UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

For the month of November 2010

Commission File Number: 001-33768

CNINSURE INC.

22/F, Yinhai Building
No. 299 Yanjiang Zhong Road
Guangzhou, Guangdong 510110
People’s Republic of China
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F þ     Form 40-F o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

 

 

The document attached as Exhibit 99.1 to this 6-K shall be incorporated by reference into the Registrant’s Registration Statement on Form F-3 as filed on November 5, 2009, as amended (No. 333-162895).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: November 24, 2010

Exhibit Index

Exhibit 99.1 — Press Release

Exhibit 99.1

CNinsure Reports Third Quarter 2010 Unaudited Financial Results

— Quarterly Earnings Exceed Prior Guidance —

— Quarterly Basic and Diluted EPS up 30.4% and 29.7% Year-over-Year, Respectively —

GUANGZHOU, November 22, 2010 (GLOBE NEWSWIRE) — CNinsure Inc., (Nasdaq: CISG), (the “Company” or “CNinsure”), a leading independent insurance intermediary company operating in China, today announced its unaudited financial results for the third quarter 2010 ended September 30, 2010.¹

Financial Highlights:

Highlights for Third Quarter 2010

•		Total net revenues: RMB388.2 million (US$58.0 million), representing an increase of 30.4% from the corresponding period of 2009.
•		Income from operations: RMB119.1 million (US$17.8 million), representing an increase of 35.7% from the corresponding period of 2009.
•		Net income attributable to the Company’s shareholders: RMB109.8 million (US$16.4 million), representing an increase of 42.7% from the corresponding period of 2009, which exceeded the previous guidance of approximately 38% year-over-year growth.
•		Basic and diluted net income per American Depositary Share (“ADS”): RMB2.198 (US$0.329) and RMB2.128 (US$0.318), respectively, representing an increase of 30.4% and 29.7%, respectively, from the corresponding period of 2009.

Financial Results for the Third Quarter Ended September 30, 2010

Total net revenues for the third quarter ended September 30, 2010 were RMB388.2 million (US$58.0 million), representing an increase of 30.4% from RMB297.8 million for the corresponding period of 2009. The increase was primarily driven by the significant growth of the life insurance business as a result of the growth in sales volume, the increase in commission rate for new life insurance policies and the growth in renewal commissions.

Total operating costs and expenses were RMB269.2 million (US$40.2 million) for the third quarter of 2010, representing an increase of 28.1% from RMB210.1 million for the corresponding period of 2009.

Commissions and fees expenses were RMB180.4 million (US$27.0 million) for the third quarter of 2010, representing an increase of 29.1% from RMB139.7 million for the corresponding period of 2009. The increase was primarily due to sales growth and largely tracked the increase in net revenues from commissions and fees.

Selling expenses were RMB17.5 million (US$2.6 million) for the third quarter of 2010, representing an increase of 18.3% from RMB14.8 million for the corresponding period of 2009, primarily due to sales growth and an increase in expenses incurred in connection with the establishment of new outlets.

General and administrative expenses were RMB71.3 million (US$10.7 million) for the third quarter of 2010, representing an increase of 28.3% from RMB55.6 million for the corresponding period of 2009. The increase was primarily due to increases in the following non-cash items:

(1)		an increase of 47.0% in depreciation of fixed assets from RMB4.3 million for the third quarter of 2009 to RMB6.3 million (US$0.9 million) for the third quarter of 2010, largely as a result of the operation of the upgraded IT system in more affiliated entities in the third quarter of 2010;
(2)		an increase of 94.5% in amortization of intangible assets from RMB2.7 million for the third quarter of 2009 to RMB5.3 million (US$0.8 million) for the third quarter of 2010, largely as a result of the acquisitions we made in 2010; and
(3)		an increase of 285.5% in share-based compensation expenses from RMB1.5 million for the third quarter of 2009 to RMB5.9 million (US$0.9 million) for the third quarter of 2010, associated with the grant of options to various directors, officers and employees in February 2010.

As a result of the foregoing factors, income from operations was RMB119.1 million (US$17.8 million) for the third quarter of 2010, representing an increase of 35.7% from RMB87.7 million for the corresponding period of 2009. Operating margin was 30.7% for the third quarter of 2010, compared to 29.5% for the corresponding period of 2009.

Interest income for the third quarter of 2010 was RMB7.2 million (US$1.1 million), representing a decrease of 3.7% from RMB7.5 million for the corresponding period of 2009.

