Islami Commercial Insurance financial analysis: 2025 combined ratio 77.4% and seven audit emphasis paragraphs (Oct 2026)

Investment considerations: 2025 gross premium Tk 857.5m, combined ratio 77.4%, seven emphasis-of-matter paragraphs

Where it stands. Islami Commercial Insurance PLC is a Dhaka-listed general (non-life) insurer that writes fire, marine cargo, marine hull, motor and miscellaneous business [1 p.39]. Gross premium was Tk 857.5m in 2025, against Tk 631.3m in 2024, a change of 35.8% [1 p.39] [29]. Net premium after re-insurance was Tk 665.6m against Tk 447.1m [1 p.39]. The underwriting profit transferred to the profit and loss account was Tk 64.5m against Tk 62.7m, and profit after tax on the face of the statement was Tk 57.9m against Tk 58.6m, with EPS printed at Tk 1.13 against Tk 1.12 [1 p.13]. On the one combined-ratio definition used throughout this note (net claims plus revenue-account management expenses, stamp duty and agent commission, less re-insurance commission, over net premium), the 2025 ratio was 77.4% against 78.0% in 2024 [29].

Audit. The 2025 auditor, Arun & Company (partner Mizanur Rahman FCA, report dated 29 April 2026), gave an unmodified opinion and added seven emphasis-of-matter paragraphs, three other-matter paragraphs and four key audit matters [1 p.3] [1 p.4] [1 p.5] [1 p.10]. The emphasis paragraphs cover the investment fluctuation reserve, the tax provision, quoted shares carried at cost (Tk 215.5m; total shares at cost Tk 265.5m) against a market value of the quoted shares the auditor found to be Tk 117.3m, an unconfirmed Tk 312.0m receivable from insurers, advance tax, IFRS 16, and management expenses Tk 225.1m above the IDRA limit [1 p.3] [1 p.4]. Each is quoted in full in the audit section below.

Since the year-end. Net premium in the first half of 2026 was Tk 228.3m against Tk 325.6m in the first half of 2025, and no agent commission was charged in the half against Tk 52.1m [8 p.5]. Underwriting profit for the half was Tk 64.3m against Tk 4.8m, and profit after tax Tk 47.8m against Tk 17.6m [8 p.3]. DSE-posted EPS for January-September 2026 was Tk 1.38 against Tk 0.50 for January-September 2025, and NAV per share Tk 17.75 at 30-Sep-2026 [25]. The shares closed at Tk 38.1 on 29-Oct-2026 [24].

• Negative claims for the period in 2024 and 2025: printed in the revenue accounts; no note explains them (AR2025 p.15, p.40).
• Share-portfolio measurement: the auditor cites para 5.7.5 of IFRS 9; note 4.04 says 'no provision or adjustment is made' (AR2025 p.3, p.33).
• IFRS 17 and IFRS 16: the auditor refers to 'the upcoming periods'; note 2.23.01 says IFRS-16 has not been introduced 'as most of the rental agreement of the company is for temporary basis'; no date is notified (AR2025 p.4, p.32).
• Advance tax: Tk 225.7m in total at 31-Dec-2025; for AY 2015-2016 to 2024-2025 the auditor states Tk 162.5m 'should be adjusted' with tax payable (AR2025 p.4, p.35); the 2026 accounts are not in the corpus at 1-Nov-2026.
• Agent commission: nil in the H1 2026 revenue account (Q2 2026 p.5); the Q3 2026 DSE post refers to 'the omission of agent commission'.

Business model: marine cargo was 53.4% of 2025 gross premium and fire 28.4%

What it does. The company writes general insurance in five classes and earns an underwriting result (net premium plus re-insurance commission, less claims, commission and management expenses, after the movement in the reserve for unexpired risk) and investment income on fixed deposits, treasury bonds and listed shares [1 p.15] [1 p.13]. It listed through an initial public offering in November 2022 that raised Tk 202.61m and took paid-up capital from Tk 303.92m to Tk 506.53m [4 p.25]. DSE approved the change of name from 'Islami Commercial Insurance Company Limited' to 'Islami Commercial Insurance PLC.' with effect from 5-May-2025 [25].

Premium history. Gross premium was Tk 462.88m in 2018 and Tk 857.49m in 2025, 1.85 times the 2018 figure (our arithmetic) [4 p.12] [1 p.39] [29]. Between 2018 and 2024 the annual change ranged from -5.5% to 17.8%; 2025 was 35.8% [29]. Net premium was Tk 278.83m in 2018 and Tk 665.62m in 2025 [4 p.12] [1 p.39]. Retention (net premium over gross premium) was 77.6% in 2025, the highest of the eight years, against 60.2% in 2018 [29].

Class mix. In 2025 marine cargo contributed Tk 458.0m of gross premium, fire Tk 243.9m, miscellaneous Tk 97.3m, motor Tk 46.9m and marine hull Tk 11.4m [1 p.39]. Against 2024, marine cargo gross premium changed by 73.8%, fire by 10.4%, miscellaneous by 6.1%, motor by 8.7% and hull by -4.2% [1 p.39] [2 p.42] [29]. Retention by class ranged from 45.3% in miscellaneous to 96.8% in motor [29]. The marine cargo class kept 91.0% of its gross premium after re-insurance [29].

Channels and customers. The revenue accounts charge agent commission of Tk 110.7m in 2025, 12.9% of gross premium [1 p.15] [29]. Note 25 lists insurance business with seven companies described as 'Common Director', with premium earned of Tk 49.9m in total in 2025, 5.8% of gross premium (our arithmetic) [1 p.39]. The filings in the corpus do not give a customer concentration table, a branch count for 2025 or a split by channel. Note 35 states 534 employees received salary above Tk 4,500 a month in 2025 [1 p.41].

