aamra networks financial analysis: qualified FY2025 audit, FY2026 loss per share BDT 0.80 (Oct 2026)

Investment considerations: qualified FY2025 audit, FY2025 revenue BDT 921.5m, Z category since 12-Feb-2025

aamra networks limited was incorporated on 10 January 2001 as Global Online Services Limited, converted to a public company on 8 May 2013 and listed on the Dhaka and Chittagong stock exchanges in July 2017, with official floatation from 2 October 2017 [1 p.12]. The notes describe 'Internet Access, Web Page Development and Hosting, Leased Port Internet Access, Total Network Solutions, Video Conferencing Solutions, various IT enable Support, Software Development and Maintenance Services' [1 p.12]. Revenue is reported in two units: 'Internet & Wi-Fi Bandwidth and Equipment Sales (Taxable unit)', BDT 750.7m in FY2025, and 'IT Support & Software (Non Taxable unit)', BDT 170.7m [1 p.30]. The company has no subsidiaries in the statements read; all figures in this note are on a single-company basis [1 p.8].

The latest audited accounts are for the year to 30 June 2025: the statement of financial position is 'As at 30 June 2025', the reporting period note covers '01 July 2024 to 30 June 2025', and the board approved the statements on 03 September 2026 [1 p.8] [1 p.13]. The FY2024 statements were approved on 28 October 2024 [3 p.44]. The FY2025 document in the corpus contains the auditor's report, statements, notes and annexures; the auditor states that the Director's Report, Corporate Governance Compliance Report and Management Discussion and Analysis were expected 'after the date of our auditor's report' [1 p.5]. The board met on 28 October 2026 to consider the FY2026 accounts and DSE posted the results on 29 October 2026 [11]; the FY2026 annual report is not in the corpus at 1-Nov-2026. Line items in this note therefore run to the nine months ended 31 March 2026, and FY2026 appears as the per-share figures in the DSE post.

The shares trade in the 'Z' category. DSE moved the company from 'A' to 'Z' with effect from 12 February 2025 'regarding non-disbursement of the approved dividend within the stipulated time frame', and on the same day asked brokers and merchant bankers to abstain from providing loan facilities for purchase of the shares [11]. The FY2025 notes state that the company 'did not hold its Annual General Meeting (AGM) within the statutory timeframe' and that a dividend of Tk. 53,258,670.05 'remained unpaid as at 30 June 2025' [1 p.35].

FY2026: EPS BDT (0.80), NAV BDT 35.34, NOCFPS BDT (0.19); 9M revenue BDT 558.5m

The board meeting under listing regulation 19(1) was set for 28 October 2026 to consider the audited accounts for the year ended 30 June 2026 [11]. The DSE post of 29 October 2026 reads: 'The Board of Directors has recommended 0.20% Cash Dividend only for the General Shareholders except Sponsors and Directors for the year ended on June 30, 2026. The Sponsors and Directors hold 30,715,675 shares and The General Shareholders hold 62,264,237 shares. The total Dividend amount of Tk. 1,245,284.74 will be required to disburse to the General Shareholders.' [11] The continuation reads: 'The Company has also reported EPS of Tk. (0.80), NAV per share of Tk. 35.34 and NOCFPS of Tk. (0.19) for the year ended June 30, 2026 as against Tk. 0.13, Tk. 36.14 and Tk. (0.69) respectively for the year ended June 30, 2025.' [11]

The FY2025 statements print EPS of BDT 0.13 on 92,979,912 shares, NAV per share of BDT 36.14 and NOCFPS of '(0.69)' [1 p.9] [1 p.8] [1 p.11]. The FY2025 net profit after tax was BDT 12,071,713 against BDT 228,749,245 for FY2024 [1 p.9]. The FY2026 loss implied by the announced EPS is about BDT 74.4m (BDT 0.80 x 92.98m shares, derived from a rounded EPS) [11]. The nine months to March 2026 printed a net loss of BDT 41,237,863 [2 p.3], so the April-June 2026 quarter implies a loss of about BDT 33.1m (derived from the DSE EPS and the Q3 statement).

The three FY2026 quarterly statements were approved at one board meeting on 3 September 2026, the same day as the FY2025 annual statements, after a meeting first called for 27 August 2026 was moved [11] [2 p.2]. DSE posted all three on 6 September 2026: EPS of BDT (0.19) for July-September 2025, BDT 0.10 for October-December 2025 and BDT (0.35) for January-March 2026 [11]. The quarterly EPS series below shows each quarter as posted; the fourth quarter of each year is derived as the full year less nine months. For FY2025 the derived April-June 2025 quarter EPS is BDT (0.64), and the matching derived revenue is BDT 204.9m with a net loss of BDT 59.4m [1 p.9] [2 p.3] [24].

For the nine months the company explained the result in its DSE post and note 24: 'A steep drop in sales compared to the same quarter last year, along with an increase in operating expenses, negatively affected the company's net profitability. As a result, Earnings Per Share has declined drastically.' [2 p.20] [11] In figures, revenue was BDT 558.5m against BDT 716.6m (-22.1%) and operating expenses BDT 118.6m against BDT 110.9m (7.0%) [2 p.3] [24]. Other income was BDT 12,576,957 in 9M FY2026 against BDT 67,858 a year earlier; the statement does not break it down [2 p.3]. No WPPF charge was made in 9M FY2026 [2 p.3].

