Reliance Insurance Co LtdPSX: RICL

Transmission of Annual Report for the Year Ended 31-12-2025

· Issued by Reliance Insurance Co Ltd

RELIANCE







Reliance Insurance Company Limited

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2025

Window Takaful

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Reliance Insurance Company Limited



CORPORATE PAGES

FINANCIAL STATEMENTS

02 Company Information 03 Our Vision & Mission 04 Code of Conduct

CONTENTS

  1. Company Profile

  2. Directors' Profile

14 Notice of the Forty Forth Annual General Meeting

  1. Horizontal Analysis of

    Statement of Financial Position & Profit & loss Account

  2. Vertical Analysis of

    Statement of Financial Position & Profit & loss Account

  3. Key Financial Data

  4. Shareholders' Information

28 Categories of Shareholding

29 Pattern of Shareholding

30 Chairman's Review





31 Chairman's Review in Urdu

32 Directors' Report

42 Graphical Presentation

59 Directors' Report in Urdu

61 Review Report to the Members on Statement of Compliance with the Best Practices of the Code of Corporate Governance

62 Statement of Compliance with the Code of Corporate Governance for Insurer

66 Auditors' Report to the Members

  1. Statement of Financial Position

  2. Profit and Loss Account

  3. Statement of Comprehensive Income

  4. Statement of Changes in Equity

  5. Cash Flow Statement

76 Notes to and Forming Part of the Financial Statements

119

Statement of Compliance with the Takaful

Rules, 2012 and Shariah Rules and Principles

120

Independent Assurance Report on the

Statement of Management's Assessment of

Compliance with the Shari'ah Principles

122

Shari'ah Advisor's Report to the

Board of Directors

123

Auditor's Report to the Members

126

Statement of Financial Position

127

Profit and Loss Account

128

Statement of Comprehensive Income

129

Statement of Changes in Fund

130

Statement of Cash Flow

131

Notes to and Forming Part of the

Financial Statements

157

Offices

RELIANCE WINDOW TAKAFUL OPERATIONS

COMPANY INFORMATION

RATED



Board Of Directors

Chairman

Irfan Zakaria Bawany

Directors

Muhammad Omar Bawany Ahmed Ali Bawany

Noor M. Zakaria Zia Zakaria Muhammad Patel

Naeem Ahmed Shafi Tasneem Yusuf Jahangir Adam

Chief Executive & Managing Director

A. Razak Ahmed

Chief Financial Officer

Ghulam Haider

Company Secretary & Compliance Officer

Faraz Abdul Razak

Bankers

Habib Bank Limited Mcb Bank Limited Allied Bank Limited Soneri Bank Limited Bank Alfalah Limited

National Bank Of Pakistan Meezan Bank Limited Dubai Islamic Bank

Mcb Islamic Bank Limited United Bank Limited

The Bank Of Punjab Faysal Bank Limited

Habib Metropolitan Bank Limited Js Bank Limited

The Bank Of Khyber

Bank Islami Pakistan Limited

Audit Committee

Tasneem Yusuf Chairperson Irfan Zakaria Bawany Member Muhammad Omar Bawany Member

Investment Committee

Irfan Zakaria Bawany Chairman Ahmed Ali Bawany Member

Tasneem Yusuf Member

Muhammad Patel Member

A. Razak Ahmed Member Muhammad Salim Memon Secretary

Ethics, Human Resource & Remuneration Committee

Naeem Ahmed Shafi Chairman Irfan Zakaria Bawany Member Noor M. Zakaria Member

A. Razak Ahmed Member

Registered Office

96-a, Sindhi Muslim Co-operative Housing Society, Karachi.

Head Office

Reliance Insurance House, 181-A, Sindhi Muslim Co-operative Housing Society, P .O. Box No. 13356,

Karachi-74400.

Phone : 92-21-34539415-17

Fax : 92-21-34539412

E-mail : info@relianceins.com Website: https://www.relianceins.com

Credit Rating

A++ By VIS & Pacra Outlook "Stable"

Auditors

BDO Ebrahim & Co. Chartered Accountants

Legal Advisor

Irfan Advocate

Shari'ah Advisor

Mufti Muhammad Farhan Farooq

Shares Registrar

M/s. C&k Management Associates (Pvt.) Ltd.

M-13, Progressive Plaza Civil Lines Quarter,

Beaumont Road, Karachi-75530. Tel: (021) 35687839 & 35685930

02 RELIANCE INSURANCE COMPANY LIMITED

VISION

To be recognized as a professional and dependable business entity committed to play a meaningful role in the development of insurance industry in Pakistan and to safeguard the legitimate interests of all stakeholders, namely policy-holders,

share-holders, reinsurers, employees and all other business associates / partners.

MISSION

To provide quality service and protection to its clients aiming at achieving a respectable volume of business and become a prominent player through good governance and sound professionalism focusing to become a well-known and respected Corporate entity in the eyes of Society and Government.

ANNUAL REPORT 2025 03





CODE OF CONDUCT

Reliance Insurance Company Limited (RICL) is engaged in general insurance business with the objective to achieve sustainable productivity, profitability and high standards of service The Company solemnly believes in the application of business ethics as have been embodied in this document.



  • The credibility, goodwill and repute earned over the years can be maintained through continued conviction in our corporate values of honesty, justice, integrity and respect for people. The Company strongly promotes trust, openness, teamwork and professionalism in its entire business activities.



  • The Company conducts its business in accordance with all applicable laws and Regulations.



  • RICL recognizes following obligations, which need to be discharged with best efforts, commitment and efficiency:



  • Safeguarding of shareholders' interest and a suitable return on equity.



  • Service to customers / policyholders by providing products, which offer value in terms of price, quality, safety and honest and fair dealing with people and organization.



  • Respect human right, provide congenial working environment, offer competitive terms of employment, develop human resource and be an equal opportunity employer.



  • Seek mutually beneficial business relationship with policyholders, business development staff / officers, investment partners and Banks.



  • The Company believes that profit is essential for business survival. It is a measure of efficiency and the value that the customer place on services provided by the Company.



  • The Company requires honesty and fairness in all aspect of its business and in its relationships with all those with whom it does business. The direct or indirect offer, payment, soliciting and accepting of bribe in any form are undesirable.

  • The Company requires all its employees to essentially avoid conflict of interest between private financial activities and their professional role in the conduct of Company business.





  • The Company does not support any political party or contributes funds to group having political interests. The Company will however, promote its legitimate business interests through trade associations.



  • The Company, consistent with its priority, has the approach for protecting the health and safety of employees at the work-place.



  • All employees are duty-bound to make business decisions in the best interest of the Company and not based on their personal interest and are obliged to protect all the assets including software and use all such properties for the exclusive benefit of the Company only.



  • The Company is committed to observe laws of Pakistan and is fully aware of its social responsibility. It would assist the community in activities such as training programs, skills development and employment within the parameters of its commercial objectives.



  • The Company supports free market system. It seeks to compete fairly and ethically within the framework of applicable competition laws in the country. The Company will not stop others from competing freely with it.



  • In view of the critical importance of its business and impact on national economy, the Company provides all relevant information about its activities to legitimate interested parties, subject to any overriding constraints of confidentiality and cost. The members of RICL are forbidden to pass on inside information at any time or to any other person inside or outside the Company.

04 RELIANCE INSURANCE COMPANY LIMITED

COMPANY PROFILE



Reliance Insurance Company Limited (RICL) was incorporated in 1981 with a Share Capital of Rs.2.5 Million by two prominent industrialist groups in Pakistan. Al-Noor Group and Amin Bawany Group. Al-Noor Group, was led by (Late) Mr. Ismail H. Zakaria and Amin Bawany Group, founded by (Late) Mr. Mohammed Amin Ahmed Bawany, were known for their successful implementation of numerous industrial and commercial projects.

RICL has earned a strong reputation and is recognized as one of the most reputable and distinguished names in the sector. Its Head Office is in Karachi, Pakistan, and boasts an extensive and dynamic branch network covering major cities and towns throughout the country. This widespread presence ensures that the company can provide prompt service to its customers, no matter where they are located.

Reliance Insurance underwrites all classes of General Insurance / Takaful and enjoys reputation second to none. Apart from the traditional covers such as Fire, Marine (Import & Exports), Motor Vehicles, Personal & Group Accident, Workmen's Compensation, Burglary, Cash-in-Safe or in Transit etc., it also transacts non-traditional covers such as Machinery Breakdown, Terrorism &

Sabotage, Contractors All Risks, Erection All Risks, Bonds, Products liability, Director's & Officer's Liability, Aviation and the like.

The Company's results are consistently improving and yielding profits. The Present Authorised Capital of the Company is Rs.1,500 Million while Paid-up Capital increased to Rs.1,004.723 million. General Reserve to Rs.400 million & the Shareholders' equity to Rs.2,083.233 million.

Since its establishment Reliance has progressed smoothly and steadily. Its Gross Premium Income has increased from Rs. One Million in 1983 to Rs.1,482.761 million (inclusive of Takaful Contribution) at the end of the year 2025 and the Technical Reserves increased to Rs.895.693 million.

RICL has an excellent Treaty Reinsurance arrangement under the lead of world's renowned reinsurer namely Swiss Re.

VIS Credit Rating Company Ltd & Pakistan Credit Rating Agency Ltd - both the rating agencies have assigned Financial Strength Rating (IFSR) of the Company at "A++" and outlook on the assigned Rating is "Stable".

ANNUAL REPORT 2025 05

PROFILE OF THE BOARD OF DIRECTORS

Irfan Zakaria Bawany Chairman

Muhammad Omar Bawany Director

Ahmed Ali Bawany Director

Mr. Irfan Zakaria Bawany was unanimously elected Chairman of Reliance Insurance Co. Ltd. In the Board of Directors meeting held on 28th August 2025. Mr. Bawany is associated with Reliance Insurance since 1991. He is CEO of Anam Fabrics (Pvt.) Ltd and Director of Faran Sugar Mills Ltd. Since August-2023, he is also serving as an independent Director on the Board of Pakistan Aluminium Beverage Cans Limited. He has been on the Board of Pioneer Cables Ltd. from 1983 to 1991. Mr. Bawany has diversified experience in Electrical Cable Manufacturing and Textile made ups business. After receiving a B.B.A. (accounting) from The University of Houston, USA, he was certified as a Fellow Member of the Texas Society of Certified Public Accountants. He is also a certified Director from Pakistan Institute of Corporate Governance (P.I.C.G.).

Mr. Muhammad Omar Bawany is a Non-Executive Director of Reliance Insurance Company Limited since 1995. He acquired his early education from Karachi American School and then went to American College of Switzerland and obtained Associate Degree in Business Studies. He has extensive experience in Woolen, Textile and Sugar Industry and under his wise management Annoor Textile Introduced Fancy yarn in Pakistan for gents suiting (Kamiz Shalwar). He is on the Board of Directors of Faran Sugar Mills Limited since 1984 become Vice Chairman in 2000 and is Chairman of the Company from 2016. He is also Director of B.F. Modaraba and Unicol Limited. He is Managing Trustee of Aisha Bawany Talimul Quran Trust and Trustee in Aisha Bawany School and Memon Hospital. He is also Chairman of the World Memon Foundation Trust.

Mr. Ahmed Ali Bawany is a Non-Executive Director of Reliance Insurance Company Limited since 2001. He got his schooling from CAS, Karachi. He persued his higher education from USC (University of Southern California) USA and got his Bachelor of Science degree in the field of business entrepreneurship. He is serving as CEO of Faran Sugar Mills since 2007. He has also served as Chairman of Pakistan Sugar Mills Association, Sindh Zone in the year 2014 and again elected as Chairman, PSMA-SZ for the term of 2020-21. He is also the Chairman of

B.F. Modaraba. He is actively involved in Unicol Ltd in the capacity of director, which is a Joint Venture company between Faran, Mehran and MirpurKhas Sugar Mills engaged in the production and marketing of Sugar, Ethanol, Anhydrous Ethanol and food grade Co2. He also serves as Director on the board of UniEnergy. He is a Certified Director from Pakistan Institute of Corporate Governance (P.I.C.G).

06 RELIANCE INSURANCE COMPANY LIMITED

PROFILE OF THE BOARD OF DIRECTORS

Noor Mohammad Zakaria Director

Zia Zakaria Director

Muhammad Patel Director

Mr. Noor Mohammad Zakaria is a Non-Executive Director of Reliance Insurance Co. Ltd since 2003. He has over 45 Years of diversified industrial and commercial experience. He is B.A.(Hons) from University of Karachi. He is Chairman of the Board of Directors of Shahmurad Sugar Mills Limited and Managing Director / CEO of Al Noor Sugar Mills Limited.

Mr. Zia Zakaria is Chairman of Alnoor Sugar Mills Ltd. and First Alnoor Modaraba and Managing Director / CEO of Shahmurad Sugar Mills Ltd. He has over 31 years of diversified experience including operations and projects. He joined the group after completing his Bachelors in Science with Major in Finance & Marketing from Syracuse University, N.Y, and since then has been actively involved in the affairs of the Alnoor group with complete commitment & dedication. Mr. Zia Zakaria was Director of Reliance Insurance previously from 1986 to 1998.

Mr. Muhammad Patel is the Managing Director of Patel Group Holding, a prominent real estate development group with a legacy spanning over four decades. The group has developed a diverse portfolio across residential, commercial, and industrial projects, with a strong emphasis on legal transparency and timely project delivery-key factors in building long-term credibility in Pakistan's real estate sector. Mr. Patel is closely involved in the group's strategic planning, development initiatives, and expansion into new projects and markets.

In addition to his role in real estate, Mr. Patel serves as a Trestee of Patel Hospital, a 300-bed fully charitable tertiary care institution in Gulshan-e-Iqbal, Karachi, where he contributes to governance and strategic oversight.

Mr. Patel is a member of the Executive Committee of the Association of Builders & Developers of Pakistan (ABAD) and also serves on the Board of the Enterpreneurs' Organisation (EO), Karachi Chapter, as well as the Old Grammarians Society. Through these roles, he remains actively engaged in industry development, policy dialogue, and enterpreneurial leadership.