Line items: claims ratio -5.8%, expense ratio 83.2%, combined ratio 77.4% in 2025

Net claims. Claims for the period, net of re-insurance, were Tk 96.7m in 2021, Tk 34.7m in 2022, Tk 23.6m in 2023, Tk (3.8)m in 2024 and Tk (38.3)m in 2025 [4 p.75] [2 p.17] [1 p.15]. The 2025 figure is claims paid during the year of Tk (22.6)m, plus outstanding claims at the year-end of Tk 31.6m, less outstanding claims at the previous year-end of Tk 47.3m [1 p.15]. The fire class printed paid claims of Tk (37.7)m and marine hull Tk (2.8)m in 2025 [1 p.15]. Note 28 of the cash flow carries the same Tk (22.6)m as 'Claim paid during thr year' [1 p.40]. The filing does not explain a negative paid-claims figure. The company's own note 24 attributes the 2025 rise in operating cash flow to 'the rise in premium income and the decrease in net claim settlements compared to last year' [1 p.39]. Note 6 states that claims intimated 'within 31st December 2024' were taken into account in estimating the outstanding-claims liability at 31-Dec-2025 [1 p.33].

Management expenses. Expenses of management charged to the revenue accounts were Tk 190.0m in 2021 and Tk 472.1m in 2025 [4 p.75] [1 p.15]. As a share of gross premium they were 36.4%, 40.5%, 46.1%, 47.9% and 55.1% for 2021 to 2025 [29]. Note 21 allocates the 2025 total 28.40% to fire, 57.05% to marine cargo, 1.37% to hull, 6.02% to motor and 7.15% to miscellaneous, which the auditor describes as 'as per management decision' [1 p.39] [1 p.4]. The auditor's seventh emphasis paragraph quantifies the excess over the limit in IDRA SRO no. 280-Law/2018 at Tk 225.1m in 2025; the 2024 auditor quantified it at Tk 112.0m [1 p.4] [2 p.5]. A separate head-office line, 'Management Expenses' in the profit and loss account, was Tk 14.0m in 2025 against Tk 16.7m, of which depreciation Tk 8.0m [1 p.13].

Agent commission. Agent commission was Tk 22.5m in 2021 and Tk 110.7m in 2025, rising from 4.3% to 12.9% of gross premium [4 p.75] [1 p.15] [29]. In the 2025 class accounts marine cargo carried Tk 64.8m of it [1 p.15]. The half-year 2026 revenue account prints no agent commission, against Tk 52.1m in the first half of 2025 [8 p.5]. The Business Standard reported on 24-Dec-2025 that IDRA scrapped commission payments in the non-life sector [26]; the filings do not link them.

Re-insurance. Premium ceded was Tk 191.9m in 2025, 22.4% of gross premium (our arithmetic) [1 p.39]. Commission on re-insurance ceded was Tk 30.2m against Tk 28.1m in 2024 [1 p.15]. Note 7 states that the Tk 92.7m 'Amount Due to Other Persons or Bodies' is payable to Sadharan Bima Corporation on re-insurance, and note 15 that the Tk 312.0m receivable is 'due from Sadharan Bima Corporation (SBC) and other Re-Insurer on account of claims lodged with them' [1 p.33] [1 p.35].

Combined ratio. On the one definition, the ratio was 82.1% in 2021, 74.6% in 2022, 84.4% in 2023, 78.0% in 2024 and 77.4% in 2025 [29]. The lowest of the five was 2022 and the highest 2023 [29]. The claims part of the ratio was -5.8% in 2025 and the expense part 83.2% [29]. The underwriting margin (underwriting profit over net premium) was 9.7% in 2025 against 14.0% in 2024 [29].

Investments: Tk 363.1m of fixed deposits, 39.7% with one bank; shares at cost Tk 265.5m

Income lines. Interest income was Tk 31.6m in 2025 against Tk 48.2m in 2024; fixed deposits contributed Tk 20.5m against Tk 42.2m, treasury bonds Tk 8.4m against Tk 4.5m and bank accounts Tk 2.7m [1 p.38]. Cash dividends on shares were Tk 2.5m and the capital gain on sale of shares Tk 0.1m, against a loss of Tk 9.0m in 2024 [1 p.13]. Interest income was Tk 16.0m in 2021, Tk 22.1m in 2022 and Tk 41.1m in 2023 [4 p.73] [2 p.15].

Fixed deposits. Fixed deposit receipts were Tk 363.1m at 31-Dec-2025 against Tk 414.4m a year earlier, held with 41 banks and finance companies with a 2025 balance out of 42 rows printed [1 p.36]. Al-Arafah Islami Bank PLC held Tk 144.1m, 39.7% of the total, the largest in the table; Islami Bank Bangladesh PLC held Tk 45.95m and Social Islami Bank PLC Tk 22.50m [1 p.36] [29]. The auditor's third other matter states that bank confirmations were sent for 498 FDR balances and 56 SND and current accounts and that replies did not come from 'some of the banks' [1 p.4].

Treasury bonds. Investment in Bangladesh Government Treasury Bonds at cost was Tk 83.0m against Tk 70.0m; note 13.01 states it is the statutory deposit under the Insurance Act, 2010 [1 p.34].

Shares. Investment in shares at cost was Tk 265.5m, of which quoted shares Tk 215.5m and unquoted Tk 50.0m, per the auditor's third emphasis paragraph [1 p.3]. The auditor found the market value of the 61 quoted holdings at Tk 117.3m and states the company 'overstated its Investment in Share by Tk. 98,161,562' [1 p.3]. That figure is 11.2% of shareholders' equity at 31-Dec-2025 (our arithmetic) [29]. Note 4.04 keeps the reserve for investment fluctuation at Tk 41.7m and says: 'Since market prices fluctuate frequently, no provision or adjustment is made.' [1 p.33]. The 2024 auditor printed the same type of finding: market value Tk 115.4m and overstatement Tk 98.6m at 31-Dec-2024 [2 p.5].

Balance sheet and audit: unmodified opinion with seven emphasis paragraphs, three other matters and four key audit matters

Period check. The statement of financial position is headed 'As at December 31,2025' and the profit and loss statement 'For the year ended December 31, 2025' [1 p.11] [1 p.13]. The corpus document ICICL_ANNUAL_2025 holds the auditor's report and audited financial statements only (42 pages); it has no directors' report, corporate-governance compliance annexure, shareholding table or five-year summary [1 p.2].