Audit: FY2025 'Qualified Opinion' on a BDT 611.6m advance and the data centre; five key audit matters

K. M. Hasan & Co., Chartered Accountants, signed the FY2025 report on 03 September 2026 (Hedayet Ullah FCA, Senior Partner, DVC No: 2609060281AS423355) [1 p.7]. The opinion paragraph reads in full: 'In our opinion, except for the effects of the matters described in the Basis for Qualified Opinion section of our report, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as on 30 June 2025, and its financial performance and its cash flows for the year then ended in accordance with International Financial Reporting Standards (IFRSs), the Companies Act, 1994, the Securities and Exchange Rules 2020 and other applicable laws and regulations.' [1 p.2]

Basis for Qualified Opinion, paragraph 1: 'The Company has disclosed its intention to reacquire the data center from aamra holdings limited at no cost, based on the Board resolution effective from 1 July 2025. As the transfer of ownership will take place in the next financial year, no asset has been recognized in the current year's financial statements. The Company has not provided sufficient appropriate audit evidence regarding the condition, fair value, or future economic benefits of the data center. Furthermore, no updated fixed asset register was provided. As a result, we were unable to determine whether any adjustments to the current year's financial statements were necessary.' [1 p.2]

Basis for Qualified Opinion, paragraph 2: 'Taka 611,551,212 in advances to suppliers and other parties is shown in Note 9.2. We were not properly informed of the nature, content, terms, and other pertinent information of this balance through adequate audit evidence. As a result, we were unable to determine whether adjustments to the reported balance and related disclosures were necessary.' [1 p.2] The report contains no emphasis-of-matter paragraph and no other-matter paragraph [1 p.2] [1 p.5]. In the legal and regulatory section the auditor reports: 'we have obtained all the information and explanations except for the effects of the matters described in the Basis for Qualified Opinion section of our report which to the best of our knowledge and belief were necessary for the purposes of our audit and made due verification thereof' [1 p.7]. DSE posted a 'Basis for Qualified Opinion' notice on 21 September 2026 [11]. No management explanation of the two bases is in the corpus at 1-Nov-2026: the FY2025 document has no directors' report, and a search of all AAMRANET filings for an explanation of the qualification returned the auditor's report and no explanation [1 p.5].

The note on events after the reporting period states: 'The Company will recognize the data centre from aamra holdings limited to no cost with effective from 01 July 2025.' [1 p.19] In the 31-Mar-2026 property, plant and equipment note a 'Data Centre' line appears at BDT 1, with nil at 30-Jun-2025 [2 p.14]. Note 9.2 states: 'All the above Advance, Deposit and Prepayments are considered as good and secured by the Company Management.' [1 p.23] The advance to suppliers and others was BDT 728,708,658 at 31-Mar-2026 [2 p.15]. aamra holdings limited holds 22,087,485 shares (23.76%) and is listed under 'Sponsors and Directors' [1 p.26]; the profiles list Syed Faruque Ahmed as 'Chairman' and Syed Farhad Ahmed as 'Managing Director & CEO' of aamra holdings limited [3 p.28]. The related party note for FY2025 lists two items, office rent and salary, and does not list aamra holdings limited [1 p.35].

The auditor reports five key audit matters, in addition to the two bases [1 p.2]. Revenue: 'During the year, the Company has recognized revenue of BDT 921,471,746 for the year ended 30 June 2025 (BDT 1,214,111,018 for the year ended 30 June 2024). The Company's revenue recognition process is not complex and does not involve high levels of judgement. However, this a significant driver of Company performance and has major impact on financial statement user's decision making. Finally, this account always has risk of management over-ride of internal controls.' [1 p.3] Inventories: 'The Company's inventories balance as at 30 June 2025 was BDT 256,644,971 (BDT 292,333,467 as at 30 June 2024). This represents 5% of Total Assets of the Company (7% of the Company as at 30 June 2024) There is estimation performed by management in regards to obsolescence and determination of net realizable value. Based on the requirement of estimates and the fact that this is a major asset category, this was determined to be a key audit matter.' [1 p.3]

IT systems and controls: 'The Company's key financial accounting and reporting processes are significantly dependent on the automated controls over the Company's information systems. As such, there are risks of gaps in the IT control environment, including automated accounting procedures. IT-dependent manual controls and controls preventing unauthorized access and unauthorized changes to systems and data could result in the financial accounting and reporting records being materially misstated. The IT systems and controls, as they impact the financial recording and reporting of transactions, is a key audit matter.' [1 p.4] Deferred Tax Liability: 'The Company reported net deferred tax liability balance as at 30 June 2025 was BDT 52,633,871 (BDT 53,078,364 as at 30 June 2024). Significant judgment is required in relation to deferred tax liability as their adjustability is dependent on forecasts of future.' [1 p.4] Trade and Other Receivables: 'The Company's Trade and Other Receivables balance as at 30 June 2025 was BDT 584,587,231 (BDT 560,878,645 as at 30 June 2024). This represents 14% of Total Assets of the Company (14% of the Company as at 30 June 2024). Therefore, receivable confirmation is a material issue, which requires proper correspondence with debtors.' [1 p.5]

For FY2024 the same firm gave an unmodified opinion: 'In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as on 30 June 2024 and its financial performance and its cash flows for the year then ended' [3 p.97]. The FY2023 statements were signed by G. Kibria & Co. on 21 August 2023 [4 p.9].

