Coronation Insurance PlcNSENG: WAPIC

Audited financial statements for the year ended 2025

· Issued by Coronation Insurance Plc
CORONATION INSURANCE PLC ANNUAL REPORT AND AUDITED CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025

Table of Contents Page

Corporate information 1

Directors' report 3

Statement of corporate responsibility for the consolidated and separate financial statements 8

Statement of Directors' responsibilities in relation to the preparation of the consolidated and 9

separate financial statements

Report of the Audit Committee 10

Corporate governance report 11

Management's commentary and analysis 27

Management assessment of internal control over financial reporting 29

Certification of management's assessment of internal control over financial reporting 31

Independent auditor's Certification on Management's Assessment of Internal Control Over 32

Financial Reporting

Independent auditor's report 35

Material accounting policies 41

Consolidated and separate financial statements:

Consolidated and separate statements of financial position 86

Consolidated and separate statements of profit or loss and other comprehensive income 87

Consolidated and separate statements of changes in equity 88

Consolidated and separate statements of cash flows 92

Notes to the consolidated and separate financial statements 93

Other national disclosures: 285

Value added statement 286

Five-year financial summary 287

Corporate information

Board of Directors Mr. Mutiu Sunmonu Chairman

Mr. Olusegun Ogbonnewo Non-Executive Director

Mrs. Titilayo Osuntoki Independent Non-Executive Director

Mrs. Omosalewa Fajobi * Non-Executive Director

Mr. Abubakar Jimoh *

Mrs. Stella Ojekwe-Onyejeli Mrs. Ibijoke Adenuga

Mr. Victor Etuokwu

Mr. Augustine Alegeh **

Independent Non-Executive Director Independent Non-Executive Director Non-Executive Director

Non-Executive Director Non-Executive Director

Mr. Olamide Olajolo Managing Director

Mr. Adewale Adeneye

* Resigned effective August 2025

** NAICOM approval Obtained

Corporate Office Coronation Insurance Plc 119, Awolowo Road, Ikoyi

P.O. Box 55508, Falomo, Ikoyi, Lagos Telephone: +234 1 277 4500/4566/4577; Email: info@coronationinsurance.com.ng Website: https://www.coronationinsurance.com.ng

Company Registration No: RC 1647

Executive Director(Technical Operations)

FRC No: FRC/2013/70262

Authorised and Regulated by: National Insurance Commission (RIC No.046)

Business Locations

Location

Address

Telephone

Email

Abuja

2nd Floor, Plot 6, Jos Street,

Area 3 Opposite Sharon

Ultimate Hotel, Abuja FCT

(+234) (01) 2774584

Email:info@coronatio ninsurance.com.ng

Port-Harcourt

42B Trans Amadi Industry Layout, Port Harcourt, Rivers State.

(+234) (01) 2774582

Email:info@coronatio ninsurance.com.ng

Benin

103 Akpakpava Road,

Benin, Edo State.

(+234) (01) 2774585

Email:info@coronatio ninsurance.com.ng

Enugu

Plot 7 Ebeano Layout, Garden Avenue, Enugu Enugu State.

(+234) (01) 2774583

Email:info@coronatio ninsurance.com.ng

Ibadan

Access Bank Building, Beside Tantalizers,

Ring Road, Ibadan, Oyo State.

(+234) (01) 2774581

Email:info@coronatio ninsurance.com.ng

Kano

12 B Post Office Road, Kano State

Email:info@coronatio ninsurance.com.ng

Corporate information - continued

Our Subsidiaries

Coronation Life Assurance Limited

119 Awolowo Road, Ikoyi, P.O. Box 55508, Falomo-Ikoyi, Lagos, Nigeria.

Coronation Insurance Ghana

Ltd

35 Aviation Road, PMB 163, KIA, Airport Residential Accra, Ghana.

Our Associates

Coronation Merchant Bank Limited

10, Amodu Ojikutu Street, Victoria Island, Lagos

Coronation Securities

Limited

10, Amodu Ojikutu Street, Victoria Island, Lagos

Independent Auditor: Ernst & Young UBA House 10th Floor

57, Marina Lagos

Registrar: Coronation Securities Limited 9, Amodu Ojikutu Street Victoria Island, Lagos

+ 234 1 730891

+234 1 730898

https://www.coronationregistrars.com

Bankers: Access Bank Plc Coronation Merchant Bank Guaranty Trust Bank

First Bank of Nigeria Limited Fidelity Bank Plc

Re-Insurers: African Reinsurance Corporation FBS Reinsurance Limited Nigeria Reinsurance Corporation

Actuaries

ZAMARA Consulting Actuaries Nigeria Limited

FRC/2019/00000012910

Estate Surveyor and Valuer Bode Adedeji and Partnership

FRC/2012/NIESV/00000000279

DIRECTORS' REPORT

For the year ended 31 December 2025

The Directors are pleased to present their report on the affairs of Coronation Insurance Plc (the "Company"), together with its subsidiaries (the "Group"), as well as the Company's Audited Financial Statements and the Auditor's Report for the Year Ended 31 December 2025.

Legal form and principal activity

The Company was incorporated on 14 March 1958 as a private limited liability Company under the name of West African Provincial Insurance Company Limited and was converted to a public limited liability company on the 31st day of August 1990 when the Company's shares were listed on the Nigerian Stock Exchange. The Company was issued a life insurance license by the National Insurance Commission (NAICOM) in the year 2000 and became a composite insurance business offering general and life insurance until March 1st 2007 when the Company, in compliance with the requirements of the National Insurance Commission, established Coronation Life Assurance Limited as a wholly owned Subsidiary to which it transferred the related life assurance business assets and liabilities.

The Company became a Subsidiary of Access Bank Plc in 2011 and was subsequently divested to enable compliance by the Bank with the Central Bank of Nigeria (CBN) Regulation on the Scope of Banking Activities and other Ancillary Matters on the permitted activities of Commercial Banks with International Authorization. Following receipt of requisite approvals thereon, the Company changed its name to Coronation Insurance Plc with effect from August 12, 2020. This name change provides a stronger and more relevant brand identity that appropriately encapsulates the Company's present philosophy, value proposition and business aspirations.

The Company's principal activities include underwriting the various classes of general insurance businesses such as general accident, fire, motor, engineering, marine insurance aviation, oil & gas and other special risks.

In addition to its Life Assurance Subsidiary - Coronation Life Assurance Limited, the Company has an International Subsidiary - Coronation Insurance Ghana Ltd which was established on 21 January 2008, and two associate companies -Coronation Merchant Bank Limited and Coronation Securities Limited.

The financial results of the subsidiaries have been consolidated in these financial statements.

Operating results

Highlights of the Group's operating results for the year are as follows:

Group

Group

Company

Company

Insurance revenue

2025

31-Dec

₦'000

74,827,775

2024

31-Dec

₦'000

49,473,986

2025

31-Dec

₦'000

51,211,327

2024

31-Dec

₦'000

35,905,065

Profit before tax

9,649,576

13,811,261

5,437,319

6,230,646

Income tax (expense)

(2,134,308)

(1,900,415)

(1,670,345)

(1,517,763)

Profit after tax for the year

7,515,268

11,910,845

3,766,974

4,712,883

Transfer to contingency reserve

(1,547,220)

(357,325)

(1,547,220)

(1,102,343)

Basic earnings per share (kobo)

31

50

-

-

DIRECTORS' REPORT - CONTINUED

Directors and their interests

The Directors who served during the year together with their direct and indirect interests in the issued share capital of the Company as recorded in the Register of Directors' Shareholding and as notified by the Directors for the purposes of Section 301 of the Companies and Allied Matters Act and listing requirements of the Nigerian Exchange Limited are noted below

Ordinary Shares of 50k each

held

31-Dec-25

31-Dec-24

Name of Director

Direct

Indirect

Direct

Indirect

Mr. Mutiu Sunmonu

-

-

-

-

Mr. Olusegun Ogbonnewo

3,360,567

-

3,360,567

-

Mrs. Titilayo Osuntoki

56,092

-

56,092

-

Mrs. Omosalewa Fajobi*

-

-

-

-

Mr. Abubakar Jimoh*

9

-

9

-

Mrs. Stella Ojekwe-Onyejeli

11,358

-

11,358

-

Mrs. Ibijoke Adenuga

-

-

-

Mr. Victor Etuokwu

8,068,088

-

8,068,088

Mr. Augustine Alegeh**

-

Mr. Olamide Olajolo

32,272

-

32,272

Mr. Adewale Adeneye

5,490

-

5,490

-

* Resigned effective August 14, 2025

**NAICOM approval obtained effective

Directors' interest in contracts

There was no declaration of interest from any Director in respect of vendors to the Company pursuant to section 303 (1) and (3) of the Companies and Allied Matters Act of Nigeria.

Analysis of shareholders

The shareholding pattern of the Company as at 31 December 2025 is as stated below:

31 December 2025

Range

Number of Shareholders

Number of shares held

% number of shareholders

% number of shares held

1 - 1,000

647,735

127,048,745

79.43

0.53

1,001 - 5,000

121,802

5,975,777,935

14.94

24.91

5,001 - 10,000

20,789

580,355,131

2.55

2.42

10,001 - 50,000

19,456

260,738,438

2.39

1.09

50,001 - 100,000

2,584

781,915,485

0.32

3.26

100,001 - 500,000

2,349

401,728,304

0.29

1.67

500,001 - 1,000,000

320

1,215,325,193

0.04

5.07

1,000,001 - 5,000,000

300

484,319,409

0.04

2.02

5,000,001 - 10,000,000

44

11,092,085,303

0.01

46.23

10,000,001 - 50,000,000

36

318,294,863

0.00

1.33

50,000,001 - 100,000,000

9

150,956,591

0.00

0.63

100,000,001 - 500,000,000

6

693,292,738

0.00

2.89

500,000,001 - 1,000,000,000

2

179,539,940

0.00

0.75

1,000,000,001 -

3

1,497,242,309

0.00

6.24

5,000,000,001 & Above

2

233,059,122

0.00

0.97

Total

815,437

23,991,679,506

100

100

DIRECTORS' REPORT - CONTINUED

The shareholding pattern of the Company as at December 31st 2024 is as stated below:

Range

Number of

Number of shares held

% number of

% number of

1 - 1,000

650,329

127,048,745

79%

0.53

1,001 - 5,000

122,982

5,975,777,935

15%

1.10

5,001 - 10,000

21,039

580,355,131

3%

0.64

10,001 - 50,000

19,591

260,738,438

2%

1.67

50,001 - 100,000

2,496

781,915,485

0%

0.72

100,001 - 500,000

2,117

401,728,304

0%

1.77

500,001 - 1,000,000

317

1,215,325,193

0%

0.95

1,000,001 - 5,000,000

311

484,319,409

0%

2.54

5,000,001 - 10,000,000

52

11,092,085,303

0%

1.54

10,000,001 - 50,000,000

40

318,294,863

0%

3.47

50,000,001 - 100,000,000

7

150,956,591

0%

2.28

100,000,001 - 500,000,000

9

693,292,738

0%

5.89

500,000,001 - 1,000,000,000

2

179,539,940

0%

5.76

1,000,000,001 -

2

1,497,242,309

0%

9.43

5,000,000,001 & Above

2

233,059,122

0%

61.71

Total

819,296

23,991,679,506

100

100

Substantial Interest in Shares

According to the register of members as at 31 December 2025, the underlisted shareholders held 5% and above of the issued share capital of the Company as follows:

2025

2024

Number of shares

%

Number of shares

%

Coronation Capital (Mauritius)

9,794,561,952

41

9,794,561,952

41

Reunion Energy Limited - MAIN

5,011,809,066

21

5,011,809,066

21

Coronation Asset Management

1,242,456,657

5

1,242,456,657

5

Total

16,048,827,675

67

16,048,827,675

67

Donations

The Company identifies with the aspirations of the community and the environment in which it operates. The Company made contributions to charitable and non-charitable organizations amounting to N107,718,788.06 (December 2024:N41,593,353) during the period, as listed below:

Date Description Amount (₦)

02/13/25

03/06/25

03/07/25

03/20/25

03/26/25

2025 Polo Tournament

British International School interhouse sport Silver Cup Position 2025 Business Conference 9th(edition)

