Revised Final Right Offer Document for Shareholders as per SECP Written Comments

Estd. 1957

January 20, 2026

The General Manager

Pakistan Stock Exchange Limited Stock Exchange Building

Stock Exchange Road Karachi

Subject: REVTSED FINAL RIGHT OFFER DOCUMENT FOR SHAREHOT DERS AS PERSECP WRITTENCOMMENTS

Dear Sir,

We are enclosing herewith the Revised Final Right Offer Document, wherein all comments received from Pakistan Stock Exchange and Securities and Exchange Commission of Pakistan (SECP) have been duly incorporated. The comments along with their respective compliances have been appropriately disclosed in the Offer Document.

In compliance with the applicable provisions of the PSX Regulations, the Revised Final Right Offer Document is enclosed herewith and may kindly be disseminated.

For an on behalf of

Crescent tar Insurance Limited

Malik elidi M ammad

Chief Financial Officer/Company Secretary

Head Office: 2nd Floor, Nadir House, I.I Chundrigar Road, Karachi - 74000, Pakistan

UAN : +92-21-111-274-000 PABX: +92-21-32415471-3 Fax : +92-21-32415474 E-mail : info@cstarinsurance.com

1. ADVISE FOR INVESTORS

   1. INVESTMENT IN EQUITY SECURITIES AND EQUITY RELATED SECURITIES INVOLVES A CERTAIN DEGREE OF RISKS. THE INVESTORS ARE REQUIRED TO READ THE RIGHTS SHARE OFFER DOCUMENT (HEREIN REFERRED TO AS 'OFFER DOCUMENT') AND RISK FACTORS CAREFULLY, ASSESS THEIR OWN FINANCIAL CONDITIONS AND RISK-TAKING ABILITY BEFORE MAKING THEIR INVESTMENT DECISIONS IN THIS OFFERING.

      RIGHT ENTITLEMENT LETTER IS TRADABLE ON PSX, RISKS AND REWARDS ARISING OUT OF IT SHALL BE SOLE LIABILITY OF THE INVESTORS.

   2. THIS DOCUMENT IS ISSUED FOR THE PURPOSE OF PROVIDING INFORMATION TO SHAREHOLDERS OF THE COMPANY AND TO THE PUBLIC IN GENERAL IN RELATION TO THE RIGHTS ISSUE OF PKR 122,772,348 (ONE HUNDRED TWENTY TWO MILLION SEVEN HUNDRED SEVENTY TWO THOUSAND THREE HUNDRED FORTY EIGHT ONLY) CONSISTING OF (40,924,116) NEW ORDINARY SHARES OF PKR 3/- EACH BY CRESCENT STAR INSURANCE. A COPY OF THIS DOCUMENT HAS BEEN REGISTERED WITH THE SECURITIES EXCHANGE.

      THIS OFFER DOCUMENT IS VALID TILL APRIL 14, 2026.

   3. 
      
      

      Your Securi Our Policy

      Crescent Star Insurance Limited Right Share - Offer Document

      Office: 2'd Floor, Nadir House, I.I. Chundrigar Road Karachi, 74000, Pakistan, Contact Details: Phone

      + 92 021 32415471, Email: danish.rizvi@cstarinsurance.com, Website: www.cstarinsurance.com, Contact PerSon: Syed Danish Hasan Rizvi Senior Manager, Date of Incorporation: May 8, 1957, Place of Incorporation Karachi, Company Registration No.: 0000870, Share Registrar: FD registrar Suit 1705 - A. 17th Floor, Saima Trade Tower, I.I Chundrigar Rd, Saddar Karachi - 74400, Tel: (92-21) 32415471-74. Email: info@cstarinsurance.com, website: www.cstarinsurance.com

   4. Circular under Section 83(3) of the Companies Act, 2017 and Schedule 1 under the Companies (Further Issue of Shares) Regulations, 2020 for issue of 40,924,116 (Forty million Nine hundred Twenty Four thousand One hundred Sixteen only) ordinary shares by way of Rights (i.e. 38%, of the existing paid-up capital of Crescent Star Insurance Limited) at an offer price of PKR 3/- per share (i.e. at discount of PKR 7/- (Pak Rupees Seven) to par for an aggregate issue size of PKR 122,772,348 (One hundred Twenty Two million Seven hundred Seventy Two thousand Three hundred Forty Eight only). at a ratio of 38 rights shares for every 100 shares held.