Business model: bandwidth 71.3% of FY2025 gross billing; over 70% of clients in textiles

The taxable unit sells internet and Wi-Fi bandwidth, computer accessories and equipment; the non-taxable unit sells IT support and services, and software and website services [1 p.30]. Before VAT, the FY2025 billing was BDT 689.8m for internet and Wi-Fi bandwidth, BDT 18.7m for computer accessories, BDT 79.1m for equipment sales, BDT 164.9m for IT support and services and BDT 15.0m for software and website services [1 p.30]. Bandwidth was 71.3% of FY2025 gross billing and 77.8% in 9M FY2026 [2 p.20] [24]. The directors' report for FY2024 describes the company as 'an ISP company involved in Leased Bandwidth distribution, IAAS, SAAS and IP enabled value-added services' and 'one of the first private sector licensed Internet Service Provider (ISP) in Bangladesh' [3 p.46] [3 p.47].

On customers, the FY2025 revenue policy note states: 'aamra networks limited only services corporate clients, with over 70% of them being in the textile industry. Following the upheaval in the political and governmental landscape in August 2024, textile businesses were especially vulnerable because to labor unrest, a lack of work orders, the currency crisis, LC troubles, and US tariff challenges, among other factors. Furthermore, many of our clients in SME, politically impacted businesses and other industries are struggling to overcome substantial financial hurdles. As a result, despite our best efforts, we were unable to prevent continuous fall in revenue.' [1 p.18] That is the company's own explanation. The notes give no revenue share for any single customer and no subscriber or link count; this note searched the FY2025 notes, the Q3 FY2026 notes and the FY2024 directors' report [1 p.30] [2 p.20] [3 p.47].

Revenue by line moved as follows. Internet and Wi-Fi bandwidth billing fell from BDT 788.1m in FY2024 to BDT 689.8m in FY2025 (-12.5%) and from BDT 526.4m to BDT 455.7m in the nine months (-13.4%). IT support and services fell from BDT 274.8m to BDT 164.9m (-40.0%) and from BDT 137.0m to BDT 84.2m in the nine months (-38.6%). Equipment sales fell from BDT 145.4m to BDT 79.1m, and software and website services from BDT 43.7m to BDT 15.0m [1 p.30] [2 p.20] [24]. The taxable unit was 74.9% of revenue in FY2024, 81.5% in FY2025 and 85.3% in 9M FY2026 [24].

Regulation enters through the BTRC licence and tax. Note 2.9 states: 'ISP license of aamra networks limited issued by BTRC was valid up to 29 June 2025. The Company that the ISP has applied for renewal of the license on 13 April 2025, prior to its expriry date. The license has subsequently been renewed and is now valid up to 30 June 2027' [1 p.14]. The non-taxable unit is the IT support and software unit; the tax computation in note 28 starts from the taxable unit's net revenue [1 p.32]. Cost of sales includes 'License Renewal & Others Fee' of BDT 2.3m for the taxable unit in FY2025 [1 p.30].

The asset base grew through FY2024. Capital work-in-progress additions were BDT 899.2m in FY2024 and BDT 1,083.4m was transferred to fixed assets that year; in FY2025 additions were BDT 40.8m and BDT 369.8m was transferred [1 p.22]. Infrastructure and backbone equipment, the largest line in the property schedule at 30-Jun-2025, was BDT 2,019.3m of BDT 2,549.7m [1 p.22]. The FY2024 rights issue raised BDT 918.3m [1 p.11]. The board decided on 3 December 2024 (DSE post) 'to sell the company's 98.30 decimal land located at Plot 40, East Nasirabad I/A, Panchlaish, Chattogram, at a value of BDT 22.00 crore', subject to shareholders' approval at the next AGM [11]. The FY2025 cash flow shows 'Advance received against sale of land' of BDT 135,000,000 [1 p.11]; the 31-Mar-2026 schedule shows 'Land and Land Development' at nil against BDT 200,659,864 at 30-Jun-2025, and the 9M FY2026 cash flow shows 'Sales of property, plant & equipment' of BDT 78,119,000 [2 p.14] [2 p.5]. The filings do not state a gain or loss on the land in the nine-month statements [2 p.3].

Cost drivers: depreciation 25.8% of FY2025 revenue; finance cost BDT 63.1m

Cost of goods sold and services was BDT 693.8m in FY2025 against BDT 729.8m in FY2024 [1 p.9]. Depreciation charged in cost of sales rose from BDT 146.2m to BDT 194.5m in the taxable unit and from BDT 25.8m to BDT 34.3m in the non-taxable unit [1 p.30]; the total across notes 24 and 25 was BDT 237.4m, 25.8% of revenue, against BDT 181.6m (15.0%) in FY2024 [1 p.30] [1 p.31] [24]. The cash-flow reconciliation prints FY2025 depreciation of BDT 237,423,825; the four notes add to BDT 237,423,823 [1 p.34] [24]. Note 3.2 states that depreciation 'is charged at the following rates under reducing balance method' [1 p.15].