He holds a Bachelor's degree in Business Administration from the Schulich School of Business, Toronto Canada and is a Certified Director from the Institute of Chartered Accountants of Pakistan (ICAP).



Naeem Ahmed Shafi Director

Mr. Naeem Ahmed Shafi has more than 25 years of rich experience in textiles industry. He is a Bachelor of Commerce from University of Karachi. He is Managing Director and CEO of International Knitwear Limited.

ANNUAL REPORT 2025 07

PROFILE OF THE BOARD OF DIRECTORS

Tasneem Yusuf Director

Jahangir Adam Director

A. Razak Ahmed Chief Executive & M.D.

Ms. Tasneem Yusuf is a chartered accountant from ICAP and a fellow member of ACCA and a CPA. She has worked for Unilever Pakistan, Deloitte M.E and Nasdaq Dubai. Since 2009, she has been associated with her family practice where she now heads the audit and assurance services department. She sits on the board of Ismail Industries (Pvt.) Limited, B.F. Modaraba, Faran Sugar Mills Limited, Trading Corporation of Pakistan (Private) Limited and Pakistan Industrial Development Corporation. She is also a member of the Auditing Standards & Ethics Board of ICAP. She is a certified director from the Pakistan Institute of Corporate Governance (PICG).

Mr. Jahangir Adam is M.Com & LLB. He has professional qualification of FITM Chartered Secretary. Presently he is serving as the Chief Financial Officer and Company Secretary at Sind Particle Board Mills Limited. He has diversified experience of portfolio of CFO/Company Secretary in Annoor Textile Mill Ltd and B.F. Modaraba.

Mr. A. Razak Ahmed is the Chief Executive Officer/Managing Director of the Company since 1st November 1995. He has over 46 years of extensive and varied experience-both in public & private sectors. Prior to joining Reliance he had worked with Adamjee Insurance, Pakistan Insurance Corporation (now PRCL) National Insurance Corporation & Premier Insurance Company. He has been on the Executive Committee of the Insurance Association of Pakistan (IAP) several times and had also been the Chairman of Accident & Fire Committees for several terms, beside being Council Member of the Karachi Insurance Institute and member standing committee on Banking and Insurance of the Federation of Pakistan Chamber of Commerce & Industry. He is a Commerce Graduate and a fellow of the Chartered Insurance Institute (FCII) London. He is a Chartered Insurer

08 RELIANCE INSURANCE COMPANY LIMITED

OUR SERVICES



Reliance Insurance underwrites all classes of General Insurance and enjoys reputation second to none. Apart from Conventional General Insurance RIC has also commenced its General Takaful operations in the year 2016.

General Insurance (Conventional)

General Takaful (Islamic)

RELIANCE



Reliance Insurance commenced its general insurance business in 1981 and it underwrites all classes of traditional and non-traditional lines.

Reliance Insurance is offering a wide range of covers such as Fire & Property, Marine Cargo, Motor Vehicles (Commercial & Private), Personal Accident, Money Insurance, Burglary & Liability (Public & Product) and Workmen Compensation while non-traditional covers such as Engineering Risks (MBD, CAR, EAR), Aviation Insurance, Terrorism & Sabotage and Bonds are also being offered.

Takaful is an Islamic alternate of Insurance and is growing steadily. Reliance Insurance commenced its Window Takaful Operations in June 2016 under the guidance of renowned, qualified and certified Sharia Scholars.

Reliance Takaful is offering a wide range of Sharia Compliant General Takaful Products such as Fire & Property Takaful, Marine Cargo Takaful, Motor Takaful (Private / Commercial Vehicles), Engineering Takaful, (MBD, CAR, EAR), Money Takaful, Liability (Public & Private) Takaful and Personal & Group Accident Takaful, etc.

ANNUAL REPORT 2025 09

FIRE & PROPERTY



INSURANCE

Fire and Allied Perils Insurance

Reliance Insurance provides comprehensive Fire and allied perils insurance at most competitive rates. The standard Fire policy covers loss and/or damage to the property caused by Fire &/or Lightning. The basic Fire policy can be extended to cover a number of additional risks commonly known as 'allied perils' like Riot and Strike Damage, Malicious Damage, Explosion, Atmospheric Disturbances, Earthquake Fire and Shock, Impact Damage, Aircraft Damage, and Burglary.

The property insured under fire policy normally includes Buildings (Industrial, Commercial, Residential, Offices, Factories & Warehouses), Plant & Machinery of all kind, Stocks of all kind (stocks-under-process, raw materials, and finished goods).

Consequential Loss Due to Fire and Allied Perils

Reliance Insurance also provides this coverage in conjunction with Fire Policy. It provides protection against Loss of Profit incurred as a result of business interruption or interference in business caused by an event indemnifiable under Fire policy.



MARINE CARGO

INSURANCE

Reliance Insurance provides most comprehensive Marine Cargo insurance at most compatitive rates.

Marine insurance provides coverage for losses to cargo during transit as per Institute Caro Clauses 'A', 'B' or 'C'. Marine Cargo insurance provides protection to Imports & Exports of goods by any mode of transport i.e. by Sea, by Air or by Road/Rail.

Marine Inland Transit insurance policy provides comprehensive coverage to protect goods in transit within the territory of Pakistan by any mode of transport i.e., by Air or by Road/Rail.

10 RELIANCE INSURANCE COMPANY LIMITED



MOTOR

INSURANCE

Reliance Insurance provides most comprehensive coverage against accidental damage to the motor cars, motorcycles, commercial vehicles and other special purpose vehicles. Following are major types of Motor insurance:

Comprehensive Motor Policy (Private Vehicles)

Our Motor insurance provides protection against losses incurred as a result of theft, accidents, riots, malicious damage and against liability that could be incurred in an accident. This policy can be extended to include accidental personal injuries and death of Driver and Passengers.

Commercial Vehicles

We also insure Motor vehicles used for trade / commercial purposes and classified as Commercial Vehicles such as Trucks, Trailers, Buses, and Wagons

/ Vans and providing protection against losses incurred as a result of theft, accidents, riots, malicious damage and against liability that could be incurred in an accident.

Third Party Liabilities Insurance

To meet requirement by law under Motor Vehicle Act 1939 in respect of legal liability to pay damages to any third party(ies) arising out of accidents, the following policies are also available under this category:

Act Liability Only: it provides coverage in respect of liability incurred through death or injury to a third party. This is minimum legal cover available under the law.



Third Party Liability Only: it provides coverage as above plus damage to third party property.

AVIATION

INSURANCE

Reliance Insurance is amongst the few Pakistani insurance companies who offer aviation insurance to the commercial airlines as well as private jets. Our aviation insurance plan provides comprehensive cover to insured against accidental damage to Aircraft Hull & Spares, Hull War & Allied Perils, Aviation Legal Liabilities, Loss of License to pilots, Aircraft's Ferry Flight insurance, Crew Legal Liabilities, Airport Operators Legal Liability insurance.

Reliance Insurance is priviledged to have excellent relations with globally renowned and reputed professional aviation reinsurers and brokers who extend most comprehensive and competitive terms and best services.

ANNUAL REPORT 2025 11



ENGINEERING

INSURANCE

Engineering risk usually provides coverage for Machinery Break-Down insurance, Contractor's All Risks insurance, Contractor's Plant & Machinery insurance, Erection All Risks insurance, and Comprehensive Machinery insurance.

Engineering policies mainly cover operational losses of plant & machinery and projects of various kinds. It covers damage or breakdown of plant & machinery or its specific items. Engineering policies also cover the contractor against the risks of the projects own damages and legal third party(ies) liabilities.

Extended cover for loss of profits and standing charges following machinery breakdown is also available.



BONDS & SURETY

INSURANCE

Contractor undertaking the construction of public works like buildings, roads, bridges, dams, civil works etc. usually require to furnish guarantees / bonds for the fulfillment of their contractual obligations to the principals.

Traditionally Bid Bonds, Advance Payment / Mobilization Bonds, Performance Bonds, Maintenance Bonds and Customs & Excise Bonds are available.



MISCELLANEOUS

& OTHERS

A wide range of products are available under Miscellaneous & Others insurance which includes, but not limited to, Products Liability Insurance, Professional Indemnity Insurance, Group / Personal Accident Insurance, Employer's Legal Liability Insurance, Workmen Compensation Insurance, Fidelity Guarantee Insurance, Public Liability Insurance, Third Party Liability Insurance, Directors & Officers Liability Insurance, Travel Insurance, All Risks Insurance, House-breaking & Burglary Insurance, Money Insurance (Cash in Safe & Cash in transit), Plate Glass Insurance and Baggage Insurance etc. are available.

12 RELIANCE INSURANCE COMPANY LIMITED

WINDOW TAKAFUL OPERATIONS

The Company commenced its Window Takaful Operations in June 2016 which has been widely appreciated by the business fraternity, Islamic banks and financial institutions. Its operations are being managed by a team of well experienced, dedicated & competent professionals.

"Reliance Takaful" is operating under the guidance of renowned, qualified and certified Sharia Scholars. Our Takaful model is WAQF based; the concept of brotherhood and mutual solidarity in Islam.

Reliance Takaful is offering a wide range of Shariah Compliant General Takaful products such as Fire & Property Takaful, Marine Cargo Takaful, Motor Vehicles Takaful, Engineering Takaful and Miscellaneous Accident Takaful. A brief of major takaful products is as under:-

  • Fire Takaful provides loss or damage to the property caused by Fire &/or allied perils. The basic Fire takaful is extendable to cover allied perils such as Riots & Strikes Damage, Malicious Damage, Atmospheric Disturbances, Earthquake Fire & Shock, Explosions, Aircraft Damages, Impact Damages and Burglary.

  • Marine Takaful covers losses to cargo during transit as per Institute Caro Clauses 'A', 'B' or 'C' by all means of transport like by Sea, by Air or by Road/Rail.

  • Motor Takaful provides coverage against any loss / damage to motor vehicles (private & commercial) due to road accidents, theft & burglary, snatching by violent means, riot & strike damage and third party liability (Bodily Injury and property damage). This cover can be extended to include accidental injuries and death of Driver and Passenger(s).

  • Engineering Takaful mainly covers plant & machinery and projects and provides coverage for Contractor's All Risks, Contractor's Plant & Machinery, Erection All Risks, Machinery Breakdown Insurance and Comprehensive Machinery Insurance etc.

  • Miscellaneous & Others: A wide range of products available under Miscellaneous Takaful which includes, but not limited to, Money takaful (Cash in Safe & Cash in transit), Plate Glass takaful, Group / Personal Accident takaful, Workmen Compensation, Public Liability, Third Party Liability, House-breaking & Burglary and All Risks Takaful.

ANNUAL REPORT 2025 13



NOTICE OF THE FORTY-FORTH ANNUAL GENERAL MEETING

Notice is hereby given that the 44th Annual General Meeting of the Shareholders of RELIANCE INSURANCE COMPANY LIMITED will be held on Thursday the 30th April, 2026 at 12.30 p.m. at the Head Office of the Company at RELIANCE INSURANCE HOUSE 181-A Sindhi Muslim Cooperative Housing Society near Mehdi Tower, off: Sharah-e-Faisal, Karachi, through in-person and video link facility to transact the following business:

ORDINARY BUSINESS:

  1. To confirm the Minutes of the 43rd Annual General Meeting of the Company held on 30th April, 2025.

  2. To receive, consider and adopt the Audited Accounts of the Company for the year ended 31st December, 2025 together with Chairman's Review, Directors' and Auditors' Reports thereon.

  3. To appoint Auditors of the Company and fix their remuneration for the year ending December 31, 2026. The Board of Directors and Audit Committee have recommended the appointment of M/s. BDO Ebrahim & Co., Chartered Accountants for re-appointment as Auditors.

    SPECIAL BUSINESS:

  4. To consider and, if thought fit, pass with or without modification, the following resolutions as special resolutions:

    Resolved:

    1. "that the authorized capital of the Company be and is hereby increased from Rs.1,500,000,000/- (Rupees One Billion and Five Hundred Million only) to Rs.2,000,000,000 (Rupees Two Billion only) by creation of 50,000,000 (Fifty million) new ordinary shares of Rs.10/- each."

      Further Resolved:

    2. "that the Memorandum and Articles of Association of the Company be and are hereby altered by substituting the figures and words of Rs.1,500,000,000 (Rupees One Billion and Five Hundred Million only) divided into 150,000,000 (One Hundred and Fifty million) ordinary shares of Rs.10/- each appearing in Clause V of the Memorandum of Association and Article 4 of the Articles of Association with the words and figures of Rs.2,000,000,000 (Rupees two billion only) divided into 200,000,000 (Two hundred million) ordinary shares of Rs.10/- each."

      Further Resolved:

    3. "that the ordinary shares when issued shall carry equal voting rights and rank pari passu with the existing ordinary shares of the Company in all respect / matters in conformity with the provisions of the Companies Act, 2017."

      Further Resolved:

    4. "that the Chief Executive Officer, Chief Financial Officer and Company Secretary be and are hereby authorized singly to do all acts, deeds and things, take any or all necessary actions to complete all legal formalities and to file requisite documents with the Registrar to effectuate and implement the aforesaid resolutions."

  5. To consider and approve the issuance of bonus shares @ 30% i.e. 30 ordinary shares for every 100 ordinary shares held, out of Company's profit for the year ended December 31, 2025 as recommended by the Board of Directors by passing the following Ordinary Resolutions:

    To consider and if thought fit to pass with or without modification the following resolutions:

    Resolved

    "that a sum of Rs.301,416,910/- out of Company's profit be capitalized and applied for issue of 30,141,691 ordinary shares of Rs.10 each and allotted as fully paid up shares to those members whose name appear in the members register of the Company at the close of business on 07th April, 2026 in the ratio of 30 shares for every hundred shares held."

    Further Resolved

    "that Bonus shares forming part of such fraction holding which is not in exact multiple of 30:100 shares will be sold in the Stock Market and to pay the proceeds of sale thereof, when realized, to a Charitable Institution.