   5. & (vi)

      Date of placin'g offer document on PSX for Public Comments	Not opted for Public comments
      Date of 'Final Offer Letter	January 12, 2026
      Date of Book Closure	January 20, 2026
      Dates for Pav+entof Subscription Amounts	January 22, 2026 to February 13, 2026
      Trading Dates for Letter of Rights	January 22, 2026 to February 6, 2026
      .Website address to download Offer Document	https://www.cstarinsurance.com

      1. Details of Relevant Contact Person

         Description	Name of Person	Designation	Contact Number	Office Address	Email ID
         Authorize	Mr. Syed	Senior	+92 21	2nd Floor Nadir	danish.rizvi@cstarinsurance.
         d Officer of the Issuer	Danish Hasan Rizvi	Manager	32415471	House, I.I. Chundrigar Road-74000	com

         Underwriters:

         Underwriter	Name of Person	Designation	Contact Number	Office Address	Email ID
         Dawood Equities Limited	Mr. Abdul Aziz Habib	Chief Executive Officer	021- 32271881	Saima Trade Tower A, 17t Floor, I.I. Chundrigar	contact@dawoodequities.com
         				Road,
         				Karachi

         Bankers to the issue:

         Description	Name of Person	Designation	Contact Number	Office Address	Email ID
         Faysal Bank Limited	Zohaib Ali Khan	RM	+9221- 32418485	IBB l.l. Chundrigar II Branch, Karachi	Zohaibalikhan@faysalbank.com

      2. This Offer Document can be downloaded from https://cstarinsurance.com/investors-relations/

         
         
         
         
         
         

         RtlPEE8

         
         
         

         P Y Date of Issue: STAñtP VENDOR Paper Issued to:

         02-01-2026

         
         
         

         Kashif Nazeer Adv (Ledger No.23868]

         GoS-KHI-47

         Shop No. L-11, Jinnah

         Square, Malir, Karachi.

         Address: Contact No. Purpose: Challan No. Date:

         Karachi

         0000-00000000

         
         
         

         Bond

         20258256F3FC114F

         26-12-2025

         / s Q t / T Q .. .. w ... . .+ .-. - . . - --- -- - -•- •- - *-•• --• -°- - -

         You can verify your Stamp paper by scanning the QR code or online wk.estamps.gos.pk by using the "Verification Through Web" option before purchased.

2. ISSUER UNDERTAKING

   
   
   

   UN ERTA NG Y H H UT E OFF ER AN CH EF NANC AL C

   
   
   
   
   
   

   WE, THE UNDERSIGNED OF CRESCENT STAR INSURANCE LIMITED CERTIFY THAT;

   1. THIS OFFER DOCUMENT CONTAINS ALL INFORMATIOWNITH REGARD TO THE ISSUER AND THE ISSUE, WHICH IS MATERIAL IN THE CONTEXT OF THE ISSUE AND NOTHING HAS BEEN CONCEALED

      IN THIS RESPECT;

      
      
      

   2. THE INFORMATION CONTAINED IN THE OFFER DOCUMENT ISTRUE AND CORRECT TO THE BEST OF OUR KNOWLEDGE AND BELIEF;

   3. THE OPINIONS AND INTENTIONS EXPRESSED THEREIN ARE HONESTLY HELD;

      
      
      

   4. THERE ARE NO OTHER FACTS, THE OMISSION OF WHICH MAKES THE OFFER DOCUMENT AS A WHOLE OR ANY PART THEREOF MISLEADING; AND

   V. ALL REQUIREMENTSOF THE COMPANIES ACT, 2017, THE COMPANIES (FURTHER ISSUE OF SHARES) REGULATIONS, 2020, THE CENTRAL DEPOSITORY COMPANY AND THAT OF PSX PERTAINING TO THE RIGHT ISSUE HAVE BEEN FULFILLED.

   FOR AND BEHALF OF CRESCENT STAR INSURANCELIMITED

   Mr. alik ehdi Muhammad Chief Financial Officer

   Mr. Nairn Anwar

   Chief Executive Officer

   
   
   

   AE 8 7 0 416

   ONE HUNDRED RUPEES

   100

   Rupees

   
   
   
   
   
   

   Sale Register Serial No. 80216

   MUHAMMAD RAFAY

   STAMP VENDOR

   Date of Issue:

   Paper Issued to:

   02-01-2026

   Kashif Nazeer Adv [Ledger No.23868]

   GoS-KHI-47 Address:

   Karachi

   Shop No. L-11, Jinnah Square, Malir, Karachi.

   Contact No. Purpose: Challan No. Date:

   0000-00000000

   
   
   

   Bond

   20258256F3FC114F

   26-12-2025

   n ve fy you Sta p paper by scanning the QR d I

   ou

   I his Line
   
   

   p p u n the Ve cat on Th u h Web pt n befo e u cha ed

3. UNDERTAKING BY BOARD OF DIRECTORS

   We, the board of directors of Crescent Star Insurance Limited hereby confirm that:

   
   
   

   1. All material information as required under the Companies Act, 2017, the Securities Act, 2015, Companies (Further lssue of Shares) Regulations, 2020, the listing of Companies and Securities regulations of the Pakistan Stock Exchange Limited has been disclosed in this offer document and that whatever is stated in offer document and in the supporting documents is true and correct to the best of our knowledge and belief and that nothing has been concealed.

   2. We undertake that all material information, including risks that would enable the investor to

      make an informed decision, has been disclosed in the offer document.

   3. Right issue has been approved by the Board, General Body and approval of the Commission to issue right shares at discount was received on September 23, 2025.

      
      
      

   4. The draft offer document was placed on the website of Securities Exchange and the issuer on October 1, 2025.

   5. Comments from Securities Exchange and SECP were received on October 23, 2025 and January 19, 2026 respectively.

   6. The Board has ensured that draft offer document is updated in light of Securities Exchange and SECP

      comments.

