income (loss)
Foreign currency translation gain (loss) (787,695 ) 1,241,081
Other 358 42,914
Total other comprehensive income (787,337 ) 1,283,995
Less: comprehensive income attributable to noncontrolling interests (429,854 ) 940,887
Comprehensive income attributable to shareholders of the Company $ 1,584,068 $ 8,438,633
Weighted average shares outstanding:
Basic 29,452,669 29,452,669
Diluted 29,452,669 30,509,552
Earnings per share attributable to common shareholders of the Company:
Basic $ 0.078 $ 0.243
Diluted $ 0.078 $ 0.235

The accompanying notes are an integral part
of these consolidated financial statements

CHINA UNITED INSURANCE SERVICE, INC.
AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN
STOCKHOLDERS' EQUITY

Common
Stock
somme Preferred
Stock
somme További
Paid-in
Főváros
Statutory
Reserves
Accumulated
Other
Comprehensive
Loss
Retained
Kereset
plein Noncontrolling
Interests
plein
Equity

Balance December

31, 2016

29,452,669 295 1,000,000 10 8,157,512 3,799,585 (667,976 ) 1,246,722 12,536,148 9,771,542 22,307,690

Appropriation of

tartalékok

1,981,423 (1,981,423 )

Foreign currency

translation gain

1,241,081 1,241,081 940,518 2,181,599

Other comprehensive

nyereség

42,914 42,914 369 43,283
Forgiveness of debt 32,937 32,937 32,937
Net income 7,154,638 7,154,638 3,023,227 10,177,865

Balance December

31, 2017

29,452,669 295 1,000,000 10 8,190,449 5,781,008 616,019 6,419,937 21,007,718 13,735,656 34,743,374

Appropriation of

tartalékok

1,518,115 (1,518,115 )

Foreign currency

translation gain

(787,695 ) (787,695 ) (430,038 ) (1,217,733 )

Other comprehensive

nyereség

358 358 184 542
Net income 2,371,405 2,371,405 3,045,242 5,416,647

Balance December

31, 2018

29,452,669 295 1,000,000 10 8,190,449 7,299,123 (171,318 ) 7,273,227 22,591,786 16,351,044 38,942,830

The accompanying notes are an integral part
of these consolidated financial statements

CHINA UNITED INSURANCE SERVICE, INC.
AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

Year ended December 31,
2018 2017
Cash flows from operating activities:
Net income $ 5,416,646 $ 10,177,865
Adjustment to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 636,980 561,184
Pension plan 2,169
Amortization of bond premium 569
Loss on debt forgiveness 12,645
Loss on valuation of financial assets 125,714 64,749
Loss on disposal of fixed assets 36,279 110,964
Deferred income tax (163,631 ) 87,391
Changes in operating assets and liabilities:
Accounts receivable (2,421,663 ) 3,657,114
Other current assets (486,314 ) (335,939 )
Other assets 106,662 (1,277,215 )
Income tax payable (726,379 ) 1,036,997
Commissions payable to sales professionals 1,826,478 (5,557,039 )
Other current liabilities 2,672,584 (1,592,557 )
Other liabilities (3,129,118 ) (1,028,760 )
Net cash provided by operating activities 3,907,452 5,906,923
Cash flows from investing activities:
Purchases of structured deposits (13,696,531 ) (1,285,882 )
Proceeds from maturities of structured deposits 14,993,795
Purchases of time deposits (49,535,273 ) (32,699,028 )
Proceeds from maturities of time deposits 44,555,966 17,437,704
Proceeds from repayment of loan made to RFL 1,486,485
Loan made to RFL 105,586
Proceeds from sale of marketable securities 7,515,680
Purchase of marketable securities (4,967,359 )
Purchase of long-term investments – REITs (1,327,505 )
Purchase of property, plant and equipment (696,028 ) (382,473 )
Purchase of intangible assets (82,136 ) (159,955 )
Net cash used in investing activities (4,301,227 ) (14,435,727 )
Cash flows from financing activities:
Repayment of convertible bonds (200,000 )
Proceeds from short-term loans 34,300,000 2,350,000
Repayment of short-term loans (28,450,000 ) (22,199 )
Proceeds from related party borrowings 475,273 464,850
Repayment to related party borrowing (637,686 ) (285,856 )
Net cash provided by financing activities 5,487,587 2,506,795
Foreign currency translation (397,605 ) 1,577,935
Net increase (decrease) in cash, cash equivalents and
    restricted cash and equivalents
4,696,207 (4,444,074 )
Cash, cash equivalents and restricted cash and equivalents, beginning balance 15,943,564 20,387,638
Cash, cash equivalents and restricted cash and equivalents, ending balance $ 20,639,771 $ 15,943,564
SUPPLEMENTARY DISCLOSURE:
Interest paid $ 264,845 $ 33,844
Income tax paid $ 3,561,329 $ 2,307,768
SUPPLEMENTARY DISCLOSURE of CASH FLOW FOR NON-CASH TRANSACTION:
Debt forgiveness – related parties $ 32,937

The accompanying notes are an integral part
of these consolidated financial statements

NOTE 1 – ORGANIZATION AND PRINCIPAL ACTIVITIES

Overview

China
United Insurance Service, Inc. (“China United”, “CUIS”, or the “Company”) is a Delaware corporation,
organized on June 4, 2010 by Yi-Hsiao Mao, a Taiwan citizen, as a listing vehicle for both ZLI Holdings Limited (“CU Hong
Kong”) and Action Holdings Financial Limited (“AHFL,” a company incorporated in the British Virgin Islands).

Ban ben
January of 2011, through Zhengzhou Zhonglian Hengfu Business Consulting Co., Limited (“WFOE”), a wholly owned Hong
Kong based subsidiary of CU Hong Kong, the Company entered a series of agreements (“VIE agreements”) with Law Anhou
Insurance Agency Co., Limited (“Anhou”) that established, among other things, an exclusive business cooperation agreement.
Prior to the VIE agreements with WFOE, Anhou owned 100% interest of Sichuan Kangzhuang Insurance Agency Co., Limited (“Sichuan
Kangzhuang”) and 100% interest of Jiangsu Law Insurance Brokers Co., Limited. Both subsidiaries are also engaged in selling
life and property casualty insurance products in the PRC. With the establishment of VIE in 2011, the Company expanded business
operations into Peoples’ Republic of China (“PRC” or “China”).

parce que
the purpose of procuring certain economic benefits and establishing a more centralized control over the business operations in
Sichuan province, the Company reorganized by dissolving Sichuan Kangzhuang, and set up a branch office of Anhou in Sichuan province
à la place. On October 8, 2018, Sichuan Kangzhuang was legally dissolved.

la
Company owns 65.95% interest of Law Enterprise Co., Limited (“Law Enterprise”) through AHFL and its 100% owned subsidiary
Law Insurance Broker Co., Limited (“Law Broker”). Both companies are engaging in business in insurance brokerage and
insurance agency services across Taiwan, where the majority of revenue is generated.

la
Company’s common stock currently trades over the counter under the ticker symbol “CUII” on the OTC Pink market.

Acquisitions

In July of 2018,
the Company completed its acquisition of Kao Te Insurance Broker (“KT Broker”) for its existing brokerage licenses.
Under Taiwanese law, the brokerage license is undetachable from the legal entity and the entity itself cannot be dissolved, so
the Company renamed KT Broker to Joint Insurance Broker Co., Limited (“JIB”) to serve as a holding entity for the
brokerage licenses. The Company has no intention of operating the existing business of KT Broker nor retain any of its sales personnel,
therefore the Company accounted the acquisition as assets purchase in accordance with ASC 805.

la
corporate structure as of December 31, 2018 is as follows:

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation

The accompanying consolidated financial
statements include the accounts of China United, its subsidiaries and variable interest entities as shown in the corporate structure
in Note 1. All significant intercompany transactions and balances have been eliminated in the consolidation. The Company consolidates
variable interest entities where it has been determined that the Company is the primary beneficiary of those entities' operations.
Certain reclassifications have been made to the consolidated financial statements for prior years to the current year’s presentation.
Such reclassifications have no effect on net income as previously reported.

Use of Estimates

The accompanying consolidated financial
statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and the rules
and regulations of the Securities and Exchange Commission (the “SEC”).

The preparation of the Company’s
consolidated financial statements in conformity with GAAP requires management to make estimates, judgments and assumptions that
affect the amounts reported in the consolidated financial statements and footnotes thereto. Actual results may differ from those
estimates and assumptions.

Noncontrolling Interest

Noncontrolling interest consists of direct
and indirect equity interest in AHFL and its subsidiaries arising from the acquisition of AHFL by CUIS and acquisition of PFAL
by AHFL in August 2012 and April 2014, respectively.

The Company follows Financial Accounting
Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 810, “Consolidation,”
which governs the accounting for and reporting of noncontrolling interests (“NCI”) in partially owned consolidated
subsidiaries and the loss of control of subsidiaries. Certain provisions of this standard indicate, among other things, that NCIs
be treated as a separate component of equity, not as a liability, that increases and decreases in the parent’s ownership
interest that leave control intact be treated as equity transactions rather than as step acquisitions or dilution gains or losses,
and that losses of a partially owned consolidated subsidiary be allocated to the NCI even when such allocation might result in
a deficit balance. This standard also required changes to certain presentation and disclosure requirements.

The net income (loss) attributed to the
NCI is separately designated in the accompanying statements of operations and other comprehensive income (loss). Losses attributable
to the NCI in a subsidiary may exceed the NCI’s interests in the subsidiary’s equity. The excess attributable to the
NCI is attributed to those interests. The NCI shall continue to be attributed its share of losses even if that attribution results
in a deficit NCI balance.

Comprehensive Income

The Company follows FASB ASC Topic 220, “Reporting Comprehensive Income,” which establishes
standards for the reporting and display of comprehensive income, its components and accumulated balances in a full set of general-purpose
financial statements. ASC 220 defines comprehensive income as net income and all changes to stockholders’ equity, except
those due to investments by stockholders, changes in paid-in capital and distributions to stockholders, including adjustments to
minimum pension liabilities, accumulated foreign currency translation, and unrealized gains or losses on securities held as available-for-sale.

Foreign Currency Transactions

The Company’s financial statements are presented in U.S. dollars ($), which is the Company’s
reporting and functional currency. The functional currencies of the Company’s subsidiaries are NTD, RMB and HKD. The resulting
translation adjustments are reported under other comprehensive income in accordance with FASB ASC Topic 220, “Reporting Comprehensive
Income”. Gains and losses resulting from the translation of foreign currency transactions are reflected in the consolidated
statements of operations and other comprehensive income (loss). Monetary assets and liabilities denominated in foreign currency
are translated at the functional currency using the rate of exchange prevailing at the balance sheet date. Any differences are
taken to profit or loss as a gain or loss on foreign currency translation in the consolidated statements of operations and other
comprehensive income (loss).

The Company translates the assets and liabilities
into U.S. dollars using the rate of exchange prevailing at the balance sheet date and the statements of operations and cash flows
are translated at an average rate during the reporting period. Adjustments resulting from the translation from NTD, RMB and HKD
into U.S. dollars are recorded in stockholders’ equity as part of accumulated other comprehensive income. The exchange rates
used for financial statements are as follows:

Average Rate for the years ended December 31,
2018 2017
Taiwan dollar (NTD) NTD 30.13172 NTD 30.39845
China yuan (RMB) RMB 6.61464 RMB 6.75701
Hong Kong dollar (HKD) HKD 7.83704 HKD 7.79223
United States dollar ($) $ 1.00000 $ 1.00000

Exchange Rate at
2018. december 31. December 31, 2017
Taiwan dollar (NTD) NTD 30.56492 NTD 29.65568
China yuan (RMB) RMB 6.87644 RMB 6.50638
Hong Kong dollar (HKD) HKD 7.83125 HKD 7.81493
United States dollar ($) $ 1.00000 $ 1.00000

Cash and Cash Equivalents

Cash and cash equivalents include cash
in banks, bank deposits, and highly liquid investments with maturities of three months or less at the date of origination. Ezek
investments are carried at cost, which approximates market value.

Restricted Cash and Cash Equivalents

Restricted cash and cash equivalents represent
amounts held in banks by the Company in conformity with Provisions of the Supervision and Administration of Specialized Insurance
Agencies by China Insurance Regulatory Commission and time deposits in financial institutions that are pledged to satisfy the requirements
of certain debt agreements.

Accounts Receivable and Allowance for Doubtful Accounts

Accounts receivable includes commission
receivables stated at net realizable values. The Company reviews its accounts receivable regularly to determine if a bad debt allowance
is necessary at each quarter-end. Management reviews the composition of accounts receivable and analyzes the age of receivables
outstanding, customer concentrations, customer credit worthiness, current economic trends and changes in customer payment patterns
to evaluate the necessity of making such allowance. No allowance was deemed necessary as of December 31, 2018 and 2017.

Property, Plant and Equipment

Property, plant and equipment are stated
at cost, less accumulated depreciation. Expenditures for improvements are capitalized; repairs and maintenance are charged to expense
as incurred. Upon sale of retirement, the cost and related accumulated depreciation are removed from the accounts and any gain
or loss is recorded in other income (expense).

Depreciation of office equipment, office
furniture, transportation equipment and other equipment is computed using straight-line method based on estimated useful lives
ranging from one to ten years with estimated salvage value. Leasehold improvements are depreciated or amortized over the shorter
of the estimated useful life of the asset or the remaining expected lease term.

Goodwill and Intangible Assets

Goodwill represents the excess of acquisition
cost over the fair value of the net assets in the acquisition of a business. Goodwill is not amortized but instead is evaluated
for impairment annually or more frequently if events or changes in circumstances indicate it might be impaired, using two-step
goodwill impairment test. The first step screens for potential impairment of goodwill to determine if the fair value of the reporting
unit is less than its carrying value, while the second step measures the amount of goodwill impairment, if any, by comparing the
implied fair value of goodwill to its carrying value. As of December 31, 2018, and 2017, there were no indications of impairment
of goodwill. Intangible assets, which primarily consist of software, are stated at cost, less accumulated amortization, and amortized
over estimated useful lives ranging from 3 to 5 years.

Impairment of Long-Lived Assets

The Company reviews the carrying values
of the long-lived assets when circumstances warrant as to whether the carrying value has become impaired. The Company considers
assets to be impaired if the carrying value of an asset exceeds the present value of future net undiscounted cash flows from its
related operations. There was no impairment recognized for the years ended December 31, 2018 and 2017.

Long-Term Investments

Long-term investments include government
bonds held as available-for-sale, investment in real estate investment trusts (“REITs”)   measured at fair value
through net income, and equity investments accounted for the cost method. Available-for-sale investments are carried at fair value
and unrealized gains and losses as a result of changes in the fair value are recorded as a separate component within accumulated
other comprehensive income in the accompanying consolidated balance sheets.

The Company measures equity investments in companies that do not have a readily determinable fair value
in which it holds an interest of less than 20% using cost method, and no changes in fair value is recognize in net income for those
equity investments.

Convertible Bonds

Convertible debt is accounted for under the guidelines established by ASC Subtopic 470-20 “Debt
with Conversion and Other Options.” ASC 470-20 governs the calculation of an embedded beneficial conversion. The amount of
the value of beneficial conversion feature may reduce the carrying value of the instrument to zero, but no further. Sokan közülük
conversion features embedded in the Company’s notes are variable and are adjusted based on a discount to market prices which
could cause an unlimited number of shares of common stock to be issued. In these cases, the Company records the embedded conversion
feature as a derivative instrument, at fair value. The embedded conversion features are recorded as discounts when the notes become
convertible. The excess of fair value of the embedded conversion feature over the carrying value of the debt is recorded as an
immediate charge to operations. Each reporting period, the Company will compute the estimated fair value of derivatives and record
changes to operations. The discounts relating to the initial recording of the derivatives or beneficial conversion features will
be amortized over the terms of the convertible bonds.