Immersive Cultural Gala Awards Night

Finance and Business Online Publishers- FiBOP 2025 Youth Capacity

5,600,000

288,000

700,000

1,500,000

100,000

03/28/25

Risk Managers Society of Nigeria (RIMSON) 40TH Anniversary

250,000

05/04/25

2025 National council of registered insurance brokers (NCRIB)

1,000,000

05/19/25

conference and exhibition

Risk Managers Society of Nigeria (RIMSON) 40TH Anniversary

500,000

Compendium

06/03/25

Agbo Jafextra Yoruba Comedy, Music, Dance & Drama

400,000

Culture Concert 2025

06/13/25

Teensthink international Essay competition

1,000,000

DIRECTORS' REPORT - CONTINUED

06/18/25

06/19/25

06/24/2025

Made in Africa BrandsAmbassador (MABA)

National Risk Compendium

Nigeria Actuarial Society

1,500,000

300,000

500,000

07/25/2025

International civil service Conference

15,000,000

20/08/2025

PSRG RICHARDSON Health, Saftey, Security and Environment ( HSSE)

500,000

forum 2025

16/09/2025

Partnership with TATE Modern on Nigerian modernism exibition

46,056,520

launching

24/10/2025

National council of registered insurance brokers (NCRIB) President

500,000

Investiture

29/10/2025

Nile University Convocation ceremony

1,500,000

29/10/2025

10th Edition of Lagos Women Run

500,000

06/11/2025

Gold Sponsorship for Africa Finnacial Summit ( AFIS )

27,124,269

20/11/2025

26/11/2025

NSFF WeNaija Campaign

Chartered insurance institute of nigeria (CIIN)2025 edition education conference

1,000,000

1,500,000

28/11/2025 400,000

Crest FC Football Tournament

Total 107,718,788

Property and Equipment

Information relating to changes in property and equipment is given in Note 17 to the financial statements. In the Directors' opinion the fair value of the Group's property and equipment is not less than the carrying value in the financial statements

Human Resources

  1. Report on Diversity in Employment

    The Company operates a non-discriminatory policy in the consideration of applications for employment. The Company's policy is that the most qualified and experienced persons are recruited for appropriate job levels, irrespective of an applicant's state of origin, ethnicity, religion, gender or physical condition.

    We believe diversity and inclusiveness are powerful drivers of competitive advantage in understanding the needs of our customers and creatively developing solutions to address them

    Composition of Employees

    Female

    2025

    Number 50

    2025

    Percentage 43%

    2024

    Number 34

    2024

    Percentage 39%

    Male

    67

    57%

    53

    61%

    Total

    117

    100%

    87

    100%

    Board Composition by Gender

    Female

    3

    33%

    4

    50%

    Male

    6

    67%

    4

    50%

    Total

    9

    100%

    8

    100%

    Top Management (Executive Director to CEO)

    Female

    0

    0%

    0

    0%

    Male

    2

    100%

    2

    100%

    Total

    2

    100%

    2

    100%

    DIRECTORS' REPORT - CONTINUED

    Human Resources - Continued

    Top Management (AGM to General Manager)

    Female

    2

    25%

    2

    29%

    Male

    6

    75%

    5

    71%

    Total

    8

    100%

    7

    100%

  2. Employment of disabled persons

    In the event of any employee becoming disabled in the course of employment, the Company will endeavour to arrange appropriate training to ensure the continuous employment of such a person without subjecting the employee to any disadvantage in career development

  3. Health, safety and welfare of employees

    The Company maintains business premises designed to guarantee the safety and healthy living conditions of both its employees and customers. Employees are adequately insured against occupational and other hazards.

    The Company has fire prevention and fire fighting equipment installed in strategic locations within it's premises.

    The Company operates a Group Personal Accident, Third Party Liability Insurance and Professional Indemnity for the benefit of its employees.

    The Company also operates a contributory pension plan in line with the Pension Reform Act 2014 as amended and the Nigeria Social Insurance Trust Fund in line with the Employees Compensation Act 2010 and other benefit schemes for its employees.

  4. Employee involvement and training

The Company encourages participation of employees in arriving at decisions in respect of matters affecting their wellbeing. Consequently, the Company provides opportunities where employees deliberate on issues affecting the Company and employee interests to enable the employees make inputs on those decisions. The Company places a high premium on the development of its manpower and sponsors its employees for training courses.

(iv) Statement of Commitment to Maintain Positive Work Environment

The Company shall strive to maintain a positive work environment that is consistent with best practice to ensure that business is conducted in a positive and professional manner and to ensure that equal opportunity is given to all qualified members of the Company's operating environment.

Audit Committee

Pursuant to Section 404(3) of the Companies and Allied Matters Act of Nigeria, the Company has a Statutory Audit Committee comprising three shareholders and three Non-Executive Directors as follows:

Name

Status

Role

Mrs. Stella Ojekwe-Onyejeli

Director

Chairman

Mr. Chinwendu Achara

Shareholder

Member

Mr. Adeniyi Adebisi

Shareholder

Member

Mrs. Mary Joke Shofolahan

Shareholder

Member

Mrs. Titilayo Osuntoki

Director

Member

Mr. Augustine Alegeh

Director

Member

The functions of the Statutory Audit Committee are as provided in Section 404(3), (4) and (5) of the Companies and Allied Matters Act of Nigeria

Auditor

Messrs. Ernst & Young was appointed as the External Auditor of the Company by the ordinary resolution of shareholders passed during the 61st Annual General Meeting held on August 12, 2020 and has held office for six (6) years

BY ORDER OF THE BOARD



Mary Agha

Company Secretary FRC/2013/PRO/NBA/002/00000002817

12 March 2026

119, Awolowo Road, Ikoyi, Lagos

STATEMENT OF CORPORATE RESPONSIBILITY FOR THE CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025

Further to the provisions of section 405 of the Companies and Allied Matters Act (CAMA), 2020, we have reviewed the consolidated and separate financial statements of Coronation Insurance Plc for the year ended 31 December 2025 and based on our knowledge confirm as follows:

(a)

(b)

(c)

(d)

(e)

(f)

(i)

(ii)

That the audited consolidated and separate financial statements do not contain any untrue statement of material fact or omit to state a material fact which would make the statements misleading, in the light of the circumstances under which such statement was made.

That the audited consolidated and separate financial statements and all other financial information included in the statements fairly present, in all material respects, the financial condition and results of operation of the Group and Company as of and for, the year ended 31 December 2025.

That we are responsible for establishing and maintaining internal controls and have designed such internal controls to ensure that material information relating to the Company and its subsidiaries is made known to the officer by other officers of the companies, during the period end 31 December 2025.

That we have evaluated the effectiveness of the Group and Company's internal controls within 90 days prior to the date of audited consolidated and separate financial statements, and certify that the Group and Company's internal controls are effective as of that date.

That there were no significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our evaluation, including any corrective action with regard to significant deficiencies and material weaknesses.

That we have disclosed the following information to the Group and Company's Auditors and Audit Committee:

There are no significant deficiencies in the design or operation of internal controls which could adversely affect the Group and Company's ability to record, process, summarise and report financial data, and have identified for the Group and Company's auditors any material weaknesses in internal controls.

There is no fraud that involves management or other employees who have a significant role in the Group and

Company's internal control.



Olamide Olajolo Joshua Ojumoro

FRC/2013/PRO/CIIN/002/00000000877 FRC/2021/PRO/ICAN/00000024766

Managing Director 12 March 2026

Chief Financial Officer 12 March 2026

STATEMENT OF DIRECTORS' RESPONSIBILITIES IN RELATION TO THE PREPARATION OF THE CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

The Directors accept responsibility for the preparation of the consolidated and separate financial statements that give a true and fair view in accordance with IFRS Accounting Standards as issued by International Accounting Standards Board and in the manner required by the Companies and Allied Matters Act, 2020, Financial Reporting Council of Nigeria (Amendment) Act, 2023, the Nigeria Insurance Industry Reform Act, 2025, and relevant National Insurance Commission (NAICOM) guidelines and circulars. The responsibilities include ensuring that the Group:

  1. keeps proper accounting records that disclose, with reasonable accuracy, the financial position of the Group and comply with the requirements of the the Companies and Allied Matters Act (CAMA), 2020 and the Nigeria Insurance Industry Reform Act, 2025,;

  2. establishes adequate internal controls to safeguard its assets and to prevent and detect fraud and other irregularities;

  3. prepares its financial statements using suitable accounting policies supported by reasonable and prudent judgements and estimates, which are all consistently applied.

    The Directors further accept responsibility for the maintenance of accounting records that may be relied upon in the preparation of financial statements, as well as adequate systems of internal financial control.

    By order of the Board



    Mutiu Sunmonu FRC/2014/IODN/00000006187

    Chairman

    Olamide Olajolo FRC/2013/PRO/CIIN/002/00000000877

    Managing Director

    12 March 2026 12 March 2026

    REPORT OF THE AUDIT COMMITTEE

    FOR THE YEAR ENDED 31 DECEMBER 2025

    In accordance with the provisions of Section 404 (7) of the Companies and Allied Matters Act (CAMA), 2020, the members of the Audit Committee of Coronation Insurance Plc hereby, report on the financial statements for the year ended 31 December 2025 as follows:

    • We have exercised our statutory functions under Section 404 (7) of the Companies and Allied Matters Act (CAMA), 2020 and acknowledge the co-operation of management and staff in the conduct of these responsibilities.

    • We are of the opinion that the accounting and reporting policies of the Group and Company are in accordance with legal requirements and agreed ethical practices and that the scope and planning of both the external and internal audits for the year ended 31 December 2025 were satisfactory and reinforce the Group's internal control systems.

    • We have deliberated with the External Auditors, who have confirmed that necessary cooperation was received from management in the course of their statutory audit and we are satisfied with management's responses to the External Auditor's recommendations on accounting and internal control matters and the effectiveness of the Company's system of accounting and internal control.



    Stella Ojekwe-Onyejeli FRC/ICAN/2013/00000001481

    Chairman, Audit Committee 12 March 2026

    Members of the committee as at 31 December 2025:

    Mr. Abubakar Jimoh * - Chairman/Director Stella Ojekwe-Onyejeli ** - Chairman/Director Titilayo Osuntoki - Member/Shareholder

    Omosalewa Fajobi* Member/Shareholder Victor Etuokwu - Member/Shareholder

    Augustine Alegeh*** - Member/Shareholder

    *Resigned effective August 14,2025

    **Chairperson effective August 14, 2025

    ***Appointed to the Committee effective October, 2025

    Corporate Governance Report for Year Ended December 31st, 2025

    The Board of Coronation Insurance Plc is mindful that sound governance practices are required to earn the trust of stakeholders. The Board therefore remains committed to best practice in all areas of corporate governance and continues to ensure that the Company's governance processes are founded on the key pillars of accountability, responsibility, discipline, fairness, independence, transparency and diversity. This corporate governance system ensures on-going compliance with the Company's governance policies, the Charters of the Board Committees and Board of Directors as well as with the relevant codes of corporate governance and the post listing requirements of the Nigerian Exchange Ltd where the Company's securities are listed. The Company's policies and processes are regularly reviewed and updated in line with changes in the operating environment, regulations and global best

    practices.

    The Company and its subsidiaries ('the Group') function under a governance frame work that enables the Board to discharge its role of providing oversight and strategic direction in balance with its responsibility to ensure the Company's compliance with regulatory requirements and acceptable risk. The governance framework of the Subsidiaries are aligned with the governance framework of the Company subject to compliance with the statutory and regulatory requirements specifically guiding the operations of the Subsidiaries.

    The Board

    The Board is the Company's highest decision making body responsible for governance. The Board is led by the Chairman and operates on the understanding that sound governance practices are fundamental to earning the trust of stakeholders which is critical to sustainable growth. The primary function of the Board of Directors is to advance the prosperity of the Company by collectively directing the Company's affairs, whilst meeting the appropriate interests of shareholders and stakeholders. The Board has the overall responsibility for reviewing the strategic plans and performance objectives, financial performance review and corporate governance practices of the Company. The Board also approves the Company's capital and operating plans on the recommendation of Management.

