Union Insurance financial analysis: qualified 2025 audit, combined ratio 77.6% (Oct 2026)

Investment considerations: 2025 EPS Tk 1.90, combined ratio 77.6%, qualified audit opinion, Tk 968.0m due from Sadharan Bima Corporation

What it is. Union Insurance PLC (DSE: UNIONINS) is a non-life insurer incorporated on 24 August 2000 that writes 'All types of Non-Life Insurance Business (Fire, Marine, Motor & Miscellaneous etc.)' [1 p.29]. The corporate-information page prints 47 branches, about 570 employees and a 20-member board [1 p.29]. Its shares were first traded on DSE on 16 January 2022 after an initial public offering, and the 2021 cash-flow statement records Tk 193.61m of 'Share Issued' [4 p.65]. DSE approved the change of name from 'Union Insurance Company Limited' to 'Union Insurance PLC.' with effect from 27 April 2026 [9]. It had 48,402,260 shares of Tk 10 at 31-Dec-2025 [1 p.90].

Where it stands. Gross premium was Tk 833.77m in 2025 (2024: Tk 860.10m) and net premium (premium less re-insurance) Tk 721.09m (2024: Tk 660.42m) [1 p.97] [1 p.76]. Net claims were Tk 246.33m and the underwriting profit transferred to the profit and loss account Tk 121.94m (2024: Tk 112.86m) [1 p.76]. Profit before tax was Tk 98.80m and profit after tax Tk 91.87m, EPS Tk 1.90 (2024: Tk 1.87) [1 p.74] [1 p.98]. On the one combined-ratio definition used for every insurer in this note, the 2025 ratio was 77.6% and the 2024 ratio 79.1% [12]. FAMES & R, Chartered Accountants (partner Fouzia Haque, FCA), gave a qualified opinion with two basis paragraphs, four emphasis paragraphs and four key audit matters [1 p.66] [1 p.67] [1 p.72]. The 2024 opinion from the same firm was also qualified [2 p.63].

Sources of shareholder returns. Underwriting profit was Tk 121.94m in 2025 and interest on FDR, STD and BGTB Tk 15.42m [1 p.74] [1 p.96]. Losses on shares were Tk 20.46m realised and Tk 6.98m unrealised in 2025 [1 p.74]. Return on average equity was 10.1% in 2025; the 2022-2025 range is 10.1% (2025) to 11.1% (2022) [12]. The board recommended a 10% cash dividend for 2025, Tk 48.40m on 48,402,260 shares, 52.7% of 2025 profit after tax (derived) [9] [12]. Net operating cash flow was Tk 57.01m in 2025, 62.1% of profit after tax [1 p.83] [12].

• Sadharan Bima Corporation: Tk 968.03m receivable 'as co-insurance' at 31-Dec-2025 and Tk 130.84m payable to SBC as re-insurance creditor; the auditor could not confirm the closing balances.
• Tax: provision for income tax of Tk 168.17m and advance income tax of Tk 134.46m at 31-Dec-2025; the auditor writes that 'the tax assessment orders are pending or in the process of appeal for many years'.
• Fire: net claims of Tk 221.78m on net premium of Tk 284.30m in 2025; underwriting loss of Tk 99.75m.
• Floor purchase: Tk 265.53m advance carried at 31-Dec-2024 and 31-Dec-2025; note 39 prints no capital-expenditure commitment.
• Funds: the auditor writes that the statutory audit of the provident, gratuity and workers' profit participation funds for 2021-2025 is pending (emphasis c).

Business: fire 38.1% and marine cargo 29.8% of 2025 gross premium; government business 13.0%

How it makes money. A Bangladeshi non-life insurer collects premium, cedes part of each risk to re-insurers (who pay a commission back), sets aside a reserve for the unexpired part of each policy, and pays claims, agency commission and management expenses from the rest; the balance is the underwriting profit. It then earns interest and dividends on the funds it holds. Union Insurance's revenue accounts set the reserve for unexpired risks at 40% of the year's premium income for fire, marine cargo, motor and miscellaneous business and at 100% for marine hull [1 p.77] [1 p.78] [1 p.79] [1 p.80] [1 p.81]. The corporate-information page gives the IDRA registration date as 27 August 2000 [1 p.29]; the IDRA certificate in the report renews registration CR-21/2000 from 1 January 2026 to 31 December 2026 and is dated 21 July 2026 [1 p.14].

Classes. Fire wrote Tk 317.68m of 2025 gross premium, 38.1% of the total and 20.3% more than in 2024 [1 p.97] [12]. Marine cargo wrote Tk 248.15m (29.8%), 35.1% less than the Tk 382.54m of 2024 [1 p.97] [12]. Miscellaneous wrote Tk 124.36m (14.9%, up 22.4%), marine hull Tk 85.06m (10.2%, up 48.2%) and motor Tk 58.52m (7.0%, up 7.3%) [1 p.97] [12]. Note 27 splits each class into direct and government business: government (PSB) premium was Tk 108.61m in 2025, 13.0% of the total, of which miscellaneous Tk 43.77m [1 p.97] [12]. Retention (net premium over gross premium) was 99.8% in motor, 78.9% in marine hull, 88.3% in miscellaneous, 89.5% in fire and 81.2% in marine cargo [12].

Five years of premium. Gross premium was Tk 701.69m in 2021, Tk 726.95m in 2022 and Tk 811.04m in 2023 in the five-year table, and Tk 860.10m in 2024 and Tk 833.77m in 2025 in note 27 [2 p.27] [1 p.97]. Net premium was Tk 605.72m in 2021 and Tk 721.09m in 2025 [4 p.58] [1 p.76]. Re-insurance premium ceded was Tk 112.68m in 2025 and Tk 199.68m in 2024 [1 p.97]. Retention ranged from 74.0% (2023) to 86.5% (2025) [12].