Advertising Costs

The Company expenses all advertising costs, which include promotions and branding, as incurred. The Company
incurred $749,563 and $386,858 in advertising and marketing costs during the years ended December 31, 2018 and 2017, respectively.

Revenue Recognition

The Company’s revenue is
generated from providing insurance agency and brokerage services. The Company, through its subsidiaries and VIEs, sells
insurance products to customers, and obtains commissions from the respective insurance companies according to the terms of
each insurance company service agreement. The Company adopted the new revenue standard ASC Topic 606, Revenue from Contracts
with Customers, at the beginning of 2018, which requires that recognition of revenue occurs when a customer obtains control
of promised goods or services in an amount that reflects the consideration to which the entity expects to be entitled in
exchange for those goods or services. The Company recognizes revenue when control over services provided by the Company is
transferred to the respective insurance company; whereby the transfer of control is considered complete when the insurance policy becomes effective. The new guidance includes requirements to
estimate variable or contingent consideration to be received and recognize variable consideration to the extent that a
significant reversal of revenue will not probably occur in the subsequent periods. Applying the new revenue standard requires
significant judgment and estimate to be made by the Company.

The Company is obligated to pay commissions
to its sales professionals when an insurance policy becomes effective. The Company recognizes commission revenue from insurance
companies on a gross basis, and the commissions paid to its sales professionals are recognized as cost of revenue.

Income Taxes

The Company records income tax expense
using the asset-and-liability method of accounting for deferred income taxes. Under this method, deferred taxes are recognized
for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting
amounts at each year-end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are
expected to affect taxable income. Deferred tax assets are reduced by a valuation allowance if, based on available evidence, it
is more likely than not that the deferred tax assets will not be realized.

When tax returns are filed, it is likely
some positions taken would be sustained upon examination by the taxing authorities, while others are subject to uncertainty about
the merits of the position taken or the amount of the position that would be ultimately sustained. The benefit of a tax position
is recognized in the financial statements in the period during which, based on all available evidence, management believes it is
more-likely-than-not the position will be sustained upon examination, including the resolution of appeals or litigation processes,
if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more-likely-than-not
recognition threshold are measured as the largest amount of tax benefit that is more than 50% likely of being realized upon settlement
with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount described
above is reflected as a liability for unrecognized tax benefits in the accompanying balance sheets along with any associated interest
and penalties that would be payable to the taxing authorities upon examination. Interest associated with unrecognized tax benefits
is classified as interest expense and penalties are classified in general and administrative expenses in the consolidated statements
of operations and other comprehensive income (loss).

Earnings Per Share

Basic earnings per common share (“EPS”)
is computed by dividing net income attributable to the common shareholders of the Company by the weighted-average number of common
shares outstanding. Diluted EPS is computed in the same manner as basic EPS, except the number of shares includes additional common
shares that would have been outstanding if potential common shares with a dilutive effect had been issued.

As the holders of preferred stock of the
Company are entitled to share equally with the holders of common stock, on a per share basis, in such dividends and other distributions
of cash, property or shares of stock of the Company as may be declared by the board of directors, the preferred stock is a participating
security. When calculating the basic earnings per common share, the two-class method is used to allocate earnings to common stock
and participating security as required by ASC Topic 260, “Earnings Per Share.” Potential common shares consist primarily
of convertible bonds calculated using the if-converted method. However, convertible bonds were excluded from the calculation due
to the antidilutive effect. The antidilutive common share equivalents excluded from the computation was 45,935 for the year
ended December 31, 2018.

The calculation for basic and diluted EPS
is as follows:

As of December 31, 2018
2018 2017
Net income attributable to common shareholders of the Company: $ 2,371,405 $ 7,154,638
Effect of dilution 12,000
Net income attributable to common shareholders of the Company after dilution $ 2,371,405 $ 7,166,638
Basic weighted-average number of common shares outstanding 29,452,669 29,452,669
Effect of convertible bond 1,056,883
Diluted weighted-average number of common shares outstanding 29,452,669 30,509,552
Earnings per share attributable to common shareholders of the Company:
Basic $ 0.078 $ 0.243
Diluted $ 0.078 $ 0.235

Fair Value of Financial Instruments

Fair value accounting establishes a framework
for measuring fair value and expands disclosure about fair value measurements. Fair value, which is defined as the price that would
be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement
date. This framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value
into three levels as follows:

· Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.

· Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liabilities, either directly or indirectly, for substantially the full term of the financial instruments.

· Level 3 inputs to the valuation methodology are unobservable and significant to the fair value.

This hierarchy requires the use of observable
market data when available.

The carrying amounts of financial assets
and liabilities in the consolidated balance sheets for cash and cash equivalents, accounts payable and accrued expense approximate
fair value due to the short-term duration of those instruments. See Note 22 for additional information on the fair values related
to other financial assets and liabilities.

Concentration of Risk

The Company maintains cash and cash equivalents
with banks or high credit, quality financial institutions in the USA, PRC, Hong Kong, and Taiwan with balances in excess of the
limits insured by various governments. In Taiwan, a depositor has up to NTD3,000,000 insured by Central Deposit Insurance Corporation
(“CDIC”). In China, a depositor has up to RMB500,000 insured by the People’s Bank of China Financial Stability
Bureau (“FSD”). In Hong Kong, a depositor has up to HKD500,000 insured by Hong Kong Deposit Protection Board (“DPB”).
In the United States, the standard insurance amount is $250,000 per depositor in a bank insured by the Federal Deposit Insurance
Corporation (“FDIC”).

Financial instruments that potentially
subject the Company to significant concentrations of credit risk consist principally of cash and cash equivalents, time deposits,
restricted cash, register capital deposits and accounts receivable. As of December 31, 2018, and 2017, approximately $1,751,000
and $1,512,000 of the Company’s cash and cash equivalents, time deposits, restricted cash and register capital deposits held
by financial institutions, was insured, and the remaining balance of approximately $44,289,000 and $33,949,000, was not insured.
With respect to accounts receivable, the Company generally does not require collateral and does not have an allowance for doubtful
accounts.

For the fiscal years ended December 31,
2018 and 2017, the Company realized revenues with the customers individually more than 10% of the total revenue of the Company
were:

Years ended December 31,
2018 2017
somme % of Total
Revenue
somme % of Total
Revenue
Farglory Life Insurance Co., Ltd. $ 18,432,050 23 % $ 18,617,293 26 %
Taiwan Life Insurance Co., Ltd. (**) 11,024,333 14 % 9,309,759 13 %
TransGlobe Life Insurance Inc. 10,280,105 13 % 8,168,837 11 %
Fubon Life Insurance Co., Ltd. (*) (*) (*) (*)

(*) Revenue for the year ended had not exceeded 10% or more
of the consolidated revenue.

(**) Taiwan Life Insurance Co., Ltd. was formerly known as CTBC
Life Insurance Co., Ltd.

As of December 31, 2018 and 2017, the Company’s
accounts receivable due from these customers were:

As of December 31,
2018 2017
somme % of Total
Accounts
Receivable
somme % of Total
Accounts
Receivable
Farglory Life Insurance Co., Ltd. $ 3,139,404 24 % $ 3,430,661 26 %
Taiwan Life Insurance Co., Ltd. (**) 2,578,590 20 % 2,192,668 17 %
TransGlobe Life Insurance Inc. 2,381,181 18 % 1,811,401 14 %
Fubon Life Insurance Co., Ltd. (*) (*) (*) (*)

(*) Revenue for the year ended had not exceeded 10% or more
of the consolidated revenue.

(**) Taiwan Life Insurance Co., Ltd. was formerly known as CTBC
Life Insurance Co., Ltd.

The Company operates their business in
the PRC, Hong Kong and Taiwan. Accordingly, the Company’s business, financial condition and results of operations may be
influenced by the political, economic, foreign currency exchange and legal environments in the PRC, Hong Kong and Taiwan, and by
the state of each economy. The Company’s results may be adversely affected by changes in the political and social conditions
in the PRC, Hong Kong and Taiwan, and by changes in governmental policies with respect to laws and regulations, anti-inflationary
measures, and rates and methods of taxation, among other things.

Operating Leases

Leases, where substantially all the rewards
and risks of ownership of assets remain with the leasing company, that do not meet the capitalization criteria of FASB ASC Topic
840 “Leases,” are accounted for as operating leases.

Segment Reporting

The Company managed and reviewed its business
as three operating segments. The business of WFOE, CU Hong Kong and the Company’s Consolidated Affiliated Entities (“CAE”)
in PRC was managed and reviewed as the PRC segment. The business of AHFL and its subsidiaries in Taiwan was managed and reviewed
as Taiwan segment. The business of PFAL was managed and reviewed as Hong Kong segment. The PRC and Taiwan segments are substantially
all of the reported consolidated amounts. Please refer to Note 23 for additional information on the segment reporting.

Contingencies

Certain conditions may exist as of the
date the financial statements are issued, which could result in a loss to the Company which will be resolved when one or more future
events occur or fail to occur. The Company’s management assesses such contingent liabilities, and such assessment inherently
involves judgment. In assessing loss contingencies arising from legal proceedings pending against the Company or unasserted claims
that may rise from such proceedings, the Company’s management evaluates the perceived merits of any legal proceedings or
unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought.

If the assessment of a contingency indicates
it is probable a material loss will be incurred and the amount of the loss can be reasonably estimated, then the estimated loss
is accrued in the Company’s financial statements. If the assessment indicates a material loss contingency is not probable
but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with
an estimate of the range of possible loss if determinable and material would be disclosed.

Variable Interest Entities

The Company follows FASB ASC Subtopic 810-10-05-8,
 “Consolidation of VIEs,” states that a VIE is a legal entity in which equity investors do not have sufficient equity
at risk for the legal entity to finance its activities without additional subordinated financial support or, as a group, the holders
of the equity investment at risk lack any one of the following three characteristics:

a) The power, through voting rights or similar rights, to direct the activities of a legal entity that most significantly impact the entity’s economic performance

b) The obligation to absorb the expected losses of the legal entity

c) The right to receive the expected residual returns of the legal entity.

Due to the legal restrictions on foreign
ownership and investment in insurance agency and brokerage businesses in China, especially those on qualifications as well as capital
requirement of the investors, the Company operates its insurance agency and brokerage business in PRC primarily through Anhou,
a VIE with its two subsidiaries in the PRC.

On January 17, 2011, WFOE and Anhou and
Anhou Original Shareholders entered into the VIE Agreements (the “First VIE Agreements”) which included:

· Exclusive Business Cooperation Agreement (“EBCA” or the “Agreement”) through which: (1) WFOE has the right to provide Anhou with complete technical support, business support and related consulting services during the term of this Agreement; (2) Anhou agrees to accept all the consultations and services provided by WFOE. Anhou further agrees that unless with WFOE’s prior written consent, during the term of this Agreement, Anhou shall not directly or indirectly accept the same or any similar consultations and/or services provided by any third party and shall not establish similar cooperation relationship with any third party regarding the matters contemplated by this Agreement; (3) Anhou shall pay WFOE fees equal to 90% of the net income of Anhou, and the payment is quarterly, and (4) WFOE retains all exclusive and proprietary rights and interests in all rights, ownership, interests and intellectual properties arising out of or created during the performance of this Agreement.

The term of this Agreement is 10 years.
Subsequent to the execution of this Agreement, both WFOE and Anhou shall review this Agreement on an annual basis to determine
whether to amend or supplement the provisions. The term of this Agreement may be extended if confirmed in writing by WFOE prior
to the expiration thereof. The extended term shall be determined by WFOE, and Anhou shall accept such extended term unconditionally.

During the term of this Agreement, unless
WFOE commits gross negligence, or a fraudulent act, against Anhou, Anhou may not terminate this Agreement. Nevertheless, WFOE shall
have the right to terminate this Agreement upon giving 30 days prior written notice to Anhou at any time.

· Power of Attorney under which each shareholder of Anhou executed an irrevocable power of attorney to authorize WFOE to act on behalf of the shareholder to exercise all of his/her rights as equity owner of Anhou, including without limitation to: (1) attend shareholders’ meetings of Anhou; (2) exercise all the shareholder’s rights and shareholder’s voting rights that he/she is entitled to under the laws of the PRC and Anhou’s Articles of Association, including but not limited to the sale or transfer or pledge or disposition of the shareholder’s shareholding in part or in whole, and (3) designate and appoint on behalf of the shareholder the legal representative, the director, supervisor, the chief executive officer and other senior management members of Anhou.

· Option Agreement under which the shareholders of Anhou irrevocably granted WFOE or its designated person an exclusive and irrevocable right to acquire, at any time, the entire portion of Anhou’s equity interest held by each shareholder of Anhou, or any portion thereof, to the extent permitted by PRC law. The purchase price for the shareholders’ equity interests in Anhou shall be the lower of (i) RMB1 ($0.16) and (ii) the lowest price allowed by relevant laws and regulations. If appraisal is required by the laws of PRC when WFOE exercises the Equity Interest Purchase Option (as defined in the Option Agreement), the Parties shall negotiate in good faith and based on the appraisal result make necessary adjustment to the Equity Interest Purchase Price (as defined in the Option Agreement) so that it complies with any and all then applicable laws of the PRC. The term of this Agreement is 10 years, and may be renewed at WFOE’s election.

· Share Pledge Agreement under which the owners of Anhou pledged their equity interests in Anhou to WFOE to guarantee Anhou’s performance of its obligations under the EBCA. Pursuant to this agreement, if Anhou fails to pay the exclusive consulting or service fees in accordance with the EBCA, WFOE shall have the right, but not the obligation, to dispose of the owners of Anhou’s equity interests in Anhou. This Agreement shall be continuously valid until all payments due under the EBCA have been repaid by Anhou or its subsidiaries.

As a result of the capital increase and
the share transfer, on October 24, 2013, WFOE, Anhou and Anhou Existing Shareholders entered into a series of variable interest
agreements (the “Second VIE Agreements”), including Power of Attorneys, Exclusive Option Agreements, Share Pledge Agreements,
in the same form as the First VIE Agreements, other than the change of shareholder names and their respective shareholdings. la
First VIE Agreements were terminated by and among WFOE, Anhou and Anhou Original Shareholders on the same date. The EBCA executed
by and between WFOE and Anhou on January 17, 2011 remains in full effect.

As a result of the agreements among WFOE,
the shareholders of Anhou and Anhou, WFOE is considered the primary beneficiary of Anhou, WFOE has effective control over Anhou;
therefore, WFOE consolidates the results of operations of Anhou and its subsidiaries. Accordingly, the results of operations, assets
and liabilities of Anhou and its subsidiaries are consolidated in the Company’s financial statements from the earliest period
presented. However, the VIE is monitored by the Company to determine if any events have occurred that could cause its primary beneficiary
status to change. These events include:

a) The legal entity’s governing documents or contractual arrangements are changed in a manner that changes the characteristics or adequacy of the legal entity’s equity investment at risk.

b) The equity investment or some part thereof is returned to the equity investors, and other interests become exposed to expected losses of the legal entity.

c) The legal entity undertakes additional activities or acquires additional assets, beyond those anticipated at the later of the inception of the entity or the latest reconsideration event, that increase the entity’s expected losses.

d) The legal entity receives an additional equity investment that is at risk, or the legal entity curtails or modifies its activities in a way that decreases its expected losses.

The Company reviews the VIE’s status
on an annual basis. For the years ended December 31, 2018 and 2017, no event including a)-d) above took place that would change
the Company’s primary beneficiary status.