   7. The Board has disclosed on PSX and Company's website, all the comments received along with the explanations as to how they are addressed.

      
      
      

   8. The final offer document was submitted to the Commission and placed on Securities Exchange website on January 20, 2026 along with the book closure dates and relevant right issuance timelines. (i.e. within 5 working days from the date of receipt of comments of PSX and SECP).

   9. The statutory auditor M/s Naveed Zafar Ashfaq Jaffery & Co., Chartered Accountants of the issuer shall submit half yearly report to the issuer regarding utilization of proceeds in the manner referred to in the final offer document. The issuer will include the report of the statutory auditor, along with its comments thereon, if any, in its half yearly and annual financial statements.

   10. The issuer has complied with the requirements of section 82 of the Companies Act, 2017 with provisions of issuance of right shares at discount to face value.

       
       
       

   11. There was no dissenting vote in the meeting held on March 27, 2025 in which right shares were recommended by the Board.

   For arl beha f of Crescent Star Insurance Limited

   Mehdi Muhammad

   Mr. Nairn nwar

   
   
   

   Chief Financial Officer Chief Executive Officer

4. DISCLAIMER

   In line with the Companies Act, 2017 and Companies (Further Issue of Shares) Regulations, 2020, this document does not require approval of the Securities Exchange and the Securities and Exchange Commission of Pakistan (SECP).

   The Securities Exchange and the SECP disclaim:

   1. Any liability whatsoever for any loss however arising from or in reliance upon this document to anyone, arising from any reason, including, but not limited to, inaccuracies, incompleteness and/or mistakes, for decisions and/or actions taken, based on this document.

   2. Any responsibility for the financial soundness of the Company and any of its schemes/projects stated herein or for the correctness of any of the statements made or opinions expressed with regards to them by the Company in this Offer document.

   3. Any responsibility with respect to the quality of the issue.

   It is clarified that information in this Offer document should not be construed as advice on any particular matter by the SECP and the Securities Exchange and must not be treated as a substitute for specific advice.

5. GLOSSARY OF TERMS & DEFINITIONS

   BoD	Board of Directors
   Company or Issuer	Crescent Star Insurance Limited
   Companies Act	Companies Act, 2017
   CDC	Central Depository Company of Pakistan Limited
   CDS	Central Depository System
   PKR or Rs	Pakistani Rupees
   PSX or Securities Exchange	Pakistan Stock Exchange Limited
   SECP or Commission	Securities & Exchange Commission of Pakistan

6. DEFINITIONS

   ›Bafike

   
   
   
   
   
   
   
   
   

   i/ . e

   Or

   
   
   
   
   
   
   
   
   

   Any bank with whom an account is opened and maintained by the Issuer for) keeping the issue amount.

   Faysal Bank Limited has been appointed as Bankers to the Issue, in this Right

   lssue.

   
   
   

   The Book Closure is on January 2O, 2026.

   lssue of 40,924,116 right shares representing 38% of the total paid-up capital of the Company.

   The price at which right shares of the Compa'ny are offered to the existing shareholders.

   The latest available closing price of the share. Total assets minus total liabilities.

   OKR y Shhres of Crescent Star Insurance Limited having face value ot

   f2

   The Companies (Further Issue of Shares) Regulations, 2020

   h t s sec o k d cu ent he co an e ur her ssue o shares re ulatio s 202 u dated arch 4 2024/?wpdmdI=51188&refresh=666abc0e1d7e01718270990

   e ' trictly in propor ion to the)

   Shared alre addhbdan* e n ve kindsae bas ses

   A person who has contrbuted initial capital in the issuing company or has the' right to appoint majority of the directors on the board of the issuing company directly or indirectly;

   A person who replaces the person referred to above; and A person or group)

   of persons who has control of the issuing company whether directly oq

   
   
   
   
   
   

   indirectly.

   """ """"""""""" """"""""""""""""""""" """""""""""" " """"""" "" """""""""""""""!

   CONTENTS

   1. SALIENT FEATURES OF THE RIGHT ISSUE. 08

   2. Brief Terms of the Rights lssue 08

   3. Principal Purpose of the Issue and funding arrangements 09

   4. Financial Effects Arising from Right lssue 10

   5. Total expenses to the issue. 10

   6. Details of Underwriters 10

   7. Commitments from substantial shareholders/directors 10

   8. Fractional Rights Shares 10

   9. Important Dates 11

   10. Subscription Amount Payment Procedure 11

   11. Profile of Board of Directors of The Company And Sponsors 11

   12. Profile of the Board of Directors of the Company 12

   13. Profile of the Company 14

   14. Financial Details of The Issuer. 15

   15. Financial highlights of Issuer for last three years 15

   16. Financial highlights for the preceding year of consolidated financial 16

   17. Detail of issue of capital in previous five years 16

   18. Average market price of the share of the Issuer during the last six months 16

   1g.

   20.

   21.

   22.

   23.

   24.

   25.