Related-party business. Note 36(b) lists two related parties, both described as 'Common Directors', with 'Insurance Premium' as the nature of transaction: Clifton Group, Tk 5,845,947, and Samata Shipping & Trading Agencies, Tk 16,269,280 [1 p.102]. The directors' business-concern page links Prof. Md. M. Kamal Uddin Chowdhury to Clifton Group and Mr. Md. Azizur Rahman, Mr. Jahangir Alam and Mrs. Bibi Wazeda to Samata Shipping Lines [1 p.31]. Note 36(a) states that no loan was given to the directors during the year [1 p.101].

Underwriting: 2025 profit Tk 121.9m; unexpired-risk reserve up Tk 39.5m; combined ratio 77.6%

The revenue account. In 2025 net premium was Tk 721.09m and commission on re-insurance ceded Tk 31.18m (2024: Tk 36.15m) [1 p.76]. Net claims were Tk 246.33m: Tk 269.23m paid, plus Tk 38.60m outstanding at the year-end, less Tk 61.50m outstanding a year earlier [1 p.76]. Agency commission was Tk 108.77m (2024: Tk 113.87m) and expenses of management Tk 235.75m (2024: Tk 203.75m) [1 p.76]. The reserve for unexpired risks closed at Tk 328.72m from Tk 289.25m, a rise of Tk 39.47m charged before the Tk 121.94m profit [1 p.76] [12]. Rebuilt from these rows the profit is Tk 121,944,607; the account prints Tk 121,944,609, and its two printed totals are Tk 1,041,515,693 each [1 p.76] [12].

Expenses of management. Note 25 apportions the Tk 235.75m to fire (Tk 89.82m), marine cargo (Tk 70.16m), miscellaneous (Tk 35.16m), marine hull (Tk 24.05m) and motor (Tk 16.55m), with no direct charge [1 p.96]. The 2025 total is Tk 32.00m above the 2024 total of Tk 203.75m [1 p.96] [12]. Expenses of management were 32.7% of net premium in 2025; the 2021-2025 values are 27.9%, 32.6%, 32.0%, 30.9%, 32.7% [12]. Separately, the profit and loss account charges Tk 14.76m of management expenses 'Not Applicable to any particular Fund or Account', incl. depreciation of Tk 9.80m and directors' fees of Tk 0.86m [1 p.74].

By class. On the same combined-ratio definition, fire ran at 120.6%, marine hull at 89.0%, motor at 46.4%, marine cargo at 43.0% and miscellaneous at 39.4% in 2025 [12]. Fire net claims were Tk 221.78m on net premium of Tk 284.30m (78.0%), and fire lost Tk 99.75m in 2025 and Tk 118.19m in 2024 [1 p.77] [12]. Marine cargo net claims were minus Tk 4.09m in 2025 and minus Tk 15.10m in 2024: outstanding claims released (Tk 11.71m at the start of 2025, Tk 2.29m at the end) exceeded claims paid of Tk 5.33m [1 p.78]. The five class accounts add to Tk 121,944,609 for 2025 and Tk 112,859,231 for 2024; the 2024 account prints Tk 112,859,232 [1 p.74] [12].

Five years of claims. Net claims were Tk 299.63m in 2021, Tk 202.28m in 2022, Tk 203.95m in 2023, Tk 241.08m in 2024 and Tk 246.33m in 2025 [4 p.54] [4 p.56] [4 p.58] [3 p.50] [3 p.53] [2 p.70] [2 p.73] [1 p.73] [1 p.76]. As a share of net premium they ranged from 34.0% (2023) to 49.5% (2021) [12]. Agency commission was Tk 39.76m in 2021 and Tk 102.84m in 2022 in the 2022 revenue account [4 p.58]. The combined ratio ranged from 77.6% (2025) to 80.9% (2023), and the underwriting margin (underwriting profit over net premium) was 16.9% in 2025 [12]. The five-year tables print underwriting profit of Tk 263.95m for 2022 and Tk 231.14m for 2021; the revenue accounts print Tk 124.92m and Tk 84.07m [2 p.27] [4 p.58].

Investments and cash: Tk 82.0m of cash and bank balances, Tk 67.5m of FDRs, Tk 59.0m of treasury bonds

Where the money sits. At 31-Dec-2025 cash and bank balances were Tk 81.99m: fixed deposit receipts Tk 67.46m, short-term deposit accounts Tk 9.63m, cash in hand Tk 2.66m and DD in transit Tk 2.23m [1 p.96]. A year earlier they were Tk 115.01m, of which FDRs Tk 103.71m [1 p.96]. Investment at cost in Bangladesh Government Treasury Bonds was Tk 59.00m (2024: Tk 25.00m) and investment in shares Tk 38.67m (2024: Tk 61.09m) [1 p.73]. Note 17 labels Tk 38,612,920 of the share balance 'IPO Share' and Tk 56,691 'Balance with Stock Broker' [1 p.94]. Cash and bank balances were 4.7% of total assets at 31-Dec-2025 [12].

Cash over five years. Cash and bank balances at 31 December were Tk 385.26m (2021), Tk 207.40m (2022), Tk 160.24m (2023), Tk 115.01m (2024) and Tk 81.99m (2025); they fell in each of the four years 2022-2025 [4 p.54] [4 p.56] [4 p.58] [3 p.50] [3 p.53] [2 p.70] [2 p.73] [1 p.73] [1 p.76] [12]. The 2022 cash-flow statement shows investing outflows of Tk 97.62m into shares, Tk 45.00m into FDRs and Tk 72.80m of 'Advance against floor purchase' in 2022, and Tk 72.82m of the same advance in 2021 [4 p.65]. In 2025 investing activities used Tk 31.85m, of which Tk 17.54m into FDRs and Tk 14.30m for fixed assets, and financing activities used Tk 58.18m [1 p.83].