    Further Resolved

    "that for the purpose of giving effect to the foregoing, the Chief Executive, Chief Financial Officer and Company Secretary be and is hereby authorized to give such directions as may be necessary and as they deem fit to settle any questions or any difficulties that may arise in the distribution of the said new shares or in the payment of sale proceeds of the fractional shares".

    14 RELIANCE INSURANCE COMPANY LIMITED

  6. To transact any other business with the permission of the Chair.

The Share Transfer Books of the Company for the entitlement of Bonus Shares, will remain Closed on 08th April 2026. Those members whose name appear in the members register of the Company at the close of business on 07th April 2026 will be entitled of bonus shares.

The Share Transfer Books of the Company to attend, speak and vote at the annual general meeting will remain Closed from 22nd April, 2026 to 30th April, 2026 (both days inclusive). Those members whose name appear in the members register of the Company at the close of business on 21st April 2026 will be entitled to attend the meeting.

By order of the Board



Karachi: 01st April, 2026

FARAZ ABDUL RAZZAK

Company Secretary

NOTES:

  1. Participating in the AGM proceedings via physical presence or through video link facility:

    1. AGM will be held through Zoom application - a video link facility.

    2. The notice will also be uploaded on the website of the Company.

    3. Shareholders interested in attending the AGM through Video Link (Zoom) will be requested to get themselves registered with the Company Secretary office at least two working days before the AGM at faraz.ahmed@relianceins.com by providing the following details:

      Name of Shareholder:

      CNIC No. :

      Folio No. /CDS folio No:

      Cell No:

      Email address:

      Login facility will be opened thirty minutes before the meeting time to enable the participants to join the meeting after identification process. Shareholders will be able to login and participate in the AGM proceedings through their devices after completing all the formalities required for the identification and verification of the shareholders.

    4. Shareholders may send their comments and suggestions relating to the agenda items of the AGM to the Company Secretary office at least two working days before the AGM, at above given email address, WhatsApp or SMS on 0333-2661981. Shareholders are required to mention their full name, CNIC No and Folio/CDS No. for this purpose.

    5. Shareholders will be encouraged to participate in the AGM to consolidate their attendance and participate through proxies.

  2. A member of the Company entitled to attend and vote may appoint any other member as his/her proxy to attend and vote on his/her behalf. PROXIES MUST BE RECEIVED AT THE HEAD OFFICE OF THE COMPANY NOT LESS THAN 48 HOURS BEFORE THE MEETING.

  3. CDC Account Holders will further have to follow the under mentioned guidelines as laid down in Circular 1 dated January 26, 2000 issued by the Securities and Exchange Commission of Pakistan.

    1. For Attending the Meeting:

      1. In case of individuals, the account holder or sub-account holder and/or person whose securities are in group account and their registration details are up-loaded as per the Regulations, shall authenticate his identity by showing his Original Computerized National Identity Card (CNIC) or original passport at the time of attending the meeting.

      2. In case of corporate entity, the Board of Directors' resolution/power of attorney with specimen signature of the nominee shall be produced (unless it has been provided earlier) at the time of the meeting.

        ANNUAL REPORT 2025 15

    2. For appointing Proxies:

      1. In case of individuals, the account holder or sub-account holder and/or the person whose securities are in group account and their registration details are uploaded as per the Regulations, shall submit the proxy form as per the above requirements.

      2. The proxy form shall be witnessed by two persons whose names, addresses and CNIC numbers shall be mentioned on the form.

      3. Attested copies of CNIC or passport of the beneficial owners and the proxy shall be furnished with the proxy form.

      4. The proxy shall produce his original CNIC or Original Passport at the time of the meeting.

      5. In case of corporate entity, the Board of Directors' resolution/power of attorney with specimen signature of the nominee shall be submitted (unless it has been provided earlier) alongwith proxy form to the Company.



  4. The shareholders of the Company have approved in the 41st Annual General Meeting of the Company held on April 27, 2023 to circulate the Annual Report of the Company to the members through QR enabled code and weblink. The Annual Report - 2025 can be accessed through the following weblink or QR Code.

    Weblink : https://relianceins.com/public/assets/downloads/financial-reports/2025/RIC-BS-2025-04.pdf

  5. ELECTRONIC TRANSMISSION OF ANNUAL FINANCIAL STATEMENTS AND NOTICES

    Pursuant to Notification vide SRO. 787(1)/2014 of September 8, 2014, the SECP has directed to facilitate the members of the Company receiving annual financial statements and notices through electronic mail system (e-mail). We are pleased to offer this facility to our members who desire to receive annual financial statements and notices of the Company through email in future. In this respect members are hereby requested to convey their consent via email on a standard request form which is available at the Company website https://www.relianceins.com. Please ensure that your email has sufficient rights and space available to receive such email which may be larger than 1 MB file in size. Further, it is the responsibility of the member to timely update the share registrar of any change in their registered email address.

    Financial Statements and relevant reports have been placed on the website of the company which can be seen on https://www.relianceins.com.

  6. DETAIL OF BENEFICIAL OWNERSHIP

    Attention of corporate entities/legal persons is also invited towards SECP Circular No. 16 and 20 of 2018. Respective shareholders (corporate Entities/legal persons) are advised to provide the information pertaining to ultimate beneficial owners and/or other information as prescribed in the subject SECP Circulars to the Share Registrar of the Company.

  7. VOTING PROCEDURE FOR SPECIAL BUSINESS

    The members are hereby notified that pursuant to Companies (Postal Ballot) Regulations, 2018 amended through Notification vide SRO 2192(I)/2022 dated December 05, 2022, the SECP has directed all the listed companies to provide the right to vote through electronic voting facility and voting by post to the members on all businesses classified as special business.

    1. E - VOTING PROCEDURE

      1. Detail of the e-voting facility will be shared through an e-mail with those members of the Company who have their valid CNIC numbers, cell numbers, and e-mail addresses available in the register of members of the Company within due course.

      2. The web address, login details, will be communicated to members via email. The security codes will be communicated to members through SMS from web portal of CDC Share Registrar Services Limited, (being the e-voting service provider).

      3. Identity of the Members intending to cast vote through e-Voting shall be authenticated through electronic signature or authentication for login.

      4. E-Voting lines will start from April 26, 2026, 09:00 a.m. and shall close on April 29, 2026, 05:00 p.m. Members can cast their votes any time in this period. Once the vote on a resolution is cast by a Member, he/she shall not be allowed to change it subsequently

        16 RELIANCE INSURANCE COMPANY LIMITED

    2. PROCEDURE FOR VOTING THROUGH POSTAL BALLOT

    The members shall ensure that duly filled and signed ballot paper along with copy of Computerised National Identity Card (CNIC) should reach the Chairman of the meeting through post on the Company's registered address, 181-A, S.M.C.H.S, Karachi or email at faraz.ahmed@relianceins.com one day before the Annual General Meeting i.e. on April 29, 2026, during working hours. The signature on the ballot paper shall match with the signature on CNIC.

  8. APPOINTMENT OF SCRUTINISER

    Securities and Exchange Commission of Pakistan (SECP) to the Listed Companies (Code of Corporate Governance) Regulations, 2019 and Companies (Postal Ballot) Regulations, 2018 through S.R.O. 454(I)/2025 and S.R.O. 453(I)/2025. In accordance with the Regulation 11 of the Regulations, the Board of the Company has appointed M/s Kreston Hyder Bhimji & Co. Chartered Accountants, a QCR rated audit firm, to act as the Scrutinizer of the Company for the Special Businesses to be transacted in the meeting and to undertake other responsibilities as defined in Regulation 11A of the Regulations.

  9. RESTRICTION ON DISTRIBUTION OF GIFTS

    In accordance with the directive issued by the SECP vide its SRO 452(I)/2025 dated March 17, 2025 the company would like to inform all the shareholders that no gifts will be distributed at the AGM.

  10. UNCLAIMED DIVIDEND

    As per the provision of section 244 of the Companies Act, 2017, any shares issued or dividend declared by the Company which have remained unclaimed/unpaid for a period of three years from the date on which it was due and payable are required to be deposited with the Commission for the credit of Federal Government after issuance of notices to the shareholders to file their claim. The details of the shares issued and dividend declared by the Company which have remained due for more than three years was sent to shareholders. Shareholders are requested to ensure that their claims for unclaimed dividend and shares are lodged timely. In case, no claim is lodged with the Company in the given time, the Company shall after giving notice in newspaper proceed to deposit the unclaimed/unpaid amount and shares with the Federal Government pursuant to the provision of Section 244 (2) of Companies Act, 2017.

  11. CONVERSATION OF PHYSICAL SHARES INTO BOOK ENTRY FORM

    The shareholders heaving physical shares may open CDC Sub-account with any of the broker or Investor Account directly by with the Central Depository Company (CDC) of Pakistan Limited to have their physical shares converted into electronic form. This will facilitate then in many way including safe custody. Further with the requirement of Section 72 of Companies Act, 2017, every existing company having share capital required to replace its physical shares with book-entry form in a manner as may be specified and from the date notified by SECP, within a period not exceeding four years from the commence of the Act.

    The Securitas and Exchange Commission of Pakistan through its circular # CSD/ED/Misce/2016-639-640 dated March 26, 2021 has advised the listed companies to pursue their such members who still hold shares in physical form, to convert their shares into book entry form.

  12. CHANGE OF ADDRESS

    Shareholders are requested to inform the Company's Share Registrar of any change in their address, if any immediately.

  13. SUBMISSION OF COPIES CNIC (MANDATORY)

    The shareholders having physical shareholding are, therefore, advised to submit a photo copy of their valid CNICs and Corporate entities are requested to provide NTN immediately, if already not provided, to the Company's Share Registrar at the address, C & K Management Associates (Pvt) Limited, M-13, Progressive Plaza, Civil Lines Quarter, Beaumont Road, Karachi - 75530 without any further delay.

  14. TAX ON ISSUANCE OF BONUS SHARES UNDER FINANCE ACT, 2023

Effectively July 01, 2023, companies are required to collect 10% tax from the shareholders at the time of issuance of bonus shares, which shall be final tax on such income of the shareholders. The rate of tax for inactive taxpayer is 20%.

The value of bonus shares shall be taken as equivalent to day-end price on the first day of book closure.

In case of non-payment of tax by the shareholders, the company is required to dispose of shares to the extent of the tax liability, to recover and deposit the tax.

ANNUAL REPORT 2025 17

STATEMENT UNDER SECTION 134 (3) OF THE COMPANIES ACT, 2017 PERTAINING TO THE SPECIAL BUSINESS

The statement set out the material facts pertaining to the "Special Business" to be transacted at the 44th Annual General Meeting of the Company to be held on April 30, 2026.

Capitalization out of company's appropriated Profit/Reserve

That a sum of Rs. 301,416,910/- out of the Company's profit be capitalized for issuing of 30,141,691 fully paid ordinary shares of Rs.10 each and allotted as fully paid up Bonus Shares to the Members who are registered in the Book of the Company at the close of business on 07th April, 2026 in the proportion of 30 new shares for every 100 existing ordinary shares held and that such new shares shall rank pari passu with existing ordinary shares of the Company as regards future dividends, and in all other respects.

That Bonus Shares forming part of such fraction holding which is not in exact multiple of 30:100 shares will be sold in the Stock Market and to pay the proceeds of sale thereof, when realized, to a Charitable Institution.

That for the purpose of giving effect to the foregoing, the Chief Executive, Chief Financial Officer and Company Secretary be and is hereby authorized to give such directions as may be necessary and as they deem fit to settle any questions or any difficulties that may arise in the distribution of the said new shares or in the payment of sale proceeds of the fractional shares.

None of the Directors of the Company are interested in this business except to the extent of their entitlement to bonus shares as shareholder.

Increase of Authorized Share Capital

The current authorized share capital of the Company is Rs.1,500,000,000/- (Rupees One Billion and Five Hundred Million) divided into 150,000,000 (One Hundred and Fifty million) ordinary shares of Rs.10/- each. ln order to facilitate increase in the paid-up share capital as and when required to do so, the Board of Directors has recommended that the authorized capital be increased from Rs.1,500,000,000/- to Rs.2,000,000,000/- by creation of additional 50,000,000 ordinary shares of Rs.10/- each. The proposed increase in the authorized share capital of the Company will also necessitate amendments in Clause V of the Memorandum of Association and Article 4 of the Articles of Association of the Company to reflect the increase in authorized share capital of the Company. For this purpose, a special resolution is required to be considered and approved in this meeting.

The Directors are not interested in this business except as shareholders of the Company.

18 RELIANCE INSURANCE COMPANY LIMITED

RELIANCE INSURANCE COMPANY LIMTED

Ballot Paper For Voting Through Post

For poll at the 44th Annual General Meeting to be held on Thursday the 30th April, 2026 at 12.30 p.m. at the Head Office of the Company at RELIANCE INSURANCE HOUSE 181-A Sindhi Muslim Cooperative Housing Society near Mehdi Tower, off: Sharah-e-Faisal, Karachi

Designated email address of the Chairman at which the duly filled in ballot paper may be sent: faraz.ahmed@relianceins.com

Folio / CDC Account #

Name of Shareholders / Joint Shareholders / Proxy Holder

Registered Address

Number of shares held

CNIC / NICOP/ Passport No. (copy to be attached)

Additional Information and enclosures (In case of Body Corporate, Corporation and Federal Government)

Name of Authorized Signatory:

CNIC / NICOP/ Passport No. (copy to be attached)

I/we hereby exercise my/our vote in respect of the following ordinary resolution(s) through postal ballot by giving my/our assent or dissent to the following ordinary resolution(s) by placing tick (✔) mark in the appropriate box below:

Special Business(s)

SPECIAL BUSINESS:

  1. To consider and, if thought fit, pass with or without modification, the following resolutions as special resolutions:

    Resolved:

    1. "that the authorized capital of the Company be and is hereby increased from Rs.1,500,000,000/- (Rupees One Billion and Five Hundred Million only) to Rs.2,000,000,000 (Rupees Two billion only) by creation of 50,000,000 (Fifty million) new ordinary shares of Rs.10/- each."