   Share Capital and Related Matters 16

   Risk Factors 18

   Risk Associated with the rights issue. 18

   Risk Associated with the issuer. 19

   External Risk Factors 19

   Legal Proceedings 20

   Outstanding Legal Proceedings of the Company 20

   1. Action taken by the Securities Exchange against the issuer or associated listed companies of the Issuer during the last three years due to noncompliance of

      the its Regulations 20

   2. Any outstanding legal proceeding other than the normal course of business involving the Issuer, its sponsors, substantial shareholders, directors and associated companies, over which the issuer has control, that could have

      material impact on the issue 21

   3. Signatories To The Offer Document. 21

7. SALIENT FEATURES OF THE RIGHT ISSUE

(§

(iv)

(v)

1. SUBSCRIPTION AMOUNT PAYMENT PROCEDURE

   Payment as indicated above should be made by cash or crossed cheque or demand draft or pay order made out to the credit of "Crescent Star Insurance Limited-Right Shares Subscription Account" through any of the authorized branches of above-mentioned bank(s) on or before February 13, 2026 along with this Right Subscription Request duly filled in and signed by the subscriber(s).

   Right Subscription Request can be downloaded from the Company website www.cstarinsurance.com.

   In case of Non-Resident Pakistani / Foreign shareholder, the demand draft of the equivalent amount in Pak Rupees should be sent to the Senior Manager, (Mr. Syed Danish Hasan Rizvi) at the office of the issuer along with Right Subscription Request (both copies) duly filed and signed by the subscriber(s) with certified copy of NICOP / Passport well before the last date of payment.

   All cheques and drafts must be drawn on a bank situated in the same city where the Right Subscription Request is deposited. Cheque is subject to realization.

   The Banker(s) to the Issue will not accept Right Subscription Requests delivered by post which may reach after the closure of business February 13, 2026 unless evidence is available that these have been posted before the last date of payment.

   Payment of the amount indicated above to the Issuer's Banker(s) to the Issue on or before February 13, 2026 shall be treated as acceptance of the Right offer.

   After payment has been received by the Banker(s) to the Issue, the Right Securities will be credited into respective CDS Accounts within 14 business days from the last payment date. Paid Right Subscription Request will not be traded or transferred.

2. PROFILE OF BOARD OF DIRECTORS OF THE COMPANY AND SPONSORS

   Name	Position	Tenure of Directorship
   Mr. Nairn Anwar	Director & Chief Executive Officer	Since APriI 28, 2023
   Mr. Suhail Elahi	Executive Director	Since April 28, 2023
   Ms. Komal Lodhi	Executive Director	Since March 26, 2025
   Mr. Shaikh Waqar Ahmed	Independent Director	Since April 28, 2023
   IVIs. Naveeda Mahmud	Independent Director	Since April 28, 2023
   Ms. Huma Javaid	Independent Director	Since Agril 28, 2023
   Mr. Rashid Malik	Non- Executive Director	Since April 28, 2023
   Ms. Rabia Omer Hassan	Non- Executive Director	Since ADriI 28, 2023

   Profile of the Board of Directors of the Company MR. NAIM ANWAR

   Director & Chief Executive Officer - SINCE 2013

   Mr. Nairn Anwar brings with him over 40 years of professional experience, including more than 30 years in senior roles within the insurance sector. He has held key leadership positions at Adamjee Insurance Ltd. as Executive Director and PICIC Insurance Ltd. as Deputy Managing Director, before assuming the role of Managing Director & CEO at Crescent Star Insurance Limited (CSIL) in 2013.

   As a Board Member, Mr. Anwar plays a pivotal role in guiding CSlL's strategic direction, corporate governance, and long-term growth agenda. His deep industry knowledge spans sales, operations, reinsurance, underwriting & claims, risk management, and corporate affairs.

   He has actively contributed to the development of Pakistan's insurance sector, serving on the Executive Committee and Technical Committees of the Insurance Association of Pakistan (IAP), including a term as Vice Chairman, and as Chairman of the Pakistan Insurance Institute (PII). With an ACCA background, hé is a graduate of the Government College of Commerce & Economics, Karachi, a Certified Director from ICMA, and an alumnus of INSEAD Business School, Singapore (Leadership for Results Program)

   Directorships in other Companies

   • Crescent Star Insurance Limited.

   • Crescent Star Foods (Pvt.) Limited.

   • Crescent Star Luxury (Pvt.) Limited.

   • Crescent Star Technology (Pvt.) Limited.

   • Dost Steels Limited.

   • Bawany Air Products Limited.

     MR. SUHAIL ELAHI

     Director - SINCE 2019

     Mr. Suhail Elahi serves as Resident Director and Member of the Board of Directors at CSIL. Based at the Regional Office North in Lahore, he provides strategic oversight of the company's Northern operations while contributing to CSlL's governance framework at the Board level.

     With extensive experience in Pakistan's textiles and leather industries and exposure to international markets, Mr. Elahi brings a broad business perspective to the Board. Since joining CSIL in 2016, he has overseen the Travel Insurance portfolio and has represented the company in entities where CSIL maintains strategic investment

     interests.

     As a Board Member, Mr. Elahi contributes to shaping CSlL's corporate strategy and governance practices, combining his operational leadership with'insights from his diverse industry background.