Income from the book. Interest on FDR, STD and BGTB was Tk 15.42m in 2025 (2024: Tk 12.24m): FDR interest Tk 8.06m and BGTB interest Tk 7.24m [1 p.96]. The profit and loss account also shows dividend income of Tk 1.11m, a loss on sale of shares of Tk 20.46m (2024: loss Tk 1.32m) and an unrealised loss on shares of Tk 6.98m (2024: loss Tk 12.82m) [1 p.74]. Gain on sale of fixed assets was Tk 1.73m and office-rent income Tk 0.24m [1 p.74]. The five-year table prints 'Investment & Other Income (Gross)' of 19.06 for 2025 [1 p.28].

Cash flow. Collection from premium and other income was Tk 754.77m in 2025 (2024: Tk 792.29m) and payments for management expenses, re-insurance and claims Tk 700.82m (2024: Tk 757.27m) [1 p.83]. Net operating cash flow was Tk 57.01m in 2025, Tk 36.85m in 2024, Tk 36.17m in 2023, Tk 64.40m in 2022 and Tk 99.87m in 2021 [1 p.83] [4 p.65] [12]. Over profit after tax the ratio ranged from 40.8% (2024) to 216.8% (2021) [12]. NOCFPS was Tk 1.18 for 2025 and Tk 0.76 for 2024 [1 p.83].

Ratios 2021-2025: ROE 10.1% in 2025, equity 53.8% of assets, payout 52.7%

Returns. Return on average equity was 11.1%, 10.6%, 10.4%, 10.1% in 2022-2025 [12]. Return on average assets was 5.5% in 2025 and 6.5% in 2022 [12]. Profit after tax was Tk 46.06m in 2021, Tk 85.80m in 2022, Tk 87.61m in 2023, Tk 90.34m in 2024 and Tk 91.87m in 2025 [4 p.70] [3 p.72] [1 p.98]. The 2022 figure of Tk 85,803,293 is after a workers' profit participation fund charge of Tk 4,205,257; the 2023 report reprints 2022 profit after tax as Tk 85,353,918 [4 p.70] [3 p.72].

Tax. Tax took 7.0% of pre-tax profit in 2025 and 10.6% in 2024 [12]. The 2025 tax computation deducts the Tk 72.11m transfer to the reserve for exceptional losses, dividend income, BGTB interest, gains on fixed assets and office rent from pre-tax profit, leaving taxable business income of Tk 16.37m; provision for income tax was Tk 7.07m [1 p.98]. The appropriation account adds back a deferred tax income of Tk 0.14m [1 p.75]. The balance of 'Provision for Income Tax (Company)' was Tk 168.17m at 31-Dec-2025 and 'Advance Income Tax (Company)' Tk 134.46m [1 p.92] [1 p.95].

Capital. Equity was 53.8% of total assets at 31-Dec-2025; the ratio was lower at each year-end from 2022 to 2025 than a year earlier; it was 58.8% at 31-Dec-2021 [12]. Paid-up capital was Tk 484.02m throughout 2021-2025 and the reserve for exceptional losses rose to Tk 400.93m from Tk 328.82m [1 p.73] [4 p.54]. Equity was Tk 931.00m at 31-Dec-2025 and NAV per share Tk 19.23 [1 p.73]. The five-year tables print 'Book Value Per Share' of 10.00 for 2022-2025, the face value [1 p.28].

Payout. Cash dividends were 5% for 2021 and 10% for each of 2022-2025, with no stock dividend in the tables [1 p.28] [2 p.27] [9]. On 48,402,260 shares the cash dividend was 52.5% (2021) to 56.4% (2022) of profit after tax (derived) [12]. The appropriation account records dividend paid of Tk 48.40m in 2025 and 2024 [1 p.75]. Dividend payable was Tk 26.68m at 31-Dec-2025, incl. Tk 2.61m for 2020, Tk 4.31m for 2021, Tk 7.98m for 2022, Tk 3.95m for 2023 and Tk 7.82m for 2024 [1 p.92]. Note 10.01 prints the 2022 balance as 7,979,114 at 31-Dec-2025 and 7,979,144 at 31-Dec-2024 [1 p.92].

Balance sheet and audit: qualified opinion with four emphasis paragraphs and four key audit matters; SBC receivable 104.0% of equity

Opinion, in full. FAMES & R, Chartered Accountants (Fouzia Haque, FCA, Partner), signed on 11 May 2026 (DVC #2605111032AS472666) [1 p.72]. The opinion paragraph reads: 'In our opinion, except for the effects of the matter described in the basic for Qualified opinion section of our report, the accompanying financial statements present fairly, in all material respects, the financial position of the company as at December 31, 2025, and its financial performance and its cash flows for the year ended in accordance with International Financial Reporting Standards (IFRSs), the Companies Act 1994, the Insurance Act 2010, the Insurance Rules 1958, the Securities and Exchange Rules 2020 and other applicable laws and regulations.' [1 p.66]. The financial statements carry the line 'Date : May 28, 2025' beside the auditor's signature [1 p.73]. DSE posted the qualified-opinion notice on 2-Jun-2026 [9].

Basis for qualified opinion, in full. '1. Claims due or intimated from the insured involves significant management judgment and risk of understatement. However, while reviewing the claims paid during the year and outstanding claims as of December 31, 2025, we observed variances and control lapses in the approval and recording process. Also, we could not confirm the closing balances of "Amount due to other bodies carrying on insurance businesses" and "Amount due from other bodies carrying on insurance businesses." 2. The provision for income tax and deferred tax has to be maintained by following IAS 12 (Income Tax). However, while verifying the provisions and expenses we observed variances and also, we came to observe that the tax assessment orders are pending or in the process of appeal for many years. Therefore, we could not confirm the additional tax obligations.' [1 p.66]. The balances qualified at 31-Dec-2025 are Tk 968,032,970 receivable from SBC and Tk 130,836,311 payable to SBC, outstanding claims of Tk 38,595,000 and deferred tax liability of Tk 139,401 [1 p.73].