Cash cost lines in the taxable unit moved as follows in FY2025: cost of bandwidth BDT 92.9m (FY2024: BDT 98.6m), infrastructure, optical fiber and networking equipment cost BDT 118.2m (BDT 134.2m), wages BDT 96.8m (BDT 101.4m), POP expenses and roof rent BDT 16.6m (BDT 15.3m) and cost of equipment and accessories BDT 67.5m (BDT 114.8m) [1 p.30]. Cost of bandwidth was 10.1% of revenue in FY2025 and 8.1% in FY2024 [24]. In the non-taxable unit the 'Cost of IT Support & Software' was BDT 39.0m against BDT 56.3m [1 p.30]. Gross margin was 39.9% in FY2024, 24.7% in FY2025 and 19.4% in 9M FY2026 [24].

Operating expenses were BDT 147.7m in FY2025 (FY2024: BDT 153.8m), of which salary and other allowances BDT 74.4m, office rent BDT 17.0m and business development and marketing BDT 6.3m (each the sum of notes 25.1 and 25.2, derived) [1 p.31] [24]. In 9M FY2026 operating expenses were BDT 118.6m, 21.2% of revenue [2 p.3] [24]. Financial expenses were BDT 63.1m in FY2025 and BDT 70.7m in FY2024; operating profit covered them 1.27x in FY2025 and 4.68x in FY2024 [1 p.32] [24]. The Shahjalal Islami Bank Ijara facility carries 'Interest: 9% per annum', a limit of BDT 35 crore and a length of 5 years; its purpose is 'To buy and lease back of freehold network equipment of value approx Tk. 7418.53 Lac only' [1 p.27].

Tax policy note 3.14 reads: 'Provision for tax is made @ .60% minimum tax on estimated taxable income' [1 p.17]. Note 28 computes FY2025 business income before tax of BDT (26,320,597) for the taxable unit and a provision of BDT 4,546,247 [1 p.32]. The tax computation below uses the printed rows; the computed FY2024 gross profit differs from the printed figure by BDT 1, and the FY2025 allowable operating profit by BDT 1 [24]. For the nine months, note 23 prints net profit before tax of BDT (24,186,420) and a line 'Provision for Tax @ 22.5%' of BDT 5,688,527 [2 p.20]. Deferred tax is measured at 22.5% on the temporary difference of BDT 233,928,317 at 30-Jun-2025 [1 p.38]. Total tax was 25.4% of FY2025 profit before tax [24].

Ratios: gross margin 24.7% in FY2025, lowest of nine years; ROE 0.4%

Over FY2017-FY2025 revenue moved from BDT 795.5m to BDT 921.5m, 1.9% a year compounded, with a peak of BDT 1,274.2m in FY2023 [6 p.10] [3 p.10] [1 p.9] [24]. Gross margin ranged from 24.7% (FY2025) to 42.8% (FY2018); the FY2025 figure is the low point of the series [24]. Net margin was 18.8% in FY2024 and 1.3% in FY2025 [24]. ROE on average equity was 7.9% in FY2024 and 0.4% in FY2025, the lowest of FY2018-FY2025 [24]. Equity rose from BDT 2,362.6m at 30-Jun-2023 to BDT 3,441.4m at 30-Jun-2024 with the rights issue [4 p.26] [1 p.8].

Cash conversion: net cash from operating activities was BDT 243.5m (FY2020), BDT 291.8m (FY2021), BDT 502.3m (FY2022), BDT 382.3m (FY2023), BDT 252.9m (FY2024) and BDT (64.4)m (FY2025) [3 p.10] [1 p.11]. The FY2022 figure is printed as BDT 502,624,249 in the FY2022 statements and as BDT 502,326,721 in the FY2023 statements and the FY2024 five-year table [5 p.27] [4 p.9] [3 p.10]. In FY2025, cash received from customers was BDT 897.9m and cash paid to suppliers and employees BDT 722.5m, against BDT 1,122.5m and BDT 615.8m in FY2024 [1 p.11]. Receipts were 97.4% of revenue added to receivables in FY2025 and 87.1% in 9M FY2026 (receivables roll-forward) [1 p.23] [2 p.14] [24].

Per-share history as printed: EPS BDT 3.22 (FY2017), 4.01 (FY2018), 4.00 (FY2019), 3.19 (FY2020), 2.14 (FY2021), 1.76 (FY2022, restated in the FY2023 statements), 3.64 (FY2023), 2.46 (FY2024), 0.13 (FY2025) and (0.80) (FY2026, DSE) [6 p.10] [4 p.26] [1 p.9] [11]. NAV per share: BDT 26.88, 32.33, 35.32, 35.95, 37.09, 36.70 (FY2022; 34.95 restated), 38.11, 37.01, 36.14 and 35.34 (30-Jun-2026, DSE) [6 p.10] [5 p.27] [4 p.26] [1 p.8] [11]. The FY2017-FY2021 figures are on the share counts of their years; the FY2021 report also prints restated series (for example FY2017 EPS BDT 2.17) [6 p.10].

Balance sheet: loans and bond BDT 448.4m, cash BDT 9.6m, advances to suppliers BDT 728.7m at 31-Mar-2026

At 31 March 2026 total assets were BDT 4,076.7m, of which property, plant and equipment BDT 2,174.0m, trade and other receivables BDT 656.4m, current advances, deposits and prepayments BDT 905.8m, inventories BDT 264.7m and cash BDT 9.6m [2 p.2]. Total equity was BDT 3,319.3m (NAV per share BDT 35.70) [2 p.2]. Bank loans and the zero coupon bond totalled BDT 448.4m at 31-Mar-2026, BDT 463.7m at 30-Jun-2025 and BDT 461.9m at 30-Jun-2024 [2 p.17] [1 p.27] [1 p.28] [24]. Shahjalal Islami Bank accounted for 87.6% of these borrowings at 31-Mar-2026 [2 p.17] [24]. The zero coupon bond has a maturity value of BDT 15 crore and a length of 5 years and is unsecured; its purpose is 'For the implementation of a new project, loan repayment and to meet working capital requirement' [1 p.27].