New Accounting Pronouncements and Other Guidance

New Accounting Pronouncements Effective
January 1, 2018:

Revenue from Contracts with Customers

In May 2014, the FASB issued new accounting guidance – ASU No. 2014-09, (Topic 606), Revenue from
Contracts with Customers related to revenue from contracts with customers. The core principle of the Standard is that recognition
of revenue occurs when a customer obtains control of promised goods or services in an amount that reflects the consideration to
which the entity expects to be entitled in exchange for those goods or services. In addition, the new guidance requires that companies
disclose the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The Company
adopted the new guidance effective January 1, 2018, using the modified retrospective method, which applies the new guidance beginning
in the year of adoption, with the cumulative effect of initially applying the guidance recognized as an adjustment to retained
earnings at January 1, 2018.

The Company’s revenue is derived
from insurance agency and brokerage services. The Company, through its subsidiaries, sells insurance products provided by insurance
companies to individuals, and is compensated in the form of commissions from the respective insurance companies, according to the
terms of each service agreement made by and between the Company and the insurance companies. The sale of an insurance product by
the Company is considered complete when initial insurance premium is paid by an individual and the insurance policy becomes effective.
When a policy is effective, the insurance company is obligated to pay the agreed-upon commission to the
Company under the terms of its service agreement with the Company and such commission is recognized as revenue.

Upon adoption of the new revenue guidance,
the timing of revenue recognition remains unchanged. However, the new guidance includes requirements to estimate variable or contingent
consideration to be received and recognize variable consideration to the extent that a significant reversal of revenue will not
probably occur in the subsequent periods. Under the legacy GAAP, the Company recognized certain contingent commissions when fixed
or determinable whereas the Company recognizes estimated contingent commissions when the policy is accepted under the new revenue
guidance. This results in the revenue recognition accelerated from historical patterns and a shift in timing of quarterly revenue
recognized. In addition, the Company recognizes the contingent commission as contract asset when the performance obligation is
fulfilled but yet obtain unconditional rights of payment. As a result, the Company recognizes contract assets to distinguish from
accounts receivable.

Since the majority of the
Company’s fee arrangements involve contracts that cover a single year of services, there was no significant change in
the amount of revenue recognized in an annual period after adoption of the new revenue recognition accounting policy. la
cumulative effect of adopting the new standard from January 1, 2018 is nil to the opening balance of retained earnings.
The comparative information and prior periods were not restated and reported under the legacy accounting
standards.

Restricted Cash

In November 2016, the FASB issued ASU No. 2016-18, (Topic 230), Statement of Cash Flows, amending the
presentation of restricted cash within the consolidated statements of cash flows. The new guidance requires that restricted cash
be added to cash and cash equivalents on the consolidated statements of cash flows. The Company adopted this ASU in the first quarter
of 2018 on a retrospective basis with the following impacts to the Company’s prior period consolidated statement of cash
flows:

Twelve Months Ended
December 31, 2017
Previously
Reported*
Adjustments As Revised
Operating activities $ 5,655,491 $ 251,432 $ 5,906,923
Investing activities (14,435,727 ) (14,435,727 )
Financing activities 2,506,795 2,506,795
Foreign currency translation 1,577,935 1,577,935
Net change in cash, cash equivalents, and restricted
    készpénz és egyenértékesek
$ (4,695,506 ) $ 251,432 $ (4,444,074 )

Financial Instruments – Recognition and Measurement

On January 1, 2018, the Company adopted, on a prospective basis, ASU No. 2016-01, (Subtopic 825-10), Recognition
and Measurement of Financial Assets and Liabilities that makes limited changes to the accounting for financial instruments. la
changes primarily relate to (i) the requirement to measure equity investments (except those accounted for under the equity method
of accounting, or those that result in consolidation of the investee) at fair value, with changes in the fair value recognized
in net income, (ii) an alternative approach for the measurement of equity investments that do not have a readily determinable fair
value, (iii) the elimination of the other-than-temporary impairment model and its replacement with a requirement to perform a qualitative
assessment to identify the impairment of equity investments, and a requirement to recognize impairment losses in net income based
on the difference between the fair value and the carrying value of the equity investment, (iv) the elimination of the requirement
to disclose the methods and significant assumptions used to estimate the fair value of financial instruments measured at amortized
cost, (v) the addition of a requirement to use the exit price concept when measuring the fair value of financial instruments for
disclosure purposes and (vi) the addition of a requirement to present financial assets and financial liabilities separately in
the notes to financial statements, grouped by measurement category (e.g., fair value, amortized cost, lower of cost or market)
and by form of financial asset (e.g., loans, equity securities).

The equity investment without readily determinable
fair value held by the Company is the equity investment of Genius Insurance Broker Co., Ltd. The Company elects to measure the
equity investment using measurement alternative and records the investment at cost minus impairment, if any, plus or minus changes
resulting from qualifying observable prices changes. Adjustments resulting from impairments and observable prices changes are recorded
in the income statement. Further, in accordance with the guidance, recurring fair value disclosures are no longer provided for
equity securities measured using the measurement alternative. In addition, the existing impairment model has been replaced with
a new one-step qualitative impairment model. No initial adoption adjustment was recorded for these instruments since the guidance
is required to be applied prospectively for securities measured using the measurement alternative. For the year ended December
31, 2018, there is no impairment indicator and no adjustment to the cost of the equity investment in Genius Insurance Broker Co.,
Ltd. As of December 31, 2018 and 2017, the equity investment of Genius Insurance Broker Co., Ltd. is classified under long-term
investments and the carrying amounts were $1,257,485 and $1,296,039, respectively.

Accounting Standards Issued but Not Yet Adopted

crédit-bail

In February 2016, FASB issued ASU No. 2016-02, (Topic 842), Leases. ASU 2016-02 requires the recognition
of lease assets and lease liabilities by lessees for those leases currently classified as operating leases and makes certain changes
to the accounting for lease expenses. We anticipate that the adoption of ASU 2016-02 for our leasing arrangements will likely (i)
increase our recorded assets and liabilities, (ii) increase depreciation and amortization expense, (iii) increase interest expense
and (iv) decrease lease/rental expense.

We plan to adopt the standard as of January
1, 2019, the beginning of fiscal 2019. We will elect the package of practical expedients permitted under the transition guidance
within the new standard, which among other things, allows us to continue to apply the legacy guidance in ASC 840 in the comparative
periods presented in the year we adopt the new leases standard. Consequently, financial information will not be updated and the
disclosures required under the new standard will not be provided for dates and periods before January 1, 2019. We will also elect
the practical expedient that allows us to carry forward historical lease classifications and we will make an accounting policy
election to keep leases with an initial term of 12 months or less off the balance sheet.

While substantially complete, the Company is still in the process of finalizing its evaluation of the
effect of ASU 2016-02 on the Company’s financial statements and disclosures. The Company will finalize its accounting assessment
and quantitative impact of the adoption during the first quarter of fiscal year 2019.

Credit Losses

In June 2016, the FASB issued ASU No. 2016-13, (Topic 326), Financial Instruments – Credit Losses:
Measurement of Credit Losses on Financial Instruments which amends the current accounting guidance and requires the use of the
new forward-looking “expected loss” model, rather than the “incurred loss” model, which requires all expected
losses to be determined based on historical experience, current conditions and reasonable and supportable forecasts. This guidance
amends the accounting for credit losses for most financial assets and certain other instruments including trade and other receivables,
held-to-maturity debt securities, loans and other instruments. ASU 2016-13 is effective for public entities for annual periods
beginning after December 15, 2019, and interim periods within those annual periods. Early adoption is permitted for annual periods
beginning after December 15, 2018, and interim periods therein. The Company is evaluating the impact of the adoption of ASU 2016-13
on its financial position and results of operations.

There were other updates recently issued.
The management does not believe that other than disclosed above, accounting pronouncements the recently issued but not yet adopted
will have a material impact on its financial position results of operations or cash flows.

NOTE 3 – CASH, CASH EQUIVALENTS AND RESTRICTED
CASH AND CASH EQUIVALENTS

Cash, cash equivalents and restricted cash
and cash equivalents consisted of the following as of December 31, 2018 and 2017:

2018. december 31. December 31, 2017
Cash and cash equivalents:
Cash in banks and on hand $ 7,439,057 $ 11,774,489
Cash equivalents – re-purchase bonds 2,697,628
Cash equivalents – commercial paper 654,006
Time deposits – with original maturities less than
    three months (see Note 4)
8,570,879 1,001,832
16,663,942 15,473,949
Restricted cash equivalents 3,320,802
Restricted cash – long-term 655,027 469,615
Total cash, cash equivalents and restricted cash shown in the statements of cash flows $ 20,639,771 $ 15,943,564

On December 22, 2017, the Company and
China Bills Finance Corporation entered into a repurchase agreement to purchase re-purchase bonds of $2,697,628 (NTD
80,000,000) with 0.38% interest rate annum. The re-purchase bonds were due in January and February 2018. During the fiscal
year ended December 31, 2018, the Company purchased another re-purchase bonds of $5,254,096 (NTD 160,000,000) with 0.38%
interest rate annum. The re-purchase bonds were due during July to September 2018. As of December 31, 2018, the re-purchase
bonds held by the Company was nil.

On December 14, 2018, the Company purchased
a commercial paper of $654,006 (NTD 19,989,649) with a maturity of 25 days and 0.70% interest rate annum.

Restricted cash equivalents include time deposits of $3,302,802 (NTD101,500,000), which were with original
maturities less than three months and pledged to satisfy the requirements of certain debt agreements. Long-term restricted cash
includes a mandatory deposit in the bank in conformity with Provisions of the Supervision and Administration of Specialized Insurance
Agencies in PRC, which is not allowed to be withdrawn without the permission of the regulatory commission, and a trust account
held for the bonus accrued for Law Broker’s general manager.

NOTE 4 – TIME DEPOSITS AND STRUCTURED DEPOSITS

2018. december 31. December 31, 2017
Total time deposits $ 34,311,043 $ 22,471,945
Less: time deposits – original maturities less than three months (see Note 3) (8,570,879 ) (1,001,832 )
Time deposits – original maturities over three months but less than one year $ 25,740,164 $ 21,470,113
Structured deposits $ $ 1,248,340

Time Deposits Pledged as Collateral

As of December 31, 2018 and 2017, the Company had time deposits of approximately $5,404,889 (NTD 165,200,000)
and $1,641,905 (NTD 50,000,000) out of total $34,311,043 and $22,471,945, respectively, pledged as collateral for short-term loans.
See Note 10.

Structured Deposits

On July 7, 2017, the Company entered into
an agreement with Cathay United Bank to purchase a 185-day structured deposit in effective on July 7, 2017 and mature on January
8, 2018, with principal approximately $1,229,563 (RMB8 million). The structured deposit has an embedded foreign exchange option
linked to US Dollar to China Yuan offshore exchange rate (“USDCNH”). Strike price of the structured deposit is set
at 7.3 USDCNH and the fixing date is on January 4, 2018. Yield rate will be at 4.1% per annum when the USDCNH is above or equal
strike price on the fixing date, or at 3.9% per annum when below.

On February 9, 2018, the Company entered
into an agreement with CTBC Bank Co., Ltd. (CTBC) to purchase a one-month FX Swap and Forward Linked structured product in effective
on February 13, 2018 and mature on March 29, 2018, with principal approximately $1,273,855 (RMB8 million). The structured deposit
has an embedded foreign exchange forward linked to USDCNH.

From May to December of 2018, the Company
entered into agreements with CTBC to purchase dual currency investment structured products which are embedded a foreign exchange
option linked to USDCNH. The settlement amount on the maturity date is referring to the USDCNH on a valuation date which is compared
with a pre-determined USDCNH (the “Strike Price”). The Company might receive the original investment amount in original
currency back or might receive investment amount exchanged into another currency at the Strike Price back depending on the appreciation
or depreciation between US Dollar and offshore China Yuan. The Company bears the risk of exchange losses of the investment amount.
In addition, the Company will receive interest income at the maturities and the coupon rate ranges from 3.50% to 5.10% per annum.

As of December 31, 2018 and 2017, the Vállalat
had structured deposits of nil and $1,248,340, respectively. Gross unrealized losses on valuation of structured deposits as of
December 31, 2018 and 2017 were nil and $30,211 respectively.

NOTE 5 – OTHER CURRENT ASSETS

The Company’s other current assets
consisted of the following as of December 31, 2018 and 2017:

2018. december 31. December 31, 2017
Loan receivable $ $ 1,510,347
Prepaid rent and rent deposits 322,130 213,688
Prepaid expenses 327,083 87,947
Other receivables 325,946 135,996
Refundable business tax 149,028 150,221
Marketable securities 30,800 33,381
Interest receivable 691 94,887
Total other current assets $ 1,155,678 $ 2,226,467

On October 24, 2016, the Company
entered into a loan agreement with a third party, Rich Fountain Limited (“RFL”), a company incorporated under the
laws of Samoa. The Company provided a short-term loan approximately $1,618,577 (NTD 48,000,000) to RFL. The short-term loan
bears an interest rate of 4.5% per annum and the principal and interest of the loan were payable on April 23, 2017. On April
21, 2017, the Company and RFL entered into a supplemental agreement to extend the loan to October 23, 2017. The Company
received partial payment of approximately $71,974 (NTD 2,134,440) and approximately $36,256 (NTD1,075,200) on June 22, 2017
and July 14, 2017, respectively. As of December 31, 2017, the outstanding principal balance of the loan was approximately
$1,510,347 (NTD 44,790,360). On March 7, 2018, RFL paid off all outstanding balance of loan to the Company.

NOTE 6 – PROPERTY, PLANT AND EQUIPMENT, NET

Property, plant and equipment consisted
of the following, as of December 31, 2018 and 2017:

2018. december 31. December 31, 2017
Office equipment $ 1,293,549 $ 1,198,456
Office furniture 112,366 103,025
Leasehold improvements 910,168 761,522
Transportation equipment 223,115 221,477
Other equipment 375,496 90,990
plein 2,914,694 2,375,470
Less: accumulated depreciation (1,718,999 ) (1,429,168 )
Total property, plant and equipment, net $ 1,195,695 $ 946,302

Depreciation expense was $375,588
and $325,212 for the years ended December 31, 2018 and 2017, respectively.

NOTE 7 – INTANGIBLE ASSETS, NET

As of December 31, 2018 and 2017, the Company’s
intangible assets consisted the following:

2018. december 31. December 31, 2017
Szoftver $ 1,816,449 $ 1,797,227
Less: accumulated amortization (1,240,464 ) (1,021,449 )
Total intangible assets, net $ 575,985 $ 775,778

Estimated future assets amortization as
of December 31, 2018 is as follows:

Years ending December 31, somme
2019 $ 233,520
2020 203,127
2021 93,872
2022 35,791
2023 9,675
Thereafter
plein $ 575,985

Amortization expense was $261,392 and $235,972
for the years ended December 31, 2018 and 2017, respectively.

NOTE 8 – LONG-TERM INVESTMENTS

As of December 31, 2018 and 2017, the Company’s
long-term investments consisted the following:

2018. december 31. December 31, 2017
Equity investments accounted for the cost method $ 1,257,485 $ 1,296,039
Government bonds held for available-for-sale 99,834 103,723
REITs 1,120,239
Total long-term investments $ 2,477,558 $ 1,399,762

Equity investments accounted for the
cost method

The change in carrying value of equity
investment from December 31, 2017 to December 31, 2018 was entirely due to foreign currency translation.

type Investee Investment
Tulajdonjog
December 31,
2018
somme
December 31,
2017
somme
Equity investments accounted for the cost method Genius Insurance Broker Co., Ltd 15.64 % $ 1,257,485 $ 1,296,039

Government bonds held for available-for-sale

According to Taiwan Regulations
Governing Deposit of Bond and Acquirement of Insurance by Insurance Agents, Insurance Brokers and Insurance Surveyors
(“RGDBAI”) Article 3 and 4, Law Broker is required to maintain a minimum of NTD 3,000,000 ($98,152 and $101,161
as of December 31, 2018 and 2017, respectively) restricted balance in a separate account or government bonds
  issued by the central government. The government bonds are valued based on theoretical bond price in Taipei
Exchange.