Emphasis matters, in full. 'a) The provisions for the expenses have to be maintained following the IAS 37 (Provisions, Contingent Liabilities and Contingent Assets). However, Company has not maintained provision following IAS 37.' [1 p.66] 'b) The company has maintained software for the premium deposits and we have been supplied with the system generated business data. However, we observed deficiencies and control lapses. c) The company has a provident fund, a gratuity fund, and a worker's profit participation fund. However, the statutory audit of these funds for the year ended 31 December 2021, 2022, 2023, 2024 and 2025 is still pending. d) Property, plant, and equipment has to be recognized and subsequently measured following IAS 16 (Property, plant, and equipment). Therefore, we recommend to maintain the fixed assets register and unique identification number properly. For assets under revaluation model needed to be revalued regular to avoid material difference with its fair value.' [1 p.67]. The workers' profit participation fund balance was Tk 30,287,648 at both year-ends, with no addition and no payment in 2025 [1 p.92].

Key audit matter 1, premium income, in full. '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, and we do not provide a separate opinion on these matters. Key audit matters were identified in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters except the matters of restatement of financial position presented for the year ended December 31, 2025 which described in details below. We summarized below the key audit matters in arriving at our audit opinion above, together with our key audit procedures to address those matters and, as required for public limited entities, our results from those procedures. Premium income is the most financially significant item in the statement of profit and loss account & profit and loss appropriation account. The company has reported gross premium income of BDT 833,771,640 for the year ended December 31, 2025. Gross general insurance premium comprises the total premium' [1 p.67]. The cell ends there; the next page continues with the auditor's procedures and the line 'See Form Xto the financial statements' [1 p.68].

Key audit matter 2, outstanding claims, in full. 'Union Insurance PLC. has represented the amount related with the claim due or intimated from the insured which involves management judgment & risk of over & understatement of the value. As a result, financial statements may show distorted amount which may also concern going concern issue for the company. At the year-end 2025, the Company reported total balance under the head of estimated liability in respect of outstanding claims whether due or intimated and claim payment of BDT 38,595,000.' 'See note 15to the financial statements' [1 p.68].

Key audit matter 3, property, plant & equipment, in full. 'The carrying value of property, plant & equipment amounts to Taka 116,720,204. This represents a significant amount in the company's statement of financial position as at December 31, 2025. There is a risk of: determining which costs meet the criteria for capitalization; determining the date on which the assets is recognized to property, plant and equipment and depreciation commences; the estimation of economic useful lives and residual values assigned to Fixed asset. We identified the carrying value of property, plant and equipment as a key audit matter because of the high level of management judgment involved and because of its significance to the financial statements.' 'See note no 22.00 to the financial statements.' [1 p.68] [1 p.69].

Key audit matter 4, deferred tax liability, in full. 'Company reported net deferred tax liability totaling Taka 139,401 as at December 31, 2025. Significant judgment is required in relation to deferred tax liability as their liability is dependent on forecasts of future profitability over a number of years.' 'See note no. 14 to the financial statements' [1 p.69] [1 p.70].

The 2024 opinion, in full. FAMES & R (Fouzia Haque, FCA) signed the 2024 statements on May 28, 2025 (DVC#2505281032AS593964) [2 p.70]. 'In our opinion, except for the effects of the matter described in the basic for Qualified opinion section of our report, the accompanying financial statements present fairly, in all material respects, the financial position of the company as at December 31, 2024, and its financial performance and its cash flows for the year ended in accordance with International Financial Reporting Standards (IFRSs), the Companies Act 1994, the Insurance Act 2010, the Insurance Rules 1958, the Securities and Exchange Rules 2020 and other applicable laws and regulations.' [2 p.63]. DSE posted the 2024 qualified-opinion notice on 19-Jun-2025 [9].

2024 basis for qualified opinion, in full. '1. Claims due or intimated from the insured involves significant management judgment and risk of understatement. However, while reviewing the claims paid during the year and outstanding claims as of December 31, 2024, we observed variances and control lapses in the approval and recording process. Also, we could not confirm the closing balances of "Amount due to other bodies carrying on insurance businesses" and "Amount due from other bodies carrying on insurance businesses." 2. The provision for income tax and deferred tax has to be maintained by following IAS 12 (Income Tax). However, while verifying the provisions and expenses we observed variances and also, we came to observe that the tax assessment orders are pending or in the process of appeal for many years. Therefore, we could not confirm the additional tax obligations. 3. The Company declared @10% of Cash dividend as per last Board Meeting and reported dividend an amount of Taka 48,402,260 but the said amount had not deposited into bank accounts and had not deducted TDS from the distributed amount. It is also noted that, we found unpaid dividend of Tk. 35,903,383 as on December 31, 2024.' [2 p.63].

2024 emphasis matters, in full. 'a) The provisions for the expenses have to be maintained following the IAS 37 (Provisions, Contingent Liabilities and Contingent Assets). However, we have observed irregularities while verifying the closing balance of provisions payables.' [2 p.63] 'b) The company has maintained software for the premium deposits and we have been supplied with the system generated business data. However, while reviewing the accounting system, we came to observe that the company did not have any system generated trial balance as of 31 December 2024. c) The company has a provident fund, a gratuity fund, and a worker's profit participation fund. However, the statutory audit of these funds for the year ended 31 December 2021, 2022, 2023 and 2024 is still pending. d) Property, plant, and equipment has to be recognized and subsequently measured following IAS 16 (Property, plant, and equipment). Therefore, we recommend to maintain the fixed assets register and unique identification number properly. For assets under revaluation model needed to be revalued regular to avoid material difference with its fair value.' [2 p.64].