Income tax expense for the third quarter of 2010 was RMB21.5 million (US$3.2 million), representing an increase of 0.5% from RMB21.4 million for the corresponding period of 2009. The effective income tax rate applicable to the Company was 17.0% for the third quarter of 2010, compared to 22.4% for the corresponding period of 2009. The decrease was primarily attributable to a tax holiday enjoyed by an affiliated subsidiary of the Company.

Net income attributable to the Company’s shareholders was RMB109.8 million (US$16.4 million) for the third quarter of 2010, representing an increase of 42.7% from RMB76.9 million for the corresponding period of 2009.

Net margin was 28.3% for the third quarter of 2010 compared to 25.8% for the corresponding period of 2009.

Basic net income per ADS was RMB2.198 (US$0.329) for the third quarter of 2010, representing an increase of 30.4% from RMB1.686 for the corresponding period of 2009. Fully diluted net income per ADS was RMB2.128 (US$0.318) for the third quarter of 2010, representing an increase of 29.7% from RMB1.641 for the corresponding period of 2009.

As of September 30, 2010, the Company had RMB2.0 billion (US$297.6 million) in cash and cash equivalents.

Recent developments:

•		On November 19, 2010, CNinsure’s Board of Directors approved the retirement of Mr. Chengbin Li, vice president of human resources management and strategic planning, due to health reasons. The retirement will be effective December 1, 2010.
•		On November 1, 2010, CNinsure completed the acquisition of 65.1% equity interest in InsCom Holding Limited (“InsCom”), which was announced on July 29, 2010. Total consideration was RMB84.0 million in cash. The selling shareholders, Inscom’s original management, will stay as managing minority shareholders.
		As part of the corporate restructuring of Inscom, CNinsure’s equity interests in six of its affiliated property and casualty insurance agencies will be transferred to an affiliated subsidiary of InsCom to facilitate smooth integration of online and offline services, in exchange for preference shares newly issued by the restructured InsCom. With the holding of the preference shares, CNinsure is entitled to all of the profits of the restructured InsCom for a certain period and reserves the right to require the restructured InsCom to redeem the preference shares for cash at RMB400 million.
•		On September 28, 2010, CNinsure announced that it had signed an agreement with Shanghai Puyi Investment Consulting Co., Limited (“Shanghai Puyi”) and Chengdu Ronghai Investment Co., Ltd. (“Chengdu Ronghai”), to set up a joint venture, named Fanhua Puyi Investment Management Co., Limited (“Fanhua Puyi”), to engage in independent investment research and provision of wealth management services. CNinsure, Shanghai Puyi and Chengdu Ronghai hold 19.48%, 44.61% and 35.91%, respectively, of the equity interest in Fanhua Puyi which will be capitalized at RMB51.48 million.
		It is expected that Fanhua Puyi will become profitable in 2012. CNinsure is entitled to increase its shareholdings in Fanhua Puyi to gain a controlling interest when its business becomes more mature. The joint venture was subsequently established on November 19, 2010.
•		On September 28, 2010, CNinsure announced the acquisition of an additional 46% equity interest in Shenyang Fangda Insurance Agency Co., Ltd. (“Shenyang Fangda”) for RMB40 million in cash, increasing its total shareholdings in Shenyang Fangda from 5% to 51%. The transaction was subsequently closed on October 1, 2010.

		Shenyang Fangda was co-founded on April 23, 2008 by Chengdu Jingshi and CNinsure, each holding 95% and 5%, respectively, of the equity interest. It was agreed that after the establishment of Shenyang Fangda, Chengdu Jingshi would take responsibility for providing capital support and recruiting sales teams, while CNinsure would set forth management requirements and provide back-office support, and the management of Shenyang Fangda would manage day-to-day operations of the business. As of September 30, 2010, Shenyang Fangda had 432 effective sales agents and it is anticipated that its effective sales force will increase to 600 in 2011. Shenyang Fangda’s guaranteed profits shall be no less than RMB5.2 million in 2011 and shall grow at a compound annual growth rate of over 30% from 2011 to 2013.
		Pursuant to the acquisition agreements with the selling shareholder, all of Shenyang Fangda’s net income from 2010 to 2015 will be distributed to CNinsure. If Shenyang Fangda fails to achieve the guaranteed profit and sales force targets, the total consideration for the acquisition is subject to downward adjustment, and CNinsure’s shareholdings in Shenyang Fangda will be adjusted upwards.
•		On September 1, 2010, CNinsure announced that Mr. Bo Zhao, former general manager of Property Insurance Department and Commercial Risk Insurance for Large Projects Department at PICC Property & Casualty Company Limited, had joined CNinsure to head its insurance brokerage business unit and assist the Company’s effort to expand its product and service offering from retail to commercial line.
•		As of September 30, 2010, CNinsure’s distribution and service network consisted of 49 insurance agencies, three insurance brokerages2 and three claims adjusting firms3 with 636 sales and services outlets operating in 23 provinces, compared to 47 insurance agencies, four insurance brokerages and four claims adjusting firms with 472 sales and service outlets operating in 22 provinces as of September 30, 2009. CNinsure had 48,714 sales agents and 1,488 professional claims adjustors as of September 30, 2010, compared to 36,227 sales agents and 1,449 professional claims adjustors as of September 30, 2009.

