AMENDMENT 3 TO ACQUISITION AGREEMENT

Exhibit 10.1

AMENDMENT 3 TO ACQUISITION AGREEMENT

This Amendment 3 to Acquisition Agreement (this “Amendment”), dated February 17, 2016 is entered into by and among China United Insurance Service, Inc., a company with limited liability incorporated under the laws of Delaware (“CUIS”) and the selling shareholders of Action Holdings Financial Limited (“AHFL”) as listed in Schedule I of this Amendment (the “Selling Shareholders”) .

CUIS and the Selling Shareholders are collectively referred to as the “Parties” and each a “Party” under this Amendment.

WHEREAS, the Parties entered into the Acquisition Agreement on August 24, 2012 (the “Agreement”), pursuant to which CUIS acquired any and all issued and outstanding shares of AHFL and became the sole shareholder of AHFL.

WHEREAS, the Selling Shareholders consist of key employees and staffs of the primary operating entity of CUIS, which continuously contributes more than 90% of the revenues and all of the profits of CUIS. It is expected by the Selling Shareholders that CUIS shall complete its listing in major capital markets after the said acquisition, and it comes to the attention of the Board of Directors of CUIS that these key employees and staffs start to show dissatisfaction as well as frustration towards CUIS's failure to list in major capital markets, which, in the reasonable judgment of the Board, may seriously jeopardize the business operation, performance as well as stability of CUIS.

Therefore CUIS intends to enter into this Amendment 3 to Acquisition Agreement to demonstrate its commitment and efforts to achieve the contemplated listing within the committed time frame and align the interest of its key employees and staffs for their continuous performance and devotion to CUIS’s business operation. Capitalized terms defined in the Agreement have, unless expressly defined in this Amendment or the context requires otherwise, the same meaning in the Agreement.

NOW, THEREFORE, in consideration of the mutual covenants and undertakings contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and subject to and on the terms and conditions set forth herein, the Parties hereto agree as follows:

Prior to June 30, 2016, CUIS is committed to (i) complete the listing of CUIS into major capital markets, where the net proceeds raised through such public offering financing shall be at least USD 10,000,000; and (ii) to distribute the cash payment in the amount of NT$22.5 million, on a pro rata basis, to the selling shareholders of AHFL and issue 5 million common shares to its selected employees pursuant to its employee stock/option plan, or any alternative plan mutually accepted by CUIS and such selling shareholders; and (iii) failure to timely complete either of the above-mentioned criteria shall be deemed as a material breach of CUIS under Article 8 of the Acquisition Agreement, where the non-breaching party shall be entitled to terminate the Agreement and restore the status quo of CUIS and the Selling Shareholders as if the said acquisition had have never happened. For the avoidance of doubt, nothing contained herein shall relieve any parties of any rights and/or obligations whatsoever accrued subsequent to and beyond the said acquisition.

Except amended by this Amendment, any other provision of the Agreement shall remain unchanged. This Amendment together with the Agreement and any subsequent amendment shall constitute the entire agreement among the Parties with respect to the subject matter of the Agreement and shall supersede all previous communications of the Parties in respect of the subject matter of the Agreement. This Amendment is made in one or more counterparts, all of which will be considered one and the same agreement and will become effective. When one or more counterparts have been signed by each of the parties and delivered to the other parties, it being understood that all parties need not sign the same counterpart.

IN WITNESS WHEREOF the Parties hereto have executed this Amendment as of the day and year first above written.

China United Insurance Service, Inc.

By:	/s/ Xx-Xxxxx Mao
Name:	Xx-Xxxxx Mao
Title:	Director

Selling Shareholders
By: /s/ MAO XX XXXXX	By: /s/ CHEN XXXX XXX
Name: MAO XX XXXXX	Name: CHEN XXXX XXX
By: /s/ XXXX XXXX JU	By: /s/ XXX XXXX HSING
Name: XXXX XXXX JU	Name: XXX XXXX HSING
By: /s/ XXXX XXXXX HSIEN	By:
Name: XXXX XXXXX HSIEN	Name: XXXXX XXXX CHI

By: /s/ XXX YA XXX	By:
Name: XXX YA LIN	Name: SHIH XXX XXXX
By: /s/ XXXXXX XXX TE	By: /s/ CHIN LI HSUN
Name: XXXXXX XXX TE	Name: CHIN LI HSUN
By: /s/ CHENG MIN LUNG
Name: CHENG MIN LUNG
By: /s/ XX XXXX CHI
Name: XX XXXX CHI

Selling Shareholders

By:

Name: U-Li Investment Consulting Enterprise Co., Ltd.

XXX XXX FEN

By: /s/ XXXX XXXXX HSIEN

Name: Marcopolo Investment Company Ltd.

XXXX XXXXX HSIEN

By: /s/ XX XXXX CHI

Name: XXXXX XXXX Investment Co., Ltd.

XX XXXX CHI

By: /s/ XXX XXXX HSING

Name: XXXX XXXX Investment Co., Ltd.

XXX XXXX HSING

By: /s/ XXXX XXXX JU

Name: FENG SHOU Investment Co., Ltd.