2024 key audit matters, in full. 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, and we do not provide a separate opinion on these matters. Key audit matters were identified in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters except the matters of restatement of financial position presented for the year ended December 31, 2024 which described in details below. We summarized below the key audit matters in arriving at our audit opinion above, together with our key audit procedures to address those matters and, as required for public limited entities, our results from those procedures.' Premium income: 'Premium income is the most financially significant item in the statement of profit and loss account & profit and loss appropriation account. The company has reported gross premium income of BDT 860,103,364 for the year ended December 31, 2024. Gross general insurance premium comprises the total premium received during the accounting period for which insurance policy has been issued by contracts with Union Insurance Co. Ltd. As the premium income recognition, due to the significance of the balance to the financial statements as a whole, we regard this as a key audit matter.' [2 p.64] Outstanding claims: 'Northern Islami Insurance PLC. has represented the amount related with the claim due or intimated from the insured which involves management judgment & risk of over & understatement of the value. As a result, financial statements may show distorted amount which may also concern going concern issue for the company. At the year-end 2024, the Company reported total balance under the head of estimated liability in respect of outstanding claims whether due or intimated and claim payment of BDT 61,495,000.' [2 p.65] Property, plant & equipment: 'The carrying value of property, plant & equipment amounts to Taka 114,898,191. This represents a significant amount in the company's statement of financial position as at December 31, 2024. There is a risk of: determining which costs meet the criteria for capitalization; determining the date on which the assets is recognized to property, plant and equipment and depreciation commences; the estimation of economic useful lives and residual values assigned to Fixed asset. We identified the carrying value of property, plant and equipment as a key audit matter because of the high level of management judgment involved and because of its significance to the financial statements.' [2 p.66] Deferred tax liability: 'Company reported net deferred tax liability totaling Taka 198,908 as at December 31, 2024. Significant judgment is required in relation to deferred tax liability as their liability is dependent on forecasts of future profitability over a number of years.' [2 p.67]. The outstanding-claims key audit matter in the 2024 report names 'Northern Islami Insurance PLC.' as printed [2 p.65]. The 2022 accounts were audited by M M Rahman & Co. (Syed Mahmud Ahmad FCA), signing on 13 June 2023 [4 p.58]; the 2021 accounts by FAMES & R (Fouzia Haque, FCA), dated June 05, 2022 [7 p.48].

Receivables. Note 19 describes the line as 'the total receivable from various persons or bodies carrying on insurance business as co-insurance' and lists one counterparty, 'Receivable from Sadharan Bima Corporation (SBC)', Tk 968,032,970 at 31-Dec-2025 and Tk 803,937,385 a year earlier [1 p.95]. That is 104.0% of equity and 56.0% of total assets [12]. The receivable over equity was 58.9%, 74.6%, 90.6%, 104.0% at the 2022-2025 year-ends [12]. Note 13 shows Tk 130,836,311 owed to SBC as 'Re-Insurance Creditors (SBC)' (2024: Tk 51,201,693) [1 p.93].

Advances. Sundry debtors of Tk 447.97m include 'Advance against Floor Purchase' of Tk 265,529,880 and 'Advance against Floor Decoration to ABED Holdings' of Tk 35,520,000, both shown at the same amounts a year earlier and labelled '12 Month above' [1 p.95]. Together they are 32.3% of equity [12]. Note 39 states: 'There was no commitment for capital expenditure and also not incurred or provided for the year ended 31st December, 2025.' [1 p.102]. The 24 months of DSE news hold no board approval of a floor purchase or other capital expenditure [9].

2026 to date: nine-month EPS Tk 1.94 (9M 2025: Tk 1.80); NAV per share Tk 20.17 at 30-Sep-2026

The third-quarter statements. The unaudited statements to 30-Sep-2026 print gross premium income of Tk 407,596,387 for January-September 2026 (2025: Tk 477,307,313) and Tk 181,462,752 for July-September (2025: Tk 146,992,644) [6 p.2]. Underwriting profit was Tk 105,127,469 for the nine months (2025: Tk 63,840,003) and income from investment and others Tk 16,587,704 (2025: Tk 43,450,579) [6 p.2]. Profit before tax was Tk 121,715,173 (2025: Tk 107,290,582) and profit after tax Tk 93,856,818 (2025: Tk 86,928,330) [6 p.2]. EPS was Tk 1.94 for the nine months (2025: Tk 1.80) and Tk 0.71 for July-September (2025: Tk 0.66) [6 p.2]; nine-month EPS was 7.8% higher [12]. Net operating cash flow was Tk 58,778,170 (2025: Tk 71,471,518), NOCFPS Tk 1.21 (2025: Tk 1.48) [6 p.4]. Total equity was Tk 976,458,896 and NAV per share Tk 20.17 at 30-Sep-2026; cash and cash equivalents were Tk 82,274,441 [6 p.1]. The quarterly statement prints a line labelled 'Net Premium Income' of Tk 433,553,372 (2025: Tk 502,962,360), which is gross premium plus re-insurance commission of Tk 25,956,985; it prints no re-insurance-ceded line [6 p.2].

Earlier 2026 quarters. DSE posted EPS of Tk 0.68 for January-March 2026 (2025: Tk 0.67) on 12-May-2026 and Tk 0.55 for April-June (2025: Tk 0.47) on 26-Jul-2026 [9]. NAV per share was Tk 19.91 at 31-Mar-2026 and Tk 20.47 at 30-Jun-2026 [9].

Corrections. The first Q1 2026 post of 12-May-2026 gave January-March 2025 EPS as Tk 1.90 and NOCFPS as Tk 1.18; a revision posted on 13-May-2026 said they 'will be Tk. 0.67 instead of Tk. 1.90' and 'Tk. 0.23 instead of Tk. 1.18' [9]. That is one DSE correction in the 24 months. Trailing EPS to September 2026, derived as 2025 EPS less nine-month 2025 EPS plus nine-month 2026 EPS, is Tk 2.04 [12].

Governance: 20 directors, 3 independent; sponsors and directors 56.98%; board attendance 95 of 120

Ownership. At 31-Dec-2025 Group-A sponsors and directors held 27,587,226 shares (56.98%; 2024: 60.00%), institutions 12.91% and the general public 30.11%, with no foreign holders [1 p.90]. The company had 39,934 shareholders (2024: 46,280) [1 p.90]. The report prints no name-wise director shareholding; the BSEC compliance table marks condition 1(5)(xxiii)(b), the name-wise holdings of directors and officers, 'Non-Complied' [1 p.49].