      Further Resolved:

    2. "that the Memorandum and Articles of Association of the Company be and are hereby altered by substituting the figures and words of Rs.1,500,000,000 (Rupees One Billion and five hundred million only) divided into 150,000,000 (One Hundred and fifty million) ordinary shares of Rs.10/- each appearing in Clause V of the Memorandum of Association and Article 4 of the Articles of Association with the words and figures of Rs.2,000,000,000 (Rupees Two billion only) divided into 200,000,000 (Two hundred million) ordinary shares of Rs.10/- each."

      Further Resolved:

    3. "that the ordinary shares when issued shall carry equal voting rights and rank pari passu with the existing ordinary shares of the Company in all respect / matters in conformity with the provisions of the Companies Act, 2017."

      Further Resolved:

    4. "that the Chief Executive Officer, Chief Financial Officer and Company Secretary be and are hereby authorized singly to do all acts, deeds and things, take any or all necessary actions to complete all legal formalities and to file requisite documents with the Registrar to effectuate and implement the aforesaid resolutions."

ANNUAL REPORT 2025 19

Instructions For Poll

1. Please indicate your vote by ticking (✔) the relevant box.

2. In case if both the boxes are marked as (✔), your poll shall be treated as "Rejected".

I/we hereby exercise my/our votes in respect of the above ordinary resolutions through ballot by conveying my/our favour or against to the resolution by placing tick (✔) mark in the appropriate box below:

Resolutions

In favor of the Resolution

Against the Resolution

Agenda Item 4

Notes:

  1. Duly filled and signed ballot paper, along with a copy of the CNIC/ NICOP/ Passport**, should reach the Chairman of the meeting through the post at the Head Office of the Company at RELIANCE INSURANCE HOUSE 181-A Sindhi Muslim Cooperative Housing Society near Mehdi Tower, off: Sharah-e-Faisal, Karachi or email at faraz.ahmed@relianceins.com.

  2. Postal Ballot Form should reach Chairman of the meeting on or before Wednesday, 29 April, 2026 during working hours. Any Postal Ballot received after this date, will not be considered for voting.

  3. Signature on postal ballot paper should match with signature registered on CNIC/ Passport**.

  4. In case of Body Corporate, Corporation and Federal Government, certified copy of Board resolution/ Power of attorney along with valid copies of CNIC/ NICOP/ Passport of authorised signatory(ies) will be required**.

  5. Incomplete, unsigned, incorrect, defaced, torn, mutilated, over written Ballot Paper will be rejected.

  6. The shareholders may download the Postal Ballot Form from the Company's website https://www.relianceins.com or use the original / photocopy as published in newspaper/ annual report.

Shareholder / Proxy Holder Signature/ Authorized Signatory Date

(in case of corporate entity, please affix company stamp)

20 RELIANCE INSURANCE COMPANY LIMITED

HORIZONTAL ANALYSIS

Statement of Financial Position & Profit & Loss Account

Rupees in million

% Increase / (Decrease) over preceeding year

STATEMENT OF FINANCIAL POSITION

2025

2024

2023

2022

2025

2024

2023

2022

Property and equipment

Investments

145.206

104.760

87.159

72.739

38.61

20.19

19.82

(0.90)

-

Equity securities

1,551.174

1,200.098

839.874

681.276

29.25

42.89

23.28

(6.58)

Debt securities

103.746

70.081

70.093

70.104

48.04

(0.02)

(0.02)

(0.01)

Term deposits

44.689

43.508

42.629

42.591

2.71

2.06

0.09

10.43

Loan and others receivables

3.533

4.576

5.135

4.163

(22.79)

(10.89)

23.35

(71.77)

Insurance / Reinsurance receivables

731.428

642.362

537.187

386.729

13.87

19.58

38.91

27.10

Reinsurance recoveries against outstandind claims

201.551

271.630

176.420

152.488

(25.80)

53.97

15.69

(14.66)

Deferred Commission Expenses

119.469

94.843

95.313

74.412

25.97

(0.49)

28.09

15.26

Deferred Taxation

-

-

-

20.409

-

-

(100.00)

193.19

Prepayment

254.115

228.208

194.269

155.143

11.35

17.47

25.22

(6.09)

Taxation-Provision less payment

-

-

-

-

Cash & Bank

138.408

102.206

108.555

101.815

35.42

(5.85)

6.62

8.65

Total Assets from General Takaful operation OPF&PTF

520.734

182.748

155.882

126.995

184.95

17.23

22.75

17.38

Total Assets

3,814.053

2,945.020

2,312.516

1888.864

29.51

27.35

22.43

2.23

Ordinary share capital

1,004.723

665.379

665.379

633.695

51.00

-

5.00

5.00

Reserves

400.000

400.000

310.000

290.000

-

29.03

6.90

7.41

Unppropriated profit /(loss)

495.942

370.364

225.050

136.521

33.91

64.57

64.85

(20.98)

Surplus/(deficit)on revaluation of available for sale

182.568

136.688

21.992

0.049

33.57

521.54

44,781.63

(97.24)

Total Equity

2,083.233

1,572.431

1,222.421

1060.265

118.472

28.63

15.29

1.16

Outstanding claims including IBNR

267.586

343.523

230.153

188.533

220.508

49.26

22.08

(11.48)

Unearned premium reserves

583.284

489.493

440.171

339.217

527.368

11.21

29.76

10.67

Unearned Reinsurance Commission

44.826

33.683

39.285

31.621

34.712

(14.26)

24.24

3.21

Deferred taxation

157.616

126.464

30.144

-

3.466

Insurance/ Reisurance Payable

80.098

192.165

216.604

186.785

71.402

(11.28)

15.96

(4.45)

Other Creditors and Accurals

107.279

86.709

76.108

48.268

81.493

13.93

57.68

48.89

Taxation-Provision less payment

123.448

59.124

22.637

7.317

7.592

100.00

100.00

100.00

Total Assets from General Takaful operation OPF&PTF

366.683

41.428

34.993

26.858

4.877

18.39

30.29

26.25

Total Equity and Liabilities

3,814.053

2,945.020

2,312.516

1888.864

29.51

27.35

22.43

2.23

PROFIT AND LOSS ACCOUNT

Net insurance premium

596.596

546.495

460.686

360.467

359.414

18.63

27.80

18.91

Net insurance claims

(139.524)

(152.815)

(139.119)

(93.638)

(101.720)

9.84

48.57

45.93

Net Commission and acquisition expenses

(130.142)

(111.170)

(96.383)

(77.236)

(60.919)

15.34

24.79

40.48

Management Expenses

(232.998)

(198.462)

(176.318)

(150.167)

(132.486)

12.56

17.41

(1.28)

Underwriting Results

93.932

84.048

48.866

39.426

64.289

72.00

23.94

23.71

Invetment Income/(loss)

554.993

408.883

246.032

67.385

104.363

(66.19)

(265.11)

(9.85)

Other Income

6.630

4.501

5.564

0.549

0.952

(19.10)

913.48

(83.14)

Financial Charges

-

-

-

-

(0.047)

-

-

Others expenses

(116.304)

(91.334)

(72.645)

(59.084)

(47.128)

25.73

22.95

18.05

Profit before tax from takaful operations-Operators fund

18.308

30.071

29.171

19.324

(1.535)

3.09

50.96

(80.90)

Profit /( Loss) before Tax

557.559

436.169

256.988

67.600

120.894

(69.72)

(280.16)

(4.12)

Income tax expenses

(92.638)

(134.316)

(85.091)

(23.491)

(14.850)

57.85

262.23

34.26

Profit /( Loss) after Tax

464.921

301.853

171.897

44.109

106.044

(75.60)

(289.71)

(16.79)

ANNUAL REPORT 2025 21

VERTICAL ANALYSIS

Statement of Financial Position & Profit & Loss Account

Rupees in million

STATEMENT OF FINANCIAL POSITION

2025

Rupees %

2024

Rupees %

2023

Rupees %

2022

Rupees %

Property and equipment

145.206

3.81

104.760

3.56

87.159

3.77

72.739

3.85

Investments

-

-

-

-

Equity securities

1,551.174

40.67

1,200.098

40.75

839.874

36.32

681.276

36.07

Debt securities

103.746

2.72

70.081

2.38

70.093

3.03

70.104

3.71

Term deposits

44.689

1.17

43.508

1.48

42.629

1.84

42.591

2.25

Loan and others receivables

3.533

0.09

4.576

0.16

5.135

0.22

4.163

0.22

Insurance / Reinsurance receivables

731.428

19.18

642.362

21.81

537.187

23.23

386.729

20.47

Reinsurance recoveries against outstandind claims

201.551

5.28

271.630

9.22

176.420

7.63

152.488

8.07

Deferred Commission Expenses

119.469

3.13

94.843

3.22

95.313

4.12

74.412

3.94

Deferred Taxation

-

-

-

-

-

-

20.409

1.08

Prepayment

254.115

6.66

228.208

7.75

194.269

8.40

155.143

8.21

Taxation-Provision less payment

-

-

-

-

-

-

-

-

Cash & Bank

138.408

3.63

102.206

3.47

108.555

4.69

101.815

5.39

Total Assets from General Takaful operation OPF&PTF

520.734

13.65

182.748

6.21

155.882

6.74

126.995

6.72

-

-

-

-

Total Assets

3,814.053

100.00

2,945.020

100.00

2,312.516

100.00

1888.864

100.00

Ordinary share capital

1,004.723

26.34

665.379

22.59

665.379

28.77

633.695

33.55

Reserves

400.000

10.49

400.000

13.58

310.000

13.41

290.000

15.35

Unppropriated profit /(loss)

495.942

13.00

370.364

12.58

225.050

9.73

136.521

7.23

Surplus/(deficit)on revaluation of available for sale

182.568

4.79

136.688

4.64

21.992

0.95

0.049

0.00

Total Equity

2,083.233

54.62

1,572.431

53.39

1,222.421

52.86

1060.265

56.13

Outstanding claims including IBNR

267.586

7.02

343.523

11.66

230.153

9.95

188.533

9.98

Unearned premium reserves

583.284

15.29

489.493

16.62

440.171

19.03

339.217

17.96

Unearned Reinsurance Commission

44.826

1.18

33.683

1.14

39.285

1.70

31.621

1.67

Deferred taxation

157.616

4.13

126.464

4.29

30.144

-

-

-

Insurance/ Reisurance Payable

80.098

2.10

192.165

6.53

216.604

9.37

186.785

9.89

Other Creditors and Accurals

107.279

2.81

86.709

2.94

76.108

3.29

48.268

2.56

Taxation-Provision less payment

123.448

3.24

59.124

2.01

22.637

0.98

7.317

0.39

Total Assets from General Takaful operation OPF&PTF

366.683

9.61

41.428

1.41

34.993

1.51

26.858

1.42

Total Equity and Liabilities

3,814.053

100.00

2,945.020

100.00

2,312.516

100.00

1888.864

100.00

PROFIT AND LOSS ACCOUNT

Net insurance premium

596.596

100.00

546.495

100.00

460.686

100.00

360.467

100.00

Net insurance claims

(139.524)

(23.39)

(152.815)

(27.96)

(139.119)

(30.20)

(93.638)

(25.98)

Net Commission and acquisition expenses

(130.142)

(21.81)

(111.170)

(20.34)

(96.383)

(20.92)

(77.236)

(21.43)

Management Expenses

(232.998)

(39.05)

(198.462)

(36.32)

(176.318)

(38.27)

(150.167)

(41.66)

Underwriting Results

93.932

15.74

84.048

15.38

48.866

10.61

39.426

10.94

Invetment Income

554.993

93.03

408.883

74.82

246.032

53.41

67.385

18.69

Other Income

6.630

1.11

4.501

0.82

5.564

1.21

0.549

0.15

Financial Charges

-

0.00

-

0.00

-

0.00

-

0.00

Others expenses

(116.304)

(19.49)

(91.334)

(16.71)

(72.645)

(15.77)

(59.084)

(16.39)

Profit before tax from takaful operations-Operators fund

18.308

3.07

30.071

5.50

29.171

6.33

19.324

5.36

Profitbefore Tax

557.559

93.46

436.169

79.81

256.988

55.78

67.600

18.75

Income tax expenses

(92.638)

(15.53)

(134.316)

(24.58)

(85.091)

(18.47)

(23.491)

(6.52)

Profit after Tax

464.921

77.93

301.853

55.23

171.897

37.31

44.109

12.24

22 RELIANCE INSURANCE COMPANY LIMITED

Rupees in million

KEY FINANCIAL DATA

10 Years Growth At A Glance

2025

2024

2023

2022

2021

2020

2019

2018

2017

Restated

2016

Restated

Ordinary Share Capital

1004.72

665.38

665.38

633.69

603.52

561.41

561.41

561.41

561.41

510.37

Share Holder's Equity

2083.23

1572.43

1222.42

1060.26

1048.06

997.63

933.53

855.92

798.93

876.96

Reserves

400.00

400.00

310.00

290.00

270.00

250.00

250.00

250.00

250.00

220.00

Cash & Bank

138.41

102.20

108.56

101.81

93.71

111.31

131.22

144.37

160.18

120.24

Investment

1699.61

1313.68

952.60

793.97

837.94

813.51

777.31

711.11

704.22

795.29

Underwriting Provisions

895.69

866.70

709.61

559.371

550.13

523.73

480.11

588.06

739.39

782.59

Total Assets

3814.05

2945.02

2312.52

1888.864

1847.695

1713.973

1595.486

1658.65

1791.12

1828.38

Return on Assets %

12.19%

10.25%

7.43%

2.34%

2.87%

4.00%

4.46%

2.95%

(2.16)

5.80%

Return on Equity %

22.32

19.20%

14.06%

4.16%

5.06%

6.86%

7.63%

5.72%

(4.85)