    Composition and Role Composition of the Board

    The Board composition is in line with the provisions of the NAICOM Corporate Governance Guidelines for Insurance and Reinsurance Companies in Nigeria and the Board is currently comprised of nine (9) members made up of seven (7) Non-Executive Directors and two (2) Executive Directors. Three of the Non-Executive Directors are Independents and meet the criteria set by the NAICOM Corporate Governance Guidelines and the Nigerian Code of Corporate Governance on Independent Directors, while there are no shadow or alternate Directors. This blend ensures that independent thought is brought to bear on decisions which therefore enables the Board reach impartial decisions. The Board also comprises of three (3) female Non-Executive Directors. The effectiveness of the Board derives from the diverse range of skills and competences of the Executive and Non-Executive directors who have exceptional degrees of insurance, financial and broader entrepreneurial experiences. The full details of the Directors that served on the Board in the 2025 Financial Year and their roles are as set out below:

    S/N

    Name

    Gender

    Designation

    1

    Mr. Mutiu Sunmonu

    Male

    Chairman

    2

    Mr. Olusegun Ogbonnewo

    Male

    Non-Executive Director

    3

    Mrs. Titilayo Osuntoki

    Female

    Independent Non-Executive Director

    4

    Mrs. Omosalewa Fajobi*

    Female

    Non-Executive Director

    5

    Mr. Abubakar Jimoh*

    Male

    Independent Non-Executive Director

    6

    Mrs. Stella Ojekwe-Onyejeli

    Female

    Independent Non-Executive Director

    7

    Mrs. Ibijoke Adenuga

    Female

    Non-Executive Director

    8

    Mr. Victor Etuokwu

    Male

    Non-Executive Director

    9

    Mr. Augustine Alegeh**

    Male

    Independent Non-Executive Director

    10

    Mr. Olamide Olajolo

    Male

    Managing Director

    11

    Mr. Adewale Adeneye

    Male

    Executive Director Technical Operations

    * Resigned effective August 14, 2025

    **NAICOM approval obtained effective August 25, 2025

    Company Secretary: Ms. Mary Agha

    Board Members Profile

    1. Mr. Mutiu Sunmonu, CON Chairman/Non-Executive Director

      Mr. Mutiu Sunmonu is an Oil & Gas expert with vast experience both locally and internationally. Until his retirement in 2015 after 36-years of meritorious service in Shell Petroleum Development Company (SPDC), Mr. Mutiu Sunmonu was the Managing Director of The Shell Petroleum Development Company (SPDC) and Vice President Production Sub-Saharan Africa, as well as the Country Chair, Shell Companies in Nigeria, roles which he held concurrently from January 1, 2008 and January 1, 2010 respectively.

      Mr. Mutiu Sunmonu holds a Bachelor of Science (B.Sc.) in Mathematics and Computer Science from the University of Lagos where he graduated with 1st Class Honours and has an MBA from the Harvard Business School.

      Mr. Mutiu Sunmonu sits on the Board of Directors of a number of companies where he continues to provide leadership and professional guidance to established and upcoming businesses in Nigeria such as Unilever Nigeria Plc, Petralon Energy Limited and Julius Berger Plc where Mr. Mutiu Sunmonu is the Chairman of the Board of Directors.

      Mr. Mutiu Sunmonu was appointed to the Board of Directors of Coronation Insurance Plc effective August 5, 2019 and became the Chairman of the Board of Directors on April 27, 2020.

      Mr. Mutiu Sunmonu is 71 years old as at the date of this Meeting.

    2. Mr. Olusegun Ogbonnewo Non-Executive Director

      Mr. Olusegun Ogbonnewo possesses over 27 years' professional experience in the financial service industry cutting across banking, human capital development, operations, payment systems and financial technology. He was formerly an Operating Director at Tengen Family Office Limited prior to which he was a General Manager and the Group Head, Channels Services (E-Banking) of Access Bank Plc where he worked meritoriously for over 10years until his retirement in March 2017. While in the Bank, he played a vital role in the successful implementation of Access Bank Plc's operations transformation program which was key to the seamless absorption of Intercontinental Bank Plc into Access Bank's operations.

      Mr. Olusegun Ogbonnewo has a BA (Ed) and Master of Public Administration (MPA) from the University of Ilorin and Master of Business Administration (MBA) from Lagos Business School/IESE Barcelona. He is an alumnus of the Harvard Business School, and has also attended management development programs in IDI Dublin, INSEAD and IMD amongst others. Mr. Olusegun Ogbonnewo was appointed to the Board of Directors of Coronation Insurance Plc effective October, 2017 and is the Chairman of the Board Information Technology Committee.

      Mr. Olusegun Ogbonnewo is 65 years old as at the date of this Meeting.

    3. Mrs. Titilayo Osuntoki

      Independent Non-Executive Director

      Mrs. Titilayo Osuntoki has over 30 years' professional experience in the financial sector, cutting across treasury/currency trading, financial control, risk management, as well as corporate finance and relationship management. She began her work experience in the financial sector in 1990 with Guaranty Trust bank where she worked for over 21 years and held various leadership positions across the bank, rising to the level of Executive Director in 2008. Until her retirement in March 2019, Mrs. Titilayo Osuntoki was an Executive Director in Access Bank Plc prior to which time she served as an Independent Non-Executive Director on the Board of Coronation Insurance Plc and Coronation Life Assurance Limited between January 1, 2013 and January 16, 2014 and was the Chairperson of the Board Enterprise Risk Management Committee of both companies. Mrs. Titilayo Osuntoki has also served on various other Boards and has attended numerous courses and seminars both locally and internationally.

      Mrs. Titilayo Osuntoki is a graduate of the university of Lagos from where she obtained a Second-Class Upper Division in Civil

      Engineering in the year 1987 and a Master's in Business Administration (MBA) in the year 2000.

      Mrs. Titilayo Osuntoki was re-appointed to the Board of Directors of Coronation Insurance Plc effective July 2020 and is the Chairperson of the Board Enterprise Risk Management Committee and the Board Establishment and Remuneration Committee.

      Mrs. Titilayo Osuntoki is 59 years old as at the date of this Meeting.

    4. Mrs. Stella Ojekwe-Onyejeli Independent Non-Executive Director

      Mrs. Stella Ojekwe-Onyejeli has over 28-years professional experience in the Financial Markets in Africa, Middle East, and Asia. With a sound understanding of long-term investment financing structures, Mrs. Stella Ojekwe-Onyejeli possesses practical knowledge of Infrastructure Project Development and Financing in Africa. She also has a background in governance and Risk Management.

      Up until October 2021, Mrs. Stella Ojekwe-Onyejeli was an Executive Director and Chief Operating Officer of the Nigeria Sovereign Investment Authority, with oversight of the Finance, Investment, Risk Management and Procurement Functions. Prior to this period, Mrs. Stella Ojekwe-Onyejeli was a Director at Barclay's Bank Plc - Emerging Markets Region between December 2007 and April 2012 and was a Vice President in Citibank Plc Africa from January 2005-November 2007.

      Mrs. Stella Ojekwe-Onyejeli is a Fellow of the Institute of Chartered Accountants of Nigeria (ICAN) and an Associate of the Chartered Institute of Taxation of Nigeria.

      Mrs. Stella Ojekwe-Onyejeli was appointed to the Board of Directors of Coronation Plc effective August 19 2022 and is the Chairperson of the Board Audit & Compliance Committee.

      Mrs. Stella Ojekwe-Onyejeli is 57 years old as at the date of this Meeting.

    5. Mrs. Ibijoke Adenuga Non-Executive Director

      Mrs Ibijoke Adenuga holds a Bachelor of Arts in French from the University of Ibadan (1990) and an Advanced Diploma in Insurance & Investment Management from the University of Lagos (1998). Mrs. Ibijoke Adenuga possesses over 30 years' experience in the insurance industry and commenced her career in NICON Insurance, Lagos where she worked between August 1990 and December 2000 first as an Insurance Officer, Motor Department and then as an Assistant Bureau Coordinator, ECOWAS/ Motor Department. Between August 2002 and December 2012, Mrs. Ibijoke Adenuga worked with Europ Assistance UK & Ireland where her responsibilities at various times included Technical Claims Handler, Quality Specialist/Claims Trainer and Claims Training Manager. She joined Wapic Insurance Plc (now Coronation Insurance Plc) in September 2013 as a Learning & Development Manager from 2013-2014, and then as the Head, Human Resources from 2014- 2016. Mrs. Ibijoke Adenuga is currently an Executive Director with ARBIS Consultants Limited, and is an implementation Consultant for Cegedim Insurance Solutions, International Division (UK).

      Mrs. Ibijoke Adenuga is an elected Fellow of the Chartered Insurance Institute UK and an Associate, Chartered Institute of Personnel Management, Nigeria.

      Mrs. Ibijoke Adenuga was appointed to the Board of Coronation Insurance Plc effective August 19, 2022. Mrs. Ibijoke Adenuga is 57 years old as at the date of this Meeting.

    6. Mr. Victor Etuokwu MON Non-Executive Director

      Mr Victor Etuokwu has over 32 years' professional experience in the financial sector, cutting across banking operations, cash management services, operational risk management, credit and marketing, business development and mergers & acquisition. He began his work experience with Citibank Nigeria where he worked for over 11 years before proceeding to Access Bank Plc where he worked for 21 years and held various leadership positions. Until his retirement in April 2024, Mr Victor Etuokwu was the Group Deputy Managing Director Access Bank Group. Mr. Victor Etuokwu has served on various Boards and is a Director of Unified Payment Services Limited and E-Tranzact Nigeria Limited. He is also the past Chairman of CRC Credit Bureau, Nigeria's 1st and foremost Credit Bureau and an Honorary Senior Member of the Chartered Institute of Bankers (HCIB).

      Mr. Victor Etuokwu holds a Bachelor's of Science degree in Human Nutrition from the University of Ibadan and a Masters of Business Administration from the University of Benin. He has also attended numerous courses both locally and internationally and is an alumnus of the London Business School, INSEAD and Harvard Business school

      Mr. Victor Etuokwu was appointed to the Board of Directors of Coronation Insurance Plc effective July 2024 and is the Chairperson of the Board Finance, Investment & General-Purpose Committee.

      Mr. Victor Etuokwu is 59 years old as at the date of this Meeting.

    7. Mr. Augustine Alegeh SAN CON Independent Non-Executive Director

      Mr. Augustine Oyarekhua Alegeh SAN CON is a distinguished Legal Practitioner with over three decades of experience in litigation, corporate law, and legal advisory services. He is a Notary Public; a Senior Advocate of Nigeria; a Fellow of the Chartered Institute of Arbitrators (UK); a former President of the Nigerian Bar Association (NBA); a former Member of the National Judicial Council; a Trustee of the Nigerian Bar Association; and a Life Member of the Body of Benchers Nigeria.

      Mr. Augustine Oyarekhua Alegeh SAN CON holds a Bachelor of Laws (LL.B) degree from the University of Benin and a post graduate diploma in International Commercial

      Arbitration from Kebble College, Oxford University, United Kingdom. He is the Founder and Principal Partner of A.O. Alegeh & Co. [Legal Practitioners & Notaries], a leading Law Firm with expertise in commercial litigation, arbitration, and regulatory compliance. He has handled matters at both trial and appellate Courts in Nigeria as well as domestic and international arbitrations in several landmark disputes.

      Mr. Augustine Alegeh was appointed to the Board of Directors of Coronation Insurance Plc effective August 25, 2025. Mr. Augustine Alegeh is 62 years old as at the date of this Meeting.

    8. Mr. Olamide Olajolo

      Managing Director/Chief Executive Officer

      Mr. Olamide Olajolo has about twenty-three (23) years' experience in the Insurance industry cutting across insurance underwriting and sales. Prior to joining Coronation Insurance Plc as the Managing Director/Chief Executive Officer, he was the Managing Director/Chief Executive Officer of the Nigeria Liability Insurance Pool and the Vice President Business Development at Heirs Insurance Limited/Heirs Assurance Limited. Mr. Olamide Olajolo also spent sixteen (16) years at Zenith General Insurance Company Limited where he headed Technical Operations/Business Development first as General Manager from April 2004 - 2018 and then as Executive Director from January 2018 - January 2020.