Current advances, deposits and prepayments at 30-Jun-2025 comprised advance against office rent BDT 2.6m, bank guarantee margin and tender security BDT 8.5m, advance income tax BDT 166.9m and advance to suppliers and others BDT 611.6m [1 p.23]. The advance to suppliers and others was 14.4% of total assets at 30-Jun-2025 and 17.9% at 31-Mar-2026 [24]. Note 9.2 does not name the counterparties; the auditor states it was 'not properly informed of the nature, content, terms, and other pertinent information of this balance' [1 p.23] [1 p.2]. In the 9M FY2025 cash flow, 'Other advances' of BDT 145,906,735 appear under financing activities [2 p.5].

Trade receivables at 30-Jun-2025 were BDT 584.6m. The ageing schedule, read from the page image, shows BDT 106.8m at 1-30 days, BDT 86.0m at 31-60 days, BDT 91.8m at 61-90 days and BDT 300.0m at 91-180 days, with nil over 180 days; the OCR text layer places the BDT 299,958,304 figure on the 'Over 365 days' line, the image does not [1 p.23]. The same note prints 'Debts Exceeding 6 months' as nil and no provision [1 p.23]. Receivables rose to BDT 656.4m at 31-Mar-2026 [2 p.14].

Other liabilities at 30-Jun-2025 include accrued expenses of BDT 166.2m, of which 'Land Sales Advance Collection' BDT 135.0m; by 31-Mar-2026 that line was nil and a 'Penalty' line of BDT 3,035,000 appeared [1 p.28] [2 p.17]. Unclaimed dividend and payable was BDT 56.2m at 30-Jun-2025, of which dividend payable BDT 53,192,026 (note 18.1); note 35 states BDT 53,258,670.05 of dividend 'remained unpaid as at 30 June 2025' [1 p.28] [1 p.35]. The provision for WPPF was BDT 24.9m at 30-Jun-2025; note 3.26 states that the company 'couldn't manage to make payment to employees within the time frame' and 'is now compelled to pay employees with relevant interest' [1 p.29] [1 p.20]. Contingent liabilities were BDT 171,078,175: bank guarantee BDT 134,929,695, corporate guarantee BDT 28,395,127 and income tax BDT 7,753,353 for assessment years 2004-05 to 2007-08 [1 p.29]. Note 22 does not name the party covered by the corporate guarantee; a search of all AAMRANET filings for 'corporate guarantee' found the same amount in FY2021 without a named party [1 p.29].

Two printings of the same balance differ. The Q3 FY2026 statement of changes in equity opens 1 July 2025 with retained earnings of BDT 1,317,211,189 (total equity BDT 3,397,864,581) and closes 31 March 2026 at BDT 1,275,973,326 (BDT 3,356,626,718); the FY2025 statements and the Q3 statement of financial position and note 13 give BDT 1,279,862,938 at 30-Jun-2025 and BDT 1,238,625,076 at 31-Mar-2026 (total equity BDT 3,319,278,468) [2 p.4] [2 p.2] [2 p.17] [1 p.8]. The difference is BDT 37,348,251 at the opening and BDT 37,348,250 at the close; this note uses the statement of financial position. The Q3 statement also reprints 30-Jun-2025 non-current assets as BDT 2,608,417,716 (FY2025: 2,608,417,715) and the WPPF provision as BDT 24,935,491 (FY2025: 24,935,490) [2 p.2] [1 p.8].

Governance (FY2024 report, 30-Jun-2024): five-member board with one independent director; sponsors hold 33.03%

The latest board list in the corpus is the FY2024 annual report (30-Jun-2024); the FY2025 document contains no governance section [3 p.27] [1 p.1]. The board then had five members: Syed Faruque Ahmed, Chairman; Syed Farhad Ahmed, Managing Director & CEO; Syeda Munia Ahmed, Director; Fahmida Ahmed, Director; and A. K. M. Nurul Alam, Independent Director [3 p.27]. Each attended 5 of 5 board meetings in 2023-2024 [3 p.55]. The Audit Committee (A.K.M. Nurul Alam, Chairman; Syeda Munia Ahmed; Fahmida Ahmed) met 4 times and the Nomination and Remuneration Committee (same three members) once, with full attendance [3 p.27] [3 p.55]. Syed Moniruzzaman, FCS, is Company Secretary and Secretary to the Committees [3 p.27].