2018. december 31.
Fair value at
December 31,
2017
Gross
realizált
perte
Fair value at
December 31,
2018
Government bonds 103,723 (3,889 ) 99,834
$ 103,723 $ (3,889 ) $ 99,834

December 31, 2017
Fair value at
December 31,
2016
Gross
realizált
nyereség
Fair value at
December 31,
2017
Government bonds 94,506 9,217 103,723
$ 94,506 $ 9,217 $ 103,723

REITs

REITs are valued based on
quoted market prices in the active market of Taiwan. The fair value of REITs as of December 31, 2018 was $1,120,239. Unrealized
losses due to revaluation included in earnings for assets held at the end of the reporting period were $220,596 for the year
ended December 31, 2018.

NOTE 9 – OTHER ASSETS

The Company’s other assets consisted
of the following as of December 31, 2018 and 2017:

2018. december 31. December 31, 2017
Rental deposits $ 465,423 $ 508,352
Register capital deposit 872,544 1,075,867
Prepayments 112,055 140,404
Deferred tax assets 268,237 123,406
Goodwill 31,651 31,651
Other 14,728 82,231
Total other assets $ 1,764,638 $ 1,961,911

According to China Insurance Regulatory Commission No. 82, promulgated on September 29, 2016, the Company
should deposit all of its registered capital in a custody fund account   and subject to limited usage, among which, no
less than 10% of the registered capital can be invested in significant deposit by agreement or term deposit. As of December 31,
2018 and 2017, the Company had register capital deposits in the amount of $872, 544 and $1,075,867, respectively.

Goodwill arose from the acquisition of
PFAL in April 2014. The fair value of the net identifiable assets of PFAL at acquisition date was $324,871, and 51% of which was
$165,684. The Company recorded $31,651 excess of purchase price over the fair value of assets acquired and liabilities assumed
as goodwill. No intangible assets were identified as of the acquisition date. As of December 31, 2018 and 2017, there were no indications
of the impairment of the goodwill.

NOTE 10 – SHORT-TERM LOANS

The Company’s short-term loans consisted
of the following as of December 31, 2018 and 2017:

2018. december 31. December 31, 2017
Credit facility, O-Bank $ 3,600,000 $ 1,400,000
Credit facility, FEIB 2,000,000
Credit facility, CTBC 1,000,000 950,000
Credit facility, KGI 1,600,000
Subtotal 8,200,000 2,350,000
Current portion of long-term loans (Note 14) 235,587
Total short-term loans $ 8,435,587 $ 2,350,000

The Company entered into three credit agreements
with several commercial banks as follows:

O-Bank Co., Ltd. (“O-Bank”):
The Company entered into a line of credit agreement with O-Bank for a $1,500,000 revolving credit facility from June 22, 2017 to
June 21, 2018. The line of credit was renewed on September 4, 2018 and matures on September 3, 2019, with a revolving credit limit
raised to $4,000,000. Borrowings under the agreement bear interest at the TAIFX3 rate plus a margin of 0.5%. On December 11, 2017,
the Company draw down a borrowing of $600,000 with interest at a rate of 2.35% per annum. On December 26, 2017, the Company borrowed
$800,000 with interest at a rate of 2.70% per annum. These amounts were paid off in March of 2018. On March 12, 2018, the Company
draw down borrowings of $1,400,000 with interest at rates of 2.53% per annum. These amounts were paid off in June of 2018. On June
12, 2018, the Company draw down borrowings of $1,400,000 with interest at rates of 2.89% per annum. These amounts were paid off
in September of 2018. On September 12, 2018, the Company draw down borrowings of $1,400,000 with interest at rate of 2.89% per
annum. The Company paid down $500,000 and $900,000 of these amounts in September and October of 2018, respectively. On October
11 and October 12, 2018, the Company draw down borrowings of $1,500,000 and $900,000, respectively, with interest at a rate of
2.90% per annum. These amounts were paid off in December of 2018. On December 7 and December 25, 2018, the Company draw down borrowings
of $2,400,000 and $1,200,000, with interest at a rate of 3.60% and 3.75% per annum, respectively. These amounts were paid off in
January of 2019. The credit facility is secured by a total amount of approximately $4,492,078 (NTD 137,300,000) of time deposits.

Far Eastern International Bank (“FEIB”):
On September 21, 2017, the Company entered into a line of credit agreement with FEIB for a revolving credit facility of $2,000,000
from September 21, 2017 to September 21, 2018. The line of credit was renewed on October 26, 2018 and matures on September 21,
2019. Borrowings under the agreement bear interest at the higher of LIBOR or TAIFX3 rate plus a margin of 0.85%. On June 15 and
June 22, 2018, the Company draw down borrowings of $1,000,000 and $500,000, respectively, with interest at a rate of 3.45% per
annum. These amounts were paid off in July of 2018. On July 13 and July 20, 2018, the Company draw down $1,000,000 and $500,000
with interest at a rate of 3.38% and 3.39% per annum, respectfully. These amounts were paid off in August of 2018. On August 10
and August 17, 2018, the Company draw down $1,000,000 and $500,000 with interest at a rate of 3.37% and 3.38% per annum, respectfully.
These amounts were paid off in September of 2018. On September 07, September 14 and September 21, 2018, the Company draw down $1,000,000,
$500,000 and $500,000 with interest at a rate of 3.60%, 3.65% and 3.68% per annum, respectfully. These amounts were paid off in
November of 2018. On November 13, 2018 the Company draw down a borrowing of $2,000,000 with interest at a rate of 3.40% per annum.
The Company paid off the borrowing in December of 2018. On December 7, 2018, the Company draw down a borrowing of $2,000,000 with
interest at a rate of 3.95% per annum. The Company paid off the borrowing in January of 2019. The credit facility is secured by
a total amount of approximately $2,434,163 (NTD 74,400,000) of time deposits.

CTBC Bank Co., Ltd. (“CTBC”):
On November 17, 2017, the Company entered into a line of credit agreement with CTBC, pursuant to which the Company has a revolving
credit facility of $1,000,000 from November 17, 2017 to July 31, 2018. This line of credit was renewed on September 12, 2018 and
matures on August 31, 2019, with a revolving credit limit raised to $1,500,000. Borrowings under the agreement bear interest at
the CTBC’s cost of fund plus a margin of 1%. On December 28, 2017, the Company draw down a borrowing of $950,000 with interest
at a rate of 3.30% per annum. Law Broker is the guarantor of the credit facility. On January 29, 2018, the Company paid off the
entire principal and interest of the borrowing. On October 11, 2018, the Company draw down a borrowing of $1,000,000 with interest
at a rate of 3.26% per annum. The amount was paid off in November of 2018. On November 9, 2018, the Company draw down $1,000,000
with interest at a rate of 3.26% per annum. The amount was paid off in December of 2018. In December of 2018, the Company draw
down borrowings of $3,000,000 with interest at a rate of 3.26% per annum. The borrowings were paid off in December of 2018. On
December 28, 2018, the Company draw down $1,000,000 with interest at a rate of 4.10% per annum. Law Broker is the guarantor of
the credit facility. The Company paid down $750,000 and $250,000 of these amounts in January and February of 2019, respectively.

KGI Commercial Bank Co., Ltd. (“KGI”):
On September 19, 2018, the Company was approved of entering into a line of credit agreement with KGI, pursuant to which the Company
has a revolving credit facility of $1,600,000 from October 26, 2018 to October 26, 2019. Borrowings under the agreement bear interest
at the LIBOR rate plus a margin of 0.9%. On December 27, 2018, the Company draw down a borrowing of $1,600,000 with interest at
a rate of 3.41% per annum. The Company paid off the borrowing in January of 2019. The credit facility is secured by a total amount
of approximately $1,799,450 (NTD 55,000,000) of time deposits.

Total interest expenses of short-term loans
incurred were $105,536 and $1,531 for the years ended December 31, 2018 and December 31, 2017, respectively.

NOTE 11 – INCOME TAX PAYABLE

The Company’s income tax payable
consisted of the following as of December 31, 2018 and 2017:

2018. december 31. December 31, 2017
Taiwan Tax $ 1,416,540 $ 3,232,996
USA Tax (Note 19) 1,131,307
PRC Tax 7,590 270,267
Hong Kong Tax 51,032 5,527
Total income tax payable $ 2,606,469 $ 3,508,790
Less: short-term (1,599,146 ) (3,508,790 )
Income tax payable – long-term (Note 19) $ 1,007,323 $

NOTE 12 – COMMISSIONS PAYABLE TO SALES PROFESSIONALS

Commissions payable to professionals consisted
of the following as of December 31, 2018 and 2017:

2018. december 31. December 31, 2017
Taiwan $ 7,602,595 $ 6,206,269
PRC 411,885 208,802
Hong Kong
Total commissions payable to sales professionals $ 8,014,480 $ 6,415,071

Commissions payable to sales professionals
are usually settled within twelve months. As of December 31, 2018 and 2017, the Company had the commissions payable obligation
to sale professionals amounted $8,014,480 and $6,415,071, respectively.

NOTE 13 – OTHER CURRENT LIABILITIES

Other current liabilities consisted of
the following as of December 31, 2018 and 2017:

2018. december 31. December 31, 2017
Unearned revenue – current (Note 15) $ 1,028,256 $ 1,237,684
Payroll payable and other benefits 1,360,790 1,309,281
Accrued bonus 2,320,445 1,730,278
Accrued business tax and tax withholdings 893,391 835,410
Other accrued liabilities 1,745,959 1,051,112
Total other current liabilities $ 7,348,841 $ 6,163,765

See Note 15 for additional information
on current liabilities related to AIA International Limited Taiwan Branch (“AIATW”).

NOTE 14 – LONG-TERM LOANS

The Company’s long-term loans consisted
of the following as of December 31, 2018 and 2017:

2018. december 31. December 31, 2017
Loan A, interest at 8% per annum, maturity date May 15, 2019 $ 123,611 $ 130,641
Loan B, interest at 8% per annum, maturity date July 20, 2019 111,976 118,345
Total loans 235,587 248,986
Less: current portion (Note 10) (235,587 )
Total long-term loans $ $ 248,986

Law Anhou Insurance Agency Co., Limited
(“Anhou”) in Nanjing City, PRC is a variable interest entity (VIE) of which the Company is the primary beneficiary.
The Company contractually control Anhou through CU Hong Kong.

On May 15, 2016, Anhou entered into a loan
agreement (“Loan A”) with an individual third party. The loan agreement provided for approximately $123,611 (RMB 850,000)
and $130,641 (RMB 850,000) as of December 31, 2018 and 2017, respectively, loan to the Company. The Loan A bears an interest rate
of 8% per annum and interest is payable annually. The principal and the accrued interest will be due on May 15, 2019. As of December
31, 2018, the principal amount was reclassified to current liabilities.

On July 20, 2016, Anhou entered into a
loan agreement (“Loan B”) with an individual third party. The loan agreement provided for approximately $111,976 (RMB
770,000) and $118,345 (RMB 770,000) as of December 31, 2018 and 2017, respectively, loan to the Company. The Loan B bears an interest
rate of 8% per annum and interest is payable annually. The principal and the accrued interest will be due on July 20, 2019. As
of December 31, 2018, the principal amount was reclassified to current liabilities.

Total interest expenses for the long-term
loans were $18,450 and $20,737, respectively, for the years ended December 31, 2018 and 2017.

NOTE 15 – OTHER LIABILITIES

The Company’s other liabilities consisted of the following as of December 31, 2018 and 2017:

2018. december 31. December 31, 2017
Unearned revenue – AIATW $ 2,056,513 $ 4,239,130
Due to previous shareholders of AHFL

480,559

480,559
Deferred tax liabilities 122,551
Total other liabilities $

2,537,072

$ 4,842,240

Unearned revenue – AIATW

On June 10, 2013, AHFL entered into a Strategic
Alliance Agreement (the “Alliance Agreement”) with AIA International Limited Taiwan Branch (“AIATW”), the
purpose to which is to promote life insurance products provided by AIATW within Taiwan by insurance agencies or brokerage companies
affiliated with AHFL or CUIS. The original term of the Alliance Agreement was from June 1, 2013 to May 31, 2018. Pursuant to the
terms of the Alliance Agreement, AIATW paid AHFL an execution fee approximately $8,326,700 (NTD250,000,000, including the tax of
NTD11,904,762, the “Execution Fee”), which is to be recorded as revenue upon fulfilling sales targets and the 13-month
persistency ratio, as defined, over the next five years. The Execution Fee may be required to be recalculated if certain performance
targets are not met by AHFL.

On September 30, 2014, AHFL entered into
a Strategic Alliance Supplemental Agreement (the “First Amendment to the Alliance Agreement”) with AIATW. In the First
Amendment to the Alliance Agreement, the performance targets and the provision about refunding the Execution Fee on a pro rata
basis when the performance targets are not met were revised.

On January 6, 2016, AHFL entered into an
Amendment No. 2 to the Alliance Agreement (the “Second Amendment to the Alliance Agreement”) with AIATW to further
revise certain provisions in the Strategic Alliance Agreement and the previous amendment entered into by and between AHFL and AIATW.
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 Second Amendment to the Alliance Agreement,
the expiration date of the Strategic Alliance Agreement was extended from May 31, 2018 to December 31, 2021, and the effect of
the Alliance Agreement during the period from October 1, 2014 to December 31, 2015 was suspended. In addition, both AHFL and AIATW
agreed to adjust certain terms and conditions set forth in the 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. On March 15, 2016, AHFL issued a promise letter (the “2016 Letter”)
to AIATW that AHFL is required to (i) fulfill sales targets and (ii) the 13-month persistency ratio.

On June 14, 2017, with AIATW’s consent, the 2016 Letter was revoked in order to conform with the
latest terms and conditions regarding the cooperation between AHFL and AIATW as set forth in an Amendment No. 3 to the Alliance
Agreement (the “Third Amendment to the Alliance Agreement”). Pursuant to the Third Amendment to the Alliance Agreement,
both AHFL and AIATW agreed to adjust certain terms and conditions set forth this amendment, among which (i) except the first contract
year (April 15th, 2013 to September 30th, 2014), the sales target of the alliance between the parties shall be changed to (a) value
of new business (“VONB”) and (b) the 13-month persistency ratio; and (ii) AIATW will calculate and recognize the VONB
and 13-month persistency ratio each contract year and inform the Company the result; and (iii) the Company agrees to return the
basic business promotion fees to AIATW within thirty (30) days of receipt of the notice sent by AIATW if the Company fails to meet
the targets set forth in the Third Amendment to the Alliance Agreement, AIATW reserves the right to offset such amount against
the amount payable by it to the Company; and (iv) upon the termination of the Alliance Agreement and its amendments pursuant to
the Section 8.2 of the Alliance Agreement, both parties agreed to calculate the amount to be returned or repaid, as applicable,
based on the past and current contract years. The Company shall return the basic business execution fees at NTD50 million for the
first contract year, NTD35 million for the second contract year, and NTD33 million for each contract year thereafter within one
month after the termination.