      Mr. Olamide Olajolo obtained a B.Sc. (Hons) Insurance and Masters in Business Administration and Risk Management from the University of Lagos in 1997, 2010 and 2016 respectively. Mr. Olamide Olajolo is a Fellow of the Chartered Insurance Institute of Nigeria and a Fellow of the Risk Managers Society of Nigeria. He is also a Member of Council of the Nigerian Insurers Association (NIA).

      Mr. Olamide Olajolo is 53 years as at the date of this Meeting.

    9. Mr. Adewale Adeneye

Executive Director Technical Operations

Mr. Adewale Adeneye has about eighteen (18) years' experience in the Insurance industry with his experience cutting across lfe and non-life insurance underwriting, claims management, enterprise risk management, customer service, operations and business development. Prior to joining Coronation Insurance Plc Mr. Adewale Adeneye was the Senior Technical Manager of Allianz Africa and was previously the Group Head, Life Operations in AXA Mansard Insurance Plc.

Mr. Adewale Adeneye obtained a B.Sc. (Hons) Political Science from the Olabisi Onabanjo University Ago-Iwoye Ogun State in 2001 and a Masters in Business Administration (MBA) from the Obafemi Awolowo University Ile-Ife Osun State in 2008. Mr. Adewale Adeneye is also an Associate Member of the Chartered Insurance Institute of Nigeria.

Mr. Adewale Adeneye is 47-years as at the date of this Meeting.

Performance Monitoring and Evaluation

The Board, in the discharge of its oversight function continuously engages with Management and contributes ideas to the planning and execution of the Group's strategy. Management provides the Board with regular updates on the implementation of the strategy, affording the Board the opportunity to critique and assess significant issues, risks or challenges encountered in the course of the strategy implementation and the steps taken to mitigate the risks. Management's report on the Group's actual Financial Performance is presented relative to the planned budget to enable the Board assess the level of achievement. Peer Comparison is also a crucial component of Management reporting to the Board to benchmark performance against that of our competitors.

The Company's performance on Corporate Governance is continuously monitored and reported. Regular reviews are carried out on the Company's compliance status with the Nigerian Code of Corporate Governance (NCCG) 2018, the NAICOM Corporate Governance Guidelines for Insurance and Reinsurance Companies in Nigeria 2021, the Securities & Exchange Commission (SEC) Code of Corporate Governance, the Nigerian Exchange Limited (NGX) Post Listing Requirements as well as on the Company's compliance status with the various regulatory circulars and guidelines, and regulatory returns are filed thereon.

Board Assessment when done effectively provides the Board the opportunity to identify and remove obstacles to better performance and to strengthen what works well. The Board has established a system of independent annual evaluation of its performance, that of its Committees and individual Directors. The evaluation is done by an independent consultant approved by the Board on the authority of Shareholders granted in General Meeting in line with the provisions of Article 4.0 (i)) of the National Insurance Commission Corporate Governance Guidelines for Insurance and Reinsurance Companies in Nigeria. Ernst & Young was engaged to conduct the Board performance evaluation for the 2025 Financial Year. The Consultants also conducted an evaluation of the Company's corporate governance practices by reviewing the Company's Corporate Governance Framework as well as relevant policies and procedures. Ernst & Young was appointed as the Company's Corporate Governance Consultant in 2019 and has carried out this role for six (6) years.

The Board believes that the use of an independent consultant promotes the objectivity and transparency of the evaluation process. The Annual Board Evaluation takes the form of a 360 degree on-line survey covering directors' self assessment, peer assessment and evaluation of the Board and the Board Committees, the effectiveness of the Independent Directors against the regulatory guidelines on Independent Directors of Insurance Companies, as well as the Board's structure and composition, processes, relationships competencies, roles and responsibilities. The result of the Board performance evaluation is presented to the Board and the individual director's assessment is communicated and discussed with the Chairman.

The result of the Annual Board Evaluation conducted for the 2025 Financial Year confirmed that the individual Directors and the Board continue to operate at a high level of effectiveness and efficiency. The result also showed that the Company's corporate governance practices were in compliance with the provisions of the Nigerian Code of Corporate Governance (NCCG) 2018, the NAICOM Corporate Governance Guidelines for Insurance and Reinsurance Companies in Nigeria 2021 and the SEC Code of Corporate Governance. The summary of the Annual Board Performance Report for the 2024 Financial Year was presented to the shareholders at the Annual General Meeting of the Company held on August 13, 2025. The Board confirms that the Company complied with the applicable Codes of Corporate Governance in the 2025 Financial Year following the corporate governance evaluation and Board Performance evaluation conducted for the year. The summary report on the evaluation is contained on page

. of this Report.

Appointment Process for Board Members

The Board has established a formal process for the selection of new directors to ensure the transparency of the nomination process. The appointment process is documented in the Group's Fit and Proper Person Policy which is designed to ensure that the Company and it's Subsidiaries are managed and overseen by competent, capable and trustworthy individuals. In making Board appointments, the Board takes into cognizance the knowledge, skill and experience of a potential director as well as other attributes considered necessary for the role. The Board also considers the need for appropriate demographic and gender representation. Candidates are subjected to enhanced due diligence enquiries as required by extant regulations.

The appointment process is led by the Board Establishment and Remuneration Committee that has the responsibility for recommending new appointments to the Board of both Executive and Non-Executive Directors as well as for succession planning of the Board. When making Board appointment recommendations, the Committee takes cognizance of the existing range of skills, experience, background and diversity on the Board in the context of the Company's strategic direction before articulating the specification for the candidate sought. The Committee identifies candidates for appointment as director in consultation with the Chairman, Managing Director and/or any other director, or through the use of search firms or such other methods as the Committee deems helpful to identify candidates. Once candidates have been identified the Committee shall confirm that the candidates meet the minimum qualifications for director nominees set forth in the policy and relevant statutes and regulations. The Committee may gather information about the candidates through interviews, questionnaires, enhanced due diligence checks or any other means that the Committee deems helpful in the evaluation process. The Committee meets to discuss and evaluate the qualities and skills of each candidate, taking into consideration the overall composition and needs of the Board. Based on the results of the evaluation process, the Committee recommends candidates to the Board for appointment as director subject to the approval of shareholders and the National Insurance Commission.

In the 2025 Financial Year, the Board had more Non-Executive Directors than Executive Directors with three (3) of the Non-Executive Directors being Independent. In keeping with the Board's commitment to improving gender diversity, three (3) of the Non-Executive Directors are female representing 43% of the Board. We are comfortable that our Board is sufficiently diversified to optimize its performance.

Retirement, Election and Re-election of Directors

In accordance with the Company's Articles of Association, Mr. Mutiu Sunmonu and Mrs. Ibijoke Adenuga retired at the Company's 67th Annual General Meeting held on August 13, 2025 and being eligible were duly re-elected by shareholders. The Board confirms that following a formal evaluation, both Mr. Mutiu Sunmonu and Mrs. Ibijoke Adenuga continued in 2025 to demonstrate commitment to their roles as Non-Executive Directors.

In accordance with the Company's Memorandum and Articles of Association as well as Section 285 of the Companies and Allied Matters Act 2020, one-third of all Non-executive Directors (rounded down) are offered for re-election every year (depending on their tenure on the Board) together with Directors appointed by the Board since the last Annual General Meeting. In keeping with this requirement, Mr. Olusegun Ogbonnewo and Mrs. Titilayo Osuntoki will retire during this Annual General Meeting and being eligible, will submit themselves for re-election. The Board is convinced that both Mr. Olusegun Ogbonnewo and Mrs. Titilayo Osuntoki will continue to add value to the Company and that they are required to maintain the balance of skills, knowledge, experience and diversity on the Board. The biographical details of the Directors standing for re-election are set out on page ..... to of this Annual Report

Directors Induction

The Board believes that a robust induction as well as regular training and education of Board members on issues pertaining to their oversight functions will improve Director's performance. Regarding new Directors, there is a personalized induction program which includes one-on-one meetings with Executive Directors and Senior Management responsible for the Company's key business areas. Such sessions focus on the challenges, opportunities and risks facing the business areas. The induction program covers an overview of the Strategic Business Units as well as the Board processes and policies. A new Director receives an induction pack which includes charters of the various Board Committees, significant reports, important legislation and policies, minutes of previous Board Meetings and a Calendar of Board Activities. Directors are also required to participate in periodic, relevant continuing professional development programs to update their knowledge.

Shareholder Engagement

The Company has a dedicated Investor Relations Unit which focuses on facilitating communication with shareholders and analysts on a regular basis and addressing their enquiries and concerns. Investors and stakeholders are frequently provided with information about the Company through various channels such as quarterly Investor Conference Calls, the General Meeti+A108ngs, the Company's website, as well as the Annual Report and Accounts.

The Board ensures that shareholders statutory and general rights are protected at all times, particularly their right to vote at general meetings. The Board also ensures that all shareholders are treated equally regardless of the size of their shareholding and social conditions. Our Shareholders are encouraged to share in the responsibility of sustaining the Company's corporate values by exercising their rights as protected by law.

Shareholders Rights Protection

The Company has a comprehensive Investors Communication and Disclosure Policy in accordance with which the Board and Management ensure that the Company's communication with the investing public about the Company and its subsidiaries is timely, factual. broadly disseminated and accurate and in accordance with all applicable legal and regulatory requirements. The Company's reports and communication to shareholders and other stakeholders are in plain, readable and understandable format. The Company's website - https://www.coronationinsurance.com.ng is regularly updated with both financial and non-financial information.

The Company has a dedicated Investor Relations Unit which focuses on facilitating communication with shareholders and analysts on a regular basis and addressing their enquiries and concerns. Investors and stakeholders are frequently provided with information about the Company through various channels such as quarterly Investor Conference Calls, the General Meetings, the Company's website, as well as the Annual Report and Accounts.

The Board ensures that shareholders statutory and general rights are protected at all times, particularly their right to vote at general meetings. The Board also ensures that all shareholders are treated equally regardless of the size of their shareholding and social conditions. Our Shareholders are encouraged to share in the responsibility of sustaining the Company's corporate values by exercising their rights as protected by law.

Access to Information and Resources

Executive Management recognizes the importance of ensuring the flow of complete, adequate and timely information to the Directors on an ongoing basis to enable them make informed decisions in the discharge of their responsibilities. There is ongoing engagement between Executive Management and the Board, and the Heads of relevant Strategic Business Units attend Board meetings to make presentations. The Company's External Auditors attend the Board, the Board Audit and Compliance Committee and the Statutory Audit Committee Meetings to make presentations on the audit of the Company's Financial Statements. The Directors have unrestricted access to the Group Management and Company information in addition to the resources to carry out their responsibilities. This includes access to external professional advice at the Company's expense as provided by the Board and Board Committee Charters.

Role of the Board

The principal responsibility of the Board is to promote the long-term success of the Group by creating and delivering sustainable shareholder value. The Board leads and provides direction for the Management by setting policy direction and strategy and by overseeing their implementation. The Board seeks to ensure that Management delivers on both its long term growth and short term objectives, striking the right balance between both goals. In setting and monitoring the execution of the Group Strategy, consideration is given to the impact that those decisions will have on the Group's obligations to various stakeholders, such as shareholders, employees, suppliers and the community in which the Group operates as a whole.

The Board is responsible for ensuring that robust systems of internal controls are maintained and that Management maintains an effective risk management and oversight process across the Group so that growth is delivered in a controlled and sustainable way. In addition the Board is responsible for determining and promoting the collective vision of the Group's purpose, values, culture and behaviour.

The Board is accountable to the shareholders and is responsible for the management of the Company's relationship with its various stakeholders. The Board ensures that the activities of the Company are at all times executed within the relevant regulatory framework. The Board Charter is comprised of a set of principles that have been adopted by the Board as a definitive statement of Corporate Governance.

