Submission of Final Right Offer Document of Ordinary Right Shares

Estd. 1957

January 12, 2026

The General Manager,

Pakistan Stock Exchange Limited, Stock Exchange Building,

Stock Exchange Road, Karachi.

SUBMISSION OF FINAI. RIGHT OFFER DOCUMENT OF ORDINARY RIGHT SHARES

Dear Sir,

This is with reference to the announcement of right shares by Crescent Star Insurance Limited ("the Company") dated March 27, 2025 and subsequent approval form SECP dated September 23, 2025, we are enclosing herewith Final Offer Document. The final offer document has been placed on PUCAR and on company's web site.

The draft offer documents were uploaded on PUCAAR on October 1, 2025.

You may please inform the TRE Certificate Holders of the Exchange accordingly.

Yours faithfully, For an on behalf of

Cresce Star urance Limited

Nairn Anwar

CEO & Managing Director

CC: The Director (Insurance Division), Securities & Exchange Commission ofPakistan Islamabad

Head Office: 2'd 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

• : •

ADVISE FOR INVESTORS

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.

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.

Crescent Star Insurance Limited Right Share - Offer Document

Office: 2n^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.

Circular under Section g3(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.

Page 1

iC i

Details of Relevant Contact Person

Description Name of Designation Contact Office Address Email ID Person Number

Authorize Mr. Syed Senior +92 21 2nd Floor danish.rizvi@cstarinsurance d Officer Danish Hasan Manager 32415471 Nadir House, .com

of the Rizvi I.I.

Issuer Chundrigar

Road-74000

Underwriters:

Underwriter Name of Designation Contact Office Address Email ID Person Number

Dawood Mr. Abdul Chief 021- Saima Trade contact@dawoodequities.co Equities Aziz Habib Executive 32271881 Tower A, 17'^

Limited Officer Floor, I.I. Chundrigar Road,

Karachi

Bankers to the issue:

Description Name of Designation Contact Office Address Email ID Person Number

Faysal Zohaib Ali RM +9221- IBB I.I.

Bank Khan 32418485 Chundrigar II Limited Branch,

Zohaibalikhan@faysalbank.com

Karachi

This Offer Document can be downloaded from https://www.www.cstarinsurance.com

Page 2

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Rupees

ATIF HUSSAIN STAMP VENDOR

JAX 2626

^

Paper Issued to: Kashif Nazeer Adv (Ledger No.23ssei

GoS-KHI-33

Shop No.05, Bhittiabad, Street No.10, Ghulistan-e-Johar, Karachi.

Address: Contaa No. Purpose: Challan No. Date:

Karachi

0 T

0000-00000000

Bond 2025D54D4C0F7A44

23-12-2025

-- - -- Please Write Below This Line ----------------- -------

1. ISSUER UNDERTAKING:

   UNDERTAKING BY THE CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER

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

   
   
   

   1. THIS OFFER DOCUMENT CONTAINS ALL INFORMATION WITH 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 IS TRUE 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

   5. ALL REQUIREMENTS OF 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.

Mr. Malik ehdi

uhammad

Mr. Nairn Anwar

chief Financial Officer

Chief Executive Officer

AE 666820

ATIF HUSSAIN STAMP VENDOR GoS-KRI-33

Shop No.05, Bhittiabad,

Street No.10, Ghulistan-e-

Johar, Karachi.

Sale Register Serial No. 77020

Date of Issue:

Paper Issued to: Stir Adv [Ledger No.23868)

Address: Karachi

COntBCt NO. 0000-00000000

Purpose: Bond

Challan No. 2025D54D4C0F7A44

Date: 23-12-2025

01JAN2t26

-- Please Write Below This Line - ----- ----- --------- -- - -- - ------- - ---- - ----- -

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 Issue 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 was

   received on September 23, 2025.
   
   

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

S. No Comments from SECP were received.

1. The board has ensured that draft offer document is updated in light of PSX comments.

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

   
   
   

3. The final offer document was submitted to the Commission and placed on SECP website on January 12, 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).

   
   
   

4. The statutory auditor 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.

5. There were no dissenting votes in the meeting held on March 27, 2025 in which right shares were recommended by the board.

For and behalf of Crescent Star Insurance Limited

Mr. Malik Mehdi Muhammad Chief Financial Officer

Mr. Nairn Anwar

Chief Executive Officer

1. 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.

GLOSSARY OF TERMS & DEFINITIONS

6Si

DEFINITIONS

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

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

The Book Closure is on January 20, 2026.

Issue of 40,924,116 right shares representing 38a» of the total paid-ttp capital of the Company.

The latest available closing price of the share.

Total assets minus total liabilities.

Ordlriary Shares of Crescent Star Insurance Limited having face value of PKR10/- each.

The Companies (Further Issue of Shares) Regulations, 2020

ehqn v k d u e co n e her s e o

h e e u a io s 0 u ated arch 2024/7wpdmdl=51188&refresh=666abc0e1d7e01718270990

Shares offered by a company to its members strictly in proportion to the shares already held in respective kinds and cjasses.