12.09%

Ordinary Share Capital to Assets %

26.34%

22.59%

28.77%

33.55%

32.66%

32.76%

35.19%

33.85%

31.35%

27.91%

Total Equity / Total Assets %

53.39%

53.39%

52.86%

56.13%

56.72%

58.20%

58.51%

51.60%

44.60%

47.96%

Written Gross Premium

1223.94

1060.07

980.28

761.88

651.20

569.07

622.40

878.68

1155.40

1201.84

Net Insurance Premium

596.59

546.495

460.69

360.46

303.13

319.48

347.80

348.24

357.65

359.41

Ratio to written Gross Premium %

48.74

51.55%

47.00%

47.31%

46.55%

56.14%

55.88%

39.63%

30.95%

29.90%

Net Insurance Claims

139.52

152.81

139.12

93.63

64.16

76.42

87.21

87.17

88.16

101.72

Ratio to Net Insurance Premium %

23.39

27.34%

30.30%

25.97%

21.17%

23.92%

25.07%

25.03%

24.65%

28.30%

Management Expenses

349.30

289.79

248.96

209.25

202.16

199.80

205.06

197.66

188.99

179.66

Ratio to Written Gross Premium %

28.54

27.33%

25.40%

27.46%

31.04%

35.11%

32.94%

22.49%

16.36%

14.95%

Ratio to Net Insurance Premium %

58.55

53.02%

54.04%

58.05%

66.69%

62.54%

58.96%

56.76%

52.84%

49.98%

Investment Income/(Loss)

554.99

408.88

246.03

67.38

74.75

83.54

92.72

46.67

(40.07)

104.36

Return of Investment %

32.65

31.12%

25.83%

8.49%

8.92%

10.27%

11.93%

6.56%

(5.69)

13.12%

Underwriting Results

93.93

84.05

48.87

39.75

31.87

29.01

40.82

48.62

67.08

64.29

Profit /(loss) Before Tax

557.56

436.17

225.82

67.60

70.51

83.57

96.40

60.12

(17.59)

120.89

Pecentage to Written Grosss Premium %

45.55

41.14%

23.04%

8.87%

10.83%

14.69%

15.49%

6.84%

(1.52)

10.06%

Profit /(loss) After Tax

464.92

301.85

171.90

44.11

53.01

68.49

71.21

48.99

(38.79)

106.04

Pecentage to Net Insurance Premium

77.93%

55.23%

37.31%

12.23%

17.49%

21.43

20.47

14.07%

(10.85)

29.50%

Earnings/(loss) After Tax Per Share-Rupees

4.63

4.54

2.58

0.70

0.88

1.22

1.27

0.87

(0.69)

2.08

Dividend /Bonus %

30%

51%(B)

10%(C)

5%(B)5%(C)

5%(B)5%(C)

7.5%(B)

-

-

-

10%(B) 5%(C)

Break up Value Per Share

20.73

23.63

18.37

16.73

17.36

17.77

16.63

15.24

14.23

17.18

Summary of Cashflow

Total Cash Flow from all Operating Activities

(162.49)

(123.51)

(66.34)

(55.52)

(54.277)

(62.242)

(44.956)

(44.425)

38.113

102.288

Total Cash Flow from Investment Activities

199.49

181.22

99.65

92.557

36.675

42.325

31.811

28.663

26.796

(66.426)

Total Cash Flow from Financing Activities

(0.79)

(64.22)

(30.57)

(28.93)

-

-

-

(0.050)

(24.963)

(22.831)

Net Cash Flow From all Activities

36.20

(6.34)

6.74

8.106

(17.601)

(19.917)

(13.145)

(15.812)

39.975

13.031

Cash and Cash Equivalent at the end of the year

138.41

102.20

108.56

101.815

93.709

111.310

131.227

144.372

160.185

120.239

ANNUAL REPORT 2025 23

SHAREHOLDERS' INFORMATION

Registered Office

96-A, Sindhi Muslim Co-operative Housing Society Karachi.

Head Office

Reliance Insurance House, 181-A, Sindhi Muslim Co-operative Housing Society, Karachi

Share Registrar Office

C&K Management Associates (Pvt.) Ltd. M-13, Progressive Plaza Civil Lines Quarter, Beaumont Road, Karachi-75530. Phone 35687839, 35685930

Listing on Stock Exchanges

RICL equity shares are listed on Pakistan Stock Exchange (PSX).

Listing Fees

The annual listing fee for the financial year 2025-2026 was paid to the Pakistan Stock Exchange and Central Depository Company (CDC) within the prescribed time.

Stock Symbol

The stock symbol for Reliance Insurance Company Limited at the PSX is RICL.

Statutory Compliance

During the year, the Company complied with all applicable provisions of the Companies Act, 2017, the Insurance Ordinance 2000, Insurance Rules 2017, Listed Companies (Code of Corporate Governance) Regulations, 2019, the Code of Corporate Governance, for insurers 2016 and others regulations prescribed by SECP.

Book Closure Dates

The Share Transfer Books of the Company for the entitlement of Bonus Shares, will remain Closed on 08th April 2026. Those members whose name appear in the members register of the Company at the close of business on 07th April 2026 will be entitled of bonus shares.

The Share Transfer Books of the Company to attend, speak and vote at the annual general meeting will remain Closed from 22nd April, 2026 to 30th April, 2026 (both days inclusive). Those members whose name appear in the members register of the Company at the close of business on 21st April 2026 will be entitled to attend the meeting.

44th Annual General Meeting

Date: 30th April, 2026 Time: 12:30 pm

Venue: Reliance Insurance House, 181-A,

SMCHS, Karachi Physical & (Via Vedio Link)

Website of the Company

A comprehensive and user-friendly website has been developed for Reliance Insurance Limited, providing seamless access to vital corporate information. The platform serves as a central repository for details regarding the Company's financial standing, historical background and available insurance products.

To enhance operational efficiency and ensure prompt resolution of concerns, an online complaint management system has been integrated, enabling investors and policyholders to register and track their grievances with ease.

The Company's annual, half-yearly, and quarterly financial statements are readily accessible at: https://www.relianceins.com, ensuring transparency and compliance with regulatory requirements.

Furthermore, disclosures concerning strategic corporate events are communicated to the Pakistan Stock Exchange as and when required, reinforcing the Company's commitment to timely and accurate information dissemination.

For further details, please visit our official website: https://www.relianceins.com.

Change of Address

Members are requested to immediately notify the change of address, if any, to the Company's Registrar.

Investor Relations & Grievance Redressal Policy

Reliance Insurance Limited acknowledges the paramount significance of maintaining robust relations with its investors, recognizing such engagement as a fundamental pillar for the financial sustainability and progressive growth of the organization. Furthermore, the strength of investor relations directly contributes to the goodwill and corporate standing of the Company. In light of this, it is imperative to establish a structured, efficient, and legally compliant mechanism within the organization to facilitate investor services and address grievances in a systematic and transparent manner.

24 RELIANCE INSURANCE COMPANY LIMITED

SHAREHOLDERS' INFORMATION

Accordingly, the Company has ensured the availability of all pertinent information on its official website, including details of the Board of Directors, auditors, share registrars, financial statements for the current period as well as for the preceding six years, and daily stock market updates reflecting the Company's share prices as quoted on the Pakistan Stock Exchange. The Company Secretary serves as the designated point of contact for investors, entrusted with the responsibility of addressing their concerns and facilitating appropriate resolutions.

The management remains steadfast in its commitment to investigating and resolving all investor complaints and queries in a manner that ensures their utmost satisfaction. In the event that an investor remains dissatisfied with the resolution provided, they may escalate their concerns to the Securities & Exchange Commission of Pakistan (SECP) through the dedicated interactive link available on the Company's website.

The Company's investor grievance redressal policy is predicated upon the following fundamental principles:

  • All investor communications-whether made in person, via telephone, fax, or email-are received with due diligence and addressed in a timely and systematic manner.

  • Every investor is accorded equitable and respectful treatment at all times.

  • Complaints and queries are handled with promptness, efficiency, and fairness, ensuring a professional and impartial resolution process.

Reliance Insurance Limited remains unwavering in its dedication to fostering a transparent and investor-friendly environment, upholding the highest standards of corporate governance and regulatory compliance.

M/s. C&K Management Associates (Pvt.) Ltd., being the Registrars is primarily responsible to resolve the investor's grievance. Shareholders' enquiries about their holding, dividend or share certificate etc. can be directed to the Share Registrar at the following address:

M/s. C&K Management Associates (Pvt.) Limited, M-13, Progressive Plaza Civil Lines Quarter, Beaumont Road, Karachi-75530. Phone 35687839, 35685930

In case investor's grievance is not addressed up to his/her satisfaction or within reasonable time. Investors may also directly write to the Company their query/complaint at,

Company Secretary

Reliance Insurance Company Limited 181-A, SMCHS Karachi.

Company has designated email id faraz.ahmed@relianceins.com for handling investor grievance on which investor can make a complaint.

SUBMISSION OF CNIC COPIES (MANDATORY)

As per SECP directives, the dividend warrants of the shareholders whose valid CNICs, are not available with the Share Registrar could be withheld. All shareholders having physical shareholding are, therefore, advised to submit a photo copy of their valid CNICs and Corporate entities are requested to provide NTN immediately, if already not provided, to the Company's Share Registrar at the following address, M/s. C & K Management Associates (Pvt.) Ltd., M-13, Progressive Plaza Civil Lines Quarter, Beaumont Road, Karachi-75530. Phone 35687839, 35685930 without any further delay.

ELECTRONIC DIVIDEND MANDATE

Under section 242 of Companies Act, 2017 it is mandatory for all listed Companies to pay cash dividend to its shareholders only through electronic mode directly into bank account designated by the entitled shareholders.

In order to receive dividend directly into their bank account, shareholders are requested (if not already provided) to fill in Bank Mandate Form for Electronic Credit of Cash Dividend available on the Company's website https://www.relianceins.com and send it duly signed along with a copy of CNIC to the Share Registrar of the Company, M/s. C & K Management Associates (Pvt.) Ltd., M-13, Progressive Plaza Civil Lines Quarter, Beaumont Road, Karachi-75530. Phone 35687839, 35685930 in case of physical shares.

In case shares are held in CDC, electronic dividend mandate form must be directly submitted to shareholder's brokers/ participant / CDC account services.

In case of non-receipt of information, the Company will be constrained to withhold payment of dividend to shareholders.

ELECTRONIC TRANSMISSION OF ANNUAL FINANCIAL STATEMENTS AND NOTICES

Pursuant to the Securities and Exchange Commission of Pakistan (SECP) Notification S.R.O. 787(I)/2014 dated September 8, 2014, the Company is pleased to extend to its members the facility of receiving the Annual Financial Statements and other statutory notices through electronic mail (email).

ANNUAL REPORT 2025 25

SHAREHOLDERS' INFORMATION

Members who wish to avail themselves of this facility are requested to provide their consent by submitting a duly completed Consent Form available on the Company's website at https://www.relianceins.com. The completed form should be sent to the Company via email at the address specified therein.

Members availing this facility are advised to ensure that their designated email address is active, has adequate rights and sufficient storage capacity to receive email communications from the Company, which may include attachments exceeding 1 MB in size. It shall be the sole responsibility of the member to promptly notify the Share Registrar of any change in their registered email address to ensure uninterrupted receipt of communications.

The Company's Annual Financial Statements along with other relevant reports and notices are also available on the Company's website and may be accessed at https://www.relianceins.com.

Should you require any further information or assistance, please contact the Share Registrar or the Company Secretary's Office.

shares are lodged timely. In case, no claim is lodged with the Company in the given time, the Company shall after give notice in newspaper proceed to deposit the unclaimed/unpaid amount and shares with the Federal Government pursuant to the provision of Section 244 (2) of Companies Act, 2017.

CONSENT FOR VIDEO CONFERENCE FACILITY

Pursuant to the provision to the Companies Act, 2017 the members can also avail the video Conferencing facility. In this regard, please fill the following and submit to Head Office of the Company at least 7 days before the holding of annual general meeting. If the Company receives consent from members holding aggregate 10% or more shareholding residing at the geographical location to participate in the meeting, the Company will arrange video conference facility in the city subject to availability of such facility in that city.

I / We, of , being a member of Reliance Insurance Co., Ltd. holder of

ordinary share(s) as per registered folio

no. hereby opt for video conferencing

CONVERSATION OF PHYSICAL SHARES INTO BOOK ENTRY FORM

The shareholders heaving physical shares may open CDC sub-account with any of the brokers or Investor Account directly by with the Central Depository Company (CDC) of Pakistan Limited to have their physical shares converted into electronic form. This will facilitate then in many ways including safe custody. Further with the requirement of Section 72 of Companies Act, 2017, every existing company having share capital required to replace its physical shares with book-entry form in a manner as may be specified and from the date notified by SECP, within a period not exceeding four years from the commence of the Act.

UNCLAIMED DIVIDEND

As per the provision of section 244 of the Companies Act 2017, any shares issued or dividend declared by the Company which have remained unclaimed / unpaid for a period of three years from the date on which it was due and payable are required to be deposited with the Commission for the credit of Federal Government after issuance of notices to the shareholders to file their claim. The details of the shares issued and dividend declared by the Company which have remained due for more than three years was sent to shareholders. Shareholders are requested to ensure that their claims for unclaimed dividend and

facility at .

DECISIONS TAKEN AT THE LAST ANNUAL GENERAL MEETING

In accordance with the agenda of last Annual General Meeting, the following matters were duly approved by the members at the Annual General Meeting, and the respective decisions have been implemented accordingly:

  • Confirmation of the minutes of the Annual General Meeting held on April 29, 2024.

  • Approval of the audited financial statements for the year ended December 31, 2024, together with the Directors' and Auditors' Reports.

  • Appointment of M/s. BDO Ebrahim & Co., Chartered Accountants, as the auditors of the Company for the year 2025, along with the approval of their remuneration.

  • Approval for election of retiring directors.

  • Approval for increased in authorised Capital from Rs.1,000,000,000 to Rs.1,500,000,000.

  • Approval of the declaration of Bonus Share at the rate of 51%.