Director nominations and positions as printed: Syed Faruque Ahmed and Syeda Munia Ahmed are 'nominated by (aamra holdings limited)'; Syed Farhad Ahmed and Fahmida Ahmed are 'nominated by (aamra resources limited)' [3 p.56]. Syed Faruque Ahmed's profile calls him 'the Chairman of aamra companies (formerly known as The Texas Group Bangladesh)' and lists him as Chairman of aamra networks limited, aamra technologies limited, aamra infotainment limited, aamra solutions limited, aamra outsourcing limited, aamra holdings limited, aamra resources limited, aamra fashions(cepz) limited, aamra support services limited, aamra payment systems limited, UMAI limited, aamra Active Ltd. and aamra F & B Limited [3 p.28]. Syed Farhad Ahmed is listed as Managing Director & CEO of aamra networks limited, aamra technologies limited, aamra holdings limited, aamra resources limited, aamra fashions(cepz) limited, aamra support services limited, aamra pro solutions limited and aamra infrastructure services limited [3 p.28]. Syeda Munia Ahmed is listed as Managing Director of aamra infotainment limited, aamra solutions limited, aamra outsourcing limited, aamra payment systems limited and aamra F & B Limited, Director of aamra technologies limited and 'Committee Member - Audit and Nomination & Remuneration Committee of aamra networks limited and aamra technologies limited'; Fahmida Ahmed as Chairman of aamra pro solutions limited and aamra infrastructure services limited, Director of aamra technologies limited and the same committee member of both companies [3 p.29].

Family relationships as printed in the profiles: Syed Farhad Ahmed's career began in the group's garments venture 'set up by his father Mr. S.F. Ahmed' (senior management page: 'his late father Mr. S F Ahmed'); Syeda Munia Ahmed is the 'daughter of AHM Shafiul Islam'; Fahmida Ahmed is the 'daughter of Late Khalid Ibrahim' [3 p.28] [3 p.29] [3 p.30]. No other family relationship among the directors is printed in the profiles read [3 p.28] [3 p.29]. A.K.M. Nurul Alam retired from SouthEast Bank Limited in 2019 as Additional Managing Director and joined the board in 2022 [3 p.29].

Key management as printed at 30-Jun-2024: Md. Anamul Haque, CFO; Syed Moniruzzaman, Company Secretary; Md. Sarwar Hossain, Head of Internal Audit & Compliance; Khaled Ahamed Nur, COO; Md. Mahbubor Rahman, GM, Core Network; T.M. Mahbubur Rahman, 'DGM Admin & Logistics'; Nanda Dulal Paul, Head of Accounts; none holds shares [3 p.56]. The senior management pages print T.M. Mahbubur Rahman as 'GM, Head of Admin & Logistics' [3 p.32]; the two titles differ. FY2025 salaries of the top five executives were Syed Farhad Ahmed (Managing Director) BDT 4,225,000, Khaled Aahamed Nur (Chief Operating Officer) BDT 2,497,500, Md. Anamul Haque (Chief Financial Officer) BDT 945,000, Mahbubor Rahman (General Manger) BDT 2,160,000 and Syed Moniruzzaman (Company Secretary) BDT 2,160,000, BDT 11,987,500 in total, the same amounts as FY2024 [1 p.32].

Ownership: sponsors and directors held 30,715,675 shares, 33.03% in the FY2025 note (aamra holdings ltd 22,087,485, 23.76%; aamra resources ltd 7,927,002, 8.53%; each of the four sponsor-directors 175,297, 0.19%) [1 p.26]. The FY2024 annual report prints the same holdings as 33.04%, 23.75%, 8.52% and 0.189% at 30-Jun-2024, with local institutions at 22.78% and public at 44.18% [3 p.55] [3 p.56]. Related party transactions in FY2025 as printed in note 34: Syed Faruque Ahmed and Syed Farhad Ahmed, 'Chairman and Managing Director', office rent (Chittagong) addition BDT 1,788,660, balance BDT 2,086,770 at 30-Jun-2025 (BDT 298,110 at 30-Jun-2024); Syed Farhad Ahmed, Managing Director, salary BDT 4,225,000, payment BDT 3,461,882, balance BDT 1,642,185 (BDT 879,067) [1 p.35]. For 9M FY2026 the same two parties show additions of BDT 1,341,495 (rent) and BDT 3,087,500 (salary) and balances of BDT 3,428,265 and BDT 2,538,437 at 31-Mar-2026 [2 p.22].

Peers: AGNISYSL, BDCOM and ADNTEL nine-month figures on their own printed bases

The peers are three listed ISP and IT-service companies with published AnalystBro notes [18] [19] [20]. Each is shown on its own printed basis for the nine months to 31 March 2026. Agni Systems PLC. reports four units, 'Unit-1 ISP', 'Unit-2 ICX', 'Unit-3 IPTSP' and 'Unit-4 ITES', in 'Amount in Taka' [12]. BDCOM Online Ltd. reports 'Unit-1 ISP', 'Unit-2 SDP' and 'Unit-3 IPTSP' in 'Amount in BDT', with depreciation below gross profit [14]. ADN Telecom Limited reports a consolidated statement; its auditor's revenue matter lists 'Local Services, IT Support and Service, and Export Services' [16] [17]. aamra networks reports a taxable unit and a non-taxable unit [2 p.20].

Opinion labels from each peer's FY2025 auditor's report: Agni Systems, heading 'Opinion' (unmodified) [13] [18]; BDCOM Online, heading 'Opinion' (unmodified) [15] [19]; ADN Telecom, heading 'Opinion' on the consolidated and separate statements (unmodified) [17] [20]. aamra networks' FY2025 heading is 'Qualified Opinion' [1 p.2]. Finance cost is stated as printed: aamra networks 'Financial expenses', Agni 'Financial expenses', BDCOM 'Financial Charges' and ADN 'Finance (expense)/income' (a net figure). Each company's WPPF line sits below operating profit [2 p.3] [12] [14] [16].