The following table presents the amounts
recognized as revenue and refund for each contract year:

Contract
Year
Period Execution Fees Revenue
somme
Revenue VAT
somme
Refund
somme
Refund VAT
somme
First 04/15/2013 –
09/30/2014
NTD 50,000,000 NTD 27,137,958 (1) NTD 1,356,898 NTD 20,481,090 (1) NTD 1,024,054
Second 01/01/2016 –
12/31/2016
NTD 35,000,000 NTD 12,855,000 (2) NTD 642,750 NTD 20,478,333 (2) NTD 1,023,917
Third 01/01/2017 –
12/31/2017
NTD 33,000,000 NTD 12,628,201 (3) NTD 631,410 NTD 18,800,370 (3) NTD 940,019
Fourth 01/01/2018 –
12/31/2018
NTD 33,000,000 NTD 11,228,600 (4) NTD 561,429 NTD 20,199,971 (4) NTD 1,010,000
Fifth 01/01/2019 –
12/31/2019
NTD 33,000,000 NTD NTD NTD NTD
Sixth 01/01/2020 –
12/31/2020
NTD 33,000,000 NTD NTD NTD NTD
Seventh 01/01/2021 –
12/31/2021
NTD 33,000,000 NTD NTD NTD NTD
TOTAL NTD 250,000,000 NTD 63,849,759 NTD 3,192,487 NTD 79,959,764 NTD 3,997,990

1.) The revenue recognition for the first contract year is based on
    the annual first year premium (“AFYP”) set in Alliance Agreement, which is different from other contract years.
    From the second contract year to the seventh contract year, the revenue calculation is based on VONB. The Company recognized
    the first contract year’s revenue amount of $892,742 (NTD 27,137,958), net of Value-Added Tax (“VAT”) in
    2017 due to uncertainty resolved after Amendment 3 went effective. Besides, on December 3, 2015 and February 23, 2016, the
    Company refunded the amounts of $160,573 (NTD4,761,905), net of VAT, and $530,056 (NTD15,719,185), net of VAT, to AIATW,
    respectively, due to the portion of performance sales targets not met during the first contract year based on original
    agreement and earlier amendments.

2.) For the year ended December 31, 2016, the Company recognized
    the second contract year’s revenue amount of $422,883 (NTD 12,855,000), net of VAT, and refunded the amount of $690,537
    (NTD 20,478,333), net of VAT, due to uncertainty resolved after Amendment 3 went effective.

3) For the year ended December 31, 2017, the Company recognized the third contract year’s revenue amount of $415,423 (NTD12,628,201), net of VAT, and refund amount of $633,955 (NTD18,800,370), net of VAT, for the same contract period based on the calculation of VONB and 13-month persistency.

4) For the year ended December 31, 2018, the
    Company estimated to recognize the fourth contract year’s revenue amount of $391,223 (NTD11,788,229), net of VAT, and
    refund the amount of $651,816 (NTD19,640,341), net of VAT, for the same contract period based on the calculation of VONB and
    13-month persistency. The revenue recorded and refund amounts were trued up to $412,230 (NTD 12,068,571) and $661,286 (NTD
    19,360,000), respectively, for the year ended December 31, 2018 based on notice received from AIATW.

The Company recognized revenue
of $372,650 (NTD 11,228,600) and $1,731,048 (NTD 52,621,159), net of VAT, for the years ended December 31, 2018 and 2017
related to this agreement. As of December 31, 2018 and 2017, the Company had non-current portion of unearned revenue of
$2,056,513 and $4,239,130, respectively, and amounts in current liabilities of $1,028,256 and $1,237,684, respectively,
related to the Alliance Agreement.

Unearned revenue – Farglory

On April 20, 2016, the
Company entered into a service agreement (“Service Agreement”) with Farglory. The Company was to provide
consulting services to Farglory for NTD 4,000,000 per year and the aggregate consulting services fee was NTD 20,000,000 from
May 1, 2016 to April 30, 2021. On January 2, 2018, the Company received termination notice from Farglory. Pursuant to the
termination notice, the Company refunded approximately $603,729 (NTD 17,904,000) to Farglory in January 2018.

Due to previous shareholders of AHFL

Due to previous shareholders of AHFL is
the entire remaining balance payable of the acquisition cost. On March 12, 2017, the Company and the selling shareholders of AHFL
entered into a fifth amendment to the acquisition agreement, pursuant to which, the Company agreed to make the cash payment in
the amount of $480,559 (NTD15 million) on or prior to March 31, 2019. On March 27, 2019, the Company and the selling shareholders
of AHFL entered into a sixth amendment to the acquisition agreement, pursuant to which, the Company agreed to make the cash payment
in the amount of $480,559 (NTD15 million) on or prior to March 31, 2021.

NOTE 16 – PREFERRED STOCK

On January 28, 2011, the Company increased
the number of authorized shares of common stock from 30,000,000 to 100,000,000 and authorized 10,000,000 shares of preferred stock
with $0.00001 par value. It currently has 1,000,000 shares of Series A Preferred Stock (“Series A Stock”) issued and
outstanding as of December 31, 2018 and 2017. The Series A Stock has the following rights and preferences:

· Voting Rights. Except as otherwise provided by law, the Series A Stock and the common stock vote together on all matters submitted to a vote of the Company’s shareholders. Each holder of Series A Stock is entitled to ten votes for each share of Series A Stock held of record by such holder as of the applicable record date on any matter that is submitted to a vote of the stockholders of the Registrant.

· Series A Board Designee and Board Restriction. In addition to the voting rights disclosed above, the holders of the Series A Stock shall be entitled to appoint one director (the “Series A Director”). No Board resolution regarding certain material Company actions can be made without the affirmative vote of the Series A Director.

· Dividends. The holders of Series A Stock are entitled to share equally with the holders of common stock, on a per share basis, in such dividends and other distributions of cash, property or shares of stock of the Registrant as may be declared by the Board.

· Liquidation. In the event of a voluntary or involuntary liquidation, dissolution, distribution of assets or winding up of the Registrant, the holders of common stock and the holders of Series A Stock shall be entitled to share equally on a per share basis, in all assets of the Registrant of whatever kind available for distribution.

· Conversion Rights. The holders of the Series A Stock have the right to convert their shares thereof at any time into shares of the Registrant’s common stock. Each share of Series A Stock is convertible into one share of common stock.

If the Registrant in any manner subdivides
or combines the outstanding shares of common stock, the outstanding shares of the Series A Stock will be subdivided or combined
in the same manner.

Business Combinations. In any merger, consolidation,
reorganization or other business combination, the consideration received per share by the holders the common stock and the holders
of the Series A Stock in such merger, consolidation, reorganization or other business combination shall be identical; biztosítani
however, that if such consideration consists, in whole or in part, of certain equity interests, the rights and limitations of such
equity interests may differ from the extent that the rights and limitations of the common stock and the Series A Stock differ.

Fully Paid and Nonassessable. All of the
Company’s outstanding shares of preferred stock are fully paid and nonassessable.

From the qualitative aspect, the Company
notes the following regarding this deemed compensation:

· Does not violate any debt or other contract covenants;

· Does not change any earnings or EPS trends;

· Does not affect any previous earnings or EPS guidance;

· Does not affect any segment or class of revenue;

· Does not affect any regulatory compliance matters;

· Does not affect cash compensation of management;

· Does not involve concealment of an unlawful act

Additional preferred stock may be authorized
and issued in the future in connection with acquisitions, financings, or other matters, as the Board of Directors deems appropriate.
In the event that the Registrant issues any shares of preferred stock, a certificate of designation containing the rights, privileges
and limitations of this series of preferred stock will be filed with the Secretary of State of the State of Delaware. The effect
of this preferred stock designation power is that its Board of Directors alone, subject to Federal securities laws, applicable
blue sky laws, and Delaware law, may be able to authorize the issuance of preferred stock which could have the effect of delaying,
deferring, or preventing a change in control without further action by its stockholders, and may adversely affect the voting and
other rights of the holders of its common stock.

All 1,000,000 shares of Series A Preferred
Stock were reclassified from the 1,000,000 shares of common stock held by Mr. Mao and no additional consideration was paid by Mr.
Mao in connection with the Reclassification. The preferred stock has no material quantitative preferences over common stock, such
as liquidation preferences and dividend preferences, and it specifically granted equal status to common stock pursuant to the terms
of the Certificate of Designation. Each holder of common stock is entitled to one vote for each share of common stock held of record
by such holder as of the applicable record date on any matter submitted to a vote of the stockholders of the Company; while each
holder of Series A Preferred Stock is entitled to ten votes for each share of Series A Preferred Stock held of record by such holder
as of the applicable record date on any matter submitted to a vote of the stockholders of the Company.

NOTE 17 – STATUTORY RESERVES

According to Taiwan accounting rules and
corporation regulations, the Company’s subsidiaries in Taiwan must appropriate 10% of net income to statutory reserves until
the accumulated reserve reaches registered capital. The reserve can be converted into share capital by issuing new shares to existing
shareholders in proportion to their shareholding or by increasing the par value of the shares currently held by them, with a limitation
that the reserve left is not less than 25% of the registered capital after converting to share capital. As of December 31, 2018
and 2017, the Company had statutory reserves in responding to the regulations in Taiwan in the amount of $7,299,123 and $5,781,008,
respectively.

Pursuant to the PRC regulations, the Company’s
CAE are required to transfer 10% of net profits, as determined under the PRC accounting regulations, to a Statutory Common Reserve
Fund (“Reserve Fund”). Appropriation to the Reserve Fund may cease when the fund equals 50% of a company’s registered
capital or when a company has accumulated losses. The transfer to this reserve must be made before distribution of dividends to
shareholders. The Company’s CAE did not appropriate such reserve due to as the accumulated deficit as of December 31, 2018
and 2017.

NOTE 18 – NONCONTROLLING INTERESTS

Noncontrolling interests consisted of the
following as of December 31, 2018 and 2017:

Name of Entity % of Non-
Controlling
Interests
December 31,
2017
Net Income
(Loss)
Other
Comprehensive
Income (Loss)
December 31,
2018
Law Enterprise 34.05 % $ (243,240 ) $ 193,308 $ (22,625 ) $ (72,557 )
Law Broker 34.05 % 13,900,341 2,655,344 (406,023 ) 16,149,662
PFAL 49.00 % 228,079 208,918 (255 ) 436,742
MKI 49.00 % (2,117 ) (513 ) (2,630 )
PA Taiwan 49.00 % (145,442 ) (11,789 ) (531 ) (157,762 )
PTC Nanjing 49.00 % (1,965 ) (26 ) (420 ) (2,411 )
plein $ 13,735,656 $ 3,045,242 $ (429,854 ) $ 16,351,044

Name of Entity % of Non-
Controlling
Interests
December 31,
2016
Net Income
(Loss)
Other
Comprehensive
Income (Loss)
December 31,
2017
Law Enterprise 34.05 % $ 17,386 $ (307,217 ) $ 46,591 $ (243,240 )
Law Broker 34.05 % 9,621,159 3,387,038 892,144 13,900,341
PFAL 49.00 % 232,414 (3,817 ) (518 ) 228,079
MKI 49.00 % (1,569 ) (548 ) (2,117 )
PA Taiwan 49.00 % (95,448 ) (52,169 ) 2,175 (145,442 )
PTC Nanjing 49.00 % (2,400 ) (60 ) 495 (1,965 )
plein $ 9,771,542 $ 3,023,227 $ 940,887 $ 13,735,656

NOTE 19 – INCOME TAX

Provision (benefit) for income taxes for
the year ended December 31, 2018 consisted of:

Year ended December 31, 2018 Federal Állapot Foreign plein
Current $ 1,227,243 $ $ 2,546,560 $ 3,773,803
Deferred (163,631 ) (163,631 )
plein $ 1,227,243 $ $ 2,382,929 $ 3,610,172

Provision (benefit) for income taxes for
the year ended December 31, 2017 consisted of:

Year ended December 31, 2017 Federal Állapot Foreign plein
Current $ $ $ 3,426,326 $ 3,426,326
Deferred 87,391 87,391
plein $ $ $ 3,513,717 $ 3,513,717

Significant components of the deferred
tax assets and liabilities for income taxes as of December 31, 2018 and 2017 consisted of the following:

2018 2017
Deferred tax assets
Net operating loss carry-forward $ 847,023 $ 874,934
D'autres 268,237 123,406
plein $ 1,115,260 $ 998,340
Valuation allowance (847,023 ) (874,934 )
Net deferred tax assets – noncurrent $ 268,237 $ 123,406
Deferred tax liabilities – noncurrent $ $ 122,551

A 100% valuation allowance was
provided for the deferred tax assets related to the net operating loss in the PRC segment as of December 31, 2018 and 2017.
The deferred tax assets of $268,237 and $123,406 related to the Taiwan segment were included in other assets, respectively,
on the consolidated balance sheets as of December 31, 2018 and 2017. Deferred tax liabilities were the timing differences
of revenue and cost of sales recognized in the year ended December 31, 2018. Deferred tax liabilities of nil and
$122,551, respectively, related to the PRC segment were included in other long-term liabilities on the consolidated balance
sheets as of December 31, 2018 and 2017.

The following table reconciles the Company’s
statutory tax rates to effective tax rates for the years ended December 31, 2018 and 2017:

Years Ended December 31,
2018 2017
US statutory rate 21 % 34 %
Tax rate difference (1 )% (18 )%
Tax base difference % %
Income tax on undistributed earnings 4 % %
Loss in subsidiaries 3 % 3 %
Un-deductible and non-taxable items % 7 %
True up of prior year income tax 3 % %
Withholding tax 10 % %
Effective tax rate 40 % 26 %

Un-deductible and non-taxable items mainly
represent un-deductible expenses according to PRC tax laws and the non-taxable tax income or loss.

The Company’s income tax expense
is mainly generated by its subsidiaries in Taiwan and PRC.

The Company’s subsidiaries in Taiwan
are governed by the Income Tax Law of Taiwan which was amended in February 2018. The major change was to increase the statutory
tax rate on income reported in the statutory financial statements after appropriate adjustments from 17% to 20% starting from the
beginning of 2018. In addition, the Income Tax Law of Taiwan provided that a company is taxed at an additional 10% on any undistributed
earnings. This was reduced to 5% by the amended Income Tax Law of Taiwan. The Company has recorded an income tax expense of $21,434
for remeasuring the Company’s deferred tax as a result of increase in tax rate in the year ended December 31, 2018.

In June 2018, the shareholders of Law Enterprise
approved the distribution of accumulated earnings to shareholders including AHFL. Under the Income Tax Law of Taiwan, the distributed
earnings are not subject to the undistributed earning tax and the foreign shareholders of a Taiwan company will bear 21% of withholding
tax after deducting certain tax credits allowed by the Income Tax Law of Taiwan for the dividend received. As a result of the earning
distribution, Law Enterprise reversed $902,479 of the undistributed earning tax liability accrued in prior years and AHFL accrued
$877,746 of withholding tax liability that cannot be deducted in its tax jurisdiction.

WFOE and the VIE in PRC are governed by
the Income Tax Law of PRC concerning private-run enterprises, which are generally subject to tax at 25% on income reported in the
statutory financial statements after appropriate adjustments, except for Jiangsu. For Jiangsu province in PRC, according to the
requirement of local tax authorities, the tax basis is levied at 10% of total revenue, instead of net income.

As of December 31, 2017, Anhou and its
branches elected to file joint tax returns under PRC tax jurisdiction. Due to the adoption of this filing method, operating loss
in the branches from the year 2016 and prior can no longer be deducted from earnings beginning in the year 2017. However, any losses
incurred in any of the branches in the joint tax return will be consolidated and any further losses in the joint tax return can
be carried over five years from the year 2017.

The Company’s subsidiaries in Hong
Kong are governed by the Inland Revenue Ordinance Tax Law of Hong Kong and are generally subject to a profit tax at the rate of
16.5% on the estimated assessable profits.