Balance sheet. At 31-Dec-2025 total assets were Tk 1,532.5m against Tk 1,508.9m at 31-Dec-2024 [1 p.12]. Cash and cash equivalents, which include fixed deposits, were Tk 454.8m; sundry debtors Tk 239.5m, of which advance against company tax Tk 225.7m; and the amount due from other insurers Tk 312.0m [1 p.12] [1 p.35]. On the liabilities side the balance of funds (reserve for unexpired risk) was Tk 270.5m, the provision for taxation Tk 213.9m, outstanding claims Tk 31.6m and the amount due to other insurers Tk 92.7m [1 p.11]. Shareholders' equity was Tk 879.6m, of which reserve for exceptional losses Tk 172.0m and revaluation reserve Tk 103.5m [1 p.11]. Note 35 states 'The company has no contingent Liabilities' and 'There was no Capital expenditure commitment as at December 31, 2025' [1 p.41].

Opinion, quoted from the page image. 'In our opinion, the accompanying Financial Statements give true and fair view of the financial position of the company as at 31 December 2025, and of its financial performance and its cash flows for the year ended in accordance with International Financial Reporting Standards (IFRS).' [1 p.3]

Basis for opinion. 'We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the International Ethics Standards Board for Accountants' Code of Ethics for Professional Accountants (IESBA Code), and Bangladesh Securities and Exchange Commission (BSEC), and we have fulfilled our other ethical responsibilities in accordance with the IESBA Code and the Institute of Chartered Accountants of Bangladesh (ICAB) Bye Laws. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.' [1 p.3]

Emphasis of matter 1. 'Referred to the note no. 4.04, Reserve for Investment Fluctuation Fund of Tk. 41,672,705 was shown in the statement of financial position as at 31 December 2025. The amount was taken against decreasing of investment of shares, which was not complied with as per IFRS 9, Financial Instruments.' [1 p.3]

Emphasis of matter 2. 'Referred to the note no. 10.00, Provision for Taxation of Tk. 213,933,978 was shown in the statement of financial position as at 31 December 2025. Of which, Tk. 186,620,003 was carried forward from previous years. In compliance with tax office letter reference no. [reference printed in Bengali] dated 10.02.2025, total demand of tax office was Tk. 42,762,374 from AY 2017-2018, 2021-2022 & 022-2023.' [1 p.3]

Emphasis of matter 3. 'Referred to the note no. 13.02, the company showed Investment in shares of Tk. 265,455,888 in composition of investment in quoted shares and unquoted share, which amounts are Tk. 215,455,889 and Tk. 50,000,000 respectively. On 31st December 2025, after verification of portfolio documents of 11 security houses, we found that total market price or fair value of 61 quoted companies' shares was Tk. 117,294,327, so the company overstated its Investment in Share by Tk. 98,161,562. In reference with para 5.7.5 of IFRS 9, Financial Instruments should be presented on market value instead of cost price.' [1 p.3]

Emphasis of matter 4. 'Referred to the note no. 15.00, Amount due from other persons or bodies carrying on insurance business of Tk. 311,981,755 was shown in the statement of financial position as at 31 December 2025. We did not confirm the balance to non-production of the management of ICI.' [1 p.3]

Emphasis of matter 5. 'Referred to the note no. 16.01, Advance against Company Tax (Note-16.01) of Tk. 225,709,838 was shown in the statement of financial position as at 31st December 2025. We found that from 2015-2016 to 2024-2025 Assessment year, Tk. 162,485,568 as was shown as Advance tax but we found that the period already settled by tax office and net tax liability was identified, which indicated advance tax daring this period should be adjusted for the assessment year 2015-2016 to 2024-2025 with tax payable but the company did not follow it.' [1 p.4]

Emphasis of matter 6. 'The company is on the process of implementing IFRS 16 Leases, the preparatory calculations has been executed and the impact will be given in the upcoming period.' [1 p.4]

Emphasis of matter 7. 'Insurance Development and Regulatory Authority (IDRA) issued an SRO no. 280-Law/2018 dated 26 September 2018, for good governance about Management expenses. By the said SRO IDRA prescribed a limit of management expenses. A disclosure shown in annexure B. Detailed Management Expense amounting to TK. 472,069,140 were shown. During the audit, we found the Company Management Expenses exceeded by Tk. 225,110,764 which is higher than the limit allowable as prescribed in SRO no. 280-Law/2018 dated 26 September 2018, of gross premium of Tk. 857,491,039 during the year. The expenses have been apportioned 28.40% to Fire, 57.05% to Marine (Cargo), 1.37% to Marine (Hull), 6.02% to Motor and 7.15% to Miscellaneous business as per management decision.' The section closes: 'Our opinion is not modified in this regard.' [1 p.4]

Other matters. (1) 'The company is preparing their financial statements as per the IFRS 4 so far. But IFRS 17 Insurance Contracts is effective for annual reporting periods beginning on or after 1 January 2024. The company should take necessary measures to update their financial statements as per the guidelines of IFRS 17 along with the instruction of IDRA from the upcoming periods.' (2) 'Last year auditor was Islam Jahid & Co. Chartered Accountants. The firm issued DVC report dated on 30 April 2025.' (3) 'We issued bank confirmation letters to banks for confirming 498 FDR balances and total 56 SND together with current accounts. We did not get reply from some of the banks against our balance confirmation letters.' [1 p.4]

Key audit matters: introduction. 'Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole and in forming our opinion thereon. We do not provide a separate opinion on these matters. For the matter stated below, our description of how our audit addressed the matter is provided in that context.' 'We have fulfilled the responsibilities described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the Financial Statements. The results of our audit procedures, including the procedures performed to address the matter below, provide the basis for our audit opinion on the accompanying financial statements.' [1 p.5]