..-.... .-.-.. --.-.-.-. ... ... ... .. . ..........-.. ..-. ....... ...... ......-.. .... ........ --.....----.-. .. ..... ..

A person who has contributed 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 directl or indirectly.

Contents

1. SALIENT FEATURES OF THE RIGHT ISSUE. 09

   1. Brief Terms of the Rights Issue: 09

   2. Principal Purpose of the Issue and funding arrangements: 10

   3. Financial Effects Arising from Right Issue: 10

   4. Total expenses to the issue: 11

   5. Details of Underwriters: 11

   6. Commitments from substantial shareholders/directors: 11

   7. Fractional Rights Shares: 11

   8. Important Dates: 11

1. SUBSCRIPTION AMOUNT PAYMENT PROCEDURE: 12

2. PROFILE OF BOARD OF DIRECTORS OF THE COMPANY AND SPONSORS. 13

   1. Profile of the Board of Directors of the Company 13

      3.2 Profile of the Company 15

3. FINANCIAL DETAILS OF THE ISSUER: 16

   1. Financial highlights of Issuer for last three years. 16

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

   3. Detail of issue of capital in previous five years: 17

   4. Average market price of the share of the Issuer during the last six months: 17

   5. Share Capital and Related Matters 17

4. RISKFACTORS. 17

   1. Risk Associated with the rights issue 17

   2. Risk Associated with the issuer 17

   3. External Risk Factors. 18

5. LEGAL PROCEEDINGS: 19

   1. Outstanding Legal Proceedings of the Company 19

that could have material impact on the issue. 19

7 SIGNATORIES TO THE OFFER DOCUMENT. 19

C

1. SALIENT FEATURES OF THE RIGHT ISSUE

   
   
   

   1. Brief Terms of the Rights Issue:

      a) Description of issue			Issuance of new ordinary shares by way of rights to existing shareholders of the Company, at PKR 3/- (Pak Rupees Three only) per share, as per their proportional entitlement.
      b) Size of the proposed issue ')i			The Company shall issue 40,924,116 (Forty million Nine hundred Twenty Four thousand One hundred Sixteen only) ordinary shares, at a price of PKR 3/- (Pak Rupees Three only) per share, aggregating to PKR 122,772,348 (One hundred Twenty Two million Seven hundred Seventy Two thousand Three hundred Forty Eight only).
      Face value of the share			PKR 10/- each
      Basis of determination of price of the Right Issue			The Right Issue is being carried out at a discount of PKR 7/- (Pak Rupees Seven) to par) par. Considering the current market price of the Company, the issue price at par is justified. In fact, the Right Issue price constitutes a discount of approximately 50% to the prevailing market price (as of October 1, 2025 being the date of announcement of this Offer.
      		Proportion of new issue to existing with condition, if any	38 Right shares for every 100 ordinary shares held by existing shareholders.
      		Date of meeting of the BOD wherein the Right Issue was approved	March 27, 2025
      		Names of directors attending the BOD meeting
      		Brief purpose of utilization of Right Issue proceeds	The proceeds from the Right Issue will be primarily utilized for meeting working capital requirements to expand the insurance business of the company including marketing and digitization of insurance products.
      		Purpose of the Right Issue -Details of the main objects for raising funds through present Right Issue	The purpose of the .Right Issue is to meet the working capital requirements to expand the insurance business of the company including marketing and digitization of insurance products.
      		Minimum level of subscription (MLS)	Not Applicable
      		"Application Supported by Blocked amount" (ASBA) facility, if any, will be provided for subscription of right shares.	Not Opted

      1. MR. NAIM ANWAR - CEO

      2. MR. SUHAIL ELAHI

      3. MS. NAVEEDA MAHMUD

      4. MS. HUMA JAVAID

      5. MS. RABIA OMAR HASSAN

      --

      OFFER D0 C UPIENT | CRESC ENT STAR INSURANCE LII•IIT ED

1.2. Principal Purpose of the Issue and funding arrangements:

The purpose of the Right Issue is to meet the working capital requirements to expand the insurance business of the company including marketing and digitization of insurance products.

1. Activities that are classified as working capital:

   Working capital requirements including but not limited to expand insurance business including marketing and digitization of insurance products.

2. Basis of estimation of working capital requirement, along with relevant assumptions:

   The basis of estimation of Company's working capital requirements is based on projected data to expand the insurance business and digitization of insurance products.

3. Reasons for raising additional working capital, substantiating the same with relevant facts and figured:

   The company requires working capital for expansion of its insurance business as well as

   digitization of insurance products.