In carrying out its functions, matters reserved for the Board include but are not limited to: Conducting the business of the Company in line with high ethical and sound insurance best practices

Acting on a fully informed basis, in good faith, with due diligence and care, and in the best interest of the company and the shareholders

Treating all shareholders fairly

Exercise objective independent judgment on corporate affairs Defining the Company's business strategy and objectives, Formulating risk policies

Approval of quarterly, half yearly and full year financial statements Approval of significant changes in accounting policies and practices Appointment or removal of Directors and Company Secretary

Approval of major acquisitions, divestments of operating companies, disposal of capital assets or capital expenditure Approval of charter and membership of Board Committees

Setting of annual board objectives and goals Approval of allotment of shares

Approval of remuneration of auditors and recommendation for appointment or removal of auditors Succession Planning for key positions

Approval of the corporate strategy, medium term and short term plans Monitoring delivery of the strategy and performance against plan

Approval of the framework for determining the policy and specific remuneration of executive directors Review and monitoring of the performance of the Managing Director and the executive team

Ensuring the maintenance of ethical standards and compliance with relevant laws. Performance appraisal and compensation of Board members and senior executives

Ensuring effective communication with shareholders Ensuring the integrity of financial reports

The Role of the Board Chairman

The principal role of the Board Chairman is to provide leadership and direction to the Board. In line with best practice and in accordance with the provisions of all the Codes of Corporate Governance by which the Company is governed, the roles of the Chairman and Managing Director are assumed by different individuals and there is a separation of powers and functions between the Chairman and the Managing Director. More specifically, the duties and responsibilities of the Board Chairman are as follows:

*Primarily responsible for the effective operation of the Board and ensures that the Board works towards achieving the Company's strategic objectives

*Setting the agenda for Board Meetings in conjunction with the Managing Director and the Company Secretary

*Approval of the Annual Calendar of Board Activities

*Playing a leading role in ensuring that the Board and its Committees have the relevant skills, competencies for their job roles.

*Ensuring that the Board Meetings are properly conducted and that the Board is effective and functions in a cohesive manner

*Ensuring that the Directors focus on their key responsibilities and play constructive roles in the affairs of the Company

*Ensuring that the Directors receive accurate and clear information about the affairs of the Company in a timely manner to enable them take sound decisions

*Acting as the main link between the Board and the Managing Director as well as advising the Managing Director on the effective discharge of duties

*Ensuring that induction programs are conducted for new Directors and continuing education programs are in place for all Directors

*Taking a leading role in the assessment, improvement and development of the Board

*Presiding over General Meetings of shareholders

*Ensuring effective communication with the Company's institutional shareholders and strategic stakeholders

The Role of the Managing Director/Chief Executive Officer (MD/CEO)

The Managing Director has the overall responsibility for leading the development and execution of the Company's long-term strategy, with a view to creating sustainable shareholder value. The Managing Director manages the day-to-day operations of the Company and ensures that operations are consistent with the policies approved by the Board. Specifically, the duties and responsibilities of the Managing Director include the following:

*Acts as head of the Management Team and is answerable to the Board

*Responsible for ensuring that a culture of integrity and legal compliance is imbibed by personnel at all levels of the Company

*Responsible for the consistent achievement of the Company's financial objectives and goals

*Ensures that the allocation of capital reflects the Company's risk management philosophy

*Ensures that the Company's risks are controlled and managed effectively, optimally and in line with the Company's strategies and objectives

*Ensures that the Directors are provided with sufficient information to support their decision making

Role of the Company Secretary

Directors have separate and independent access to the Company Secretary. The Company Secretary is responsible for among other things ensuring that Board procedures are observed and that the Company's Memorandum and Articles Association and other rules and regulations are complied with. The Company Secretary also assists the Chairman and the Board in implementing and strengthening corporate governance practices and processes with a view to enhancing long-term shareholder value. The Company Secretary assists the Chairman in ensuring good information flow within the Board and its Committees and between Management and Non-Executive Directors. The Company Secretary also facilitates the orientation of new Directors and coordinates their professional development.

As the primary compliance officer for the Company's compliance with the listing rules of the Nigerian Stock Exchange, the Company Secretary is responsible for designing and implementing a framework for the Company's compliance with the listing rules, including advising Management on prompt disclosure of material information.

The Company Secretary attends and prepares the minutes for all Board meetings. As secretary of all board committees she assists in ensuring coordination and liaison between the Board, the Board Committees and Management. The Company Secretary also assists in the development of the agendas for the various Board and Board Committee meetings.

The appointment and removal of the Company Secretary are subject to the Board's approval.

Delegation of Authority

The ultimate responsibility for the Company's operations rests with the Board. The Board retains effective control through a well-developed Committee governance structure that provides in-depth focus on Board responsibilities. Each Board Committee has a written charter and presents quarterly reports to the Board on its activities. The Board delegates authority to the Managing Director and the Executive Management to manage the affairs of the Company within the parameters established by the Board from time to time.

Board Meetings

The Board meets quarterly and emergency meetings are convened as may be required. The Annual Calendar of Board and Board Committee meetings are approved in advance during the last quarter of the preceding financial year and all Directors are expected to attend each meeting. Material decisions may be taken between meetings through written resolutions as provided for by the Company's Articles of Association. The Annual Calendar of Board activities include a Board Retreat at an offsite location, to consider strategic matters and review the opportunities and challenges facing the institution. All Directors are provided with Notices, Agenda and meeting papers in advance of each meeting and where a Director is unable to attend a meeting he/she is still provided with the relevant papers for the meeting. Such Director reserves the right to discuss with the Chairman any matter he/she may wish to raise at the meeting. The Directors are also provided with regular updates on developments in the regulatory and business environment. The Board met six (6) times during the period under review. The Board channelled considerable time and effort in approving and monitoring the extent of implementation of the Corporate Strategy, approving and monitoring implementation of the 2025 budget, took steps towards ensuring that the Company and its Subsidiaries are well positioned to meet the new regulatory minimum capital requirement, reviewed and approved policies as well as approved the Management Accounts and Full Year Audited Financial Statements. The Board also uses a secure electronic portal for the circulation of Board papers to members. This underscores the commitment of the Board to embrace environment sustainability by reducing paper usage.

NAME

AGM

BOARD

13/08/25

28/01/25

07/04/25

30/04/25

29/07/25

28/10/25

22/12/25

Mutiu

Sunmonu

Chairma

n

P

P

P

P

P

P

P

Olusegun

Ogbonnewo

Member

P

P

P

P

ABSENT

P

P

Titilayo

Osuntoki

Member

P

P

P

P

P

P

P

Omosalewa

Fajobi*

Member

P

P

P

P

P

NA

NA

Abubakar

Jimoh*

Member

P

P

P

P

P

NA

NA

Stella

Ojekwe-Onyejeli

Member

P

P

P

P

P

P

P

Ibijoke

Adenuga

Member

P

P

P

P

P

P

P

Victor

Etuokwu

Member

P

P

P

P

P

P

P

Augustine

Alegeh**

Member

NA

NA

NA

NA

NA

P

P

Olamide

Olajolo

Member

P

P

P

P

P

P

P

Adewale

Adeneye

Member

P

P

P

P

P

P

P

* Resigned effective August 14, 2025

**NAICOM approval obtained effective August 25, 2025

Board Committees

The Board carries out its oversight function through its standing committees each of which has a charter that clearly defines its purpose, composition, and structure, frequency of meetings, duties, tenure and reporting lines to the Board. In line with best practice, the Chairman of the Board does not sit on any of the committees. In line with the NAICOM Corporate Governance Guidelines, the Board's standing committees are; the Board Enterprise Risk Management Committee, the Board Audit and Compliance Committee, the Board Establishment and Remuneration Committee, the Board Finance, Investment and General-Purpose Committee and the Board Information Technology Committee. The Board accepts that while the various Board Committees have the authority to examine a particular issue and report back to the Board with their decisions and/or recommendations, the ultimate responsibilities on all matters lies with the Board. The composition and responsibilities of the Committees are set out below:

Board Audit and Compliance Committee

The Committee supports the Board in performing its oversight responsibility relating to the integrity of the Company's financial statements and the financial reporting process; the independence and performance of the Company's internal and external auditors; and the Company's system of internal control and mechanism for receiving complaints regarding the Company's accounting and operating procedures. The Committee also monitors the status of the Company's internal and regulatory compliance. The Company's Chief Internal Auditor and Chief Compliance Officer have access to the Committee and make quarterly presentations to the Committee. The Company's External Auditors also periodically meet with the Committee

Key issues considered by the Committee during the period included the review of the status of compliance with internal policies and regulatory requirements, review and recommendation of Full Year Audited Financial Statements, review of reports of the Chief Internal Auditor and External Auditors, the review of the whistle-blowing reports as well as the approval of the Internal Audit and Internal Control and Compliance Plans. The Committee met five (5) times in the 2025 Financial Year.

The Committee was chaired by Mr. Abubakar Jimoh until his resignation from the Board in August 2025 and is now chaired by Mrs. Stella Ojekwe-Onyejeli who is a Fellow of the Institute of Chartered Accountants of Nigeria and an Associate of the Chartered Institute of Taxation of Nigeria.

The membership of the Committee and members attendance at Meetings in the 2025 Financial Year is as set out below:

NAME

22/01/25

07/04/25

22/04/25

15/07/25

14/10/25

Abubakar

Jimoh*

Chairper

son

P

P

P

P

NA

Stella Ojekwe-

Onyejeli**

Chairper son

P

P

P

P

P

Titilayo Osuntoki

Member

P

P

P

P

P

Omosalewa Fajobi*

Member

P

P

P

P

NA

Victor Etuokwu

Member

P

P

P

P

P

Augustine Alegeh***

Member

NA

NA

NA

NA

NA

*Resigned effective August 14,2025

**Chairperson effective August 14, 2025

***Appointed to the Committee effective October,

Board Enterprise Risk Management Committee

The Committee supports the Board in performing its oversight responsibility relating to corporate governance, establishment of policies, standards and guidelines for risk management, and compliance with legal and regulatory requirements. In addition, it oversees the establishment of a formal written policy on the overall risk management system. The Committee also ensures compliance with established policies through periodic reviews of reports provided by Management and ensures the appointment of qualified officers to manage the risk function. The Committee evaluates the Company's risk policies on a periodic basis to accommodate major changes in the internal or external environment.

The key issues considered by the Committee during the period included risk reports from all the risk areas of the business, monitoring the status of the Company's compliance with relevant regulatory policies including the status of compliance with the AML/CFT/CPF regulations, evaluation of the nature and effectiveness of action plans implemented to address identified compliance weaknesses, consideration of the Nigeria Insurance Industry Reform Act (NIIRA) and its implications on the Company, and recommendation by the Committee of some policies to the Board for approval. The Committee met five (5) times in the 2025 financial year.

The Committee is chaired by Mrs. Titilayo Osuntoki who holds a Second Class Upper Degree in Civil Engineering and a Master in Business Administration from the University of Lagos. She has over 30 years professional experience in the financial sector cutting across treasury/currency trading, financial control, risk management as well as corporate finance and relationship management.

The membership of the Committee and members attendance at Meetings in the 2025 Financial Year is as set out below:

NAME

24/01/25

24/04/25

17/07/25

29/09/25

16/10/25

Titilayo

Osuntoki

Chairper

son

P

P

P

P

P

Olusegun Ogbonnewo

Member

P

P

P

ABSENT

P

Omosalewa

Fajobi*

Member

P

P

P

P

P

Abubakar

Jimoh*

Member

P

P

P

P

P

Stella Ojekwe-

Onyejeli

Member

P

P

P

P

P

Ibijoke

Adenuga

Member

P

P

P

P

P

Victor

Etuokwu

Member

P

P

P

P

P

Augustine

Alegeh**

Member

NA NA NA

NA

NA

Olamide

Olajolo

Member

P

P

P

P

P

*Resigned effective August 14,2025

**Appointed to the Committee effective October, 2025

Board Establishment and Remuneration Committee

The Committee advises the Board on its oversight responsibilities in relation to the structure, size, composition and commitment of the Board, establishment of a formal and transparent process for Board appointments, including establishing the criteria for appointment to the Board and Board committees, reviewing prospective candidates' qualifications and any potential conflict of interest; assessing the contribution of current Directors against their re-nomination suitability, and making appropriate recommendations to the Board, periodically determining the skills, knowledge and experience required on the Board and its committees, ensuring that the Company has a formal programme for the induction and training of Directors, undertaking the annual evaluation of the Board, its committees, the Company's corporate governance practices and the independent status of each Independent Non-Executive Director (INED), ensuring that the Company has a succession policy and plan in place for the Chairman of the Board, the MD/CEO and all other EDs, NEDs and senior management positions to ensure leadership continuity, dealing with all matters pertaining to executive management selection and performance, recommending appropriate remuneration for directors (both executive and non-executive) and approving remuneration for all other members of staff. reviewing and recommending the Company's organizational structure to the Board for approval. The Committee ensures that the Company's human resources are maximized to support the long term success of the enterprise and to protect the welfare of all employees.