26 RELIANCE INSURANCE COMPANY LIMITED

FINANCIAL CALENDAR

RESULTS



Year ended 31 December

2024

Announcement Date

MARCH

27, 2025

First

quarter ended 31 March 2025

Announcement Date

APRIL

30, 2025

Half

year ended 30 June 2025

Announcement Date

AUGUST

28, 2025

Third

quarter ended 30 Sep 2025

Announcement Date

OCTOBER

29, 2025

OTHERS

Bonus Shares @ 51%

Entitlement Date

MARCH

27, 2025

MAY

07, 2025

Annual

General Meeting

Corporate Briefing Session

APRIL

30, 2025

DECEMBER

27, 2025

VIS & Pacra Credit Rating

RICL at 'A+' (Single A+) Outlook 'Stable'

DECEMBER

23, 2025

BONUS SHARES



ANNUAL REPORT 2025 27

CATEGORIES OF SHAREHOLDING

AS AT DECEMBER 31, 2025

Categories of share holders

Number of share holders

Number of shares held

Percentage of shares held %

ASSOCIATE COMPANIES UNDERTAKINGS AND RELATED PARTIES

Anam Fabrics

1

130,457

0.13

NIT / ICP/ IDBP

Investment Corporation of Pakistan,

5

763

0.00

DIRECTORS, CEO & OTHER SPOUSES AND MINOR CHILDREN

The detail are as under:

MR. IRFAN ZAKARIA BAWANY

12

1

28,744,508

6,212,525

28.61

MR. MUHAMMAD OMER BAWANY

1

2,333,594

MR. ZIA ZAKARIA

1

632,501

MR. AHMED ALI BAWANY

1

5,711,174

MR. NOOR M. ZAKARIA

1

3,013,834

MR. MUHAMMAD PATEL

1

8,644

MR. NAEEM AHMED SHAFI

1

8,644

MS. TASNEEM YUSUF

1

8,644

MR. JAHANGIR ADAM

1

8,946

MRS. SHEHLA IRFAN

1

6,010,388

MRS. RUKHSANA BAI OMER

1

2,138,676

MRS. SHAHNAZ SATTAR ZAKARIA

1

2,656,938

EXECUTIVE

-

-

-

PUBLIC SECTOR COMPANIES AND CORP.

-

-

-

BANK,DEVELOPMENT FINANCE INSTITUTIONS, NON BANKING FINANCE INSTITUTION, INSURANCE COMPANIES, MODARABAS AND MUTUAL FUNDS

JOINT STOCK COMPANIES

4

16

165,720

13,683,697

0.16

13.62

GOVERNMENT DEPARTMENT

Federal Board of Revenue

2

1,407,757

1.40

INDIVIDUALS

1,277

43,240,207

43.04

ISE Tower REIT Management Co. Ltd.

1

3,374

0.00

WELFARE SOCIETY

Pakistan Memon Educational & Welfare Society CHARITABLE TRUSTS

1

3

368,437

809,784

0.37

0.81

Trustee Begum Aisha Bawany Taleemul Quran All Bawany Foundation

Trustee Aloo & Minocher Dinshaw TRADE

1

1,154

0.00

Rafum Corporation (pvt.) Ltd.

Employees Provident Fund

1

250

0.00

Trustee Avari Hotels Ltd. Employees Providend Fund

PRIVAE LTD. COMPANY

1

11,916,195

11.86

Sharmeen Foods (Pvt.) Limited

TOTAL :-

1,325

100,472,303

100.00

SHAREHOLDERS HOLDING FIVE PERCENT OR MORE VOTING INTEREST.

M/s.Sharmeen Food (Pvt.) Ltd.

1

11,926,195

11.87

M/s.Irfan Ashfaq & Company (Pvt.) Ltd.,

1

10,663,632

10.61

Mr. Irfan Zakaria Bawany

1

6,212,525

6.18

Mrs.Shehla Irfan

1

6,010,388

5.98

Mr. Ahmed Ali Bawany

1

5,711,174

5.68

28

RELIANCE INSURANCE COMPANY LIMITED

PATTERN OF SHAREHOLDING

AS AT DECEMBER 31, 2025

Number of Shareholders

Shareholdings

Total shares held

From

To

448

182

121

282

78

46

25

12

14

7

12

5

5

4

2

4

2

3

2

1

1

1

2

1

1

1

2

1

1

2

1

2

1

2

1

1

2

1

1

1

1

1

1

1

1

1

1

1

1

1

1

1

1

2

1

1

1

1

1

1

1

1

1

1

1

1

1

1

1

1

1

1

1

3

1

1

1

1

1

1

1

1325

1

101

501

1001

5001

10001

15001

20001

25001

30001

35001

40001

45001

50001

55001

60001

65001

70001

75001

80001

90001

120001

125001

130001

135001

140001

145001

160001

180001

185001

195001

205001

215001

225001

235001

255001

265001

275001

290001

330001

355001

365001

375001

390001

415001

420001

440001

445001

450001

465001

530001

630001

740001

765001

810001

855001

1065001

1090001

1095001

1150001

1220001

1290001

1330001

1410001

1420001

1510001

1620001

1815001

1925001

2110001

2135001

2330001

2655001

2855001

3010001

3810001

4385001

5395001

5710001

10660001

11915001

- 100

- 500

- 1000

- 5000

- 10000

- 15000

- 20000

- 25000

- 30000

- 35000

- 40000

- 45000

- 50000

- 55000

- 60000

- 65000

- 70000

- 75000

- 80000

- 85000

- 95000

- 125000

- 130000

- 135000

- 140000

- 145000

- 150000

- 165000

- 185000

- 190000

- 200000

- 210000

- 220000

- 230000

- 240000

- 260000

- 270000

- 280000

- 295000

- 335000

- 360000

- 370000

- 380000

- 395000

- 420000

- 425000

- 445000

- 450000

- 455000

- 470000

- 535000

- 635000

- 745000

- 770000

- 815000

- 860000

- 1070000

- 1095000

- 1100000

- 1155000

- 1225000

- 1295000

- 1335000

- 1415000

- 1425000

- 1515000

- 1625000

- 1820000

- 1930000

- 2115000

- 2140000

- 2335000

- 2660000

- 2860000

- 3015000

- 3815000

- 4390000

- 5400000

- 5715000

- 10665000

- 11920000

7,742

50,198

94,761

703,404

590,886

563,410

435,751

275,496

402,916

229,486

450,570

217,200

237,441

215,030

116,556

250,809

135,689

213,423

153,435

82,901

91,872

123,699

258,175

130,457

136,957

141,908

296,898

164,629

181,547

375,322

200,000

417,328

216,048

454,401

236,876

255,229

533,030

275,664

291,703

334,276

356,897

368,437

375,763

391,928

415,775

423,938

443,629

445,548

451,695

469,921

531,384

632,501

742,752

1,535,995

813,237

856,683

1,068,870

1,092,004

1,096,189

1,152,528

1,221,423

1,290,153

1,331,463

1,412,004

1,421,624

1,510,169

1,621,190

1,817,196

1,925,693

2,112,835

2,138,676

2,333,594

2,656,938

8,566,764

3,013,834

3,810,463

4,389,198

5,399,288

5,711,174

10,663,632

11,916,195

100,472,303

Sr. No.

Categories of share holders

Number of share holders

Total shares hold

Percentage %

  1. INDIVIDUALS

  2. INVESTMENT COMPANIES

  3. INSURANCE COMPANIES

  4. JOINT STOCK COMPANIES

  5. FINANCIAL INSTITUTIONS

  6. WELFARE SOCIETY

  7. CHARITABLE TRUSTS

  8. MODARABA MANAGEMENT COMPANIES

  9. TRADE

  10. GOVERNMENT DEPARTMENT

  11. REIT MANAGEMENT

  12. PRIVATE LTD COMPANY

  13. EMPLOYEES PROVIDENT FUND

1289

5

2

17

1

1

3

1

1

2

1

1

1

1325

71,984,715

763

165,707

13,814,154

12

368,437

809,784

1

1,154

1,407,757

3,374

11,916,195

250

100,472,303

71.65

0

0.16

13.75

0

0.37

0.81

0

0

1.4

0

11.86

0

100

ANNUAL REPORT 2025 29

CHAIRMAN'S REVIEW

I am pleased to present the Forty-Fourth Annual Report and Performance Review of your Company on behalf of the Board of Directors for the year ended 31st December 2025.

In 2025, Pakistan's economy continued along a gradual path toward stabilization and recovery. The State Bank of Pakistan (SBP), in its Monetary Policy statement of March 9, 2026, projected growth of 3.75%-4.75% and continued its monetary easing cycle, implementing cumulative policy rate cuts of 250 basis points, bringing the policy rate down to 10.5% by December 2025 while the World Bank estimated a more conservative 3% growth. This follows a real GDP growth of 2.68% achieved in 2024-25, indicating a slight moderation as the economy adjusts to post flood reconstruction and external pressures.

Agriculture remains the cornerstone of economic resilience, with exceptional harvests in wheat, rice, and cotton strengthening rural incomes and supporting national food security. Meanwhile, large-scale manufacturing is showing early signs of revival, particularly in the automobile, textile, food and beverage, and petroleum sectors.

Pakistan's external sector has also demonstrated resilience. For the full fiscal year FY25, the country recorded a current account surplus of US $2.11 billion, reversing the previous years' deficits. Exports rose to approximately US $32.1 billion, while remittances surged to US $38.3 billion, boosting foreign exchange reserves and reinforcing macroeconomic stability.

The Pakistan Stock Exchange (PSX) demonstrated measured growth during the year, reflecting improved investor sentiment driven by stronger corporate earnings, particularly in banking, energy, fertilizer and export-oriented sectors. Nevertheless, volatility persisted due to domestic uncertainties and external geopolitical risks.

The global economic environment in 2026 remained highly uncertain and volatile. Escalating geopolitical tensions involving Iran, Israel, and the strategic involvement of the United States significantly disrupted global energy markets and trade flows. These developments resulted in intermittent spikes in oil prices, contributing to imported inflation across emerging markets. For Pakistan, the impact was particularly pronounced through higher fuel costs, increased transportation expenses, and broader inflationary pressures affecting both consumers and businesses.

The insurance sector in Pakistan maintained its resilience and adaptability throughout 2025, demonstrating steady growth despite broader economic challenges. This expansion was largely driven by increased overall demand for insurance, reflecting heightened risk awareness among individuals and businesses amid economic and geopolitical uncertainties.

The Securities and Exchange Commission of Pakistan (SECP) continued to play a pivotal role in fortifying the sector through strategic reforms. Key initiatives included the enhancement of risk-based capital frameworks, strengthening of corporate governance standards, promotion of digital enablement, and a gradual increase in paid-up capital requirements for insurers, scheduled for 2026, 2028, and 2030, aimed at strengthening the financial base and long-term stability of the industry.

Aligned with our strategic objective to boost the company's revenue, your Company underwrote a gross premium of Rs.1,482.761 million, (including Rs.258.821 million in Takaful contributions), reflecting a 22% year-on-year growth compared to Rs.1,217.148 million in the previous year (inclusive of Rs.157.073 million in Takaful contributions).

Your Company achieved a profit after tax of Rs.464.921 million, a significant improvement from Rs.301.852 million reported in the

previous year. The Operator's Fund recorded a profit after tax of Rs.12.541 million, compared to Rs.20.448 million in 2024.

The Pakistan Stock Exchange (PSX) delivered a stellar performance in 2025, marked by improved macroeconomic stability, policy clarity, and rising investor confidence.

The benchmark KSE 100 Index surged from 115,127 points at the end of 2024 to around 174,000 points by December 2025, registering a remarkable 51% annual gain. The index briefly touched 175,000 points, reflecting strong bullish sentiment. Broad-based gains were led by banking, oil & gas, fertilizer and financial sectors, supported by robust earnings expectations. The KSE-100 Index is currently declining due to war-driven uncertainty and rising oil prices coupled with a heavy dent in stock markets globally.

Overall, 2025 stands out as a landmark year for the PSX, reinforcing equities as an attractive asset class amid Pakistan's improving economic outlook.

Amid this favourable market environment, your company's strategic investment approach yielded outstanding results. Investment income surged by 36% to Rs.554.993 million, up from Rs.408.883 million in the previous year. This robust growth underscores the efficacy of our investment strategies.

As we conclude, I wish to extend my heartfelt thanks and appreciation to the esteemed members of the Board of Directors for their unwavering commitment and guidance in supporting the management. I am also deeply grateful to our shareholders for their trust and steadfast support in our Company.

Furthermore, I would like to express my sincere gratitude for the invaluable support provided by the Securities and Exchange Commission of Pakistan, Pakistan Reinsurance Company Limited, State Bank of Pakistan, and all our valued reinsurers. Their continued backing and support has been instrumental in our successful journey.

Lastly, but certainly not least, I would like to commend the Chief Executive and his dedicated team for their tireless efforts, unwavering commitment, and sincere dedication. Their contributions have been indispensable to the success of the Company.



Irfan Zakaria Bawany

Chairman

Karachi. 1st April 2026.

30 RELIANCE INSURANCE COMPANY LIMITED









































2026 01



ANNUAL REPORT 2025 31

DIRECTORS' REPORT

The Directors of the Company are pleased to present their report, along with the audited financial statements and Auditor's report for the year ended December 31, 2025.

Despite the challenges encountered throughout the year 2025, we are pleased to announce the following results achieved by your Company:

ENGINEERING

47.246

FIRE

686.907

MISC.

194.05

MOTOR

279.221

MARINE AVIATION

& TRANSPORT

275.336



OPERATIONAL RESULTS FOR THE YEAR 2025

The comparative financial highlights of your Company for the years ended December 31, 2025, are as follows:

2025 2024

Gross Premium

(Including Takaful Contribution)

1,482.761

1,217.148

Net Premium

596.595

546.496

Net Incurred Claims (Including IBNR)

139.524

152.815

Management Expenses

232.998

198.462

Underwriting Profit

93.931

84.048

Investment Income

554.993

408.883

Profit Before Taxation

557.559

436.169

Profit After Taxation

464.921

301.852

Earnings Per Share

(Restated)

(EPS) - Rupees

4.63

3.00

Rs. in Million

Your Company continues to achieve a remarkable milestone by surpassing the gross premium threshold of one billion rupees. During the year under review, the Company recorded a gross premium of Rs.1,482.761 million, including Rs.258.821 million in Takaful contributions, reflecting a 22% year-on-year growth compared to Rs.1,217.148 million in the previous year (inclusive of Rs.157.073 million in Takaful contributions).