     Directorships in other Companies

   • Dost Steels Limited.

   • Bawany Air Products Limited.

     MRS. KOMAL LODHI

     Director - SINCE 2025

     Ms. Komal Lodhi serves as a Director on the Board of Crescent Star Insurance Limited (CSIL). An MBA in Marketing, she brings a strong business development focus to the company's strategic direction.

     She has been associated with CSIL for over six years, where she successfully set up and managed the Alternate Distribution Channel, introducing modern-age selling platforms and enhancing the company's reach in new segments. Her entrepreneurial drive and innovative approach have contributed significantly to the growth of CSIL's Travel Insurance portfolio.

     Her inclusion on the Board also marks an important milestone for CSIL, taking the company to a 50/50 gender-balanced Board - a distinction that is rare among listed companies on the Pakistan Stock Exchange. This reflects CSIL's commitment to diversity, inclusivity, and progressive governance.

     MR. SHAIKH WAQAR AHMED

     Director - SINCE 2023

     Mr. Shaikh Waqar Ahmed is a seasoned corporate professional with over 34 years of experience in both local and multinational organizations, spanning the IT, petroleum, consumer durables, and port & shipping sectors. His career has equipped him with rich expertise in sales, customer service, human resources, and organizational development.

     He holds a Master of Business Administration (MBA) from the Institute of Business Administration (IBA), Karachi, and further enhanced his leadership credentials by completing the Management Development Program at the University of Houston, USA, on a USAID scholarship. In addition, he is a Certified Trainer of Trainers, reflecting his commitment to professional development and knowledge sharing.

     Over his career, Mr. Ahmed has held senior roles at Jaffer Brothers, Dawlance, KFC, KCITL, and culminated his corporate journey with a senior management role at Pakistan Petroleum Limited (PPL) before retiring in 2017. He continues to serve as a trusted advisor to the corporate sector, leveraging his vast experience to guide businesses in strategy and organizational growth.

     As a Director on the Board of CSIL, he contributes his broad-based corporate expertise and governance experience, adding depth to the company's leadership and strategic decision-making.

     MRS. NAVEEDA MAHMUD

     Director - SINCE 2023

     Ms. Naveeda Mahmud is a senior HR and management professional with over 35 years of diversified experience across marketing, human resource management, training, and organizational development. An MBA graduate from the Institute of Business Administration (IBA), Karachi, she brings a strong combination of strategic insight and people management expertise to the Board of Crescent Star Insurance Limited (CSIL).

     She spent 12 years with Pakistan International Airlines (PIA), contributing to marketing, research, planning, commercial agreements, and management training. She later served as National Manager HR at DHL Pakistan, and as Senior Manager Training & Development at Pakistan Petroleum Limited (PPL), where she was instrumental in designing and delivering capacity-building initiatives.

     Ms. Mahmud also held the position of Executive Director at the Pakistan Insurance Institute (PII), where she worked to strengthen professional standards and training within the insurance sector. At CSIL, she brings her wealth of knowledge and leadership experience to the Boardroom, adding value through her expertise in organizational development, governance, and human capital strategy.

     M'RS. HUMA JAVAID

     Director - SINCE 2023

     Ms. Huma Javaid is a senior HR professional with over 15 years of experience across diverse areas of human resource management. She is currently serving as Head of Human Resources - Commercial at Manin Dow Ltd, where she leads HR strategy and execution, ensuring alignment with business goals and sustainable talent development.

     She began her career with Adamjee Insurance Ltd., where she gained extensive exposure to the human resource needs of the insurance sector, with a specialized focus on developing and managing insurance professional talent. Over the years, she has built expertise in organizational culture, talent acquisition, employee engagement, and HR strategy.

     At CSIL, Ms. Javaid contributes to the Board's oversight of human capital and organizational development, offe'ring valuable guidance to C-level leadership on decisions impacting people and culture. Her focus on building a vibrant, healthy, and performance-driven workplace ensures that CSIL continues to prioritize its most valuable asset - its people.

     Directorships in other Companies

     • Hafiz Limited.

   MR. RASHID MALIK

   Director - SINCE 2023

   Mr. Rashid Malik is a seasoned professional with over 31 years of marketing and business experience, with a strong background in international trade and supply chain management. Based in Canada, he has established long-standing relationships with leading global equipment manufacturers, enabling him to act as a direct link between international suppliers and local businesses in Pakistan.

   He has been closely associated with supplying restaurant and food service equipment to various major food chains in Pakistan, leveraging his international network and expertise. His contribution has been particularly valuable to Crescent Star Foods Pvt. Ltd., a subsidiary of CSIL, where his knowledge of the global food services market and equipment sourcing has helped strengthen business operations and growth opportunities.

   At CSIL, Mr. Malik brings his entrepreneurial insight, international exposure, and marketing acumen to the Board, supporting the company's strategy of diversification and expansion through its subsidiaries.