The key decisions and initiatives of the Committee in 2025 included recommendation to the Board for the appointment of an Independent Non-Executive Director, review and recommendation of human resources policies and annual plans to the Board for approval and consideration of quarterly reports on human resource matters. The Committee met five (5) times during the period.

The Committee is chaired by Mrs. Titilayo Osuntoki who holds a Second Class Upper Degree in Civil Engineering and a Master in Business Administration from the University of Lagos. She has over 30 years professional experience in the financial sector cutting across treasury/currency trading, financial control, risk management as well as corporate finance and relationship management.

The membership of the Committee and members attendance at Meetings in the 2025 Financial Year is as set out below:

NAME

22/01/25

23/04/25

16/07/25

15/10/25

24/12/25

Titilayo

Osuntoki

Chairper

son

P

P

P

P

P

Olusegun Ogbonnewo

Member

P

P

P

P

P

Omosalewa

Fajobi*

Member

P

P

P

NA

NA

Ibijoke

Adenuga

Member

P

P

P

P

P

Victor

Etuokwu

Member

NA

NA

NA

NA

NA

*Resigned effective August 14,2025

Board Finance, Investment and General-Purpose Committee

The Committee advises the Board on its oversight responsibilities in relation to the Company's general investments and provides strategic guidance for the development and achievement of the Company's investment objectives. The Committee therefore works with Management to review the quality of the Company's investment portfolio and the trends affecting the portfolio, overseeing the effectiveness and administration of investment related policies including compliance with legal investment limits and the Company's in-house investment restrictions, reviewing the process for determining provision for investment losses and the adequacy of the provisions made as well as providing oversight and guidance to the Company regarding all aspects of implementing the NAICOM Guidelines and compliance with other regulatory Risk based supervision framework.

Key issues considered by the Committee included review of the financial control report and investment report, approval of the annual budget as well as the capital and operating expenses of the company, quarterly review of budget utilization against the actual plan, review of the Company's financial and investment portfolio performance, continued monitoring of the Company's compliance with relevant regulatory and internal investment policies with respect to the Company's investment portfolio, approval of investment limits as well as investment exceptions where necessary. The Committee met four (4) times during the period.

The Committee was chaired by Mrs. Stella Ojekwe-Onyejeli until August 2025 and is now chaired by Mr. Victor Etuokwu who has a Bachelor's of Science degree in Human Nutrition from the University of Ibadan and a Masters of Business Administration from the University of Benin. He is also an alumnus of the London Business School, INSEAD and Harvard Business school.

The membership of the Committee and members attendance at Meetings in the 2025 Financial Year is as set out below:

NAME

23/01/25

23/04/25

16/07/25

17/10/25

Stella

Ojekwe-Onyejeli*

Chairper son

P

P

P

P

Victor

Etuokwu**

Member

P

P

P

P

Olusegun Ogbonnewo

Member

P

P

P

P

Omosalewa

Fajobi***

Member

P

P

P

P

Abubakar

Jimoh***

Member

P

P

P

P

Titilayo

Osuntoki

Member

P

P

P

P

Ibijoke

Adenuga

Member

P

P

P

P

Augustine

Alegeh****

Member

NA

NA

NA

NA

Olamide

Olajolo

Member

P

P

P

P

Adewale

Adeneye

Member

P

P

P

P

*Ceased Chairmanship effective August 14,2025

**Chairperson effective August 14, 2025

***Resigned effective August 14,2025

****Appointed to the Committee effective October, 2025

Board Information Technology Committee

The Committee assists the Board in fulfilling its governance and oversight responsibilities relating to development, periodic review and implementation of the Company's Information Technology strategy, monitoring the Company's investments and operations in relation to technology and information systems, ensuring that the Company's technology initiatives are consistent with the Company's overall corporate strategy and performing such other related functions as may be assigned to the Committee by the Board of Directors.

Key issues considered by the Committee included monitoring the performance of the Company's core insurance application, quarterly review of the information technology report, review of the technical functionality and system report, quarterly review of the IT budget utilization against the actual plan as well as quarterly reviews of the internal audit and control report on technology matters. The Committee met four (4) times during the period.

The Committee is chaired by Mr. Olusegun Ogbonnewo. Mr. Ogbonnewo holds a B.A ( Hons) in Education and Master in Public Administration from the University of Ilorin. He also has a MBA from LBS Lagos/IESE Barcelona. Mr. Olusegun Ogbonnewo has over 28 years experience spanning across Banking, Human Capital Development, Operations & Technology, Payment Systems and FinTech.

The membership of the Committee and members attendance at Meetings in the 2025 Financial Year is as set out below:

NAME

23/01/25

22/04/25

15/07/25

16/10/25

Olusegun Ogbonnewo

Chairper son

P

P

P

P

Abubakar

Jimoh*

Member

P

P

P

NA

Ibijoke

Adenuga

Member

P

P

P

P

Victor

Etuokwu

Member

P

P

P

P

Olamide

Olajolo

Member

P

P

P

P

*Resigned effective August 14,2025

Executive Committee

The Executive Committee (EXCO) is made up of the Managing Director as Chairman, and all the Executive Directors as members. The Committee is primarily responsible for the implementation of strategies approved by the Board and ensuring the efficient deployment of the Company's resources.

Management Committees

These are standing committees made up of the Company's Executive and Senior Management staff. The Committees are set up to identify, analyse and make recommendations on risks pertaining to the Company's day to day activities. They ensure that risk limits set by the Board and the regulatory bodies are complied with and also provide input into the various Board Committees in addition to ensuring the effective implementation of risk polices. These Committees meet as frequently as risk issues occur and take actions and decisions within the ambit of their respective powers.

The management committees include: Finance and Investment Management Committee, Underwriting and Claims Management Committee, Enterprise Risk Management Committee, Asset & Liability Management Committee and IT Steering Committee

Statutory Audit Committee

In compliance with the provisions of Section 404 (3) of the Companies and Allied Matters Act (CAMA) 2020 which requires every public company to constitute a Statutory Audit Committee made up of five members comprising three shareholder members and two Non-Executive Directors.

The Committee is constituted to ensure its independence which is fundamental to upholding stakeholders' confidence in the reliability of the Committee's report and the Company's Financial Statements. There is no Executive Director sitting on the Committee. The appointment of the Committee Chairman was to ensure compliance with the requirement that the Committee Chairman should be a professional member of an accounting body established by Act of the National Assembly in Nigeria who shall be required to attest to the Company's annual report, financial statements, accounts, financial report, returns and other documents of a financial nature.

The duties of the Committee are as enshrined in the Section 404(3),(4) and (5) of CAMA. The Committee is responsible for ensuring that the Company's financials comply with applicable financial reporting standards.

Tenure of the Statutory Audit Committee

The tenure of each Committee member lasts from the date of election at an Annual General Meeting till the next. The membership of the Statutory Audit Committee is renewed through a process of election and/ or re-election at the next Annual General Meeting.

Role and Focus of the Statutory Audit Committee

The duties of the Statutory Audit Committee are as enshrined in Section 404(3),(4) and (5) of the Companies and Allied Matters Act (CAMA) 2020. The statutory provisions are supplemented by the provisions of the SEC Code of Corporate Governance and are highlighted below:

  • Ascertain whether the accounting and reporting policies of the Company are in accordance with legal requirements and agreed ethical practices

  • Review the scope and planning of audit requirements

  • Review the findings on management matters in conjunction with the external auditor and management's response thereon

  • Keep under review the effectiveness of the Company's system of accounting and internal control

  • Make recommendations to the Board with regard to the appointment, removal and remuneration of the external auditors of the company, ensuring the independence and objectivity of the external auditors and that there is no conflict of interest which could impair their independent judgement

  • Authorize the internal auditor to carry out investigations into any activity of the Company which may be of interest or concern to the Committee

  • Assist in the oversight of the integrity of the company's financial statements and establish and develop the internal audit function

Going Concern

The Directors confirm that after making appropriate enquiries they have reasonable expectations that the Company has adequate resources to continue in operational existence for the foreseeable future. Accordingly they continue to adopt going concern basis in preparing the financial statements

External Auditor

Ernst & Young acted as the Company's External Auditor for the 2025 Financial Year. The Board confirms that the Company has complied with the regulatory requirement as enshrined in the Nigerian Code of Corporate Governance 2018 and the SEC Code of Corporate Governance on the rotation of audit firm and audit partners. Ernst & Young was appointed as the Company's sole External Auditor with effect from the 2020 Financial Year and has held office for Six (6) years.

Succession planning

The Company has a robust policy which is aligned with the Company's performance management process. The policy identifies key

Code of Ethics

Coronation Insurance Plc has in place, a Code of Conduct which specifies expected behaviour of its employees and Directors. The code is designed to empower employees and Directors and enable effective decision making at all levels of the business according to defined ethical principles. The Code requires that each Company employee shall read the Code and sign a confirmation that he has understood the content. In addition, there is an annual re-affirmation exercise for all employees. The Company also has a Compliance Manual which provides guidelines for addressing violations/breaches and ensuring enforcement of discipline with respect to staff conduct. The Company also has a Disciplinary Guide which provides sample offences/violations and prescribes disciplinary measures to be adopted in various cases. The Head of Human Resources is responsible for the design and implementation of the "Code of Conduct" while the Chief Compliance Officer is responsible for monitoring and ensuring compliance.

The Chief Compliance Officer issues at the commencement of each financial year, an Ethics & Compliance message to all staff within the Group. The Ethics & Compliance message reiterates the Company's policy of total compliance with all applicable laws, regulations, corporate ethical standards and policies in the conduct of the Company's business. The message admonishes employees to safeguard the franchise and advance its growth in a sustainable manner while ensuring compliance with relevant policies, laws and regulations.

Dealing in Company Securities

In accordance with the provisions of the Rule 17.2 of the Amendment to the Listing Rules of the Nigerian Exchange Limited, the Company has in place a policy that guides trading on the Company's securities. The Non-Dealing Period Policy prohibits Directors, members of the Audit Committee, employees and all other insiders from abusing or placing themselves under the suspicion of abusing price-sensitive information in relation to the Company's securities. In line with the policy affected persons are prohibited from trading on the company's security during a closed period which is usually announced by the Company Secretary. The Company has put in place a mechanism for monitoring on-going compliance with the policy.

Remuneration Statement

The Report on Directors' remuneration is as set out in the Audited Financial Statements. The Group has established clear policy guidelines for the determination and administration of compensation. In line with the policy guidelines, the Company seeks to attract and retain the best talent in countries that it operates. To achieve this, the Company seeks to position itself among the best performing and best employee rewarding companies in its industry. This principle will act as a general guide for the determination of compensation. The objective of the policy is to ensure that salary structure including short and long term incentives motivate sustained high performance and are linked to corporate performance. It is also designed to ensure that stakeholders are able to make reasonable assessment of the Company's reward practices. It is the Company's policy to comply in full with all local tax policies. The Company also complies with the Pension Reform Act on the provision of retirement benefit to employees at all levels. Total compensation provided to employees will typically include guaranteed and variable portions. Guaranteed pay will include base pay and other guaranteed portions while variable pay may be both performance based and discretionary.

The Company has put in place a performance bonus scheme which seeks to attract and retain high performing employees. Awards to individuals are based on the job level, business unit performance and individual performance. Other determinants of the size of individual award amount include pay level for each skill sets which may be influenced by relative dearth of skill in a particular area.