The board. Note 43 lists 20 directors for 2025: Mr. Mohammed Hasmot Ali (Chairman), Mr. Md. Belayet Hossain (Vice Chairman), ten directors, two sponsor directors, three independent directors (Mr. Mohammad Faiz, Mr. M.U.A. Quader and Mr. Sayed Alamgir Farrouk Chowdhury) and three shareholder directors [1 p.102]. Six board meetings were held; attendance was 95 of 120 director-meetings and 13 directors attended all six; Mr.Mohammad Shahidul Islam attended none [1 p.102] [12]. Directors were paid Tk 8,000 a meeting, Tk 760,000 in all [1 p.101]; the profit and loss account prints directors' fees of Tk 860,400 [1 p.74]. The business-concern page lists 14 directors; Mr. Md. Azizur Rahman, Mr. Jahangir Alam and Mrs. Bibi Wazeda are each listed with Samata Shipping Lines, and Mr. Md. Belayet Hossain and Ms. Nasrin Sultana with Moonstar Group [1 p.31]. Six directors retire at the AGM of 25.08.2026 and are eligible for re-appointment: Mr. Md. Shahjahan, Alhaj Nuruddin Ahmed, Mr. Jahangir Alam, Mrs. Bibi Wazeda, Mr. Mozaffar Hossain Paltu and Alhaj Mohammad Mosaddak Ali [1 p.43].

Management. The management page names Talukder Md. Zakaria Hossain (Managing Director & Chief Executive Officer), Mr. Shafquat Moula (Company Secretary), Mr. Md. Anisul Islam Khan (Chief Financial Officer), Ms. Sharmin Akhter (Head of Internal Audit & Compliance), Mr. Md. Belal Hossain (Chief Investment Officer), Mr. Tahzibul Islam (Chief Risk Officer) and Mr. Mahfuz Uddin Ahmed (In-Charge, IT Department) [1 p.34]. Note 38 prints executive benefits of Tk 13,069,011 in 2025 (2024: Tk 24,511,408) and 'Nill' for directors [1 p.102]. The NRC report says it reviewed 'the candidate's quality and qualifications' for the appointment of the CEO and made a recommendation to the board [1 p.58].

Committees. The audit committee report lists four members incl. the CEO ex officio and says 'During the year 2025 six (6) meetings of Audit Committee were held' [1 p.57]. The NRC report lists five incl. the CEO and says the committee 'had three meeting during the year 2025' [1 p.58]; the CG page says the NRC 'consists of 4 (Four) members' [1 p.61]. The CG pages give the investment committee '06 (Six) members' (six names incl. the CEO), the risk management committee '04 (Four) members' (five names incl. the CEO) and the policyholder protection & compliance committee '06 (Six) members' (seven names incl. the CEO) [1 p.61] [1 p.62]. The BSEC table also leaves the status blank with remarks 'Not Applicable' or 'No such occurred' for 1(3)(d), 1(5)(v), 1(5)(vii)-(ix), 1(5)(xx)-(xxi), 5(5)(m) and 6(2)(e)-(f) [1 p.47] [1 p.48] [1 p.49] [1 p.53] [1 p.54]. Pages 57-63 print no meeting count for the investment, risk management and policyholder committees and no per-member committee attendance [1 p.63].

BSEC compliance report. S K Roy & Co., Chartered Accountants (Soman Kumar Roy FCA), reported on 07 July 2026 that the company complied 'except those mentioned in the statement of compliance status' and that 'Notably the Company is currently in non-compliance with the BSEC Corporate Governance Code due to the absence of a female independent director as required under Notification No. BSEC/CMRRCD/2009-193/76/PRD/151 dated 04 April 2024, is yet to be completed.' [1 p.45]. Condition 1(2)(a), at least two directors or one-fifth of the board as independent directors, is marked 'Non-Complied' with the remark '3 Independent Directors and no female director exist.' [1 p.46]. One-fifth of a 20-member board, rounded up as the condition states, is 4 (derived) [12]. The board list includes two female directors, Mrs. Bibi Wazeda and Ms. Nasrin Sultana, neither independent [1 p.102]. Condition 9(1) carries the remark 'The company obtained certificate from S K Roy & Co., Chartered Accountants.' [1 p.56]. The directors' report says the board appointed AHS & Co. as compliance auditor for 2026, subject to approval at the 26th AGM [1 p.43].

Other compliance statements. Conditions 2(a) to 2(d) on the governance of a subsidiary are marked 'Complied' and 2(e) 'Not Applicable'; the financial statements present no subsidiary [1 p.50] [1 p.73]. Condition 1(5)(v) carries the remark 'The Company has no such gain/loss;' [1 p.48]; the profit and loss account shows a loss on sale of shares of Tk 20.46m [1 p.74]. The IDRA certificate of Jasmin & Associates, Chartered Secretaries (Jasmin Akter, FCS), dated August 02, 2026, says 'The Company has complied with most of the conditions of the Guideline issued by IDRA' and, 'subject to the remarks and observations', that 'the Governance of the Company is satisfactory'; it lists no individual non-complied condition [1 p.18].

Dividend handling. DSE moved the shares to the 'Z' category with effect from 11-Nov-2024 'as per provision 1(e) of BSEC Directive No. BSEC/CMRRCD/2009-193/77, dated May 20, 2024 regarding non-disbursement of the approved dividend within the stipulated time frame', and back to 'A' from 11-Feb-2025 after the company reported disbursement of the 10% cash dividend for 2023 [9]. The 2023 dividend was approved at the AGM of 29-Sep-2024 [3 p.5]. For 2024 the record date was 15-Jul-2025, the AGM 14-Sep-2025 and the disbursement post 13-Oct-2025; for 2025 the record date was 25-Jun-2026, the AGM 25-Aug-2026 and the disbursement post 4-Oct-2026 [9].