Capital actions: 0.10% and 0.20% cash dividends for general shareholders; Z category since 12-Feb-2025

Dividends as printed in the five-year tables: 10% cash (FY2017), 10% cash (FY2018), 6% cash and 6% stock (FY2019), 10% cash (FY2020), 11% cash (FY2023) and 10% cash proposed (FY2024) [6 p.10] [3 p.10]. FY2021 is printed as '10% Stock (Proposed)' in the FY2021 report and as '5% Cash & 5% Stock' in the FY2024 report; FY2022 is '5% Cash & 5%Stock' [6 p.10] [3 p.10]. The FY2024 dividend of BDT 92,979,912 was charged to retained earnings in FY2025, BDT 39,798,011 of dividend was paid in cash that year, and BDT 148,575 in 9M FY2026 [1 p.10] [1 p.11] [2 p.5].

For FY2025 the board recommended '0.10% Cash Dividend only for the General Shareholders except Sponsors and Directors', BDT 622,642.37 in total, record date 24-Sep-2026; the DSE post added that the AGM date 'Will be notified later subject to consent accorded from the honorable High Court for holding the General meeting' [11] [1 p.35]. For FY2026 the board recommended 0.20% cash for general shareholders (BDT 1,245,284.74), record date 22-Nov-2026 [11]. Two AGM dates are posted on 29-Oct-2026: the 24th AGM 'for the year 2025' on 29 November 2026 at 9:30 a.m., hybrid, at Delta Life Tower, Gulshan, and an AGM on 31.12.2026 at 9:30 a.m. in the FY2026 dividend post [11].

Other capital actions in the 24 months of DSE news (criteria=3, 40 posts from 10-Nov-2024 to 29-Oct-2026): the land-sale decision (3-Dec-2024), the category change to Z and the margin-loan bar (12-Feb-2025), a credit rating of A / ST-2 with Stable outlook from National Credit Ratings Limited (28-Nov-2024), a price-sensitive-information query response (13-Jul-2026) and the 'Basis for Qualified Opinion' notice (21-Sep-2026) [11]. The sweep found no board approval of new capital expenditure, no new borrowing approval and no correction notice; two posts (17-Nov-2024 and 2-Feb-2025) carry restated comparatives [11].

What's next: record date 22-Nov-2026, AGMs 29-Nov-2026 and 31-Dec-2026, ISP licence to 30-Jun-2027

Dated items after the note date (31-Oct-2026) are set out below. For the Q1 FY2027 accounts (quarter to 30-Sep-2026) no board date has been notified on DSE at 1-Nov-2026 [11]. The printed precedents for the first-quarter board are: Q1 FY2021 (30-Sep-2020): 12-Nov-2020 (signing date printed on the statements [8 p.3]); Q1 FY2022 (30-Sep-2021): 14-Nov-2021 (signing date printed on the statements [9 p.3]); Q1 FY2023 (30-Sep-2022): 12-Nov-2022 (signing date printed on the statements [10 p.3]); Q1 FY2024 (30-Sep-2023): 12-Nov-2023 (signing date printed on the statements [7 p.2]); Q1 FY2025 (30-Sep-2024): 14-Nov-2024 (board meeting notified on DSE 10-Nov-2024 [11]); Q1 FY2026 (30-Sep-2025): 3-Sep-2026 (board meeting of 3-Sep-2026 approving Q1, Q2 and Q3 together [11] [2 p.2]). The FY2026 accounts were approved within the cycle of the FY2024 accounts (28 October in both years), so the in-cycle precedents are used: the derived window is 12-14 November (inferred, 5 years); the 2026 precedent (3 September 2026) followed the late FY2025 annual and is shown, not used.

Bangladesh's LDC graduation date is 24-Nov-2029 [21] [22]. The filings read do not link it to any line item. Past events with unknown outcome: the land sale was put for shareholders' approval at 'the company's upcoming AGM' (passed); the filings read do not report a shareholder vote, so the outcome is unknown [11].

Risks: BDT 611.6m of advances qualified at 30-Jun-2025 (unaudited BDT 728.7m at 31-Mar-2026); receivables 232 days of FY2025 revenue

Each risk below is a fact from the filings with the line item it sits in; no probability or size of future effect is given.

Key questions: the advance, the data centre and the land; P/B 0.52x at BDT 18.30

Questions the filings leave open, with the document that would answer each: the counterparties and terms of the BDT 728.7m advance to suppliers and others (FY2026 notes); the carrying value, condition and economic benefit of the data centre once recognised (FY2026 property schedule and auditor's report); whether the FY2026 auditor repeats either basis for qualification; the gain or loss on the Chattogram land (FY2026 statement of profit or loss); when the FY2024 dividend is paid in full and the Z category is reviewed (DSE); and the April-June 2026 revenue and cost lines (FY2026 annual report). None of these is in the corpus at 1-Nov-2026.

At the 29-Oct-2026 close of BDT 18.30, market capitalisation was BDT 1,701.5m and the price was 0.52x the 30-Jun-2026 NAV per share of BDT 35.34 posted on DSE [23] [11] [24]. FY2026 EPS was negative, so no P/E is shown. The close was 16.1% below the 52-week closing high of BDT 21.80 (9-Jul-2026) and 19.6% above the closing low of BDT 15.30 (8-Mar-2026); DSE sent a query on 12-Jul-2026 about an 'unusual price hike and increase in volume', and the company replied that there was no undisclosed price-sensitive information [23] [11].