The 2017 Tax Cuts and Jobs Act (the “2017
Tax Act”) was enacted into law on December 22, 2017. The 2017 Tax Act significantly revised the U.S. corporate income tax
by, among other things, lowering the statutory corporate tax rate from 35% to 21%, eliminating certain deductions, imposing a mandatory
one-time tax on accumulated earnings of foreign subsidiaries, introducing new tax regimes, and changing how foreign earnings are
subject to U.S. tax. The Company has determined the implication of the tax rate reduction does not have any impact on its consolidated
financial statements. A one-time transition tax, based on the Company’s total post-1986 earnings and profits (“E&P”)
that it previously deferred from U.S. income taxes, was recorded at $1,199,195 for the transition tax on undistributed earnings
of non-U.S. subsidiaries during the year ended December 31, 2018. The Company recorded $95,936 and $1,007,323 of income tax payable
as current liabilities and long-term liabilities respectively based on the statutory due date as of December 31, 2018.

In addition, the 2017 Tax Act also creates
a new requirement that certain income (i.e., GILTI) earned by controlled foreign corporations (“CFCs”) must be included
currently in the gross income of the CFCs’ U.S. shareholder. GILTI is the excess of the shareholder’s net CFC tested
income over the net deemed tangible income return, which is currently defined as the excess of (1) 10 percent of the aggregate
of the U.S. shareholder’s pro rata share of the qualified business asset investment of each CFC with respect to which it
is a U.S. shareholder over (2) the amount of certain interest expense taken into account in the determination of net CFC-tested
income. The FASB Staff Q&A, Topic 740 No. 5, Accounting for Global Intangible Low-Taxed Income, states that an entity can make
an accounting policy election to either recognize deferred taxes for temporary differences expected to reverse as GILTI in future
years or provide for the tax expense related to GILTI in the year that tax is incurred. The Company has elected to recognize the
tax on GILTI as tax expense in the period the tax is incurred. For the year ended December 31, 2018, no GILTI tax obligation existed
and no GILTI tax expense was recorded.

NOTE 20 – RELATED PARTY TRANSACTIONS

Due to related parties

Due to related parties consisted of the
following as of December 31, 2018 and 2017:

2018. december 31. December 31, 2017
Due to Mr. Mao (Principal shareholder of the Company)* $ 391,311 $ 409,054
Due to Ms. Lu (Shareholder of Anhou)* 161,380
Due to I Health Management Corp** 17,703
Accrued bonus for Ms. Chao*** 597,631 210,752
D'autres 7,623 2,128
plein $ 996,565 $ 801,017

*Amounts due to Mr. Mao and Ms. Lu bear
no interest and are payable on demand.

**25% of I Health Management Corp’s
shares are owned by Multiple Capital Enterprise, and 24% of Multiple Capital Enterprise’s shares are owned by members of
the Company’s management level.

***On May 10, 2016, Law Broker entered
into an engagement agreement (“Engagement Agreement”) with Hui-Hsien Chao (“Ms. Chao”), pursuant to which,
she serves as the general manager of Law Broker from December 29, 2015 to December 28, 2018. Ms. Chao’s primary responsibilities
are to assist   Law Broker in operating and managing insurance agency business. According to the Engagement Agreement,
Ms. Chao’s Bonus plans include: 1) execution, 2) long-term service fees, 3) pension and 4) non-competition. The payment of
such bonuses will only occur upon satisfaction of certain condition and subject to the terms in the Engagement Agreement. Ms. Chao
acts as the general manager or equivalent position of Law Broker for a term of at least three years.  On March 13, 2017, Law
Broker and Ms. Chao entered into an amendment to the Engagement above-mentioned to specify 1) Ms. Chao’s pension calculation
assumptions and start date, and 2) the non-competition provision start date. As of December 31, 2018 and 2017, the Company had
current liabilities amounted $597,631 and $210,752, respectively, related to accrued bonus for Ms. Chao. For the year ended December
31, 2018 and 2017, the Company recorded $398,801 and $123,362 bonus expense in accordance with the Agreement. The 2019 engagement agreement is in the process of negotiating.

Lease Agreements

On February 1, 2018, Prime Asia Corporation,
Limited, the Company’s majority owned subsidiary entered into a lease agreement with Apex Biz Solution Limited (“Apex,”
was formerly known as Prime Technology Corp.) Apex is a related party of the Company because it is affiliated to the Company’s
management. The lease is to lease the office space in Taipei City to Apex. The lease term is for 10 months commencing on February
1, 2018, with a monthly base rent of approximately $660 (NTD 20,000). The new lease agreement is started from December 1, 2018,
and the new monthly rent expense is $680 (NTD 20,476). The Company recorded rent income of $7,317 for the year ended December 31,
2018e

On July 1, 2016, the Company entered into
lease agreements with Yuli Broker and Yuli Investment separately, to lease their Nan-King East Road office space in Taipei City.
The lease terms were both for one year commencing on July 1, 2016 and ending on June 30, 2017, with an annual base rent approximately
of $610 (NTD18,000). On June 30, 2018, these lease agreements were extended automatically to June 30, 2019. The Company recorded
rent income of $1,138 and $1,128, respectively, for the years ended December 31, 2018 and 2017.

Yuli Broker and Yuli Investment are owned
by Ms. Lee who is the Director of Law Broker. The Company plans to invest in Yuli Broker and the application of the investment
was approved by Investment Commission of the Ministry of Economic Affairs in Taiwan in January 2018. As of December 31, 2018, the
Company has not commenced the investment.

Advisory Agreements

On May 2, 2016, the Company entered
into an advisory agreement with I Health who is contracted to provide 10,000 Taiwan citizens’ health information to the
Company. The total advisory fee was approximately $42,000 (NTD 1,275,000). For the year ended December 31, 2017, the Company
had cost of revenue related to I Health amounted $13,315. The Company had due to I Health $17,703 as of December 31,
2017.

On December 7, 2016, the Company entered into an advisory agreement with Mr. Fu Chang Li, the Director
of the Company. Pursuant to this Advisory Agreement, Mr. Li provided investment consulting services to the Company from December
7, 2016 to December 6, 2017. On December 7, 2017, both parties agreed to extend this advisory agreement from December 7, 2017 to
December 6, 2018. On December 7, 2018, both parties agreed to extend this advisory agreement from December 7, 2018 to December
6, 2019. The total advisory fee was approximately $60,204 (NTD 1,800,000). For the years ended December 31, 2018 and 2017, the
Company recognized $59,368 and $59,214, respectively, general and administrative expenses in connection to this advisory agreement.

Consulting Agreement

On November 1, 2016, the Company entered
into a consulting agreement with Apex pursuant to which the Company would provide administrative operational consulting services
to Apex from November 1, 2016 through December 31, 2021. As of December 31, 2018 and 2017, the Company had accounts receivable
amounted of nil and $17,231, respectively. The Company also had revenue of $31,449 and $50,053 for the years ended December 31,
2018 and 2017, respectively.

NOTE 21 – COMMITMENTS AND CONTINGENCIES

Operating Leases

The Company has operating leases for its
offices. Rental expenses for the years ended December 31, 2018 and 2017 were $2,720,365, and $2,537,348, respectively. At December
31, 2018, total future minimum annual lease payments under operating leases were as follows, by years:

Years ending December 31, somme
2019 $ 2,043,635
2020 818,792
2021 369,340
2022 131,568
2023 121,303
Thereafter
plein $ 3,484,638

Legal Proceedings

Tovább
December 20, 2018, the Company and one of the Company’s former employees, agreed to settle fraud charges brought by the
SEC relating to a scheme to manipulate the Company's trading volume for the purpose of obtaining a listing on Nasdaq.
Neither the Company nor the former employee realized financial gain from the scheme. Both the Company and the former
employee agreed to the entry of a final judgment that enjoins them from violating the charged provisions of the federal
securities laws, orders the Company to comply with its undertaking to retain an independent compliance monitor for a
period of not less than one year. The SEC did not seek a monetary penalty against the Company and there is no financial
impact to the Company.

NOTE 22 – FINANCIAL RISK MANAGEMENT AND FAIR VALUE
OF FINANCIAL INSTRUMENTS

Financial Risk Management

The Company has exposure to credit, liquidity
and market risks which arise in the normal course of its business. This note presents information about the Company’s exposure
to each of these risks, the Company’s objectives, policies and processes for measuring and managing risk, and the Company’s
management of capital. Further quantitative disclosures are included throughout these consolidated financial statements.

The Board of Directors (“BOD”)
has overall responsibility for the establishment and oversight of the Company’s risk management framework. The Company’s
risk management policies are established to identify and analyze the risks faced by the Company, to set appropriate risk limits
and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect
changes in market conditions and the Company’s activities. The Company, through its training and management standards and
procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and
obligations.

The Company’s BOD oversees how management
monitors compliance with the Company’s risk management policies and procedures and reviews the adequacy of the risk management
framework in relation to the risks faced by the Company.

(a) Credit risk

The Company’s credit risk arises
principally from accounts and other receivables, pledged deposits and cash and cash equivalents. Management has a credit policy
in place and monitors exposures to these credit risks on an ongoing basis. The carrying amounts of trade and other receivables,
pledged deposits and cash and cash equivalents represent the Company’s maximum exposure to credit risks. Accounts receivable
are due within 30 days from the date of billing.

(b) Liquidity risk

The BOD of the Company is responsible for
the overall cash management and raising borrowings to cover expected cash demands. The Company regularly monitors its liquidity
requirements, to ensure it maintains sufficient reserves of cash and readily realizable marketable securities and adequate committed
lines of funding from major financial institutions to meet its liquidity requirements in the short and longer term.

(c) Currency risk

The functional currency for the subsidiaries
in Taiwan is NTD, the functional currency for the subsidiaries in Hong Kong is HKD, and the functional currency for the subsidiaries
and VIEs in PRC is RMB. The reporting currency of the Company are USD. The fluctuation of NTD, HKD and RMB will affect the Company’s
operating results expressed in USD. The Company reviews its foreign currency exposures. The management does not consider its present
foreign exchange risk to be significant.

Fair Value of Financial Instruments

The following table presents the fair value
and carrying value of the Company’s financial assets and liabilities as of December 31, 2018:

Fair Value
Level 1 2. szint Level 3 Carrying Value
Assets
Total cash, cash equivalents, time deposits, restricted cash and cash equivalents 46,379,935 46,379,935
Marketable securities:
Mutual fund 30,800 30,800
Structured deposits
Long-term investments:
Government bonds (available-for-sale debt securities) 99,834 99,834
REITs 1,120,239 1,120,239
Liabilities
Short-term loans 8,435,587 8,435,587
Due to previous shareholders of AHFL 457,396 480,559

The following table presents the fair value
and carrying value of the Company’s financial assets and liabilities as of December 31, 2017:

Fair Value
Level 1 2. szint Level 3 Carrying Value
Assets
Total cash, cash equivalents, time deposits, restricted cash and cash equivalents 37,413,677 37,413,677
Marketable securities:
Mutual fund 33,381 33,381
Structured deposits 1,248,340 1,248,340
Long-term investment:
Government bonds (available-for-sale debt securities) 103,723 103,723
Liabilities
Short-term loans 2,350,000 2,350,000
Long-term loans 239,624 248,986
Due to previous shareholders of AHFL 465,950 480,559

The following table presents a reconciliation
from the opening balances to the closing balances for recurring fair value measurements categorized within level 3 of the fair
value hierarchy:

Opening balance as of January 1, 2018 $ 1,248,340
Transfer into/ out of Level 3
Total gains (losses) for the period included in earnings 68,646
Total gains (losses) for the period included in other comprehensive income
Purchases 13,696,531
Settlements (14,993,795 )
Foreign exchange gains (losses) (19,722 )
Ending balance as of December 31, 2018 $

During the twelve months ended December
31, 2018, there were no assets or liabilities that were transferred between any of the levels.

The carrying amounts of current financial
assets and liabilities in the consolidated balance sheets for cash and cash equivalents, time deposits, restricted cash equivalents,
accounts receivable, short-term loans and accrued expense approximate fair value due to the short-term duration of those instruments.

Restricted cash – The fair value
unpproximates the carrying amount due to the nature of cash held in restricted accounts.

Marketable securities and long-term investments
in REITs – The fair values of mutual funds and REITs were valued based on quoted market prices in active markets.

Structured deposits – Structured
deposits are hybrid instruments containing embedded derivatives. The valuation of the hybrid instruments is predominantly driven
by the derivative features embedded within the instruments. The structured deposits are valued based on discounted cash flow analyses
that consider the embedded derivative and terms and payment structure of the deposits. As of December 31, 2018 and 2017, the values
of structured deposits were nil and $1,248,340 respectively. Gross unrealized losses on valuation of structured deposits at December
31, 2018 and 2017 were nil and $30,211 respectively.

The embedded derivative features are valued
using Black & Scholes option pricing model that used significant unobservable inputs, i.e., volatility of options. The fair
value is determined by using the counterparty’s pricing information. The volatility mentioned above is a pricing input for
opciók. Generally, the higher the volatility of the underlying, the riskier the instrument. Given a long position in an option,
an increase in volatility, in isolation, would generally result in an increase in a fair value measurement.

Government bonds – The fair value
of government bonds is valued based on theoretical bond price in the Taipei Exchange.

Long-term loans and due to previous shareholders – The fair value of long-term loans and due to
previous shareholders are determined based on the variable nature of the interest rates and the proximity to the issuance date.

NOTE 23 – SEGMENT REPORTING

The Company organizes and manages its business as three operating segments by operating geographic areas.
The business of WFOE, CU Hong Kong and the Company’s Consolidated Affiliated Entities (“CAE”) in PRC was managed
and reviewed as PRC segment. The business of AHFL and its subsidiaries in Taiwan was managed and reviewed as Taiwan segment. la
business of PFAL was managed and reviewed as Hong Kong segment. PRC and Taiwan segments retain majority of reported consolidated
amounts.

The geographical distributions of the Company’s
financial information for the years ended December 31, 2018 and 2017 were as follows:

For the Years
Ended December 31,
Geographic Areas 2018 2017
Revenue
Taiwan $ 67,515,966 $ 62,147,136
PRC 10,465,147 10,467,488
Hong Kong 718,924 302,096
Elimination adjustment (32,306 ) (68,276 )
Total revenue $ 78,667,731 $ 72,848,444
Income (loss) from operations
Taiwan $ 7,362,949 $ 12,109,928
PRC (48,080 ) 489,017
Hong Kong 478,626 3,065
Elimination adjustment 143,764 141,410
Total income from operations $ 7,937,259 $ 12,743,420
Net income (loss)
Taiwan $ 4,906,605 $ 10,050,593
PRC 70,087 128,052
Hong Kong 426,363 (7,790 )
Elimination adjustment 13,591 7,010
Total net income $ 5,416,646 $ 10,177,865

The geographical distribution of the Company’s
financial information as of December 31, 2018 and 2017 were as follows:

Comme ça
December 31,
Geographical Areas 2018 2017
Long-lived assets
Taiwan $ 1,092,576 $ 836,347
PRC 102,383 109,597
Hong Kong 736 358
Elimination adjustment
Total long-lived assets $ 1,195,695 $ 946,302
Reportable assets
Taiwan $ 100,220,270 $ 96,399,321
PRC 11,796,388 11,140,124
Hong Kong 1,015,400 643,881
Elimination adjustment (44,150,214 ) (48,910,083 )
Total reportable assets $ 68,881,844 $ 59,273,243
Capital investment
Taiwan $ 641,873 $ 348,028
PRC 53,158 34,445
Hong Kong 997
Elimination adjustment
Total capital investments $ 696,028 $ 382,473

NOTE 24 – SUBSEQUENT EVENTS

The Company has evaluated all other subsequent
events through the date these consolidated financial statements were issued and determine that there were no subsequent events
or transactions that require recognition or disclosures in the consolidated financial statements except for the follows:

On January 30, 2019, the Company drew down $200,000 from the credit facility of CTBC with interest at
a rate of 3.26% per annum. These amounts were paid off in February of 2019. On February 27, March 21 and March 28, 2019, the Company
drew down borrowings of $450,000, $100,000 and $650,000 with interest at a rate of 3.75% per annum, respectively.