Net premium income rose to Rs.596.595 million in 2025 from Rs.546.496 million in 2024, reflecting a Rs.50.099 million growth that highlights the Company's expanding market presence and disciplined approach to underwriting.

During the year, the Company incurred net claims of Rs.139.524 million, a decrease of Rs.13.291 million from Rs.152.815 million in 2024. Supported by this reduction in claims, the Company's underwriting performance remained strong, with underwriting profit rising 12% to Rs.93.931 million, compared to Rs.84.048 million in the previous year. This growth underscores the effectiveness of the Company's risk management framework and the prudence of its underwriting practices.

Investment income remained a key contributor to overall profitability during the period under review, increasing significantly from Rs. 408.883 million in 2024 to Rs.

554.993 million in 2025. This substantial growth in investment returns provided strong support to the Company's earnings performance and enhanced its financial stability.

Consequently, profit before tax recorded a notable increase of 28%, reaching Rs. 557.559 million. Profit after tax also demonstrated strong growth, rising from Rs. 301.852 million in the previous year to Rs. 464.921 million in 2025. This improvement reflects the combined impact of higher investment income, disciplined cost management, and stable operational performance.

The Company continued to demonstrate operational resilience and prudent financial stewardship despite prevailing macroeconomic uncertainties. The positive financial outcomes achieved during the year reflect the strength of the Company's financial strategy, supported by robust investment income, effective underwriting performance, efficient claims management, and disciplined cost control. These results reaffirm the Company's commitment to sustainable, long-term growth and sound business practices.

The earnings per share (EPS) also reflected the Company's strong financial performance, increasing from Rs. 3.00 (restated) in 2024 to Rs. 4.63 in 2025, thereby further enhancing shareholder value.

32 RELIANCE INSURANCE COMPANY LIMITED

Appropriation would increase Paid up Capital to Rs. 1,306.134 million and General Reserve for Rs. 400 million with the total Assets Surge to Rs. 3,814.054 million

1500

1200

900

600

300

0

GROSS & NET PREMIUM INTEREST AND DIVIDEND





160

1482.762

145.62

140

1,217.14

136.96

115.25

120

1,105.78

101.49

100

857.9

80

630.99

726.44

60.13

71.50

60

460.68

546.49

596.6

40

319.48

303.13

360.48

20

10

0

2020

2021

2022

2023

2024

2025

2020

2021

2022

2023

2024

2025

Gross Premium ( Rs. In Million ) Net Premium ( Rs. In Million ) Interest and Dividend (Rs. In Million)

Over the years, we have consistently raised concerns regarding the unilateral and arbitrary fixation of so-called 'Bank Limits' and the delisting / non-listing / prequalifying practices adopted by some Banks, DFIs (Development Financial Institutions), Financial Institutions, and various Authorities / Organizations. These practices have led to an unequal playing field for market participants within the insurance industry.

It is imperative that these discriminatory practices be addressed by the relevant authorities for the larger and best interests of the insurance industry. Fair and transparent regulations are essential to foster healthy competition and ensure equal opportunities for all stakeholders. We urge for concerted efforts to rectify these issues and establish a level playing field conducive to the growth and sustainability of the insurance sector.

INVESTMENT

Your Company's investment policy remains steadfast in its dedication to Shariah-compliant Islamic funds, aiming to secure returns while seizing market opportunities. The investment portfolio is judiciously structured, balancing fixed-income securities with equity investments, with a focus on blue-chip stocks that offer high dividend yields, consistent bonus payouts, and long-term capital appreciation. This prudent diversification is actively overseen by the Investment Committee to optimize returns while mitigating risks.

In 2025, the Pakistan Stock Exchange (PSX) sustained and amplified the extraordinary momentum established in the year, delivering another exceptional performance that underscored deepening investor confidence and strengthening macroeconomic fundamentals. The benchmark **KSE 100 Index registered an impressive annual return of approximately **51%, climbing from

115,127 points at year end 2024 to 174,054 points by December 31, 2025, and surpassed 175,000 points during year end trading to achieve new all time highs, reflecting robust breadth and depth in market participation.

The market's sustained upward trajectory was supported by continued policy clarity, monetary easing, and structural reforms, including the forward looking federal budget for FY2025-26, which helped maintain investor optimism by avoiding onerous new taxation and reinforcing growth friendly fiscal measures. Throughout the year, broad based buying activity was evident across key sectors such as financial services, energy, automotive, and industrials, with strong domestic participation offsetting intermittent foreign outflows.

Despite episodes of volatility influenced by geopolitical and external economic pressures, market liquidity and capitalization expanded markedly, with total market cap approaching record levels and trading volumes sustaining elevated levels as confidence in corporate earnings and valuation re rating matured. Analysts noted that the cumulative returns over the two year period through 2025 positioned PSX among the most attractive emerging markets globally, as favorable interest rate dynamics, a relatively stable currency environment and sustained policy engagement with multilateral partners continued to attract both institutional and retail investor interest.

During 2025, the State Bank of Pakistan (SBP) maintained a carefully balanced monetary policy to support sustainable economic growth while keeping inflation under control. After a series of significant rate cuts in 2024, the policy rate remained at 11% for most of 2025 before a modest reduction to 10.5% in December. This move reflected the SBP's view that inflation was easing and overall economic conditions were improving.

ANNUAL REPORT 2025 33

600

400

200

100

0

CAPITAL & RESERVES increase from Rs. 1,313.687 million recorded in the preceding year. This significant growth reflects the Company's proactive investment strategy and disciplined approach toward optimizing asset allocation.



1200

1100

1000

800

561.41

250.00

603.51

270.00

633.69

290.00

665.38

310.00

665.38

400.00

1004.723

400.00

The portfolio composition remains strategically balanced across multiple asset classes to ensure both growth potential and income stability. Equity investments represent the dominant component, amounting to Rs. 1,551.173 million, underscoring the Company's confidence in long-term market opportunities and capital appreciation. Complementing this, Sukuk investments totaling Rs. 103.746 million and Term Deposits of Rs. 44.688 million add to a stable and

2020

2021

2022

2023

2024

2025

predictable yield profile, thereby enhancing the portfolio's income-generating capacity while

Capital ( Rs. In Million ) General Reserve

In the first monetary policy review of 2026, the SBP kept the policy rate unchanged at 10.5%, noting that while inflation pressures were generally under control, core inflation showed some persistence, and external risks, such as fluctuations in global commodity and energy prices, remained a concern.

In fixed income markets, relatively higher interest rates continued to provide attractive returns, while in equities, lower discount rates, strong corporate earnings growth, adequate liquidity, and a gradually improving economic outlook supported market performance.

Amid this dynamic economic landscape, your Company's well-calibrated investment strategy delivered exceptional results. Investment income recorded an impressive growth of 36%, reaching Rs. 554.993 million in 2025, compared to Rs. 408.883 million in 2024. This performance underscores the effectiveness of our structured approach in capitalizing on market fluctuations and emerging opportunities.

Dividend income for the year amounted to Rs. 96.101 million, reflecting a 17% decline from Rs. 115.447 million of the previous year. This decrease was primarily driven by a significant reduction in dividend income from mutual funds, which fell from Rs. 47.131 million to Rs.

9.329 million following the curtailment of the discount rate. In contrast, corporate dividend income demonstrated robust growth, rising from Rs. 68.315 million to Rs. 86.772 million, underscoring the strength of the company's direct equity investments.

The company also delivered remarkable capital gains of Rs. 149.009 million, nearly doubling the previous year's Rs. 73.695 million, reflecting a strategic and opportunistic approach to equity trading. Unrealized gains further strengthened the balance sheet, increasing to Rs. 291.046 million from Rs. 193.332 million in the prior year, highlighting substantial valuation appreciation across key holdings.

The Company continues to uphold a well-diversified, robust, and highly liquid investment portfolio designed to support consistent income generation while strengthening overall financial resilience. As of December 31, 2025, the total investment portfolio reached Rs. 1,699.608 million, marking a notable

maintaining prudent risk management.

In addition, Cash and Bank Deposit Accounts stood at Rs. 138.408 million as of year-end, compared to Rs.

102.206 million in the previous year. This increase further strengthens the Company's liquidity position, ensuring adequate financial flexibility to meet operational requirements and capitalize on emerging investment opportunities.

Overall, the continued expansion and prudent structuring of the investment portfolio underscore the Company's commitment to maintaining financial strength, preserving liquidity, and ensuring sustainable financial stability to support its strategic and operational objectives.

ClAIMS

The Company acknowledges its liability for all claims incurred up to the Statement of Financial Position date, recognizing them at the undiscounted value of expected future payments.

To account for claims that have been incurred but not yet reported (IBNR), a provision is established as of the balance sheet date. In compliance with SECP Circular No. 9 of 2016, the Company engages actuarial professionals to determine the IBNR claims. The estimation process follows the Chain Ladder (CL) methodology, which involves identifying development factors or link ratios for each period. These factors are then aggregated to derive the Cumulative Development Factor (CDF), which represents the projected progression of claims towards their ultimate settlement.

REINSURANCE

Your Company has successfully concluded the reinsurance program for the year 2026. Swiss Re, a globally renowned and prestigious reinsurer, continues to lead RIC's reinsurance program for 2026. Additionally, underwriting capacity for Fire and Marine lines of business have been further strengthened in 2026. This enhancement allows the Company to underwrite larger risks with greater efficiency. We extend our sincere appreciation to all our reinsurers for their unwavering trust, collaboration, and continued support. Their partnership remains a cornerstone of our operational success and financial stability.

34 RELIANCE INSURANCE COMPANY LIMITED

WINDOW TAKAFUL OPERATIONS

The Securities and Exchange Commission of Pakistan (SECP), Insurance Division, granted license to the Company to undertake Window Takaful Operations on May 25, 2016. Reliance Takaful operates under the guidance of a renowned, qualified, and certified Shariah Scholar.

Reliance Takaful offers a comprehensive range of Shariah-compliant General Takaful products, including Fire and Property Takaful, Marine Cargo Takaful, Private/Commercial Vehicles Takaful, Engineering Takaful, and Miscellaneous and Accident Takaful.

We are committed to providing ethical and transparent Takaful solutions that align with Islamic principles and cater to the diverse needs of our customers.

The summarized comparative financial results of Window Takaful operations for the years 2025 and 2024 are as follows:

2025 2024

Gross Contribution

258.821

157.074

A cornerstone of our IT ecosystem is the advanced

Net Contribution (net of wakala expense)

43.653

34.264

General Insurance Software, 'iGIAS,' which has been

Wakala Expense

61.666

49.981

successfully deployed across branch operations. This

Surplus for the year - PTF

5.614

2.189

robust platform is distinguished by its fully integrated

Operator's Fund

architecture, seamlessly interconnecting core business

Rs. in Million

ENHANCED PAID UP CAPITAL

In line with the Company's growth trajectory and long-term strategic objectives, your Directors remain firmly committed to strengthening the capital base. As part of this proactive approach, the Board has approved appropriations, resulting in an increase in the Company's Paid-up Capital from Rs.1,004.723 million to Rs.1,306.140 million. This prudent financial management strategy ensures sustainable growth and fortifies the Company's ability to meet the evolving needs of its stakeholders

INFORMATION TECHNOLOGY

In today's rapidly evolving digital landscape, the significance of Information Technology (IT) cannot be overstated. Uninterrupted IT services are fundamental to seamless business operations, ensuring efficiency, security, and innovation. Your Company remains committed to continuous investment in the expansion and enhancement of its technological infrastructure to drive operational excellence and sustain competitive advantage.

Revenue Account Operator's before tax Profit

APPROPRIATION OF PROFIT

8.676

18.308

11.432

30.072

functions such as Underwriting, Claims, Accounts, and Reinsurance. Developed with cutting-edge Java scripting and powered by a secure Oracle database, 'iGIAS' ensures streamlined data management while prioritizing security, scalability, and compliance.

Amount brought forward from previous years

Profit after tax for the year ended 31st December, 2025

Amount available for appropriation

2025

Rs. in Million

31.021

464.921

495.942

Recognizing the evolving needs of the industry, 'iGIAS' has also been strategically adapted to facilitate General Takaful services. This adaptation has been successfully implemented at the branch level, significantly enhancing operational efficiencies, strengthening internal controls, and optimizing the Management Information System (MIS) for more informed decision-making capabilities.

Your Directors recommend appropriation in the following manner: -

APPROPRIATION OF PROFIT

2025

Rs. in Million

Proposed issue of Bonus

In adherence to international best practices, the Securities and Exchange Commission of Pakistan (SECP) introduced Cyber Security Framework guidelines for the Insurance Sector in 2020. This initiative aligns cybersecurity measures with enterprise risk management strategies, paving the way for ISO 27001 certification. By implementing these stringent

Shares 30% (2024: 51%)

Un-appropriated balance carried forward

ENHANCED AUTHORISED CAPITAL

301.417

194.525

security protocols, our Company proactively mitigates risks associated with internal vulnerabilities and external threats, fortifying our digital ecosystem against potential breaches.

Our IT strategy is meticulously aligned with the

The Board of Directors remains steadfast in their commitment to strengthening the Company's financial position by augmenting enhanced capital in alignment with its long-term strategic vision as well as to comply with regulatory requirements. Given the promising growth trajectory and future expansion prospects, the Board has approved and proposed to an increase in the Authorised Capital from Rs.1,500 million to Rs.2,000 million.

Company's operational imperatives, ensuring agility, resilience and an enhanced customer experience. By leveraging state-of-the-art technologies and industry-leading security frameworks, we remain steadfast in our commitment to delivering superior services, fostering trust and achieving the highest levels of customer satisfaction.

ANNUAL REPORT 2025 35

CREDIT RATING

Both the credit rating agencies, namely Pakistan Credit Rating Agency (PACRA) and VIS Credit Rating Company Limited have upgraded the Insurer Financial Strength (IFS) rating of Reliance Insurance Company Limited to 'A++' with Stable outlook. The upgrade reflects the Company's strong capitalization, sound liquidity position, and robust reinsurance arrangements, with Swiss Re as the lead reinsurer. It also takes into account improved underwriting performance, growth in business volumes, and enhanced profitability supported by higher investment income. Overall, the rating signifies a strong capacity to meet policyholder obligations, with low exposure to adverse business and economic risks.