Whistle Blowing Procedure

The Company expects all its employees and Directors to observe the highest level of probity in their dealings with the Company and its stakeholders. The Company's Whistle-Blowing Policy covers internal and external whistle-blowers and extends to the conduct of the stakeholders including employees, vendors, and customers. It provides the framework for reporting suspected breaches of the Company's internal policies as well as extant laws and regulations. The Company has retained KPMG Professional Services to provide consulting assistance in the implementation of the policy. The policy provides that suspected wrongdoing by an employee, vendor, supplier or consultant may be reported through the KPMG Ethics lines or email, details of which are provided below:

Toll Free numbers for calls from MTN numbers only: 0703-000-0026

0703-000-0027

Toll Free numbers for calls from Airtel numbers only: 0808-822-8888

0708-060-1222

Toll Free numbers for calls from 9Mobile numbers only: 0809-933-6366

Toll Free numbers for calls from GLO numbers only: 07058890140

E-mail

Internal: whistleblowing@coronationinsurance.com.ng

External: kpmgethicsline@ng.kpmg.com

The Company's Chief Compliance and Internal Control Officer is responsible for monitoring and reporting on whistleblowing. Quarterly reports are rendered to the Board Audit and Compliance Committee.

Complaints Resolution

The Company has a Complaint Management Policy which has been put in place in line with the SEC Rules Relating to the Complaint Management Framework of the Nigerian Capital Market and applies to all complaints about Coronation Insurance Plc, made by members of the public or external organizations arising out of issues contained in the Investment and Securities Act. The Complaint Management is hosted on the Company's website https://www.coronationinsurance.com.ng

Highlights of the Company's Clawback Policy

The objective of the Clawback Policy is to recover excess and undeserved rewards such as bonuses, incentives, profit sharing and other performance-based compensation from current and former Executives and applicable Senior Management employees. The Policy is triggered if the Company's financial performance on which the reward was based is discovered to be materially false, misstated, erroneous or in instances of misdemeanour, fraud or material violation of the Company's policies as well as in the event of regulatory infractions.

Statement of Compliance

We hereby confirm that to the best of our knowledge the Company has complied with the following Codes of Corporate Governance and Listing Standards to which it is subject as a public limited liability company:





The National Insurance Commission Corporate Governance Guidelines for Insurance and Reinsurance Companies in Nigeria The Code of Corporate Governance for Public Companies in Nigeria as issued by the Securities and Exchange Commission The Nigerian Code of Corporate Governance issued by the Financial Reporting Council of Nigeria

Mutiu Sunmonu Mary Agha

FRC/2014/IODN/00000006187 FRC/2013/PRO/CIIN/002/00000000877

Chairman Company Secretary

FOR THE YEAR ENDED 31 DECEMBER 2025

In order to foster deeper understanding of our strategy, operating risk and performance and also in compliance with regulatory requirements, we have outlined a Management's Commentary and Analysis ("MC&A") report as contained hereunder.

Reference in this MC&A to the "Company" or to "Group" is with respect to, as the context may require, Coronation Insurance Plc and all or some of its subsidiaries. Unless otherwise indicated, all financial information presented in this MC&A, including tabular amounts, is in Nigerian Naira and is prepared in accordance with IFRS Accounting Standards.

To facilitate wholesome understanding of the Company's position, it is advised that the content in this MC&A be read in conjunction with the full audited annual consolidated financial statements as well as the accompanying notes.

Nature of business

Coronation Insurance Group operates three companies namely: Coronation Insurance Plc (the parent company), Coronation Life Assurance Limited and Coronation Insurance (Ghana) Limited. Coronation Insurance Plc's major business activity is insurance. However, the Group is developing capacity for expansion into the asset management and property business.

Business objective and strategy

Coronation Insurance Plc is registered, incorporated and listed in Nigeria. The Company is principally engaged in providing insurance and investment services to cater for the needs of corporate and retail sectors of the Nigerian economy.

The Company aims to evolve into a truly diversified financial services institution that provides protection against all forms of insurable risks to all customer segments. By this, the Company's objective is to emerge as one of the top twenty financial services institutions in Nigeria by 2025.

The Company is set to provide excellent service in a sustainable manner and thereby redefine the business of insurance within the West Africa region.

Performance indicators

Operating results and financial condition

Group

Company

31 Dec 2025

31 Dec 2024

Change

31 Dec 2025

31 Dec 2024

Change

₦'000

₦'000

%

₦'000

₦'000

%

Insurance revenue

74,827,775

49,473,986

51%

51,211,327

35,905,065

43%

Insurance service result

10,569,645

5,487,118

93%

6,722,585

2,414,251

178%

Net Investment income

9,594,326

1,711,657

461%

1,194,997

894,929

34%

Profit before tax

9,649,576

13,811,261

(30)%

5,437,319

6,230,646

(13)%

Profit after tax for the year

7,515,268

11,910,845

(37)%

3,766,974

4,712,883

(20)%

Basic earnings per share (kobo)

31

50

(37)%

-

-

0%

MANAGEMENT'S COMMENTARY AND ANALYSIS - CONTINUED

The Group reported profit before tax of ₦9.65 billion for the year ended 31st December 2025 (2024: ₦13.81 billion) and Insurance revenue grew by 51% compared to that of 2024.

The Group reported an insurance service result of ₦10.57 billion (2024: ₦5.49 billion) and the Company reported an insurance service result of ₦6.72 billion (2024:₦2.41 billion).

Net Investment income for the Group decreased by 19% (Dec 2024:13% increase) and Company decreased by 75% (Dec 2024: 24% increase) impacted by decrease in foreign exchange gain and attendant investment in investment securities during the year.

Other operating expense(non attributable) for the Group totalled N7.6 billion (December 2024: N5.9 billion), Company is N2.3 billion (2024: N0.65 billion) representing 29% increase for the group (Company: 256% increase) when compared to prior year expense. The Group has continued to put structures in place to ensure costs incurred are optimized and value created.

As at 31 December 2025, the Group had N18.26 billion in the cash and cash equivalents (Company: N8.4billion), including money market placements with maturity of not more than three months.

Liquidity, capital resources and risk factors

The Group's cash investment is in accordance with its investments policy which is in compliant with regulatory requirements. The Group's investment strategy during the year was underpinned by a focus on highly liquid financial instruments such as term deposit, equity and debt instruments. At the end of December 2025, the Group had approximately N36.67 billion invested in debt instruments, N3.3 billion in equity instruments and N12.9 billion on money market placements as against N26.7 billion, N2.7 billion and N11.3 billion respectively for the comparative period 31 December 2024.

Forward looking statements

Some aspects of the statement above relate to the Company's future outlook. Reference to the Company's or Management's budget, estimates, expectations, forecasts, predictions or projections constitute aspect of the "forward-looking statements". Such statements may also be deduced from the use of conditional or forward-looking terminologies including but not limited to words such as "anticipates", "believes", "estimates", "expects", "may", "plans", "projects", "should", "will", or the adverse variants of such which appear within the body of this document.

Many factors and assumptions may affect the manifestation of the Company's projections, including, but not limited to, production rate, claims rate, employee turnover, relationships with brokers, agents and suppliers, economic and political conditions, non-compliance with laws or regulations by the Company's employees, brokers, agents, suppliers, and/or partners, and other factors that are beyond its control.

Without prejudice to the Company, such forward looking statements reflect Management's current belief and are based on available information which are subject to risks and uncertainties as identified. Therefore, the eventual action and/or outcome could differ materially from those expressed or implied in such forward-looking statements, or could affect the extent to which a particular projection materializes.

The forward-looking statements in this document reflect the Company's expectations at the time the Company's Board of Directors approved this document, and are subject to change after this date. The Company does not undertake any obligation to update publicly or to revise any such forward-looking statements, unless required by applicable legislation or regulation.



Statement of Internal Control

MANAGEMENT'S ASSESSMENT OF, AND REPORT ON, CORONATION INSURANCE PLC, INTERNAL CONTROL OVER FINANCIAL REPORTING FOR THE YEAR ENDED 31 DECEMBER 2025

In line with the provision of Section 1.3 of Securities and Exchange Commission's guidance on implementation of Sections 60-63 of the Investments and Securities Act (ISA) 2007, we hereby make the following statements regarding the Internal Controls over Financial Reporting of Coronation Insurance Plc for the year ended 31 December 2025:

  1. Management is responsible for establishing and maintaining a system of internal control over financial reporting ("ICFR") that provides reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with International Financial Reporting Standards.

  2. Management used the Committee of Sponsoring Organization of the Treadway Commission (COSO) Internal Control-Integrated Framework to conduct the required evaluation of the effectiveness of the Company's ICFR.

    We have reviewed the audited consolidated and separate financial statements of the Coronation Insurance Plc for the year ended 31 December 2025 and based on our knowledge we certify as follows:

    1. The audited financial statements do not contain any untrue statement of material fact or omit to state a material fact, which would make the statements misleading.

    2. The audited consolidated and separate financial statements and all other financial information included in the statements present, in all material respects, the financial condition, results of operation and cash flows of the company as of and for the year ended 31 December 2025.

    3. The company's management has assessed that the entity's Internal Control over Financial Reporting (ICFR) as of the end of 31 December 2025 is effective.

    4. The company's internal controls were evaluated within 90 days of the financial reporting date and are effective as of 31 December 2025.

    5. The company's external auditors Messrs. Ernst and Young Nigeria has issued an attestation report

      on management's assessment of internal control over financial reporting.

      The attestation report of Messrs. Ernst and Young Nigeria that audited the financial statements is included as part of this annual report.





      02 April 2026 Joshua Ojumoro Olamide Olajolo

      Chief Financial Officer Chief Executive Officer

      FRC/2021/PRO/ICAN/001/00000024766 FRC/2013/CIIN/0000000877



      I, Olamide Olajolo, certify that:

      1. I have reviewed this management's assessment on internal control over financial reporting CORONATION INSURANCE PLC.

      2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such

        statements were made, not misleading with respect to the period covered by this report.

      3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the entity as of, and for, the periods presented in this report.

      4. The entity's other certifying officer and I:

        1. are responsible for establishing and maintaining internal controls have designed such internal controls and procedures, or caused such internal controls and

        2. designed under our supervision, to ensure that material information relating to Coronation Insurance Plc, and its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared.

        3. have designed such internal control system or caused such internal control system to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with Generally Accepted Accounting Principles (GAAPs).

        4. have evaluated the effectiveness of the entity's internal controls and procedures as of a date within 90 days prior to the report and presented in this report our conclusions about the effectiveness of the internal controls and procedures, as of the end of the period covered by this report based on such evaluation.

      5. The entity's other certifying officer and I have disclosed, based on our most recent evaluation of internal control system, to the entity's auditors and the Board Audit and Governance Committee:

        1. All significant deficiencies and material weaknesses in the design or operation of the internal control

          system which are reasonably likely to adversely affect the entity's ability to record, process, summarize

          and report financial information; and

        2. Any fraud, whether or not material, that involves management or other employees who have a

          significant role in the entity's internal control system.

      6. The entity's other certifying officer and I have identified, in the report whether or not there were significant changes in internal controls or other facts that could significantly affect internal controls subsequent to the date of their evaluation including any corrective actions with regard to significant deficiencies and material weaknesses.



02 April 2026

Olamide Olajolo

Chief Executive Officer

FRC/2013/CIIN/0000000877

I, Joshua Ojumoro, certify that:

  1. I have reviewed this management's assessment on internal control over financial reporting CORONATION INSURANCE PLC.

  2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such

    statements were made, not misleading with respect to the period covered by this report.

  3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the entity as of, and for, the periods presented in this report.

  4. The entity's other certifying officer and I:

    1. are responsible for establishing and maintaining internal controls have designed such internal controls and procedures, or caused such internal controls and

    2. designed under our supervision, to ensure that material information relating to Coronation Insurance Plc, and its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared.

    3. have designed such internal control system or caused such internal control system to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with Generally Accepted Accounting Principles (GAAPs).

    4. have evaluated the effectiveness of the entity's internal controls and procedures as of a date within 90 days prior to the report and presented in this report our conclusions about the effectiveness of the internal controls and procedures, as of the end of the period covered by this report based on such evaluation.