On March 27, 2019, a sixth Amendment to the Acquisition Agreement (the “Sixth Amendment to AHFL
Acquisition Agreement”) was entered into by and among our Company and the selling shareholders of AHFL named therein. Pursuant
to the Sixth Amendment to AHFL Acquisition Agreement, our Company agreed to distribute the cash payment in the amount of NT$15
million to the selling shareholders of AHFL named therein on or prior to March 31, 2021.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
AND FINANCIAL DISCLOSURE.

None.

ITEM 9A. CONTROLS AND PROCEDURES.

(a) Evaluation of Disclosure
Controls and Procedures

As required by SEC Rule 13a-15(b) under
the Securities Exchange Act of 1934, as amended (the “Exchange Act”), we conducted an evaluation, under the supervision
and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness
of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) as
of December 31, 2018, to ensure that information required to be disclosed by us in the reports filed or submitted by us under the
Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities Exchange Commission’s
rules and forms, including to ensure that information required to be disclosed by us in the reports filed or submitted by us under
the Exchange Act is accumulated and communicated to our management, including our principal executive and principal financial officer,
or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Based on that
evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that as of December 31, 2018, our disclosure
controls and procedures were not effective at the reasonable assurance level due to the deficiencies and material weaknesses identified
and described in this Item 9A(a) and 9A(c), respectively.

Our principal executive officers do not
expect that our disclosure controls or internal controls will prevent all error and all fraud and our disclosure controls and internal
controls have been deficient in preventing recent fraud. For further information, please see our Amended Current Report. Although
our disclosure controls and procedures were designed to provide reasonable assurance of achieving their objectives, our principal
executive officers have determined that our disclosure controls and procedures are not currently effectively at doing so. Notwithstanding,
a control system, no matter how well conceived and operated, can provide only reasonable, not absolute assurance that the objectives
of the system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the
benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no
evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company
have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that
breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented if there exists in an individual
a desire to do so. There can be no assurance that any design will succeed in achieving its stated goals under all potential future
conditions.

(b) Management’s Remediation Plan Regarding Disclosure Controls and Procedures

We are committed to remediating the control
deficiencies described above by implementing changes to our internal control over disclosure controls and procedures. Pursuant
to the terms of the SEC Settlement, we have retained an independent corporate monitor who will help us implement changes and improvements
in the internal control over disclosure controls and procedures for remediating the control deficiencies. For further information,
please see our Amended Current Report.

We are currently evaluating the impact
of the deficiency and have taken or are in the process of taking the following actions in conjunction with the independent corporate
monitor:

1.) A review and consideration of the implementation of our earlier and revised compliance policies and procedures as they relate to trading in securities issued by us;

2.) A review of our policies and procedures as they relate to the our corporate governance;

3) A review of our policies and procedures as they relate to preclearances granted by us for trading in shares of our common stock; and, until December 31, 2019, the independent corporate monitor will provide oversight over preclearances;

4) Determining whether policies and procedures are adequate and properly tailored for us;

5) A review of the education and training program at our company and a consideration of the sufficient scope and appropriate content;

6) A Review of our monitoring, testing and reporting mechanisms;

7) A review of our commitment to compliance, including senior management and board-level awareness of compliance issues;

8) A review of our allocation of resources for the compliance program, including whether resources are sufficient and properly tailored;

9) Conduct two rounds of in-person interviews of 15-20 company employees and board members in Taiwan each time; et

10) Provide an interim written report in 120 to 180 days and final written report to the SEC no later than December 31, 2019 that includes a description of the review performed, the conclusions reached, recommendations for changes in or improvements to our policies and procedures, and a procedure for implementing the recommended changes in or improvements to our policies and procedures.

However, we have not completed all of the
corrective processes, procedures and related evaluation or remediation that we believe are necessary. As we continue to evaluate
and work to remediate the control deficiencies we may determine to take additional.

Until the remediation steps set forth above,
including the efforts to implement the necessary control activities we identify, are fully implemented and concluded to be operating
effectively, the deficiencies described above could continue to exist.

(c) Management’s
annual report on internal control over financial reporting

Our management is responsible for establishing
and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange
Act. Our internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
The internal controls for our Company are provided by executive management's review and approval of all transactions. Our internal
control over financial reporting also includes those policies and procedures that:

(1) Pertain to the maintenance
of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of our assets;

(2) Provide reasonable assurance
that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. GAAP, and that
our receipts and expenditures are being made only in accordance with the authorization of our management; et

(3) Provide reasonable assurance
regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material
effect on the financial statements.

Because of its inherent limitations, internal
control over financial reporting may not prevent or detect all misstatements. Projections of any evaluation of effectiveness to
future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree
of compliance with the policies or procedures may deteriorate.

Our management assessed the effectiveness of
our internal control over financial reporting as of December 31, 2018. In making this assessment, our management used the criteria
set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework
(2013). A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting,
such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not
be prevented or detected on a timely basis. In connection with management’s assessment of our internal control over financial
reporting, management has identified control deficiencies that constituted material weaknesses in our internal control over financial
reporting as of December 31, 2018, as described below.

(1) We have yet established
an effective mechanism to proper communicate the concepts of corporate governance.

(2) Lack of a qualified experienced
financial expert to lead and supervise the overall internal control over financial reporting system of the Company.

Each of the material weaknesses described above could result in a material misstatement of the annual
or interim consolidated financial statements that would not be prevented or detected.

The effectiveness of our internal control over
financial reporting as of December 31, 2018 has been audited by Simon & Edward, LLP, an independent registered certified public
accounting firm, as stated in their report, which appears in this Annual Report.

To address these material weaknesses, management
performed additional analyses and other procedures to ensure that the financial statements included herein fairly present, in all
material respects, our financial position, results of operations and cash flows for the periods presented. Accordingly, we believe
that the financial statements included in this report fairly present, in all material respects, our financial condition, results
of operations and cash flows for the periods presented.

(d) Management’s Remediation Plan Concerning Internal Control Over Financial Reporting

We are committed to remediating the control
deficiencies that constitute the material weaknesses described above by implementing changes to our internal control over financial
reporting. Our Chief Financial Officer is responsible for implementing changes and improvements in the internal control over financial
reporting and for remediating the control deficiencies that gave rise to the material weaknesses. We are currently evaluating the
impact of the material weaknesses and have taken or are in the process of taking the following actions:

(1) We are in the process of
implementing an education program aimed at improving the accounting department personnel's US GAAP knowledge. This program will
require key personnel who oversee reporting functions to take classes overseen by representatives of the big four accounting firms.

(2) In addition to retaining
external professional consultants, we are also committed to building a robust internal audit team. We are actively looking to
recruit internal auditors with appropriate experience to join this team. As of December 31, 2018, two additions have been added
to this team.

(3) In order to ensure the
proper comprehension of corporate governance and provide further assurances regarding our internal controls, we have set up a
compliance team to work closely with the independent corporate monitor to implement changes and improvements as the independent
corporate monitor sees fit.  Also, our management team has tasked our administration center with the responsibility
of reviewing and testing self-assessment results for high risk areas.

However, we have not completed all of the corrective
processes, procedures and related evaluation or remediation that we believe are necessary. As we continue to evaluate and work
to remediate the material weaknesses, we may determine to take additional measures to address the control deficiencies.

Until the remediation steps set forth above,
including the efforts to implement the necessary control activities we identify, are fully implemented and concluded to be operating
effectively, the material weaknesses described above will continue to exist.

ITEM 9B. OTHER INFORMATION.

None.

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.

The information required by this item regarding directors is incorporated by reference to our definitive
Proxy Statement (the “Proxy Statement”) to be filed with the SEC in connection with our 2018 Annual Meeting of Stockholders
under the heading “Election of Directors.” The information required by this item regarding compliance with Section
16(a) of the Securities Exchange Act of 1934, as amended, is incorporated by reference to the information under the caption “Compliance
with Section 16(a) of the Exchange Act” to be contained in the Proxy Statement.

iTEM
11. EXECUTIVE COMPENSATION.

The information required by this item is
incorporated by reference to the information under the caption “Executive Compensation and Related Information Compensation
Discussion and Analysis” to be contained in the Proxy Statement.

iTEM
12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

The information required by this item is incorporated by reference
to the information under the caption “Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters” to be contained in the Proxy Statement.

iTEM
13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.

The information required by this item is
incorporated by reference to the information under the caption “Certain Relationships and Related Transactions” to
be contained in the Proxy Statement.

iTem
14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

The information required by this item is
incorporated by reference to the information under the caption “Principal Accounting Fees and Services” to be contained
in the Proxy Statement.

PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES.

(a) Index of Financial Statements:

(1) The financial statements required by Item 15(a) are
filed in Item 8 of Part II, “Financial Statements and Supplementary Data” of this Annual Report on Form 10-K.
(2) Schedules required by Item 15(a) are omitted because
they are not required, are not applicable or the information is included in the consolidated financial statements or notes thereto.

(b) Index of Exhibits:

Exhibit
Number
Description of Exhibit
2.1 Acquisition Agreement, dated August 24, 2012, by and among China United Insurance Service, Inc. and the selling shareholders of Action Holdings Financial Limited named therein (incorporated by reference to Exhibit 2.1 to the Form 8-K filed with the SEC on August 24, 2012).
2.2 Amendment to Acquisition Agreement, dated March 14, 2013, by and among China United Insurance Service, Inc. and the selling shareholders of Action Holdings Financial Limited named therein (incorporated by reference to Exhibit 10.1 to the Form 8-K filed with the SEC on March 14, 2013).
2.3 Second Amendment to Acquisition Agreement, dated March 13, 2015, by and among China United Insurance Service, Inc. and the selling shareholders of Action Holdings Financial Limited (incorporated by reference to Exhibit 2.3 to the Form 10-K filed with the SEC on March 18, 2015).
2.4 Third Amendment to Acquisition Agreement, dated February 17, 2016, by and among China United Insurance Service, Inc. and the selling shareholders of Action Holdings Financial Limited named therein (incorporated by reference to Exhibit 10.1 to the Form 8-K filed with the SEC on February 18, 2016).
2.5 Acquisition Agreement, dated February 13, 2015, by and among China United Insurance Service, Inc., Action Holdings Financial Limited and Chwan Hau Li (incorporated by reference to Exhibit 10.1 to the Form 8-K filed with the SEC on February 18, 2015).
2.6 Amendment 2 to Acquisition Agreement, dated February 15, 2016, by and among China United Insurance Service, Inc., Action Holdings Financial Limited and Chwan Hau Li (incorporated by reference to Exhibit 10.2 to the Form 8-K filed with the SEC on February 18, 2016).
3.1 Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Form 8-K filed with the SEC on July 3, 2012).
3.2 Amended and Restated Bylaws (incorporated by reference to Exhibit 3.2 to the Form 8-K filed with the SEC on July 3, 2012).

4.1 Certificate of Designation of Series A Preferred Stock (incorporated by reference to Exhibit 4.1 to the Form 8-K filed with the SEC on July 3, 2012).
10.1 Stock Purchase Agreement, dated January 17, 2011 (incorporated by reference to Exhibit 10.1 to the Form S-1 filed with the SEC on May 13, 2011).
10.2 Exclusive Business Cooperation Agreement, dated January 17, 2011 (incorporated by reference to Exhibit 10.2 to the Form S-1 filed with the SEC on May 13, 2011).
10.3 Share Pledge Agreement, dated January 17, 2011, by and among Zhengzhou Zhonglian Hengfu Business Consulting Co., Ltd., Zhu Shuqin and Henan Law Anhou Insurance Agency Co., Ltd. (incorporated by reference to Exhibit 10.3 to the Form S-1 filed with the SEC on May 13, 2011).
10.4 Share Pledge Agreement, dated January 17, 2011, by and among Zhengzhou Zhonglian Hengfu Business Consulting Co., Ltd., Wei Qun and Henan Law Anhou Insurance Agency Co., Ltd. (incorporated by reference to Exhibit 10.4 to the Form S-1 filed with the SEC on May 13, 2011).

10.5 Share Pledge Agreement, dated January 17, 2011, by and among Zhengzhou Zhonglian Hengfu Business Consulting Co., Ltd., Fang Qunlei and Henan Law Anhou Insurance Agency Co., Ltd. (incorporated by reference to Exhibit 10.5 to the Form S-1 filed with the SEC on May 13, 2011).
10.6 Share Pledge Agreement, dated January 17, 2011, by and among Zhengzhou Zhonglian Hengfu Business Consulting Co., Ltd., Chen Yanxia and Henan Law Anhou Insurance Agency Co., Ltd. (incorporated by reference to Exhibit 10.6 to the Form S-1 filed with the SEC on May 13, 2011).
10,7 Power of Attorney, dated January 17, 2011, by Zhu Shuqin (incorporated by reference to Exhibit 10.7 to the Form S-1 filed with the SEC on May 13, 2011).
10,8 Power of Attorney, dated January 17, 2011, by Wei Qun (incorporated by reference to Exhibit 10.8 to the Form S-1 filed with the SEC on May 13, 2011).
10.9 Power of Attorney, dated January 17, 2011, by Fang Qunlei (incorporated by reference to Exhibit 10.9 to the Form S-1 filed with the SEC on May 13, 2011).
10h10 Power of Attorney, dated January 17, 2011, by Chen Yanxia (incorporated by reference to Exhibit 10.10 to the Form S-1 filed with the SEC on May 13, 2011).
10.11 Exclusive Option Agreement, dated January 17, 2011, by and among Zhengzhou Zhonglian Hengfu Business Consulting Co., Ltd., Zhu Shuqin and Henan Law Anhou Insurance Agency Co., Ltd. (incorporated by reference to Exhibit 10.11 to the Form S-1 filed with the SEC on May 13, 2011).
10.12 Exclusive Option Agreement, dated January 17, 2011, by and among Zhengzhou Zhonglian Hengfu Business Consulting Co., Ltd., Wei Qun and Henan Law Anhou Insurance Agency Co., Ltd. (incorporated by reference to Exhibit 10.12 to the Form S-1 filed with the SEC on May 13, 2011).
10.13 Exclusive Option Agreement, dated January 17, 2011, by and among Zhengzhou Zhonglian Hengfu Business Consulting Co., Ltd., Fang Qunlei and Henan Law Anhou Insurance Agency Co., Ltd. (incorporated by reference to Exhibit 10.13 to the Form S-1 filed with the SEC on May 13, 2011).

10.14 Exclusive Option Agreement, dated January 17, 2011, by and among Zhengzhou Zhonglian Hengfu Business Consulting Co., Ltd., Chen Yanxia and Henan Law Anhou Insurance Agency Co., Ltd. (incorporated by reference to Exhibit 10.14 to the Form S-1 filed with the SEC on May 13, 2011).
10h15 Sichuan Kangzhuang Share Transfer Agreement, dated September 6, 2010, by and between Anhou and Allianz China Life Insurance Company Limited (incorporated by reference to Exhibit 10.15 to the Form S-1 filed with the SEC on May 13, 2011).
10.16 Sichuan Kangzhuang Share Transfer Agreement, dated September 6, 2010, by and between Anhou and Chengdu Jingzhan Enterprise Management & Consulting Company Limited (incorporated by reference to Exhibit 10.16 to the Form S-1 filed with the SEC on May 13, 2011).
10.17 Sichuan Kangzhuang Share Transfer Agreement, dated September 6, 2010, by and between Anhou and Li Dan (incorporated by reference to Exhibit 10.17 to the Form S-1 filed with the SEC on May 13, 2011).
10.18 Sichuan Kangzhuang Share Transfer Agreement, dated September 6, 2010, by and between Anhou and Yan Fang (incorporated by reference to Exhibit 10.18 to the Form S-1 filed with the SEC on May 13, 2011).
10.19 Jiangsu Law Share Transfer Agreement, dated September 28, 2010, by and between Anhou and Liu Jianxin (incorporated by reference to Exhibit 10.19 to the Form S-1 filed with the SEC on May 13, 2011).
10.20 Jiangsu Law Share Transfer Agreement, dated September 28, 2010, by and between Anhou and Zhu Xudong (incorporated by reference to Exhibit 10.20 to the Form S-1 filed with the SEC on May 13, 2011).
10.21 Jiangsu Law Share Transfer Agreement, dated September 28, 2010, by and between Anhou and Zhu Xumin (incorporated by reference to Exhibit 10.21 to the Form S-1 filed with the SEC on May 13, 2011).
10.22 Translation of Insurance Agency Contract, dated November 5, 2003,  by and between Taiping Life Insurance Co., Ltd. and Zhengzhou Anhou Insurance Agency Co., Ltd. (incorporated by reference to Exhibit 10.22 to the Form S-1 filed with the SEC on May 13, 2011).
10.23 Translation of Creditors Right Subrogation Agreement, dated March 31, 2011, by and between Jin, Yong-Guang and Li, Fu-Chang (incorporated by reference to Exhibit 10.31 to the Form S-1/A filed with the SEC on November 14, 2011).