•		Net revenues from commissions and fees derived from the property and casualty insurance, life insurance and claims adjusting businesses for the third quarter of 2010 each contributed 55.8%, 31.9% and 12.3% of the Company’s total net revenues, respectively, compared to 68.2%, 19.8%, 12.0%, respectively, for the same period of 2009.
•		CNinsure ranked 39th in Forbes Asia’s “Best Under A Billion” List for 2010, making it the only insurance intermediary company to be in the List in the Asia-Pacific region. The selection was based on earnings growth, sales growth, and shareholders’ return on equity over the past 12 months as well as over the past three years.

Conference Call

The Company will host a conference call to discuss the third quarter 2010 results at

Time: 8:00 pm Eastern Standard Time on November 22, 2010

or 9:00 am Beijing/Hong Kong Time on November 23, 2010

The dial-in numbers:
United States:		+1-866-549-1292
United Kingdom:		0808-234-6305
Canada:		+1-866-8691-825
Singapore:		800-852-3576
Taiwan:		0080-185-6004
Hong Kong & Other Areas:		+852-3005-2050
China (Mainland):		400-681-6949
Password: 885507#

A replay of the call will be available for 30 days as follows:

+852-3005-2020		(Hong Kong & other areas)
PIN number: 142589#

Additionally, a live and archived web cast of this call will be available at:
http://www.corpasia.net/us/CISG/irwebsite/index.php?mod=event

About CNinsure Inc.

CNinsure is a leading independent intermediary company operating in China. CNinsure’s distribution network reaches many of China’s most economically developed regions and affluent cities. The Company distributes a wide variety of property and casualty and life insurance products underwritten by domestic and foreign insurance companies operating in China, and provides insurance claims adjusting as well as other insurance-related services.

Forward-looking Statements

This press release contains statements of a forward-looking nature. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. You can identify these forward- looking statements by terminology such as “will,” “expects,” “believes,” “anticipates,” “intends,” “estimates” and similar statements. Among other things, the management’s quotations and the Business Outlook section contain forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on current expectations, assumptions, estimates and projections about CNinsure and the industry. Potential risks and uncertainties include, but are not limited to, those relating to CNinsure’s limited operating history, especially its limited experience in selling life insurance products, its ability to attract and retain productive agents, especially entrepreneurial agents, its ability to maintain existing and develop new business relationships with insurance companies, its ability to execute its growth strategy, its ability to adapt to the evolving regulatory environment in the Chinese insurance industry, its ability to compete effectively against its competitors, quarterly variations in its operating results caused by factors beyond its control and macroeconomic conditions in China and their potential impact on the sales of insurance products. All information provided in this press release is as of November 22, 2010, and CNinsure undertakes no obligation to update any forward-looking statements to reflect subsequent occurring events or circumstances, or to changes in its expectations, except as may be required by law. Although CNinsure believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that its expectations will turn out to be correct, and investors are cautioned that actual results may differ materially from the anticipated results. Further information regarding risks and uncertainties faced by CNinsure is included in CNinsure’s filings with the U.S. Securities and Exchange Commission, including its annual report on Form 20-F.

CNINSURE INC.
Unaudited Condensed Consolidated Balance Sheets
(In thousands)

		As of December 31,				As of September 30,				As of September 30,
		2009				2010				2010
		RMB				RMB				US$
ASSETS:
Current assets:
Cash and cash equivalents			1,457,890				1,991,214				297,618
Restricted cash			1,957				9,613				1,437
Accounts receivable, net			181,360				243,293				36,364
Insurance premium receivables			230				324				48
Other receivables			52,108				49,428				7,388
Deferred tax assets			2,602				9,100				1,360
Amounts due from related parties			25,337				27,200				4,065
Other current assets			6,015				8,438				1,261
Total current assets			1,727,499				2,338,610				349,541
Non-current assets:
Property, plant, and equipment, net			108,318				105,160				15,718
Goodwill			535,911				986,197				147,403
Intangible assets, net			81,485				127,725				19,091
Deferred tax assets			3,801				2,214				330
Investment in affiliates			86,701				136,019				20,330
Other non-current assets			2,250				2,225				333
Total assets			2,545,965				3,698,150				552,746