4. Total envisaged working capital in tubular form

   The working capital requirements to be fulfilled from the funds generated from the Right Issue (to the extent applicable)

   HEAD	AMOUNT IN PKR	P» of Right Issue
   Working Capital related to expand the insurance business of the company including marketing and digitization of insurance products.	PKR 122,772,348/-	100P«
   TOTAL	PKR 122,772,348/-	100P»

5. Cash Conversion cycle in number of days for the last three years (days inventory outstanding + days sales outstanding - days payable outstanding)

   Cash Conversion Cycle	AMOUNT IN PKR	'X» of Right Issue
   90 DayS	PKR 122,772,348/-	100%

   This pertains to cash conversion cycle in the normal course of business activities in respect of which working capital is required (from the Right Issue proceeds)

   1. Financial Effects Arising from Right Issue:

      As at 30 June 2025	Measurement Unit Shares	Pre-Issue	Post-Issue	Increase in Percentage
      Authorized Share Capital	Shares	115,000,000	150,000,000	30%
      Paid-up Capital	Shares	107,695,041	148,619,157	3896
      Net Assets Breakup value per share	PKR	11.94	11.40	0.54

      OF FE R DOCUNE NT I C RESC ENT STAR INSURANC E LII'd ITED

Fractional entitlements, if any, shall not be offered and all fractions less than a share shall be consolidated and disposed of by the company and the proceeds from such disposition shall be paid to such of the entitled shareholders as may have accepted such offer within fifteen days after completion of allotment.

1.8. Important Dates:

1. SUBSCRIPTION AMOUNT PAYMENT PROCEDURE:

   (i) 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 Manager, (Mr. Syed Danish Hasan Rizwi) 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.

   1. 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.

   2. 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.

   3. 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.

   4. 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

   Mr. Nairn Anwar Mr. Suhail Elahi Ms. Komal Lodhi

   Position

   Director & Chief Executive Officer Executive Director

   Executive Director

   Tenure of Directorshi

   Since A ril 28 2023

   Since A ril 28 2023

   Since March 26 2025

   OFFER DOC UI'•IE N T I C RE SC ENT STA R I N SURA N CE LI I'd IT ED

Lc

3.1. 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 (CSI1) 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, he 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.

B Crescent Star Foods (Pvt.) Limited. El Crescent Star Luxury (Pvt.) Limited.

El Crescent Star Technology (Pvt.) Limited. O Dost Steels Limited

B 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 CSIL'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 diveFrse industry background.

Directorships in other Companies

O Dost Steels Limited

B Bawany Air Products Limited.

MRS. KOMAL LODHI

Director - SINCE 2025

Ms. Komai 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 CSlL'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.

MRS. 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 Martin 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, offering 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 El 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.

3.2 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.

1. FINANCIAL DETAILS OF THE ISSUER:

   1. Financial highlights of Issuer for last three years

      Description	30-Dec-24	31-Dec-23	31-Dec-22
      Net Insurance premium	224,369,263	277,821,497	118,287,466
      Underwriting profit / (loss)	67,479,257	650,500	(3S,013,524)
      Profit before interest & Tax	94,793,053	39,741,574	35,674,621
      Profit after tax	87,15g,719	68,103,151	26,932,992
      Total Comprehensive income	85,508,659	74,236,551	30,815,420

      Description	30-Dec-24	31-Dec-23	31-Dec-23
      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,S92
      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

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

      Description	30-Dec-24	31-Dec-23	31-Dec-22
      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	41,691,911	21,980,440	(18,758,505)
      Profit after tax	33,699,865	53,334,077	(16,609,441)
      Total Comprehensive income	32,049,805	59,467,477	(12,727,013)

      - • •›••••

      COFFER DOCUI*IEHT | CRESCENT STAR INSURANCE LII'•IITED

a Pattern of shareholdin of the issuer in both relative and absolute terms.

Shares Held Percentage

S onsors, Directors, CEO their S ouses and Minor Children

c) Details and shareholding of the holding company, if any. Not Applicable

1. RISK FACTORS

   1. Risk Associated with the rights issue

      1. Under-subscriPtion Risk

         There is a risk that the Right Issue 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 pri,ce 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 ofj their respective right entitlements, while the balance portion of the Right Issue will be underwritten in accordance with the applicable laws.

         .

         OF FE R DOCUH ENT I C RESC ENT STAR INSU RANC E LII*IITED

1. 1. 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.

   2. 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. Regulatory Risk

         Regulatory risk pertains to the possibility of future changes in government policies and regulations which could potentially impact the various business segments the Company has its exposure to. Changes in regulatory structure of capital requirements, solvency and others could directly affect the Company's profitability where it has exposure.

      2. 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:

6.1. 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.

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.

O The Sindh Revenue Board (SRB) order has served a demand for PKR 19,485,132 including penalty an Sales Tax on Reinsurance ceded. The matter is disputed and several companies have filed petitions in Supreme Court. The management has filed an appeal against this order.

7. SIGNATORIES TO THE OFFER DOCUMENT

Chief Executive & Director Director

In compliance with Regulation 3(23)(vi) of the Companies (Further Issue of Shares) Regulations, 2020, Crescent Star Insurance Limited had made public disclosure of its Offer Document. We hereby confirm that no comments were received by the SECP on the Offer Document. Observations/Suggestions received from the Pakistan Stock Exchange were adequately addressed and incorporated in the Final Offer Document attached.