XXXX XXXX JU

Selling Shareholders

By: /s/ CHEN XX XXXXX	By: /s/ TU WEI PIN
Name: CHEN XX XXXXX	Name: TU WEI PIN
By: /s/ XXXX XX LING	By: /s/ TU XXXXX XXX
Name: XXXX XX LING	Name: TU XXXXX XXX
By: /s/ WANG XXXX XXXXX	By: /s/ XXXX XXXX TANG
Name: WANG XXXX XXXXX	Name: XXXX XXXX XXXX
By: /s/ CHEN PO CHIANG	By: /s/ SHEN XXX XXXX
Name: CHEN PO CHIANG	Name: SHEN XXX XXXX
By: /s/ XXX XX WEI	By: /s/ CHENG YA FEN
Name: XXX XX WEI	Name: CHENG YA FEN
By: /s/ XXXX XXXXX YU	By: /s/ XXXXX XXXX CHIEH
Name: XXXX XXXXX YU	Name: XXXXX XXXX CHIEH
By: /s/ XXX XXXX WEI	By: /s/ XXXXXX XXXX CHI
Name: XXX XXXX WEI	Name: XXXXXX XXXX CHI

Selling Shareholders

By: /s/ YEH JEI HUA	By: /s/ NIEN XXX XXX
Name: YEH JEI HUA	Name: NIEN XXX XXX
By: /s/ XXXX XX ZHEN
Name: XXXX XX XXXX
By: /s/ XXXX XXX PEI
Name: XXXX XXX PEI
By: /s/ XXX XXXX CHIANG
Name: XXX XXXX CHIANG
By: /s/ TU WEN DI
Name: TU WEN DI
By: /s/ XXXX XXX CHE
Name: XXXX XXX CHE
By: /s/ XXXX XXX HSIEN
Name: XXXX XXX HSIEN

Selling Shareholders

By: /s/ XXXX XXXX HUNG	By: /s/ WANG XXXX XXXX
Name: XXXX XXXX HUNG	Name: WANG XXXX XXXX
By: /s/ CHEN XXXX XXXXX	By: /s/ LIN KUNG YEN
Name: CHEN XXXX XXXXX	Name: XXX XXXX YEN
By: /s/ YEH XXX XX	By: /s/ XXXX XX LAN
Name: YEH XXX XX	Name: XXXX XX LAN
By: /s/ XXX XX FANG	By: /s/ XXXX XXXXXX LI
Name: XXX XX FANG	Name: XXXX XXXXXX LI
By: /s/ XXXXX XXX XXXX
Name: XXXXX XXX XXXX
By: /s/ TSAI XXX XXXX
Name: TSAI XXX XXXX
By: /s/ WU CHI TAI
Name: WU CHI TAI

Selling Shareholders

By: /s/ YANG HISANG HUI	By: /s/ WANG XXX XXX
Name: YANG HISANG HUI	Name: WANG XXX XXX
By: /s/ LI PI E	By: /s/ XX XXXX CHIN
Name: LI PI E	Name: XX XXXX XXXX
By: /s/ XXXX XXXXX NAN	By: /s/ YANG XXXX XXX
Name: XXXX XXXXX NAN	Name: YANG XXXX XXX
By: /s/ CHIANG XXX XXX	By: /s/ YANG-CHE-CHIA
Name: CHIANG XXX XXX	Name: XXXX-XXX-XXXX
By: /s/ XXXX XXX TZU	By: /s/ XXXXX XXXXX LING
Name: XXXX XXX TZU	Name: XXXXX XXXXX LING
By: /s/ CHEN XXXXX XXXX	By: /s/ XXX XX HSUN
Name: CHEN XXXXX XXXX	Name: XXX XX HSUN

By: /s/ XXXX XXXXX HUEI	By: /s/ XXXX XXXX XXXX
Name: XXXX XXXXX HUEI	Name: XXXX XXXX XXXX

Selling Shareholders

By: /s/ XXX XXXX HUA

Name: XXX XXXX HUA

By: /s/ XXXX XXXXX CHIH

Name: XXXX XXXXX XXXX

Selling Shareholders

By: /s/ XXX XXX CHUN	By: /s/ XXXX XXXX MIN
Name: XXX XXX CHUN	Name: XXXX XXXX MIN
By: /s/ YEH FU CHAO	By: /s/ XXX XXX YU
Name: YEH FU CHAO	Name: XXX XXX YU
By: /s/ XXXX XXX CHUAN	By: /s/ XXXXX XXX XXXX
Name: XXXX XXX CHUAN	Name: XXXXX XXX XXXX
By: /s/ XXXX XXX WEN	By: /s/ CHEN XXXXX XXX
Name: XXXX XXX WEN	Name: CHEN XXXXX XXX
By: /s/ CHIEN SU HUA	By: /s/ XXX XXXX XXX
Name: CHIEN SU HUA	Name: XXX XXXX XXX
By: /s/ XXXX XXX YING	By: /s/ HAO JIE
Name: XXXX XXX XXXX	Name: XXX XXX
By: /s/ XXXXX XXXXX XXX XXXXX	By: /s/ LI XXX XXXX
Name: XXXXX XXXXX XXX XXXXX	Name: LI XXX XXXX