CNINSURE INC.
Unaudited Condensed Consolidated Balance Sheets-(Continued)
(In thousands)

		As of December 31,				As of September 30,				As of September 30,
		2009				2010				2010
		RMB				RMB				US$
LIABILITIES AND EQUITY:
Current liabilities:
Accounts payable			72,716				101,925				15,234
Insurance premium payables			1,957				2,052				307
Other payables and accrued expenses			182,139				131,115				19,597
Accrued payroll			24,152				28,091				4,199
Income tax payable			37,410				23,508				3,513
Amounts due to related parties			19,274				15,000				2,242
Total current liabilities			337,648				301,691				45,092
Non-current liabilities:
Other tax liabilities			2,537				5,540				828
Deferred tax liabilities			19,075				38,121				5,698
Total liabilities			359,260				345,352				51,618
Ordinary shares			7,036				7,668				1,146
Additional paid-in capital			1,604,774				2,286,195				341,708
Statutory reserves			103,877				103,874				15,526
Retained earnings			348,663				644,437				96,321
Accumulated other comprehensive loss			(72,542	)			(79,963	)			(11,952	)
Total CNinsure Inc. shareholders’ equity			1,991,808				2,962,211				442,749
Noncontrolling interests			194,897				390,587				58,379
Total equity			2,186,705				3,352,798				501,128
Total liabilities and equity			2,545,965				3,698,150				552,746

CNINSURE INC.

Unaudited Condensed Consolidated Statements of Operations
(In thousands, except for shares and per share data)

		For The Three Months Ended												For The Nine Months Ended
		September 30,												September 30,
		2009				2010				2010				2009				2010				2010
		RMB				RMB				US$				RMB				RMB				US$
Net revenues:
Commissions and fees			297,680				388,004				57,993				798,873				1,035,694				154,800
Other service fees			125				227				34				484				313				47
Total net revenues			297,805				388,231				58,027				799,357				1,036,007				154,847
Operating costs and expenses:
Commissions and fees			(139,707	)			(180,372	)			(26,960	)			(402,731	)			(496,168	)			(74,160	)
Selling expenses			(14,799	)			(17,511	)			(2,617	)			(34,157	)			(50,205	)			(7,504	)
General and administrative expenses			(55,576	)			(71,288	)			(10,655	)			(146,437	)			(190,686	)			(28,501	)
Total operating costs and expenses			(210,082	)			(269,171	)			(40,232	)			(583,325	)			(737,059	)			(110,165	)
Income from operations			87,723				119,060				17,795				216,032				298,948				44,682
Other income, net:
Investment income			—				—				—				18,905				38,050				5,687
Interest income			7,528				7,247				1,083				26,103				19,683				2,942
Interest expense			(1	)			—				—				(4	)			—				—
Others, net			78				(18	)			(2	)			1,035				232				35
Changes in fair value of contingent consideration payables			—				—				—				(5,946	)			—				—
Net income before income taxes and income of affiliates			95,328				126,289				18,876				256,125				356,913				53,346
Income tax expense			(21,350	)			(21,456	)			(3,207	)			(67,289	)			(72,260	)			(10,801	)
Share of income (loss) of affiliates			(10	)			2,472				370				(37	)			9,807				1,466
Net income			73,968				107,305				16,039				188,799				294,460				44,011

CNINSURE INC.

Unaudited Condensed Consolidated Statements of Operations-(Continued)
(In thousands, except for shares and per share data)

		For The Three Months Ended												For The Nine Months Ended
		September 30,												September 30,
		2009				2010				2010				2009				2010				2010
		RMB				RMB				US$				RMB				RMB				US$
Less: Net loss attributable to the noncontrolling interests			(2,955	)			(2,485	)			(371	)			(18,267	)			(1,314	)			(197	)
Net income attributable to the Company’s shareholders			76,923				109,790				16,410				207,066				295,774				44,208
Net income per share:
Basic			0.084				0.110				0.016				0.227				0.314				0.047
Diluted			0.082				0.106				0.016				0.224				0.303				0.045
Net income per ADS:
Basic			1.686				2.198				0.329				4.538				6.282				0.939
Diluted			1.641				2.128				0.318				4.476				6.064				0.906
Shares used in calculating net income per share:
Basic			912,497,726				998,795,320				998,795,320				912,497,726				941,600,652				941,600,652
Diluted			937,397,373				1,031,977,186				1,031,977,186				925,236,583				975,563,550				975,563,550

For more information, please contact:

Oasis Qiu

Investor Relations Manager

Tel: +86 (20) 6122-2777 x 850

Email: qiusr@cninsure.net

Source: CNinsure Inc.