KAM 1, 'Premium Income'. Risk: 'Net premium income includes the gross premium income less the re-insured premiums. The company has reported Tk. 665,618,194 as net premium income in the year ended 31st December 2025.' 'Given the important nature connections to other Items to the financial statements, and sensitivity of the item we believe this area poses A level of risk.' Our response to the risk: 'With respect to premiums in respect of various types of insurance we carried out the following procedures: The design and operating effectiveness of key controls around the premium income recognition process. Carried out analytical procedures and recalculated premium income for the period. Carried out cut-off testing to ensure unearned premium income has not been included in the premium income. On a sample basis reviewed policy to ensure appropriate policy stamp was affixed to the contract and the same has been reflected in the premium register. Ensured on a sample basis that the premium Income was being deposited in the designated bank account. Tested on as sample basis to see the appropriate VAT being collected and deposited to the bank through the Treasury challan. For sample insurance contracts were tested to see if an appropriate level of reinsurance was done and whether that re-insurance premium was deducted from the gross premium. Applying specialist judgment ensured if there is any impairment of the reinsurer. Finally assessed the appropriateness and presentation of the disclosures against relevant accounting standards, Insurance Act 1938 (as amended in 2010), Insurance Rules, 1958, and other applicable rules and regulations and regulatory guide-lines.' [1 p.5] [1 p.6]

KAM 2, 'Investments'. Risk: 'The company made a number of Investments in the listed and unlisted capital markets with required regulatory permission. Income generated from the investments (realized gain and dividend received) is credited to the Profit & Loss Account. Unrealized capital gain or loss if analysis transferred to the Investment Fluctuation Fund subsequently or as per the policy of the company.' 'This item has a significant impact on the earnings performance of the company and return to the shareholders and might be prone to misreporting as a large unreported fall in the value of any holding may wipe out the value of the portfolio and hamper the distribution capability of the company' Our response to the risk: 'We tested the design and operating effectiveness of key controls around monitoring, valuation, and updating of prices of the positions held by the company from trusted sources Additionally, we performed the following: Obtained year-end share-holding positions from the company and through directional testing assessed the completeness of the report. Ascertained the valuation of the holding as per IFRS 13. Reviewed and challenged the assumptions used for the valuation models for any unquoted securities. Recalculated unrealized gain or loss at the year's end. Carried out cut-off testing to ensure unrealized gain or loss was recognized in the correct period. Obtained the CDBL report and Share portfolio and cross-checked against each other to confirm unrealized gain or loss. Check the subsequent positioning of this unrealized amount after the year-end. Finally assessed the appropriateness and presentation of the disclosures against relevant accounting standards, Insurance Act 1938 (as amended in 2010), Insurance Rules, 1958, and other applicable rules and regulations and regulatory guidelines.' [1 p.6]

KAM 3, 'Estimated Liability in respect of outstanding claims whether due or intimated and claim payment.' Risk: 'This account represents the claim due or intimated from the insured and involves significant management judgment and risk of understatement. In an extreme scenario, this item may have going concern implications for the company.' Our response to the risk: 'We tested the design and operating effectiveness of controls around the due and intimated claim recording process. We additionally carried out the following substantive test around the item: Obtained the claim register and tested for completeness of claims recorded in the register on a sample basis. Obtained a sample of the claimed policy copy and cross-checked it with the claim. Obtained a sample of survey reports and cross-checked those against respective ledger balances and in case of discrepancy carried out further investigation. Obtained and discussed with management about their basis for estimation and challenged their assumptions where appropriate. Reviewed the claim committee meeting minutes about the decision about impending claims. Tested a sample of claims payments with an intimation letter, survey report, bank statements, claim payment register, and general ledger. Finally assessed the appropriateness and presentation of disclosures against relevant accounting standards, Insurance Act 1938 (as amended in 2010), Insurance Rules, 1958, and other applicable rules and regulations and regulatory guidelines.' [1 p.7]

KAM 4, 'Its system and Controls'. Risk: 'Our audit procedures have a focus on information technology systems and controls due to the pervasive nature and complexity of the IT environment, the large volume of transactions processed in numerous locations daily, and the reliance on automated and IT-dependent manual controls.' Our response to the risk: 'We tested the design and operating effectiveness of the Company's IT access controls over the information systems that are critical to financial reporting. We tested IT general controls (logical access, change management, and aspects of IT operational controls). This included testing that requests for access to systems were appropriately reviewed and authorized. We tested compensating controls or performed alternate procedures. In addition, we understood where relevant, changes were made to the IT landscape during the audit period and tested those changes that had a significant impact on financial reporting.' [1 p.8]

Company explanation. On IFRS 16 (emphasis paragraph 6), note 2.23.01 states: 'However the company has not introduced IFRS-16 in its financial statements as most of the rental agreement of the company is for temporary basis. As much,, there is no material impact in the Financial Statements for incorporating IFRS-16 in compare with the accounting treatment under IAS-17.' [1 p.32] The 2025 document contains no management response to the other emphasis paragraphs. The company's own notes state, on the investment fluctuation reserve, 'Since market prices fluctuate frequently, no provision or adjustment is made.' [1 p.33], and, on the 2025 operating cash flow, 'NOCFPS has increased due to the rise in premium income and the decrease in net claim settlements compared to last year.' [1 p.39]. DSE posted the emphasis-of-matter link for 2025 on 2-Jun-2026 and for 2024 on 19-May-2025 [25].

Earlier audits. The 2024 report by Islam Jahid & Co. (Md. Jahidul Islam, FCA, dated 30 April 2025) also gave an unmodified opinion with eleven emphasis-of-matter paragraphs and five other-matter paragraphs, covering among others an unimplemented 'IIBS Software' contract with Confidence Software Limited for which Tk 1,100,000 was paid, unconfirmed accrued interest for 402 FDR statements, the revaluation reserve and the deferred tax calculation [2 p.4] [2 p.5] [2 p.6]. The 2022 accounts were signed by AKM Kamrul Islam, FCA of Islam Aftab Kamrul & Co. on June 13, 2023 [4 p.71], and the 2024 report names Islam Aftab Kamrul & Co. as the 2023 auditor with a DVC dated 25 April 2024 [2 p.6]. DSE posted on 28-Dec-2025 that the board had decided on 24-Dec-2025 to call an EGM to appoint 'a new Statutory Auditor to fill the vacancy created by the resignation of the previous Auditor', with the EGM on 9-Feb-2026 (passed) [25]; the 2025 report is signed by Arun & Company [1 p.10].