10.24 Translation of Debt Waiver Agreement, dated March 31, 2011, by and between Fu Chang Li and Henan Law Anhou Insurance Agency Co., Ltd. (incorporated by reference to Exhibit 10.32 to the Form S-1/A filed with the SEC on November 14, 2011).
10.25 Translation of Employment Agreement, dated July 2, 2012, by and between China United Insurance Service, Inc. and Chuang Yun Chi (incorporated by reference to Exhibit 10.36 to the Form 10-K filed with the SEC on September 28, 2012).

10.26 Translation of Insurance Agency Contract, dated January 1, 2008, by and between Law Insurance Broker Co., Ltd. and China Life Insurance Company (incorporated by reference to Exhibit 10.37 to the Form 10-K filed with the SEC on September 28, 2012).
10.27 Translation of Insurance Agency Contract, dated December 30, 2000, by and between Law Insurance Broker Co., Ltd. and Farglory Life Insurance Co, Ltd. (incorporated by reference to Exhibit 10.38 to the Form 10-K filed with the SEC on September 28, 2012).
10.28 Translation of Insurance Agency Contract, dated February 20, 2004, by and between Law Insurance Broker Co., Ltd. and Fubon Life Insurance Co, Ltd. (incorporated by reference to Exhibit 10.39 to the Form 10-K filed with the SEC on September 28, 2012).
10.29 Translation of Insurance Agency Contract, dated July 22, 1993, by and between Law Insurance Broker Co., Ltd. and KuoHua Life Insurance Company (incorporated by reference to Exhibit 10.40 to the Form 10-K filed with the SEC on September 28, 2012).
10.30 Translation of Insurance Agency Contract, dated January 1, 2002, by and between Law Insurance Broker Co., Ltd. and TransGlobe Life Insurance Company (incorporated by reference to Exhibit 10.41 to the Form 10-K filed with the SEC on September 28, 2012).
10.31 Translation of Insurance Agency Contract, dated September 1, 2009, by and between Law Insurance Broker Co., Ltd. and ACE Insurance Company (incorporated by reference to Exhibit 10.42 to the Form 10-K filed with the SEC on September 28, 2012).
10.32 Translation of Insurance Agency Contract, dated December 1, 2006, by and between Law Insurance Broker Co., Ltd. and Fubon Insurance Co, Ltd. (incorporated by reference to Exhibit 10.43 to the Form 10-K filed with the SEC on September 28, 2012).
10.33 Translation of Insurance Agency Contract, dated August 5, 2010, by and between Law Insurance Broker Co., Ltd. and Taian Insurance Co., Ltd. (incorporated by reference to Exhibit 10.44 to the Form 10-K filed with the SEC on September 28, 2012).
10.34 Translation of Insurance Agency Contract, dated April 1, 2008, by and between Law Insurance Broker Co., Ltd. and Union Insurance Company (incorporated by reference to Exhibit 10.45 to the Form 10-K filed with the SEC on September 28, 2012).
10.35 Translation of Insurance Agency Contract, dated October 1, 2005, by and between Law Insurance Broker Co., Ltd. and Zurich Insurance Company (incorporated by reference to Exhibit 10.46 to the Form 10-K filed with the SEC on September 28, 2012).
10.36 Reclassification Agreement, dated July 2, 2012, by and between China United Insurance Service, Inc. and Mao Yi Hsiao (incorporated by reference to Exhibit 10.1 to the Form 8-K filed with the SEC on July 3, 2012).

10.37 Strategic Alliance Agreement, dated June 10, 2013, by and between Action Holdings Financial and AIA International Limited Taiwan Branch (incorporated by reference to Exhibit 10.1 to the Form 8-K filed with the SEC on July 29, 2013).
10.38 Amendment to Strategic Alliance Agreement, dated June 10, 2013, by and between AIA International Limited Taiwan Branch and Action Holdings Financial Limited  (incorporated by reference to Exhibit 10.1 of Form 8-K filed with the Securities Exchange Commission on September 30, 2014).
10.39 Translation of Amendment No. 2 to Strategic Alliance Agreement, dated June 10, 2013, by and between Action Holdings Financial Limited and AIA International Limited Taiwan Branch (incorporated by reference to Exhibit 10.1 of Form 8-K filed with the Securities Exchange Commission on January 11, 2016).
10.40 Translation of Consent Letter, dated March 15, 2016, by Action Holdings Financial Limited (incorporated by reference to Exhibit 10.51 to the Form 10-K filed with the SEC on March 30, 2016).
10.41 Loan Agreement, dated June 9, 2013, by and between Action Holdings Financial Limited and ZLI Holdings Limited (incorporated by reference to Exhibit 10.1 to the Form 8-K filed with the SEC on September 6, 2013).

10.42 Loan Agreement, dated August 28, 2013, by and between ZLI Holdings and Able Capital Holding Co., Ltd. (incorporated by reference to Exhibit 10.2 to the Form 8-K filed with the SEC on September 6, 2013).
10.43 Loan Agreement, dated August 9, 2013, by and between ZLI Holdings and Chen Li (incorporated by reference to Exhibit 10.3 to the Form 8-K filed with the SEC on September 6, 2013).
10.44 Loan Agreement, dated August 9, 2013, by and between ZLI Holdings and Yue Jing (incorporated by reference to Exhibit 10.4 to the Form 8-K filed with the SEC on September 6, 2013).
10.45 Form of Share Pledge Agreement, dated October 24, 2013 (incorporated by reference to Exhibit 10.55 to the Form 10-KT filed with the SEC on April 17, 2014).
10.46 Form of Power of Attorney, dated October 24, 2013 (incorporated by reference to Exhibit 10.56 to the Form 10-KT filed with the SEC on April 17, 2014).
10.47 Form of Exclusive Option Agreement, dated October 24, 2013 (incorporated by reference to Exhibit 10.57 to the Form 10-KT filed with the SEC on April 17, 2014).

10.48 Translated Broker Agreement, dated January 1, 2014, by and between AIA International Limited, Taiwan Branch and Law Insurance Broker, Co. Ltd. (incorporated by reference to Exhibit 10.59 to the Form 10-KT filed with the SEC on April 17, 2014).
10.49 Engagement Agreement, dated January 13, 2016, by and between Chao Hui-Hsien and Law Insurance Broker Co., Ltd. (incorporated by reference to Exhibit 10.67 to the Form 10-K filed with the SEC on March 30, 2016).
10.50 Translation of Loan Agreement, dated January 15, 2016, by and between Action Holdings Financial Limited Taiwan Branch and Law Enterprise Co., Ltd. (incorporated by reference to Exhibit 10.2 of Form 8-K filed with the Securities Exchange Commission on January 19, 2016).
10.51 Translation of Loan Agreement No. 2, dated February 15, 2016, by and between Action Holdings Financial Limited Taiwan Branch and Law Enterprise Co., Ltd. (incorporated by reference to Exhibit 10.3 of Form 8-K filed with the Securities Exchange Commission on February 18, 2016).
10.52 Translation of Loan Agreement, dated January 4, 2016, by and between Action Holdings Financial Limited Taiwan Branch and Law Insurance Broker Co., Ltd. (incorporated by reference to Exhibit 10.1 of Form 8-K filed with the Securities Exchange Commission on January 19, 2016).

10.53 Professional Consulting Service Agreement, dated April 20, 2016, by and between Farglory Life Insurance Co., Ltd. and Action Holdings Financial Limited (incorporated by reference to Exhibit 10.1 to the Form 10-Q filed with the SEC on May 10, 2016).
10.54 Engagement Agreement, dated May 9, 2016, by and between Chao Hui-Hsien and Law Insurance Broker Co., Ltd. (incorporated by reference to Exhibit 10.2 to the Form 10-Q filed with the SEC on May 10, 2016).
10.55 Translation of Form of Convertible Bond Purchase Agreement, dated June 23, 2016, by and between China United Insurance Service, Inc. and Huang Hai-Long (incorporated by reference to Exhibit 4.1 to the Form 8-K filed with the SEC on June 28, 2016).
10.56 Fourth Amendment to Acquisition Agreement, dated August 8, 2016, by and among China United Insurance Service, Inc. and the selling shareholders of Action Holdings Financial Limited named therein (incorporated by reference to Exhibit 10.1 to the Form 8-K filed with the SEC on August 9, 2016).
10.57 Third Amendment to Genius Acquisition Agreement, dated August 8, 2016, by and among China United Insurance Service, Inc., Action Holdings Financial Limited and Chwan Hau Li (incorporated by reference to Exhibit 10.2 to the Form 8-K filed with the SEC on August 9, 2016).
10.58 Translation of Loan Agreement, dated May 15, 2016, by and between Hu Guowei and Law Anhou Insurance Agency Co., Ltd. (incorporated by reference to Exhibit 10.1 to the Form 10-Q filed with the SEC on August 9, 2016).
10.59 Translation of Loan Agreement, dated July 20, 2016, by and between Hu Guowei and Law Anhou Insurance Agency Co., Ltd. (incorporated by reference to Exhibit 10.2 to the Form 10-Q filed with the SEC on August 9, 2016).
10.60 Translation of Loan Agreement, dated October 11, 2016, by and between Action Holdings Financial Limited and Law Insurance Broker Co. Ltd. (incorporated by reference to Exhibit 10.1 to the Form 8-K filed with the SEC on October 14, 2016).
10.61 Translation of Loan Agreement, dated October 24, 2016, by and between Action Holdings Financial Limited Taiwan Branch and Rich Fountain Limited (incorporated by reference to Exhibit 10.1 to the Form 10-Q filed with the SEC on November 9, 2016).

10.62 Translation of the Supplementary Agreement to Engagement Agreement, dated May 14, 2016, by and between Chao Hui-Hsien and Law Insurance Broker Co., Ltd. (incorporated by reference to Exhibit 10.2 to the Form 10-Q filed with the SEC on November 9, 2016).
10.63 Translation of Share Transfer Agreement, dated November 17, 2016, by and between Li Chen and Chunyan Lu  (incorporated by reference to Exhibit 10.90 to the Form 10-K filed with the SEC on March 15, 2017)
10.64 Translation of Fifth Amendment to Acquisition Agreement, dated March 12, 2017, among China United Insurance Service, Inc. and the selling shareholders of Action Holdings Financial Limited named therein  (incorporated by reference to Exhibit 10.90 to the Form 10-K filed with the SEC on March 15, 2017)
10.65 Translation of Amendment to Loan Agreement, dated December 30, 2016, by and between Law Insurance Broker Co., Ltd. and Action Holdings Financial Limited  (incorporated by reference to Exhibit 10.92 to the Form 10-K filed with the SEC on March 15, 2017)
10.66 Translation of Loan Agreement, dated March 13, 2017, by and between Law Enterprise Co., Ltd. and Action Holdings Financial Limited Taiwan Branch  (incorporated by reference to Exhibit 10.93 to the Form 10-K filed with the SEC on March 15, 2017)

10.67 Translation of Consulting Service Agreement, dated December 7,2016, by and between China United Insurance
Service, Inc. and Fu Chang Li (incorporated by reference
to Exhibit 10.94 to the Form 10-K filed with the SEC on March 15, 2017)
10.68 Translation of Amendment to Loan Agreement, dated October 11, 2017, by and between Law Insurance Broker
Co., Ltd. and Action Holdings Financial Limited (incorporated
by reference to Exhibit 10.68 to the Form 10-K filed with the SEC on March 15, 2018)
10.69 Translation of Consulting Service Agreement, dated December 7, 2017, by and between China United Insurance
Service, Inc. and Fu Chang Li (incorporated by reference
to Exhibit 10.69 to the Form 10-K filed with the SEC on March 15, 2018)
10.70 Translation of Loan Agreement, dated January 15, 2018, by and between ZLI Holdings Limited and Law Anhou
Insurance Agency Co., Ltd. (incorporated by reference
to Exhibit 10.70 to the Form 10-K filed with the SEC on March 15, 2018)
10.71 Translation of Loan Agreement, dated January 15, 2018, by and between Action Holdings Financial Limited
and ZLI Holdings Limited (incorporated by reference to
Exhibit 10.71 to the Form 10-K filed with the SEC on March 15, 2018)
10.72 Translation of Second Amendment to Loan Agreement, dated December 28, 2017, by and between Law Insurance
Broker Co., Ltd. and Action Holdings Financial Limited (incorporated
by reference to Exhibit 10.72 to the Form 10-K filed with the SEC on March 15, 2018)
10.73 Translation
of O-Bank Credit Line Approval, dated September 25, 2017 (incorporated by reference to the Exhibit 10.73 to the Form 10-K filed
with the SEC on March 15, 2018)
10.74 Translation
of Far Eastern International Bank Credit Approval, dated September 21, 2017 (incorporated by reference to Exhibit 10.74 to the
Form 10-K filed with the SEC on March 15, 2018)
10.75 Translation
of CTBC Bank Credit Approval Notification, dated November 17, 2017 (incorporated by reference to Exhibit 10.75 to the Form 10-K
filed with the SEC on March 15, 2018)
10.76† Translation of Consulting Service Agreement, dated December 7, 2018, by and between China United Service, Inc. and Fu Chang Li
10.77 Translation of O-Bank Credit Line Approval, dated September 26, 2018
10,78 Translation of Credit Terms/ Financial Transaction Terms Agreement, dated November 7, 2018
10.79 Translation of CTBC Bank Credit Line Approval, dated September 12, 2018
10,80 Translation of KGI Bank Credit Line Approval, dated September 19, 2018

10.81†

Translation of Sixth Amendment to Acquisition Agreement, dated March 27, 2019, among China United Insurance Service, Inc. and the selling shareholders of Action Holdings Financial Limited named therein.

10.82

Translation of Third Amendment to Strategic Alliance Agreement, dated June 14, 2017, by and between Action Holdings Financial Limited and AIA International Limited Taiwan Branch (incorporated by reference to Exhibit 10.1 of Form 8-K filed with the SEC on June 20, 2017)

21† Subsidiaries of the registrant
31.1† Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934
31.2† Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934
32.1† Certification of the Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2† Certification of the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS† XBRL Instance Document
101.SCH† XBRL Taxonomy Extension Schema Document
101.CAL† XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF† XBRL Taxonomy Extension Definition Linkbase Document
101.LAB† XBRL Taxonomy Extension Label Linkbase Document
101.PRE† XBRL Taxonomy Extension Presentation Linkbase Document

SIGNATURES

Pursuant to the requirements of Section 13
or 15(d) of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of the Registrant
and in the capacities and on the dates indicated.

Signature adresse Date