RELATED PARTY TRANSACTIONS

All related party transactions have been reviewed recommended by the Audit Committee and approved by the Board of Directors in their respective Board meetings. All transactions executed with related parties are on arm's length basis.

LIQUIDITY MANAGEMENT

The company maintains a prudent and strategic approach to liquidity management ensuring seamless fulfillment of financial obligations through strong cash flows from core operations, strategic investments and other income sources. This disciplined approach enhances financial stability, strengthens resilience and enables the company to effectively navigate market dynamics while capitalizing on growth opportunities.

As of December 31, 2025, the company's solvency stood at Rs. 819.971 million, substantially exceeding the statutory requirement of Rs. 150 million by Rs. 669.971 million. This strong surplus underscores the company's solid financial foundation, reinforcing its ability to meet obligations with confidence and efficiency.

DEFERRED TAXATION

Deferred tax, if any, is provided using the liability method on all temporary differences at the statement of financial position date between the tax bases of assets and liabilities and their carrying amount for financial reporting purposes.

Deferred tax assets and liabilities, if any, are measured at the tax rates that are expected to apply to the period when the asset is realized or the liability is settled, based on the tax rates (and tax laws) that have been enacted, or substantially enacted at the statement of financial position date.

Deferred tax assets, if any, are recognized only to the extent that it is probable that future taxable profit will be available against which the assets can be utilized.

ANTI-MONEY LAUNDERING AND COUNTERING FINANCING TERRORISM

SECP has issued guidelines/regulations on anti-money laundering policies and procedures and also various circulars for the implementation of Know Your Customer (KYC) Guidelines applicable on insurance companies.

SECP has also issued Anti Money Laundering, (Combating the Financing of Terrorism and Countering Proliferation Financing) Regulations, 2020 which are very comprehensive guidelines for AML and KYC. RICL has implemented these guidelines to cater the relevant risk and exposure.

ROLE OF COMPLIANCE

Role of Compliance Function is imperative to evaluate the efficiency and effectiveness of internal control against risks and threats, particularly with respect to regulatory compliance. The Compliance Officer is responsible to improve the control environment and ensure compliance of various applicable laws, regulatory requirements, internal policies and procedures with specific emphasis on compliance with SECP's Regulations.

CORPORATE GOVERNANCE LEADERSHIP SKILL PROGAM

Following directors have successfully completed Corporate Governance Leadership skills (CGLS) program of Pakistan Institute of Corporate Governance (PICG)/The Institute of Chartered Accountants of Pakistan.

  1. Mr. Irfan Zakaria Bawany

  2. Mr. Ahmed Ali Bawany

  3. Ms. Tasneem Yusuf

  4. Mr. Muhammad Patel

Five Directors meet the criteria of eligibility as directors having 15 years' experience on the Board of listed companies and 14 years of Education as stipulated under Listed Companies (Code of Corporate Governance) Regulations, 2019.

CORPORATE BREIEFING

A Corporate Briefing session was conducted for Shareholders and Analysts on December 27, 2025, in compliance with the regulations of the Pakistan Stock Exchange. The session was conducted via video link and/or physical attendance, facilitating participation from both remote and in-person attendees. Senior Management and Shareholders were present during the briefing, providing valuable insights and updates on the company's performance, strategic initiatives, and future outlook. This session served as an important platform for transparent communication, fostering engagement and collaboration between the company's management and its stakeholders.

STATEMENT OF COMPLIANCE WITH CODE OF CORPORATE GOVERNANCE

The requirements of the Code of Corporate Governance set out by the regulatory authority have been duly complied with. A statement to this effect is annexed with the report.

36 RELIANCE INSURANCE COMPANY LIMITED

CORPORATE AND FINANCIAL REPORTING FRAMEWORK

The Company has been in compliance with the provisions set out by the Securities and Exchange Commission of Pakistan. There has been no material departure from best practices of the Corporate Governance, as detailed therein.

  1. The financial statements prepared by the management of the company fairly present its state of affairs, the results of the operations, cash flow and changes in equity.

  2. Proper books of accounts of the Company have been maintained.

  3. Appropriate accounting policies have been consistently applied in preparation of financial statement and accounting estimates are based on reasonable and prudent judgments.

  4. The International Accounting Standard, International Financial Reporting Standards (IFRS), or any other regulation or law as applicable in Pakistan have been followed in preparation of financial statements and any departure from there has been adequately disclosed.

  5. The system of internal control is sound in design and has been effectively implemented and monitored.

  6. The pattern of shareholding in the Company as at 31st December, 2025 is annexed to the accounts.

  7. There are no significant doubts upon the Company's ability to continue as a going concern.

  8. There has been no material departure from the best practices of Corporate Governance.

  9. Key operating and financial data for the last Ten years in summarized form is annexed.

  10. The Value of investments based on the unaudited accounts as at 31st December 2025, in respect of the Provident Fund stood at Rs.125.094 million.

BOARD OF DIRECTORS

The total number of Directors are nine (9) as per following:-

  1. Male 08

  2. Female 01

The composition of board is as follows:-

  • Independent Directors (3)

  • Non-Executive Directors (6)

  • Executive Director (1)

Mr. A. Razak Ahmed is the Chief Executive and Managing Director of the company. Being the CEO & MD of the company he is deemed to be a director.

The Board was actively involved during the year in performing its duties including those to be performed under various relevant Laws and Memorandum and Articles of Association of the Company, with the ultimate objectives of self-guarding the interest of the Shareholders, increase in profitability of the Company and promoting market confidence.

All the directors possess rich exposure of diverse field of business and professions and also requisite skills and understanding to deal with various business and corporate issues and have ability to review, analyze and challenge the management performance. They have contributed immensely in terms of their experience and practical advice.

DIRECTOR'S REMUNARATION

In accordance with the provisions of Companies Act, 2017, Listed Companies (Code of Corporate Governance) Regulations, 2019 and Articles of Association of the Company, the policy concerning remuneration for non-executive directors including Independent directors, is that no remuneration is paid except meeting fee for attending the Board meetings as per the requirements of Article 137 of the Company's Articles of Association.

ROLE OF CHAIRMAN & MANAGING DIRECTOR /CEO

Chairman of the Board is responsible to ensure that the Board is working properly and all the matters relevant to the governance of the company are considered in the Board Meetings. The Chairman presides and conducts the Board meetings and is responsible to lead the Board and ensure its effective functioning and continuous development. The Chairman has no involvement in day-to-day operations of the Company.

MANAGING DIRECTOR/CEO

The Board of Directors appoint The Managing Director / Chief Executive Officer of the Company for the tenure of three years. Chief Executive Officer is responsible for the operations of the Company and conduct of its business in accordance with all statutory obligations and subject to the direction of the Board and power vested in him by law. His responsibilities include implementation of strategies and policies of the Board. He is responsible for exercising the overall control, direction, administration and supervision for sound and efficient management and conduct of the business of the Company. The Chairman and Managing Director meet regularly to discuss / review issues, opportunities and challenges.

ANNUAL REPORT 2025 37

MD's PERFORMANCE REVIEW

The performance of the Managing Director is evaluated by the Board on annual basis based on the business activities performed during the year.

BOARD COMMITTEES

The Board has constituted Audit, Investment, Human Resource & Remuneration and Nomination Committees comprising of the following Non-Executive Directors:

AUDIT COMMITTEE

The following are the members of audit committee.

  1. Ms. Tasneem Yusuf Chairperson

    (Independent Director)

  2. Mr. Irfan Zakaria Bawany Member

    (Non-Executive Director)

  3. Mr. Muhammad Omar Bawany Member

    (Non-Executive Director)

  4. Mr. Faraz Abdul Razzak Secretary

    The terms of reference of the Audit Committee include the following:

    1. Recommending to the Board of Directors the appointment of External Auditors and consider any questions of audit fee; taking into consideration a number of factors including satisfactory rating under ICAPS quality control review program;

    2. Consideration of questions regarding resignation or removal of External Auditors;

    3. Determination of appropriate measures to safeguard the company's assets;

    4. Review of quarterly, half yearly and annual financial statements of the Company, prior to the approval by the Board of Directors;

    5. Major judgmental areas;

    6. Review of adjustments resulting from audit;

    7. Going concern assumption;

    8. Any changes in auditing policies and practices;

    9. Review of preliminary announcement of results prior to publication;

    10. Review and recommend all related party transactions;

    11. Compliance with applicable accounting standards;

    12. Determination of compliance with relevant statutory requirements;

    13. Monitoring compliance with the best practices of corporate governance and regulations and identification of any significant violations thereof;

    14. Consideration of major findings of internal investigations of activities characterized by fraud, corruption and abuse of power and management's response thereto;

    15. Consideration of any other issue or matter as may be assigned by the board of directors;

    16. facilitating the external audit and discussion with external auditors of major observations arising from interim and final audits and any matter that the auditors may wish to highlight (in the absence of management, where necessary);

    17. review of arrangement for staff and management to report to audit committee in confidence, concerns, if any about actual or potential improprieties in financial and other matters and recommend instituting remedial and mitigating measures;

    18. review of management letter issued by external auditors and management's response thereto;

    19. ensuring coordination between the internal and external auditors of the company;

    20. review the scope and extent of internal audit, audit plan, reporting framework and procedures and ensuring that the internal audit function has adequate resources and is appropriately placed within the company;

    21. ascertaining that the internal control systems including financial and operational controls, accounting systems and the reporting structure are adequate and effective;

    22. review of the company's statement on internal control systems prior to endorsement by the board of directors and internal audit reports;

    23. instituting special projects, value for money studies or other investigations on any matter specified by the board of directors, in consultation with the chief executive officer and to consider remittance of any matter to the external auditors or to any other external body;

      INVESTMENT COMMITTEE

      Investment Committee consists of six members:

      1. Mr. Irfan Zakaria Bawany Chairman

        (Non-Executive Director)

      2. Mr. Ahmed Ali Bawany Member

        (Non-Executive Director)

      3. Ms. Tasneem Yusuf Member

        (Independent Director)

      4. Mr. Muhammad Patel Member

        (Non-Executive Director)

      5. Mr. A. Razak Ahmed Member

        (Executive Director)

      6. Mr. Ghulam Haider Member

        (Chief Financial Officer)

      7. Mr. Muhammad Salim Memon Secretary

38 RELIANCE INSURANCE COMPANY LIMITED

EATHICS, HUMAN RESOURCES & REMUNERATION COMMITTEE

The committee comprises of four members:

  1. Mr. Naeem Ahmed Shafi Chairman

    (Independent Director)

  2. Mr. Irfan Zakaria Bawany Member

    (Non-Executive Director)

  3. Mr. Noor Mohammad Zakaria Member

    (Non-Executive Director)

  4. Mr. A. Razak Ahmed Member

    (Executive Director)

  5. Mr. M. Naveed Jan Secretary

    MANAGEMENT COMMITTEES

    The Board has also constituted three Management Committees - namely Underwriting, Reinsurance & Co-insurance, Claims Settlement and Takaful committees. These committees meet on regular basis and are headed by the Chief Executive Officer. The functions and composition of the committees are given below:-

    UNDERWRITING, REINURANCE & CO-INSURANCE COMITTEE

    The functions of the Underwriting Committee includes:-

    • The Underwriting Committee formulates the underwriting policy of the Company.

    • It sets out the criteria for assessing various types of insurance risks and determines the premium policy of different insurance covers.

    • It regularly reviews the underwriting and premium policies of the Company with due regards to relevant factors such as the business portfolio and the market scenario.

      The functions of the Reinsurance & Co-Insurance Committee includes:-

    • This committee ensures that adequate reinsurance arrangements are made for company's business.

    • The Committee pursues the proposed reinsurance arrangements prior to their execution, review the arrangements from time to time and subject to the consent of the participating reinsurers suggest appropriate adjustments from time to time.

    • The Committee also assesses the effectiveness of the reinsurance programme for future reference.

The Committee consists of the following members:-

  1. Mr. A. Razak Ahmed Chairman

  2. Mr. M. Hanan Shahdani Member

  3. Mr. Abdul Rahim Member

  4. Mr. Abbas Baghat Secretary

CLAIMS SETTLEMENT COMMITTEE

The functions of the Committee includes:-

  • The Committee reviews the class wise aging of outstanding claims.

  • It determines the circumstances under which claims disputes shall be brought to its attention and decide how to deal with such claims disputes.

  • The Committee shall review matters relating to management of claims. It oversees the claim position of the company and ensures that adequate claims reserves are made.

  • The Committee pays attention to significant claims cases or event which give rise to a series of claims and oversees the implementation of measures for combating claims.

The Committee comprises of the following members:-

  1. Mr. A. Razak Ahmed Chairman

  2. Mr. Ghulam Haider Member

  3. Mr. Shaikh Muhammad Siddiq Member

  4. Mr. Nadeem Ahmed Secretary

    RISK MANAGEMENT & COMPLIANCE COMMITTEE

    The functions of the committee includes:

    • Monitoring and review of all material controls (financial, operational, compliance).

    • Risk mitigation measures are robust and integrity of financial information is ensured.

    • Appropriate extent of disclosure of company's risk framework and internal control system in Director's Report.

The Committee consists of the following members:-

  1. Mr. A. Razak Ahmed Chairman

  2. Mr. Ghulam Haider Member

  3. Mr. Faraz Abdul Razzak Member

  4. Mr. Najmullah Khan Member

  5. Mr. M. Hanan Shahdani Member

  6. Mr. Ghulam Mujaddid Member

  7. Mr. Abdul Rahim Member

  8. Mr. Mohammad Masood Ali Member

  9. Mr. M. Naveed Jan Secretary

    NOMINATION COMMITTEE

    The functions of the Committee includes:-

    1. Considering and making recommendations to the board in respect of the members of Board committees.

    2. Keeping the structure, size and composition of the Board under regular review and for making recommendations to the Board with regard to any changes necessary.

ANNUAL REPORT 2025 39

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