Governance: ten directors met six times in 2025; related-party premium Tk 49.9m from seven 'Common Director' companies

Board, 2025 (source: AR2025 note 32). Six board meetings were held in 2025 [1 p.40]. The ten directors and their 2025 attendance as printed: 1. Mrs. Shahida Anowar, Chairman, 5; 2. Touseef Mashrurul Karim, Vice Chairman, 6; 3. 'Mr. Mrs. Shirin Akhter', Director, 6; 4. Mr. Abu Bakkar Siddique, Director, 3; 5. Mrs. Nusrat Jahan Tania, Director, 6; 6. Mr. Md. Ashik Hossain, Director, 5; 7. Mrs. Negar Sultana, Director, 4; 8. Al-Haj Mohammad Yahya, Director, 6; 09. Mr. AZM Shamsul Alam, Independent Director, 2; 10. Mohammad Ayub Hossain, Independent Director, 6 [1 p.40]. Meeting fees for 2025 were Tk 400,000 plus VAT Tk 49,200, a grand total of Tk 449,200 [1 p.41]; the per-director fees are in the exhibit below. Each director's printed fee equals Tk 8,000 per meeting attended except Mrs. Negar Sultana, printed with 4 meetings and Tk 40,000 (our arithmetic) [29].

Key management, 2025 (source: AR2025 note 34). Qazi Mukarram Dastagir, Chief Executive Officer, joined 25/07/2024 from Takaful Islami Insurance PLC, salary and bonus Tk 3,900,000; Mohammed Nizam Uddin, Additional Managing Director and Incharge, Banani Branch, joined 01/01/2014, Tk 3,829,048; Md. Aktharuzzaman, Company Secretary, joined 01/12/2008, Tk 1,432,131; Md. Alamgir, Senior Vice President, joined 15/02/2018, Tk 805,053; A.K.M Mostaque Ahmed Khan, VP & CFO (CC), joined 01/11/2000, Tk 1,021,070 [1 p.41]. The 2022 annual report named Mir Nazim Uddin Ahmed as Chief Executive Officer, appointed on September 01, 2013, and Mr. Mir Muntakim Mohsin as HIAC [4 p.21] [4 p.60]. The 2025 document does not name a head of internal audit.

Committees (source year 2022; the 2023-2025 documents in the corpus carry no committee lists). The 2022 annual report lists the Audit Committee as Mr. Mohammed Ayub Hossain (Chairman), Mr. Md. Ashik Hossain, Ms. Nusrat Jahan Tania and Mr. Mir Nazim Uddin Ahmed, CEO [4 p.16]; the Report of the Audit Committee on another page lists three members (Mr. Mohammed Ayub Hossain, Chairman; Mr. Md, Ashik Hossain; Ms. Nusrat Jahan Tania) and four meetings in 2022 [4 p.63]. The NRC Committee: Mr. A.Z.M. Shamsul Alam (Chairman), Mr. Md. Ashik Hossain, Ms. Nusrat Jahan Tania. The Claim Committee: Mr. Md. Ashik Hossain (Chairman), Mrs. Shahida Anowar, Ms. Nusrat Jahan Tania, Mr. Mir Nazim Uddin Ahmed, CEO. The Shariah Council: Mr. A.Z.M. Shamsul Alam (Chairman), Mufti Ozaer Amin, Mufti Moinul Islam, 'Mr. Mir Nizam Uddin Ahmed, CEO' and Mr. Md. Abdus Samad (Member Secretary) [4 p.16]. Committee attendance by member is not printed in the pages read.

Corporate-governance compliance (source year 2022). The compliance annexure for the year ended 31-Dec-2022 (pages 47-59, read from the page images) marks no condition 'Not complied' [4 p.47]. Condition 5(2)(b), 'The Board shall appoint members of the Audit Committee who shall be non-executive directors of the company excepting Chairperson of the board', is ticked 'Complied' [4 p.54]; the committee list on page 16 of the same report includes 'Mr. Mir Nazim Uddin Ahmed, CEO' as an Audit Committee member [4 p.16]. The compliance auditor, Jasmin & Associates (Jasmin Akter, FCS), dated August 01, 2023, reports that 'The Company has complied with the conditions of the Corporate Governance Code' [4 p.46]. No compliance annexure for 2023, 2024 or 2025 is in the corpus at 1-Nov-2026.

Family ties and group positions (source year 2022, director profiles). The profiles print that Ms. Israt Jahan is 'Daughter of Mr. Md. Anowar Hossain' and that Mr. Md. Ashik Hossain is 'Son of Mr Anowar Hossain' [4 p.18] [4 p.19]. Mrs. Shahida Anowar is 'also the Chairman of Dubai Bangladesh Cement Mills Ltd., Dubai Bangla LP Gas Ltd. and AG Textile Mills Ltd.' [4 p.17]; Mr. Md. Ashik Hossain is 'the director of Dubai Bangladesh Cement Mills Ltd and Dubai Bangla LP Gas Ltd.' [4 p.19]; Ms. Shirin Akhter is 'the director of Kohinoor Chemical Co. (BD) Ltd, Reedisha Knitex Ltd, Reedisha Spinning Ltd and ReedishaTexstripe Ltd respectively' [4 p.19]. Mr. AZM Shamsul Alam's profile states he 'was the Chairman of Al-Arafah Islami Bank Ltd. for a long time' [4 p.20]. Ms. Israt Jahan was a director in 2022 and is not in the 2025 attendance table; Touseef Mashrurul Karim and Al-Haj Mohammad Yahya were listed as shareholders in 2022 and are directors in the 2025 table [4 p.60] [1 p.40].

Related parties (source: AR2025 note 25). Note 25 lists seven companies with the relationship 'Common Director' and the transaction 'Insurance', with premium earned in 2025: Kohinoor Chemical Co. (BD) Ltd. Tk 13,042,260; Reedisha Spinning Ltd. Tk 4,951,088; Reedisha Knitex Ltd. Tk 12,590,858; Reedisha Tex-Stripe Ltd. Tk 2,463,824; Dubai Bangla Cement Mills Ltd. Tk 12,605,787; Dubai Bangla Bag Factory Ltd. Tk 644,036; Dubai Bangla LP Gas Ltd. Tk 3,561,574 [1 p.39]. The total is Tk 49,859,427 and the largest is Kohinoor Chemical Co. (BD) Ltd. (our arithmetic) [29]. Note 25 does not name the common director for each company and gives no claims paid or balances. Dubai Bangla Bag Factory Ltd. does not appear in the 2022 director profiles [4 p.17] [4 p.19]. Directors' meeting fees are the only director payments listed in note 33; note 35 states that no compensation was paid to any board member for special service [1 p.41].

