PICIC Insurance Faces Challenging 2025 as Merger Process Shapes Its Future

PICIC Insurance Limited’s Annual Report 2025 presents a year of significant transition for the company, with its insurance underwriting business suspended while it moves toward a proposed merger with Crescent Star Foods (Private) Limited.

According to the report, PICIC Insurance stopped underwriting and is awaiting approval from the High Court of Sindh for the merger. Under the proposed arrangement, the combined business is expected to move into the fast-moving consumer goods (FMCG) sector. The company has also submitted a modified scheme of arrangement following acceptance of a share swap ratio of 263.593.

Financial Performance Remains Under Pressure

The company’s financial results for the year ended December 31, 2025 reflect the impact of its suspended insurance operations. PICIC Insurance reported no gross premiums written or net premium revenue during the year.

Investment income stood at Rs12.154 million, compared with Rs12.580 million in 2024. However, the company recorded a loss from its underwriting business of Rs6.658 million and a loss after taxation of Rs14.891 million, compared with a profit after tax of Rs3.336 million in 2024.

Loss per share was reported at Rs0.43, compared with earnings per share of Rs0.10 in the previous year.

The longer-term financial figures included in the report show that the company has accumulated losses of Rs383.993 million as of 2025, while total assets stood at Rs111.118 million.

Merger Could Mark a Major Business Shift

The proposed merger with Crescent Star Foods represents a major change in PICIC Insurance’s business direction. The company says the merger is pending approval by the High Court of Sindh and that, once completed, the company will enter the FMCG business.

The modified scheme also states that PICIC Insurance will not surrender its insurance licence. The company expects the merger to provide adequate resources for a new phase with diversified interests, after which management intends to unfold its business plan and strategy.

Corporate Governance and Board Oversight

The report also provides details of PICIC Insurance’s corporate governance structure. During 2025, the board held five meetings, while the Audit Committee and Investment Committee each held four meetings. The company also reported that its board had established various committees covering areas including audit, investment, human resources, risk management and compliance.

At the same time, the independent auditor’s review identified several areas of non-compliance with corporate governance requirements, including the number of independent directors, separation of the chairman and CEO positions, directors’ training requirements, CFO qualifications and the internal audit function.

Looking Ahead

PICIC Insurance enters the next phase of its corporate journey with its traditional insurance operations suspended and the proposed merger awaiting court approval. The outcome of the merger process will determine how the company implements its planned transition into the FMCG business.

For shareholders and other stakeholders, the 2025 annual report therefore represents more than a record of the company’s financial performance. It also provides an overview of a business undergoing a substantial strategic transformation, with its future direction linked closely to the completion of the proposed merger.