  5. The entity's other certifying officer and I have disclosed, based on our most recent evaluation of internal control system, to the entity's auditors and the Board Audit and Governance Committee:

    1. All significant deficiencies and material weaknesses in the design or operation of the internal control

      system which are reasonably likely to adversely affect the entity's ability to record, process, summarize

      and report financial information; and

    2. Any fraud, whether or not material, that involves management or other employees who have a

      significant role in the entity's internal control system.

  6. The entity's other certifying officer and I have identified, in the report whether or not there were significant changes in internal controls or other facts that could significantly affect internal controls subsequent to the date of their evaluation including any corrective actions with regard to significant deficiencies and material weaknesses.



02 April 2026

Joshua Ojumoro

Chief Financial Officer

FRC/2021/PRO/ICAN/001/00000024766



Independent Auditor's Attestation Report on Management's Assessment of Internal Control over Financial Reporting To the Members of Coronation Insurance Plc Scope

We have been engaged by Coronation Insurance Plc to perform a 'limited assurance engagement', based on International Standards on Assurance Engagements Other Than Audits or Reviews of Historical Financial Information ('ISAE 3000 (Revised)') and FRC Guidance on Assurance Engagement Report on Internal Control over Financial Reporting, herein referred to as the engagement, to report on Coronation Insurance Plc Internal Control over Financial Reporting (ICFR) (the "Subject Matter") contained in Coronation Insurance Plc's (the "Company's") Management's Assessment on Internal Control over Financial Reporting as of 31 December 2025 (the "Report").

A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that:

  1. pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

  2. provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and

  3. provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect all misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Criteria applied by Coronation Insurance Plc

In designing, establishing and operating the Internal Control over Financial Reporting (ICFR) and preparing the Management's assessment of the Internal Control over Financial Reporting (ICFR), Coronation Insurance Plc applied the requirements of Internal Control-Integrated Framework (2013) of the Committee of Sponsoring Organizations of the Treadway Commission (COSO) Framework and SEC Guidance on Management Report on Internal Control Over Financial Reporting (Criteria). Such Criteria were specifically designed to enable organizations effectively and efficiently develop systems of internal control that adapt to changing business and operating environments, mitigate risks to acceptable levels, and support sound decision making and governance of the organization; As a result, the subject matter information may not be suitable for another purpose.

Coronation Insurance Plc's responsibilities

Coronation Insurance Plc's Management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Coronation Insurance Plc's Management's assessment of the Internal Control over Financial reporting as of 31 December 2025 in accordance with the criteria.

Our responsibilities

Our responsibility is to express a conclusion on the design and operating effectiveness of the Internal Control over Financial Reporting based on our Assurance engagement.

We conducted our engagement in accordance with the International Standard for Assurance Engagements Other Than Audits or Reviews of Historical Financial Information ('ISAE 3000 (Revised)') and FRC Guidance on Assurance Engagement Report on Internal Control over Financial Reporting, those standards require that we plan and perform our engagement to obtain limited assurance on the entity's internal control over financial reporting based on our assurance engagement.

Our independence and quality management

We have maintained our independence and confirm that we have met the requirements of the International Code of Ethics for Professional Accountants issued by the International Ethics Standards Board for Accountants (IESBA Code) including International independence Standards and have the required competencies and experience to conduct this assurance engagement.

We also apply International Standard on Quality Management 1, Quality Management for Firms that Perform Audits or Reviews of Financial Statements, or Other Assurance or Related Services engagements, which requires that we design, implement, and operate a system of quality management including policies or procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements.

Description of procedures performed

The procedures we performed included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk.

Our engagement also included performing such other procedures as we considered necessary in the circumstances. We believe the procedures performed provides a basis for our report on the internal control put in place by management over financial reporting. The procedures performed in a limited assurance engagement vary in nature and timing from, and are less in extent than for a reasonable assurance engagement. Consequently, the level of assurance obtained in a limited assurance engagement is substantially lower than the assurance that would have obtained had a reasonable assurance engagement been performed.

Conclusion

In conclusion, nothing has come to our attention to indicate that the internal control over financial reporting put in place by management is not adequate as of 31 December 2025, based on the requirements of Committee of Sponsoring Organizations of the Treadway Commission (COSO) Framework and SEC Guidance on Management Report on Internal Control Over Financial Reporting.

Other Matter

We also have audited, in accordance with the International Standards on Auditing, the financial statements for the year ended 31 December 2025 of Coronation Insurance Plc and we expressed an unmodified opinion in our Auditor's report dated 2 April 2026. Our conclusion is not modified is respect of this matter.



Abiodun Akinnusi FRC/2021/004/PRO/ICAN/00000023386

For: Ernst & Young Lagos, Nigeria.

Date: 2 April 2026



Report on the Audit of the Consolidated and Separate Financial Statements

Opinion

We have audited the consolidated and separate financial statements of Coronation Insurance Plc ("the Company") and its subsidiaries (together "the Group''), which comprise the consolidated and separate statements of financial position as at 31 December 2025, and the consolidated and separate statements of profit or loss and other comprehensive income, the consolidated and separate statements of changes in equity and the consolidated and separate statements of cash flows for the year then ended, and notes to the consolidated and separate financial statements, including material accounting policy information.

In our opinion, the accompanying consolidated and separate financial statements give a true and fair view of the consolidated and separate financial position of the Group and the Company as at 31 December 2025, and its consolidated and separate financial performance and consolidated and separate cash flows for the year then ended in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board, the provisions of the Companies and Allied Matters Act, 2020 and in compliance with the Financial Reporting Council of Nigeria (Amendment) Act, 2023, the Nigeria Insurance Industry Reform Act, 2025, the relevant policy guidelines and circulars issued by the National Insurance Commission (NAICOM).

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 Consolidated and Separate Financial Statements section of our report. We are independent of the Group and the Company in accordance with the International Ethics Standards Board for Accountants' International Code of Ethics for Professional Accountants (including International Independence Standards) (IESBA Code) as applicable to audits of financial statements of public interest entities, together with the ethical requirements that are relevant to our audit of the consolidated and separate financial statements in Nigeria, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the consolidated and separate financial statements of the current period. These matters were addressed in the context of our audit of the consolidated and separate financial statements as a whole, and in forming our opinion thereon, we do not provide a separate opinion on these matters. For each matter 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 Consolidated and Separate 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 consolidated and separate financial statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying consolidated and separate financial statements.

The Key Audit Matter(s) applies equally to the audit of the consolidated and separate financial statements.

Key Audit Matter - Continued

How the matter was addressed in the audit

Valuation of insurance contract liabilities

The Group has material insurance contract liabilities of N33.58 billion (2024: N22.44 billion) representing 68% (2024: 61%) of the Group's total liabilities. Actuarial valuation of these insurance contract liabilities is an area that involves significant judgment over uncertain future out- comes and therefore was an area of significance to our audit.

At each reporting date, the Company reviews its unexpired risk, and a liability adequacy test is performed.

Provision for reported claims is based on historical experience; however, the eventual liabilities may differ from the estimated amounts. Furthermore, the estimated liabilities for claims that have occurred but are yet to be reported involve judgment and economic assumptions.

The Company used Premium allocation approach (PAA) for the valuation of the insurance contract liabilities as detailed in the transition approach above.

Consistent with the insurance industry practice and regulatory guideline, the Company engaged an independent actuary to test the adequacy of the valuation of insurance contract liabilities as at year-end. The complexity of the valuation models may give rise to errors as a result of inadequate/incomplete data or the design or application of the models.

Economic assumptions such as interest rates and future inflation rates and actuarial assumptions such as customer behaviour and uniform risk occurrence throughout the period are key inputs used to determine these liabilities. Significant judgement is applied in setting these assumptions and small changes in a number of these key assumptions could have a material impact on the calculation of the liabilities.

Insurance contract liabilities, related accounting policies and significant judgments and assumptions are disclosed in Notes 3.15 Insurance Contracts to the consolidated and separate financial statements.

With the assistance of our internal actuarial specialists, we performed the following procedures:

  • obtained and documented our understanding of the entity's basis of valuation;

  • agreed schedules to the general ledger and tested the completeness and accuracy of the subledgers;

  • checked the accuracy of contract classifications for reporting under IFRS 17 Insurance Contracts;

  • reviewed data items used as inputs (premium data and claims data) to valuation or valuation models, including those involved in retrospective and prospective liability calculations;

  • assessed the reasonability of the assumptions and methodology used in the in the calculation of the investment contract liabilities as at 31 December 2025 with reference to relevant legislation, professional guidance, and actuarial best practice;

  • evaluated the appropriateness of discount rates used as part of the liability for incurred claims/reinsurance amount recoverable on incurred claims calculations;

  • checked the accuracy of data items used as inputs (premium data, claims data, assumptions etc.) to valuations or valuation models, including those involved in retrospective and prospective liability calculations;

  • assessed that the risk adjustment factors determined for the liability for incurred claims/reinsurance amount recoverable on incurred claims have been appropriately applied within the calculation of the liability for incurred claims/reinsurance amount recoverable on incurred claims; and

  • Checked the appropriateness of disclosures made in the financial statements as regards Insurance contract liabilities.

Key Audit Matter -Continued

How the matter was addressed in the audit

Valuation of investment in unquoted equity instrument of Petralon

The Company has a material investment of N1.66billion (2024: N1.99 billion) in unquoted equity instrument of Petralon 54 Limited measured at fair value through other comprehensive income (FVOCI).

The fair value of the investment is estimated using the Discounted Cash-Flows (DCF) method which requires significant estimates and assumptions including a financial forecast of the investee, growth rates, and discount factors. The significant judgment involved and uncertainty in relation to estimation of future cash flows and other assumptions make this an area that required extensive audit time and expertise.

Investment in unquoted equity instruments (including significant assumptions and judgments) and related accounting policies are disclosed in Notes 3.2 (Financial instruments recognition and derecognition), and 9a(iii)

(Financial assets) respectively to the financial statements.

We performed the following audit procedures:

  • We evaluated the appropriateness of the valuation methodology employed by the external expert and assessed the reasonableness of underlying assumptions used in determining the fair value of the investment in an unquoted equity instrument.

  • We assessed the competence, capabilities, and objectivity of the external expert engaged by the directors. We also verified and assessed the expert's qualifications and experience. We discussed the scope of work and confirmed that no scope limitations were imposed upon the expert by the Directors.

  • We reviewed the qualitative and quantitative disclosures for appropriateness and reasonableness to ensure conformity with disclosure requirements of relevant accounting standards.

Other Information

The Directors are responsible for the other information. The other information comprises the information included in the document titled "Coronation Insurance Plc Annual Report and Audited Consolidated and Separate Financial Statements for the year ended 31 December 2025", which includes Corporate Information, Directors' Report, Statement of Corporate Responsibility For the Consolidated and Separate Financial Statements, Statement of Directors' Responsibilities in Relation to the Preparation of the Consolidated and Separate Financial Statements, Report of the Audit Committee, Corporate Governance Report, Management's Commentary and Analysis, Management's Assessment of Internal Control Over Financial Reporting, Certification of Management's Assessment of Internal Control Over Financial Reporting and Other National Disclosures. The other information does not include the consolidated and separate financial statements and our auditor's report thereon.

Our opinion on the consolidated and separate financial statements does not cover the other information and we do not express an audit opinion or any form of assurance conclusion thereon as part of this opinion.

In connection with our audit of the consolidated and separate financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated and separate financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of the Directors for the Consolidated and Separate Financial Statements

The Directors are responsible for the preparation and fair presentation of the consolidated and separate financial statements in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board, the provisions of the Companies and Allied Matters Act, 2020 and in compliance with the Financial Reporting Council of Nigeria (Amendment) Act, 2023, the Nigeria Insurance Industry Reform Act, 2025, the relevant policy guidelines and circulars issued by the National Insurance Commission (NAICOM), and for such internal control as the Directors determine is necessary to enable the preparation of consolidated and separate financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated and separate financial statements, the Directors are responsible for assessing the Group's and the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Group and/or the Company or to cease operations, or have no realistic alternative but to do so.

Auditor's Responsibilities for the Audit of the Consolidated and Separate Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated and separate financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated and separate financial statements.

As part of an audit in accordance with ISAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the consolidated and separate financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's and the Company's internal control.

  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Directors.

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