Ownership. Note 3.02 prints the holding at 31-Dec-2025 and 31-Dec-2024 as Sponsors & Directors 30,391,660 shares (60.00%) and Public Shareholders 20,261,106 (40.00%), total 50,652,766 [1 p.32]; the 2024 and 2023 accounts print the same split [2 p.34] [3 p.29]. The 2022 annual report used a different classification: at 31-Dec-2022 directors and sponsors held 39.64% of 50,652,766 shares, institutions 8.57% and the general public 31.43% [4 p.31]. The general-public share count is printed as 5,922,047 on the shareholding-structure page and as 15,922,047 on the shareholding-pattern page [4 p.31] [4 p.60]. The name-wise list shows Mr. Md. Ashik Hossain 6.00%, Mr. Abu Bakkar Siddique 5.99%, Mrs. Shirin Akhter 5.00%, Mrs. Negar Sultana 4.00%, Mrs. Shahida Anowar 3.00%, Mr. Md. Anowar Hossain 3.00%, Mrs. Israt Jahan 2.75%, Mrs. Nusrat Jahan Tania 2.75%, Mr. Al-haj Mohammad Yahya 2.34% and Mr. Touseef Mashrurul Karim 2.07%, and states no shareholder held 10% or more [4 p.60]. No name-wise holding after 31-Dec-2022 is in the corpus documents.

Dividends and capital. The cash dividend was 10% (Tk 1.00 a share) for 2024 and 2025, declared on DSE on 4-May-2025 and 30-Apr-2026 with record dates 18-Jun-2025 and 8-Jun-2026; DSE posts on 2-Sep-2025 and 13-Sep-2026 report disbursement [25]. The 2025 cash dividend on 50,652,766 shares is Tk 50.7m, 87.4% of profit after tax on the statement face (our arithmetic) [29]. The 2025 statement of changes in equity shows a cash dividend of Tk 50,652,766 and a transfer of Tk 5,000,000 to the reserve for exceptional losses [1 p.21]. Note 4.01 describes the reserve as set aside 'as per Income Tax Ordinance 2023' and states 'Current rate of the reserve is 10.00% of its net premium' [1 p.33]; the Tk 5,000,000 addition is printed as 'Lumpsum' [1 p.33].

Peers 2025: combined ratio 77.4%, 11th lowest of 15; 8th of 10 excluding auditor-modified peers

Set and basis. The comparison uses fifteen general insurers' 2025 revenue accounts on the company basis, each read from its own filing: Islami Commercial and fourteen peers with live, checker-passed AnalystBro notes [9] [10] [11] [12] [13] [14] [15] [16] [17] [18] [19] [20] [21] [22] [23]. All use calendar 2025. The combined ratio is the one definition used throughout: net claims plus revenue-account management expenses (including stamp duty printed separately in the revenue account) plus agent commission (plus re-insurance commission accepted, where printed), less re-insurance commission earned (including profit commission, where printed), over net premium [29]. Five peers' 2025 opinions are modified by their auditors, labels as published: BGIC (qualified, four emphasis-of-matter paragraphs), Central (adverse, seven), Eastern (qualified, six), Asia Pacific (qualified, six) and Federal (qualified, five) [23]. Their inputs are marked with an asterisk in the table, and each rank is given with and without them.

Where Islami Commercial sits. Its 2025 combined ratio of 77.4% ranks 11th lowest of the 15 insurers and 8th lowest of the 10 with unmodified opinions [29]. The range in the set runs from 63.7% (Peoples) to 110.7% (Mercantile Islami) [29]. Its claims ratio of -5.8% is the lowest of the 15; claims for the period were negative at Islami Commercial (ICICL), Peoples, Eastland, Eastern [29]. Its net premium of Tk 665.6m ranks 2nd of the 15; Crystal has the largest, Tk 704.7m [29]. Among the fifteen, Islami Commercial's 2025 auditor printed the largest number of emphasis-of-matter paragraphs together with Central (seven each) [1 p.3] [23].

Ranks without the modified peers. Excluding BGIC, Central, Eastern, Asia Pacific and Federal, the ten remaining insurers' combined ratios run from 63.7% to 110.7%, and Islami Commercial is 8th lowest [29]. Peer figures are taken from each peer's own page as printed; the peers' auditors' modifications concern, among others, management expenses, net premium and equity as described in their published notes [23].

Ratios: return on average equity 6.6% in 2025; cash dividend 87.4% of profit after tax

Returns. Profit after tax on the statement face over average shareholders' equity was 6.6% in 2025, 6.7% in 2024 and 6.9% in 2023; across 2019-2025 it ranged from 5.4% in 2020 to 9.4% in 2021 [29]. The equity base includes a revaluation reserve of Tk 103.5m and a reserve for exceptional losses of Tk 172.0m at 31-Dec-2025 [1 p.11].

Two profit figures. The profit and loss statement prints profit after tax of Tk 57.9m for 2025 and Tk 58.6m for 2024 [1 p.13]. Note 22 deducts 'Income tax paid previous year' of Tk 919,544 (2025) and Tk 2,000,000 (2024) and computes 'Net Profit after Taxation attributable to ordinary shareholders' of Tk 57.0m and Tk 56.6m, from which the printed EPS of Tk 1.13 and Tk 1.12 is derived [1 p.39]. The same adjustment appears in the 2023 note: Tk 2,927,732, giving Tk 56.5m for 2023 against a statement-face figure of Tk 59.5m [3 p.34] [2 p.15]. Ratios in this note use the statement-face figure and label it.

Underwriting share of profit. Underwriting profit was 75.8% of profit before tax in 2025 and 71.4% in 2024 [29]. Across 2018-2025 underwriting profit ranged from Tk (5.15)m in 2018 to Tk 83.18m in 2022 [4 p.12] [29]. The 2018 column of the 2022 five-year table prints profit before tax of Tk 7.68m and profit after tax of Tk 59.42m, with EPS Tk 0.18 [4 p.12].