   MRS. RABIA OMAR HASSAN

   Director - SINCE 2023

   Ms. Rabia Omar Hassan is a highly accomplished professional with around 25 years of experience in the financial sector, combining deep technical knowledge with creative problem-solving skills. She holds a Master's degree in Economics from the University of Karachi and is currently pursuing her PhD at Liberty University, Virginia, where her research and publications focus on International Criminal Justice.

   Her career spans multiple segments of the financial industry, including private equity facilitation, blue-chip investment advisory, wealth and asset management, and retail, commercial, and corporate banking. She has also gained extensive expertise in liability and cash management, payment services, and asset relationship management.

   At CSIL, Ms. Hassan brings her strong academic foundation, investment experience, and financial markets expertise to the Board, contributing to strategic decision-making and governance with a focus on innovation, discipline, and long-term value creation.

   PROFILE OF THE COMPANY

   Crescent Star Insurance Limited (CSIL), a name synonymous with trust, transformation, and tenacity in Pakistan's insurance and investment landscape. Established in 1957, Crescent Star Insurance Limited (CSI) is a registered insurer with the Securities & Exchange Commission of Pakistan with a paid up capital of PKR 1,077 million. The

   company is listed on the Pakistan Stock Exchange. It is also a member of Insurance Association of Pakistan (IAP).

   CSIL provides both individuals and businesses with a variety of insurance products viz. Travel, Guarantees, Motor, Health, Fire, Marine, Engineering etc. Our focused insurance model is built on sound risk management, emphasizing safe, classes of business such as travel and guarantees.

   The Company has taken the initiative of digitization of its products.

   The Company's CEO Mr. Nairn Anwar brings with him over 40 years of professional experience, including three decades in the insurance industry where he has held several senior leadership roles across sales, operations, reinsurance, underwriting & claims, risk management, and corporate affairs.

   CSIL reflects diversity at its core-with a 50/50 gender-balanced Board, reflecting our commitment to inclusive leadership and modern governance. Our experienced and passionate management team is dedicated to providing personalized insurance solutions with honesty, transparency, and care.

   Our focus remains clear: to deliver value through transparency, to build trust through integrity, and to grow through innovation.

3. DETAILS OF THE ISSUER

   FINANCIAL DETAILS OF THE ISSUER:

   1. Financial highlights of Issuer for last three years

      Description	31-Dec-24	31-Dec-23	31-Dec-22
      Name of Statutory Auditor	Crowe Hussain Chaudhury & Co.	Crowe Hussain Chaudhury & Co.	Crowe Hussain Chaudhury & Co.
      Net Insurance premium	224,369,263	277,821,497	118,287,466
      Underwriting profit/ (loss)	67,479,257	650,500	(35,013,524)
      Profit before interest & Tax	94,793,053	39,741,574	35,674,621
      Profit after tax	87,158,719	68,103,151	26,932,992
      Total Comprehensive income	85,50g,659	74,236,551	30,815,420

      Description	31-Dec-24	31-Dec-23	31-Dec-22
      Accumulated profit / (loss)	391,862,675	306,354,015	232,117,464
      Total Assets	1,522,523,739	1,588,442,027	1,467,091,466
      Total Liabilities	253,360,654	404,787,602	357,673,592
      Net Equity	877,300,410	877,300,410	877,300,410

      Breakup value per share	11.78	10.99	10.30
      Earnings per share	0.81	0.63	0.25
      Dividend

      31-Dec-24	31-Dec-23	31-Dec-22
      As stated in note 8.1 to the financial statements, the Company has recorded accrued	As stated in note 8.1 to the financial statements, the Company has recorded accrued	As stated in note 8.1 to the unconsolidated financial statements, the Company has

      Basis for Qualified Opinion and Directors Response

      interest amounting to Rs. 330.23S million (2023: Rs. 330.235 million) at the rate of one-year KIBOR plus three percent on the advance against issuance of shares to Dost Steels Limited. We have not been provided any documentary evidence to substantiate the Company's claim therefore recoverability of the accrued interest income could not be ascertained. Accordingly, total assets / solvency of the Company is overstated by Rs.330.235 million (2023: Rs.330.235 million) respectively.	interest amounting to Rs. 330.235 million (2022: Rs. 310.639 million) at the rate of one-year KiBOR plus three percent on the advance against issuance of shares to Dost Steels Limited. We have not been provided any documentary evidence to substantiate the Company's claim therefore recoverability of the accrued interest income could not be ascertained. Accordingly, profit before tax and total assets / solvency of the Company are overstated by Rs. 19.596 million (2022: Rs. 63.264 million) and Rs. 330.235 million (2022: Rs. 310.639 million) respectively.	recorded accrued interest amounting to Rs. 310.639 million (2021: Rs. 247.374 million) at the rate of one-year KIBOR plus three percent on the advance against issuance of shares to Dost Steels Limited. We have not been provided any documentary evidence to substantiate the Company's claim therefore recoverability of the accrued interest income could not be ascertained. Accordingly, profit before tax and total assets / solvency of the Company are overstated by Rs. 63.265 million (2021: Rs. 41.267 million) and Rs. 310.639 million (2021: Rs. 247.374 million) respectively.
      As stated in note 8.2 to the financial statements, the Company's carrying value of receivables on account of advance against issuance of shares amounts to Rs. 86.374 million (2023: Rs.82.467 million). The management has not carried nut impairment testing as required by IAS - 36 "lrrtpairment of Assets". No provision for loss, if any, that may result, has been incorporated in the financial statements.	As stated in note 8.2 to the financial statements, the Company's carrying value of receivables on account of advance against issuance of shares amounts to Rs. 82.467 million (2022: Rs. 80.157 million). The management has not carried out impairment testing as required by IAS - 36 "Impairment of Assets". No provision for loss, if any, that may result, has been incorporated in the financial statements.	As stated in note 8.2 to the unconsolidated financial statements, the Company's' carrying value of receivables on account of advance against issuance of shares amounts to Rs. 80.157 million (2021: Rs. 79.608 million). The management has not carried out impairment testing as required by IAS - 36 "Impairment of Assets". No provision for loss, if any, that may result, has been incorporated in the unconsolidated financial statements.