24 months of DSE news. The archive from 1-Nov-2024 to 1-Nov-2026 holds 36 posts: results, board-meeting notices, dividend declarations and disbursements, record-date suspensions, two category changes with margin-loan notices, two credit-rating results, two qualified-opinion notices, the name change and one EPS correction [9]. It contains no board approval of capital expenditure, a rights issue, a merger or a new business line [9].

Peers 2025: Union Insurance's combined ratio 77.6% ranks 18 of 28 from the lowest (15 of 20 without the starred peers)

The set. The peers are the 27 Dhaka-listed general insurers in the checked peer table of the published Janata Insurance note (the Meghna Insurance set plus United Insurance and Janata Insurance): Meghna, Northern Islami, Phoenix, City, Crystal, Karnaphuli, Peoples, Nitol, Islami, Eastland, Mercantile Islami, Rupali, Asia Insurance, BGIC, Central, Eastern, Asia Pacific, Federal, Republic, Pioneer, Pragati, Reliance, Global, Sonar Bangla, Green Delta, United, Janata Insurance. All have December year-ends and audited 2025 accounts, and each has a live AnalystBro analysis note. Every figure is on each company's own (company) basis from its 2025 revenue account [13 p.137] [14 p.13] [15 p.216] [16 p.394] [17 p.13] [18 p.181] [19 p.264] [20 p.189] [21 p.110] [22 p.153] [23 p.95] [24 p.141] [25 p.178] [26 p.329] [27 p.11] [28 p.22] [29 p.107] [30 p.14] [31 p.104] [32 p.181] [33 p.10] [34 p.365] [35 p.148] [36 p.94] [37 p.344] [38 p.185] [39 p.101]. Each peer writes non-life insurance business as printed in its own report; no business-mix adjustment is made. Opinion labels come from each peer's checked published note. The eight peers marked * have a modified opinion: NORTHRNINS, SONARBAINS, BGIC, CENTRALINS, REPUBLIC, FEDERALINS, EASTERNINS, ASIAPACINS. Union Insurance's own 2025 opinion is qualified [1 p.66]; this note does not star the subject row.

One definition. For every company the combined ratio is net claims plus revenue-account management expenses (incl. insurance stamp expenses where printed separately) plus agency commission, less commission earned on re-insurance ceded (incl. profit commission where printed), over net premium (premium less re-insurance), all for 2025 in unrounded taka [1 p.76] [12]. Union Insurance prints no separate stamp-expense line [1 p.76]. On that basis Union Insurance's 77.6% ranks 18 of 28 counting from the lowest; the range is 38.9% (GREENDELT) to 110.7% (MERCINS) [12]. Without the eight starred peers Union Insurance ranks 15 of 20, with a range of 38.9% (GREENDELT) to 110.7% (MERCINS) [12]. The inputs of the starred peers, and Union Insurance's own claims and inter-insurer balances, are covered by qualified or adverse audit opinions [1 p.66].

Claims and size. Union Insurance's net-claims ratio was 34.2%, rank 25 of 28 from the lowest (rank 18 of 20 without the starred peers); across the set it ranged from -2.0% (EASTERNINS) to 63.4% (MERCINS) [12]. Its net premium of Tk 721.1m ranks 6 of 28 from the highest (6 of 20 without the starred peers) [12]. This note gives no peer ranking of return on equity; profit and equity were not compiled for the full set. These comparisons are limited to the 28 companies in the table.

What's next: dated events after 31-Oct-2026

These are dated events after 31-Oct-2026. We do not forecast numbers. Dates marked 'inferred' are ranges built from every printed precedent found; both ends of each range are DSE business days, and Fridays and Saturdays inside a range are not DSE business days. No date has been notified on DSE for any of these events at 1-Nov-2026. The shares were first traded on 16-Jan-2022, and the precedents start with the 2021 accounts, the first approved after the listing [4 p.65] [7 p.48]. The 2025 accounts were considered at the board meeting of 11-May-2026 and the Q3 2026 accounts at the board meeting of 28-Oct-2026 [9]. The precedents for the 2021 and 2022 accounts are the dates printed on the statements and auditor's reports, June 05, 2022 and 13 June 2023, not board-meeting dates [7 p.48] [4 p.58]; the 2023 board date is printed in the 2023 report [3 p.76]. The checked Q1 2024 statements print no signing date [5 p.1] [5 p.2]. Precedents for the rating row are the 2021 report's 'Date of Rating Declaration' and the DSE post dates; the 2023 and 2024 rating dates were not found in the corpus [7 p.20].

Bangladesh's LDC graduation date is 24-Nov-2029; the UN General Assembly adopted it on 29-Oct-2026 in New York [10] [11]. The filings do not link it to any line item. The AGM of 25-Aug-2026 has passed; the 2025 dividend it was to approve was disbursed (DSE post of 4-Oct-2026) [9]. The board's appointment of T. Hussain & Co. as statutory auditor for 2026 was placed for shareholder approval at that AGM (passed), outcome unknown [1 p.43].

Risks: each item and the line it relates to

Each row is a fact from the filings; none is a forecast. 'Line it moves' is 'None disclosed' wherever no filing quote links the item to a line. The opinion is qualified for 2025 on the claims, inter-insurer balances and tax matters quoted above [1 p.66].

History 2021-2025 and market data

Figures for 2021 and 2022 come from the 2022 report, for 2023 from the 2023 report, for 2024 from the 2024 report and for 2025 from the 2025 report [4 p.54] [4 p.56] [4 p.58] [3 p.50] [3 p.53] [2 p.70] [2 p.73] [1 p.73] [1 p.76]. Gross premium for 2021-2023 is from the 2024 report's five-year table [2 p.27]. The statements print EPS of Tk 1.77 for 2022, Tk 1.81 for 2023, Tk 1.87 for 2024 and Tk 1.90 for 2025; the five-year tables print Tk 1.58 for 2021 [3 p.51] [1 p.74] [2 p.27]. The five-year tables print pre-tax profit of 89.48 for 2022; the 2022 and 2023 statements print Tk 96,081,999 [2 p.27] [4 p.56] [3 p.51].