Cash conversion and payout. Net cash from operating activities over statement-face profit after tax was 1.32x in 2022, 1.21x in 2023, 0.04x in 2024 and 1.10x in 2025 [29]. Cash dividends were 84.9% of profit after tax in 2022, 85.2% in 2023, 86.4% in 2024 and 87.4% in 2025 (cash dividend percentage times paid-up capital, over profit after tax) [29].

Leverage. Shareholders' equity was 57.4% of total assets at 31-Dec-2025 and between 56.4% and 63.1% across 2018-2025 [29]. The balance sheet has no borrowing line [1 p.11].

NAV and EPS, figure by figure. NAV per share was printed at Tk 17.01 at 31-Dec-2022 and Tk 17.12 at 31-Dec-2023 [3 p.34], Tk 17.24 at 31-Dec-2024 and Tk 17.36 at 31-Dec-2025 [1 p.39]. DSE posts give Tk 17.45 at 31-Mar-2025, Tk 17.59 at 30-Jun-2025, Tk 16.63 at 30-Sep-2025, Tk 17.68 at 31-Mar-2026, Tk 18.31 at 30-Jun-2026 and Tk 17.75 at 30-Sep-2026 [25]. EPS was printed at Tk 1.03 for 2022, Tk 1.12 for 2023, Tk 1.12 for 2024 and Tk 1.13 for 2025 [4 p.12] [3 p.34] [1 p.13]. NOCF per share was Tk 1.55 for 2022 and Tk 1.43 for 2023 [3 p.24].

2026 so far: H1 net premium Tk 228.3m against Tk 325.6m; nine-month EPS Tk 1.38 (DSE)

First half. In the half-year to 30-Jun-2026 net premium was Tk 228.3m against Tk 325.6m, claims for the period Tk 49.6m against Tk 13.2m, expenses of management Tk 173.8m against Tk 245.9m, and agent commission nil against Tk 52.1m [8 p.5]. Underwriting profit was Tk 64.3m against Tk 4.8m; the fire account printed a loss of Tk 19.5m and marine cargo a profit of Tk 65.1m [8 p.3]. Interest income was Tk 19.9m against Tk 29.8m, and the P&L also carries 'Compensation to Custom, Excise & VAT' of Tk 1.4m [8 p.3]. Profit before tax was Tk 71.9m and profit after tax Tk 47.8m (EPS Tk 0.94) against Tk 25.1m and Tk 17.6m (EPS Tk 0.35) [8 p.3]. On the one definition, the half-year combined ratio was 91.0% against 90.7% [29].

Balance sheet at 30-Jun-2026. Shareholders' equity was Tk 927.4m and total equity and liabilities Tk 1,534.4m; the reserve for exceptional losses was Tk 176.0m, against Tk 172.0m at 31-Dec-2025 [8 p.1]. Outstanding claims were Tk 16.4m against Tk 31.6m [8 p.1].

Third quarter (DSE posts). DSE posted on 29-Oct-2026 EPS of Tk 0.44 for July-September 2026 against Tk 0.14, EPS of Tk 1.38 for January-September 2026 against Tk 0.50, NOCFPS of Tk 0.96 against Tk 0.26 and NAV per share of Tk 17.75 at 30-Sep-2026 [25]. The company's explanation as posted: 'EPS increased due to increase of net profit after tax of the company. NOCFPS increased primarily due to the omission of agent commission and decrease of certain operating expenses.' [25]. The Q3 2026 statements are not in the corpus at 1-Nov-2026.

Corrections. Of the 40 DSE posts returned for the sweep, 1 is a correction: on 29-Oct-2025 the company revised January-September 2025 EPS to Tk 0.50 'instead of Tk. 0.39' [25]. The archive returned posts dated 24-Apr-2025 to 29-Oct-2026; posts from 1-Nov-2024 to 23-Apr-2025 were not returned and are not counted.

What's next: FY2026 results (inferred 11-Mar to 29-Jun-2027), Q1 2027 accounts, 2027 AGM; no dates notified

Dates. No date has been notified for the FY2026 audited results, the Q1 2027 accounts or the 2027 AGM. The ranges below are inferred from every printed precedent in the corpus and the DSE archive, labelled by type, and both ends fall on Sunday-Thursday DSE trading weekdays. FY2026 results: precedents are the FY2019 statement date 15-Jun-2020 [7 p.8], the FY2020 statement date 29-Jun-2021 [6 p.4], the FY2021 statement date 13-Mar-2022 [5 p.10], the FY2022 statement date 13-Jun-2023 [4 p.71], the FY2023 statement (DVC) date 25-Apr-2024 [2 p.6], the FY2024 board date 30-Apr-2025 and the FY2025 board date 29-Apr-2026 (LR 19(1) posts of 24-Apr-2025 and 23-Apr-2026) [25]. Q1 accounts: board dates 14-May-2025 and 29-Apr-2026 (LR 16(1) posts of 8-May-2025 and 26-Apr-2026) [25]. AGM: the 23rd AGM date 23-Aug-2023 [4 p.4] and AGM dates 31-Jul-2025 and 6-Aug-2026 as announced in the dividend posts of 4-May-2025 and 30-Apr-2026 [25]. IFRS 17 and IFRS 16: the auditor refers to 'the upcoming periods' and 'the upcoming period'; no date is notified [1 p.4].

Passed events. The EGM of 9-Feb-2026 on the auditor appointment (passed), the AGM of 6-Aug-2026 (passed; DSE reported dividend disbursement on 13-Sep-2026) and the Q3 2026 board meeting of 28-Oct-2026 (passed; results posted 29-Oct-2026) [25]. Bangladesh's LDC graduation date is 24-Nov-2029 [27] [28].

Risks: share-portfolio valuation, management-expense limit, receivables from re-insurers, tax

Share valuation. The share portfolio is carried at cost [1 p.3]. The auditor's market value for the 61 quoted holdings, Tk 117.3m, was 54.4% of their cost (our arithmetic) [29]. Note 4.04 records no adjustment [1 p.33]. The line affected is investment in shares.