   2. Financial highlights for the preceding year of consolidated financial:

      Description

      Name of Statutory Auditor

      Net Insurance premium Underwriting profit/ (loss)

      31-Dec-24

      Crowe Hussain Chaudhury & Co.

      224,369,263

      67,479,2S7

      Profit before interest & Tax 41,691,911

      Profit after tax 33,699,865

      Total Comprehensive income	32,049,80S
      Accumulated profit / (loss)	(105,140,434)
      Total Assets	1,121,443,873
      Total Liabilities	349,283,897
      Net Equity	877,300,410
      Breakup value per share	7.16
      Earnings per share	0.31
      Dividend

   3. Detail of issue of capital in previous five years:

      NIL

   4. Average market price of the share of the Issuer during the last six months: PKR 5.09/- per share observed from *July 2025 to December 2025.

   5. Share Capital and Related Matters (as at December 31, 2025)

      1. Pattern of shareholding of the issuer in both relative and absolute terms.

         Pattern of Shareholding as at December 31, 2025

         Directors & Spouses & Executives

         Mr. Shaikh Waqar Ahmed 1 2,000 0.00% Mr. Rashid Malik 1 2,000 0.00% Mr. Shail Elahi 1 2,000 0.00% Ms. Naveeda Mahmud 1 2,000 0.00% Ms. Huma Javaid 1 2,000 0.00%

         Ms. Rabia Omer Hassan 1 3,000 0.00%

         Ms. Komal Sajid Lodhi 1 2,000 0.00%

         Chief Executive Officer Mr. Nairn Anwar 1 390,500 0.36%

         Associate Companies, Undertakings & Related Parties - 0.00% NIT and ICP "" 0.00/0

         Banks, DFIs and NBFIs 0.00%

         Public Sector Companies and Corporations - 0.00X,

         Insurance Companies 1 9,224 t 0.01%

         daraba - 0.00%

         Mutual Funds 0.00%

         General Public Local (Individuals) 2,764 82,480,671 76.S9%

         I Foreign Companies / Organizations / Individuals t 1 1,500.00 0.00%

         Others

         Joint Stock Companies 26 23,522,034 21.84% Pension Fund, Provident Fund, Trusts 3 1,276,112 1.18% 2,803 107,695,041 100.00%

         Shareholders Holding 5P» or More Voting Interest

         Weavers Pakistan (Private) Limited 1 t 8,121,477 t 7.54%

         0 FFER DOCUI*IENT | C RESC ENT STAR INSURANC E LI I*IITED

         
         
         

      2. Number of shares held by the directors, sponsors & substantial shareholders of the Issuer (both existing and post right issue).

         	Shares Held - Existing	Percentage -Existing	Shares Held -Post Right lssue	Percentage Post Right Issue
         Sponsors, Directors, CEO their Spouses and Minor Children
         Mr. Shaikh Waqar Ahmed	2,000	0.00P»	2,000	0.OOH»
         Mr. Rashid Malik	2,000	0.00%	2,000	0.00%
         Mr. Suhail Elahi	2,000	0.00%	2,000	0.00'»
         Ms. Naveeda Mahmud	2,000	0.OOH»	2,000	0.OOH
         Ms. Huma Javaid	2,000	0.00%	2,000	0.00%
         Ms. Rabia Omer Hassan	3,000	0.00%	3,000	0.00%
         Ms. Komal Sajid Lodhi	2,000	0.00P«	2,000	0.00%
         Nairn Anwar	390,S00	0.36P»	390,500	0.26P»
         Weavers Pakistan (Pvt.) Ltd.	8,121,477	7.54'»	12,384,368	8.33P»
         Elahi Noor Enterprises (Pvt.) Ltd.	349,697	0.32P«	349,697	0.24%
         Hina Saleem	528,000	0.49P»	528,000	0.36P»
         KM Enterprises (Pvt.) Ltd.	234,966	0.22P«	234,966	0.16%
         Muhammad Ali	1,578,SOO	1.47%	1,57g,500	1.06%
         Grand Total	11,218,140	10.42%	15,481,031	10.42'»

      3. Details and shareholding of the holding company, if any. None

   ui)

   Group structure along with respective shareholding in subsidiaries and associates