FAQ

What does aamra networks do?

It provides internet and Wi-Fi bandwidth to corporate clients and sells equipment (taxable unit, BDT 750.7m of FY2025 revenue), plus IT support and software (non-taxable unit, BDT 170.7m) [1 p.30].

Why is the FY2025 audit opinion qualified?

K. M. Hasan & Co. cite two bases: the data centre to be reacquired from aamra holdings limited at no cost, with no updated fixed asset register, and BDT 611,551,212 of advances to suppliers and other parties whose nature and terms were not evidenced [1 p.2].

What were aamra networks' FY2026 results?

The DSE post of 29-Oct-2026 gives EPS of BDT (0.80), NAV per share BDT 35.34 and NOCFPS BDT (0.19), with a 0.20% cash dividend for general shareholders (sponsors and directors excluded) [11].

Why is AAMRANET in the Z category?

DSE moved it from A to Z on 12-Feb-2025 'regarding non-disbursement of the approved dividend within the stipulated time frame' [11].

How much debt does aamra networks have?

Bank loans and the zero coupon bond totalled BDT 448.4m at 31-Mar-2026, against cash of BDT 9.6m [2 p.2] [2 p.17].

When are the AGMs and record date?

Record date 22-Nov-2026; the 24th AGM for 2025 on 29-Nov-2026 and an AGM on 31-Dec-2026 in the FY2026 dividend post [11].

Which accounts does this note use?

Audited statements FY2022-FY2025, the FY2021 and FY2024 annual reports, the un-audited nine-month statements to 31-Mar-2026 and the DSE-announced FY2026 per-share figures; the FY2026 annual report is not in the corpus at 1-Nov-2026.

Sources

1. aamra networks limited, Independent Auditor's Report and Financial Statements as at and for the year ended 30 June 2025 (K. M. Hasan & Co., dated 03 September 2026; 38 corpus pages; auditor's report, statements and notes) · link · accessed 2026-11-01
2. aamra networks limited, Financial Statements (Un-audited) for the period ended 31 March 2026 (dated 03 September 2026) · link · accessed 2026-11-01
3. aamra networks limited, Annual Report 2024 (year to 30 June 2024; board, committees, management, five-year indicators) · link · accessed 2026-11-01
4. aamra networks limited, audited financial statements for the year ended 30 June 2023 (G. Kibria & Co.) · link · accessed 2026-11-01
5. aamra networks limited, audited financial statements for the year ended 30 June 2022 · link · accessed 2026-11-01
6. aamra networks limited, Annual Report 2021 (five-year indicators FY2017-FY2021) · link · accessed 2026-11-01
7. aamra networks limited, Financial Statements (Un-audited) for the period ended 30 September 2023 · link · accessed 2026-11-01
8. aamra networks limited, Financial Statements (Un-audited) for the period ended 30 September 2020 · link · accessed 2026-11-01
9. aamra networks limited, Financial Statements (Un-audited) for the period ended 30 September 2021 · link · accessed 2026-11-01
10. aamra networks limited, Financial Statements (Un-audited) for the period ended 30 September 2022 · link · accessed 2026-11-01
11. Dhaka Stock Exchange news archive for AAMRANET, 31-Oct-2024 to 1-Nov-2026 (40 posts, 10-Nov-2024 to 29-Oct-2026) · link · accessed 2026-11-01
12. Agni Systems PLC., Statement of Profit or Loss and Other Comprehensive Income (Un-Audited) for the period ended March 31, 2026 (page image, corpus p.2) · link · accessed 2026-11-01
13. Agni Systems PLC., Annual Report 2024-25, independent auditor's report (page image, corpus p.73) · link · accessed 2026-11-01
14. BDCOM Online Ltd., Statement of Profit or Loss and other Comprehensive Income (Un-Audited), 01 July 2025 to 31 March 2026 (page image, corpus p.3) · link · accessed 2026-11-01
15. BDCOM Online Ltd., Annual Report 2024-2025, independent auditor's report (page image, corpus p.91) · link · accessed 2026-11-01
16. ADN Telecom Limited, Consolidated Statement of Profit or loss and Other Comprehensive Income (Un-Audited), period ended March 31, 2026 (page image, corpus p.3) · link · accessed 2026-11-01
17. ADN Telecom Limited, Annual Report 2025, independent auditor's report on the consolidated and separate statements (page image, corpus p.102) · link · accessed 2026-11-01
18. AnalystBro published analysis note, Agni Systems (AGNISYSL), 31-Oct-2026 · link · accessed 2026-11-01
19. AnalystBro published analysis note, BDCOM Online (BDCOM), 31-Oct-2026 · link · accessed 2026-11-01
20. AnalystBro published analysis note, ADN Telecom (ADNTEL), 31-Oct-2026 · link · accessed 2026-11-01
21. The Daily Star, 'Bangladesh gets 3 more years for LDC graduation' (30-Oct-2026) · link · accessed 2026-11-01
22. The Business Standard, 'Bangladesh gets 3 more years for LDC graduation' (30-Oct-2026) · link · accessed 2026-11-01
23. AnalystBro chart_bars (TradingView feed), DSE:AAMRANET daily bars to 1-Nov-2026 · link · accessed 2026-11-01
24. AnalystBro model for this note (model.xlsx; ratios recalculated from the filings above) · link · accessed 2026-11-01