Management expenses. The excess over the IDRA limit quantified by the auditors was Tk 112.0m for 2024 and Tk 225.1m for 2025 [2 p.5] [1 p.4]. In H1 2026 expenses of management were Tk 173.8m against Tk 245.9m [8 p.5]. The line affected is expenses of management in the revenue accounts.

Receivables and claims. The Tk 312.0m due from Sadharan Bima Corporation and other re-insurers was 20.4% of total assets at 31-Dec-2025 (our arithmetic) [29] [1 p.12]. The auditor did not confirm it [1 p.3], and the 2024 auditor printed the same finding for Tk 313.8m [2 p.6]. Claims for the period were Tk (38.3)m in 2025 and Tk 49.6m in H1 2026 [1 p.15] [8 p.5].

Tax. The provision for taxation rose from Tk 186.6m to Tk 213.9m in 2025 with an addition of Tk 27.3m [1 p.34]. Advance tax was Tk 225.7m [1 p.35]. The auditor's fifth emphasis paragraph states that Tk 162.5m shown as advance tax for assessment years 2015-2016 to 2024-2025 'should be adjusted' with tax payable [1 p.4]. The 2025 deferred tax line is printed as a negative liability of Tk (285,094) [1 p.11].

History and market: eight years of printed figures; close Tk 38.1 on 29-Oct-2026; 52-week closes Tk 20.4-41.3

Printed history. The 2022 annual report's five-year table gives gross premium, net premium, underwriting result, profit, equity, total assets, EPS and dividend for 2018-2022 in Tk mn [4 p.12]; 2023-2025 figures are from the statements [2 p.13] [2 p.15] [1 p.11] [1 p.13]. Shareholders' equity was Tk 540.98m at 31-Dec-2018 and Tk 879.6m at 31-Dec-2025; the step in 2022 includes the IPO proceeds of Tk 202.61m [4 p.12] [4 p.25] [1 p.11]. Total assets were Tk 959.88m at 31-Dec-2018 and Tk 1,532.5m at 31-Dec-2025 [4 p.12] [1 p.12]. The 2022 table prints 'Gross Claim Paid' of Tk 662.32m for 2019 and Tk 47.21m for 2022 [4 p.12].

Market data. The shares closed at Tk 38.1 on 29-Oct-2026 [24]. Over the 52 weeks to that date, DSE trading-day closes ranged from Tk 20.4 (on 13-Nov-2025, 08-Mar-2026, a tie) to Tk 41.3 (29-Sep-2026), on an unadjusted basis: the company paid cash dividends only in the window [24] [25]. Two Saturday bars in the feed (23-May-2026, close Tk 28.0; 17-Oct-2026, close Tk 36.7) are excluded from the range [24]. Market value on 50,652,766 shares was Tk 1,929.9m [29]. The P/E on the 2025 EPS as printed (Tk 1.13, which uses profit after the prior-year tax adjustment in note 22) was 33.7x; the price was 2.15x the DSE-posted NAV of Tk 17.75 at 30-Sep-2026 and 2.19x the printed NAV of Tk 17.36 at 31-Dec-2025; the 2025 cash dividend of Tk 1.00 was 2.6% of the price [29].

FAQ

How profitable was Islami Commercial Insurance in 2025?

Profit after tax on the statement face was Tk 57.9m against Tk 58.6m in 2024; EPS was printed at Tk 1.13 against Tk 1.12. Underwriting profit was Tk 64.5m and interest income Tk 31.6m. Return on average equity was 6.6% on the statement-face profit (our arithmetic).

What did the auditor say about the 2025 accounts?

Arun & Company wrote that the financial statements 'give true and fair view of the financial position of the company as at 31 December 2025'. It added seven emphasis-of-matter paragraphs (investment fluctuation reserve, tax provision, share portfolio at cost, unconfirmed receivable from insurers, advance tax, IFRS 16, management expenses above the IDRA limit) and stated 'Our opinion is not modified in this regard.' It also wrote three other-matter paragraphs and four key audit matters.

What is Islami Commercial Insurance's combined ratio?

77.4% in 2025, 78.0% in 2024 and 84.4% in 2023, measured as net claims plus revenue-account management expenses, stamp duty and agent commission, less re-insurance commission, over net premium. Among 15 general insurers on the same definition it ranked 11th lowest in 2025, and 8th of 10 with unmodified audit opinions.

What dividend did Islami Commercial Insurance declare for 2025?

10% cash, Tk 1.00 a share, recommended at the 161st board meeting on 29-04-2026. The record date was 8-Jun-2026 and the AGM 6-Aug-2026; DSE posted on 13-Sep-2026 that the dividend was disbursed. The dividend was also 10% for each year from 2021 to 2024; notes show the 2022-2024 dividends paid in cash.

Who runs and owns the company?

The 2025 board has ten directors with Mrs. Shahida Anowar as Chairman and Touseef Mashrurul Karim as Vice Chairman, including two independent directors. Qazi Mukarram Dastagir has been Chief Executive Officer since 25/07/2024. Note 3.02 of the 2025 accounts prints Sponsors & Directors at 60.00% (30,391,660 shares) and Public Shareholders at 40.00% at 31-Dec-2025 and 31-Dec-2024. The 2022 annual report printed 'Directors and Sponsors' at 39.64% at 31-Dec-2022 under a different classification, with no shareholder at 10% or more.

Where does the company keep its investments?

At 31-Dec-2025 fixed deposits were Tk 363.1m, of which Al-Arafah Islami Bank PLC Tk 144.1m; treasury bonds Tk 83.01m held as the statutory deposit; and shares Tk 265.46m at cost, whose quoted part the auditor valued at Tk 117.29m.

Which related parties does the company disclose?

Note 25 lists insurance premium earned in 2025 from seven companies marked 'Common Director': Kohinoor Chemical, three Reedisha companies and three Dubai Bangla companies, Tk 49.9m in total. The note does not name the director for each; the 2022 director profiles list Shirin Akhter as a director of Kohinoor Chemical and the Reedisha companies, and Shahida Anowar and Md. Ashik Hossain at 'Dubai Bangladesh Cement Mills Ltd' and Dubai Bangla LP Gas Ltd.; Dubai Bangla Bag Factory Ltd. is not in the profiles.

Sources

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