   Subsidiaries

   Name of Subsidiary	Shareholding in Subsidiary
   Crescent Star Foods (Pvt.) Limited	21,305,176 (71%)
   Crescent Star Technologies (Pvt.) Limited	997 (99%)
   Crescent Star Luxury (Pvt.) Limited	997 (99%)

   Risk Associated with the rights issue

   A. Under-subscription Risk

4. RISK FACTORS

   There is a risk that the Right lssue may get undersubscribed due to lack of interest from shareholders of the Company. The Right Issue is being carried out at a price which is less than the current share price in the market and hence there is no major investment risk associated with the Right Issue. The substantial shareholders and directors of the Company have confirmed that they shall subscribe to or arrange the subscription of their respective right entitlements, while the balance portion of the Right Issue will be underwritten in accordance with the applicable laws.

   Page 19

   •• ‹›

   O F F E R DO C U I'•I E N T | C R ESC E NT STAR INSURANCE L I I'•I 1T E D

Risk Associated with the issuer

1. 1. External Risk Factors

      1. Market Risk

         1. Market risk means that the fair value or future cash flows of financial instrument will fluctuate because of changes in market prices. The objective is to manage and control market risk exposures within acceptable parameters, while optimizing the return. The market risks associated with the Company's business activities are interest / mark up rate risk and price risk. The Company is not exposed to material currency risk.

         2. The company has significant investments in equity shares of listed companies which price is quoted on PSX board and are subject to market forces.

      2. Interest Rate Risk

         Interest/mark-up rate risk is the risk that value of a financial instrument or future cash flows of a financial instrument will fluctuate due to changes in the market interest/mark-up rates. Sensitivity to interest / mark up rate risk arises from mismatches of financial assets and liabilities that mature in a given period.

      3. Foreign Exchange Risk

         Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. Foreign currency risk arises from future commercial transactions or receivables and payables that exist due to transactions in foreign currencies mainly treaty reinsurance contracts.

      4. Risk in the Global Economic and Financial Markets

         Due to ongoing geopolitical disruption causing disruption in international trade, the ripple down effect may affect the Pakistani economy and financial markets adversely which could impact the overall macro condition of the Country. Further government inability to secure new debt from international markets, could affect the PKR/USD parity.

         1. Confirmation Statement

            We the undersigned of Crescent Star insurance Limited certify and hereby solemnly affirm and state that whatever is stated above and in the corresponding annexures with respect to the risk factors associated with the proposed rights issue is true and correct to the best of our knowledge and belief and nothing has been concealed thereto Director

2. LEGAL PROCEEDINGS

   1. Outstanding Legal Proceedings of the Company

      There are no outstanding legal proceedings other than in the normal course of business involving the issuer, its sponsors, substantial shareholders, directors and associated companies that could have a material impact on the company.

   2. Action taken by the Securities Exchange against the issuer or associated listed companies of

      the issuer during the last three years due to noncompliance of the its Regulations

      1. Appeal pending before IHC against Appellate Bench Order dated 25-09-2024 imposing penalty of PKR 310,000

      2. Appeal pending before IHC against Appellate Bench Order dated 30-09-2024 imposing penalty of PKR 200,000

      3. Appeal pending before the Appellate Bench Order dated 3-03-2025 imposing penalty of PKR 500,000

         Page 21

         OF FER DOC UNENT | C RESC ENT STAR INSURANC E LII'd ITED

These are routine litigations incidental to the business operations, to which the Company is a party that may have a material impact on the Company. Moreover, these litigation matters have already been disclosed in the audited financial statements for the year ended December 31, 2024 and may be referred to for further details in Note No. 17.

The Company is defendant in following:

O The Company filed a petition No. 1027/2022 against Federal Board of Revenue (FBR) in respect encashment of guarantee given for the duties and taxes under Afghan Transit Rules amounting to PKR 26 million. The Custom authorities claim that there was pilferage and the goods did not cross Afghan border. The company stand is that the primary responsibility for pilferage is on the bonded carrier. The High Court has granted stay against the notice of encashment.

O Phillip Morris (Pakistan) Limited has filed suit 33/2021 against the Company for encashment of bond given amounting to PKR 100 million. The party on whose behalf the bond was given has obtained stay order against encashment of guarantee. Further the company is secured by counter guarantee and cheque in respect of the bond amount.

O Suit 6/2022 has been filed by the legal heirs of insured Farzana Akhlaq in relation to travel policy amounting to PKR 11 million. The suit was filed against Company's repudiation of the travel claim on the grounds of pre-existing condition. As per terms of policy pre-existing conditions were not covered.

O Suit 1036/2019 was filed by Pakistan Reinsurance Company Limited for recovery of outstanding amount against CSIL amounting to PKR 75 million. The amount claimed by Pakistan Reinsurance is disputed by the Company.

O The Company is defending various law suits in the court of law. In these cases, claims against the company amounted to less than Rs.10 million. The Company, based on the opinion of its legal advisors, is confident that the ultimate outcome of all of the matters provided above will be in its favor, Accordingly, no provision in respect of any above mentioned liabilities has been made in these financial statements.

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