The 52-week range uses unadjusted DSE trading-day closes from the TradingView feed, saved to file, from 30-Oct-2025 to 29-Oct-2026; the window contains the 10% cash-dividend record date of 25-Jun-2026 and no bonus or rights issue [8] [9]. The feed includes two Saturday sessions in the window, 23-May-2026 and 17-Oct-2026 [8]. The lowest close was Tk 28.0 on 13-Nov-2025 and the highest Tk 54.5 on 16-Jul-2026, each on one day [8]. The close was Tk 44.5 on 29-Oct-2026 and Tk 32.5 on 29-Oct-2025 [8]. At that close the shares traded at 23.4 times 2025 EPS of Tk 1.90, 21.8 times derived trailing EPS of Tk 2.04 to September 2026, 2.21 times NAV per share of Tk 20.17 at 30-Sep-2026, and a 2.2% yield on the 2025 dividend of Tk 1.00 [12]. These are facts at one date.

FAQ

What is Union Insurance's 2025 audit opinion?

Qualified. FAMES & R wrote that, 'except for the effects of the matter described', the statements present fairly. The two basis paragraphs cover claims and the balances with other insurance bodies, and the tax provisions. There are four emphasis paragraphs (IAS 37 provisions, premium-deposit software, unaudited staff funds, fixed-asset register) and four key audit matters (premium income, outstanding claims, property plant and equipment, deferred tax).

How profitable was Union Insurance in 2025?

Profit after tax was Tk 91.9m (EPS Tk 1.90); 2024 was Tk 90.3m (EPS Tk 1.87). Underwriting profit was Tk 121.9m and interest on FDR, STD and BGTB Tk 15.4m; losses on shares were Tk 27.4m. Return on average equity was 10.1%.

What is Union Insurance's combined ratio?

77.6% in 2025 and 79.1% in 2024, measured as net claims plus management expenses plus agency commission less re-insurance commission, over net premium. The peer section applies the same definition to every peer.

What is the Sadharan Bima Corporation receivable?

Tk 968.0m at 31-Dec-2025 (Tk 803.9m a year earlier), the whole of the 'Amount Due from Other Persons or Bodies Carrying on Insurance Business' line. It equals 104.0% of shareholders' equity. The auditor could not confirm the closing balance.

Who owns Union Insurance?

At 31-Dec-2025 Group-A sponsors and directors held 56.98%, institutions 12.91% and the general public 30.11%; there were no foreign holders. The report does not print name-wise director holdings.

What dividend did Union Insurance pay for 2025?

10% cash, Tk 1.00 a share, Tk 48.4m in total, 52.7% of 2025 profit after tax (derived). The record date was 25-Jun-2026, the AGM 25-Aug-2026 and DSE posted the disbursement on 4-Oct-2026.

Why was Union Insurance in the Z category?

DSE placed it in 'Z' from 11-Nov-2024 for non-disbursement of the approved dividend within the stipulated time under BSEC's directive of 20-May-2024, and back in 'A' from 11-Feb-2025 after the company reported disbursement of the 10% cash dividend for 2023.

Sources

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2. Union Insurance Co. Ltd. Annual Report 2024 (corpus UNIONINS_ANNUAL_2024, 110 pages; scanned, read from page images; PDF page numbers) · link · accessed 2026-11-02
3. Union Insurance Co. Ltd. Annual Report 2023 (corpus UNIONINS_ANNUAL_2023; PDF page numbers) · link · accessed 2026-11-02
4. Union Insurance Co. Ltd. Annual Report 2022 (corpus UNIONINS_ANNUAL_2022; PDF page numbers) · link · accessed 2026-11-02
5. Union Insurance Co. Ltd. first-quarter 2024 unaudited statements (corpus UNIONINS_QUARTERLY_Q1_2024) · link · accessed 2026-11-02
6. Union Insurance PLC third-quarter 2026 unaudited statements to 30 September 2026 (corpus UNIONINS_QUARTERLY_Q3_2026; read from page images) · link · accessed 2026-11-02
7. Union Insurance Co. Ltd. Annual Report 2021 (corpus UNIONINS_ANNUAL_2021; read from page images; PDF page numbers) · link · accessed 2026-11-02
8. AnalystBro market data: DSE daily bars for UNIONINS, 29-Oct-2025 to 2-Nov-2026 (chart_bars, saved to file) · link · accessed 2026-11-02
9. DSE news archive for UNIONINS, 1-Nov-2024 to 1-Nov-2026 (old_news.php, criteria=3): 36 posts incl. results, dividends, record dates, board-meeting notices, category changes, credit ratings, a name change and qualified-opinion notices (posts dated 10-Nov-2024 to 29-Oct-2026) · link · accessed 2026-11-02
10. The Daily Star, 'Bangladesh gets 3 more years for LDC graduation', 30 Oct 2026 · link · accessed 2026-11-02
11. The Business Standard, 'Bangladesh gets 3 more years for LDC graduation', 30 Oct 2026 · link · accessed 2026-11-02
12. AnalystBro history and ratio model for UNIONINS (model.xlsx, the workbook below) · link · accessed 2026-11-02
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22. Eastland Insurance PLC Annual Report 2025 (peer; consolidated insurance revenue account p.152-153); opinion label from the checked published AnalystBro note · link · accessed 2026-11-02
23. Mercantile Islami Insurance PLC Annual Report 2025 (peer; consolidated revenue account p.95); opinion label from the checked published AnalystBro note · link · accessed 2026-11-02
24. Rupali Insurance Company Limited Annual Report 2025 (peer; note 23 revenue accounts p.141); opinion label from the checked published AnalystBro note · link · accessed 2026-11-02
25. Asia Insurance PLC Annual Report 2025 (peer; consolidated revenue account p.178); opinion label from the checked published AnalystBro note · link · accessed 2026-11-02
26. Bangladesh General Insurance Company PLC Annual Report 2025 (peer; consolidated revenue account p.329); opinion label from the checked published AnalystBro note · link · accessed 2026-11-02
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