Directors' Report to the Shareholders

Dear Shareholders, Executives, Ladies and Gentlemen,
I, alongwith the Board of Directors of Rupali Insurance Company Ltd. bear the great pleasure to welcome you all to the 33 rd Annual General Meeting of the Company. We feel sheer privilege for continuous patronage and support extended by all of you for about two and half decades. We would like to furnish the Directors' Report alongwith the audited financial statements and auditors report for the year ended December 31, 2020 for review, suggestion and approval from your end.

The Economy and Business Environment:
The economy of Bangladesh has continued to improve to a considerable extent. Consequently the activities of other sectors including insurance company has improved. As a result the financial conditions have upgraded, growth prospects have looked up and upward trend of business has expanded. The global output expanded considerably in 2020 than that of 2019. This is because of improvement of the position of euro area economy with GDP rising. Growth of emerging and developing economies has come up with the healthy external business environment and consistent internal demand.

World Economy:
The global economy has recovered as per expectation during the year 2020 although the same was not done satisfactorily during the time of previous 2 (Two) years. To lessen the burden of public debt IMF advised the developed economic countries to reduce the interest rate of public debt and to stimulate the domestic consumption for the sake of economic growth. As per projection of IMF the growth of world economy was estimated at about 3.30% in the year 2020. The world economy has developed as per expectation during the year 2020 due to rising demand, production and employment.

Claims :
During the year 2020 the Rupali Insurance Company Limited settled more claims. The claim position of Rupali Insurance Company Limited, however, remained within control due to prudent & judicious underwriting. The net claims of Tk. 71 million were charged to the accounts after adjustment of recoveries made from Sadharan Bima Corporation.

Paid up Capital :
Rupali Insurance Company Limited has a strong capital base & capital adequacy maintaining well position in the market. It started its business with a paid up capital of Tk. 30 million against an authorized capital of Tk. 200 million being sponsored by a group of renowned business personalities & reputed industrialist of the country having involvement in diversified business. The Company went into initial public offering in 1995.
The paid up capital of the company has been raised to Tk. 767 million as on December 31, 2020 after adjusting of Right shares issue in the year 2012 and adjustment of stock dividends approved by the Shareholders in different years in the AGMs. RICL shares are being traded as "A" category issue at both the bourses of the country.

Profit :
Underwriting profit in the year 2020 stood at Tk.133 million against Tk.102 million in 2019. Net profit before tax stood at Tk.183 million in the year 2020 as against Tk.l 68 million in 2019.

In accordance with the same provisions one Director from Public Shareholders retire from office and as required by insurance Rules, 1958 election of Directors from Public Shareholders will be held in the said Annual General Meeting.

Independent Directors :
Mrs. Tasnia Quamrun Anika
Mr. Sheikh Mohammad Danial
Mr. S M Syed Hossain

Audit Committee :
The Audit committee of our Company has been formed as per directives of BSEC and 4 (Four) meetings held during the year 2020 under report. The Audit Committee reviewed the audited Balance Sheet of our Company alongwith financial statements and reports for the year 2020 submitted by the Auditor Shiraz khan Basak & Co. and recommended the same for placing before the Board of Directors.

Auditors :
The Auditors, Shiraz khan Basak & Co. Chartered Accountants has completed 3 Years term. The Auditor for the year 2021 will be appointed as per terms and conditions of the Bangladesh Securities and Exchanges Ordinance 1969.

Directors' Statements regarding their Accountability and Transparency of the Financial Statements and Reports :
The Directors confirm that the financial statements of the Company prepared in accordance with IAS as adopted by ICAB and presented a true and fair view of the assets, liabilities, financial position and result of the Company. Directors also confirm that the Directors' report contained the operational and financial review with the development of the performance of the Company.

Report on the Compliance of the Conditions of BSEC's Notification :
In accordance with the Bangladesh Securities and Exchange Commission's Notification the Company has to report on the compliance of certain conditions. The notifications were issued for the purpose of establishing a farm work for insuring good governance practices in the listed companies for the interest of the investors and the capital market.

Substantial Shareholdings :
As per BSEC's Notification a listed company has to disclose in the Directors' Report the list of shareholder holding ten percent or more voting interest in the Company. None of the shareholders hold ten percent or above shares in Rupali Insurance Company Limited.
The shareholding status of all directors and executives of the company as on 31st December, 2020 is given in the page 34.

Economic Growth & Development in Bangladesh Economy:
Despite global meltdown in the economy in the Previous years, Bangladesh economy maintained growth momentum with some slowdown in export growth and in new investment activities. Outlays from national budget provided support to the affected sectors and extended the social safety net to uphold the domestic demand and economic activities. Inspite of some challenges in export earnings and remittance inflows the economic growth demonstrated satisfactory performances maintained by domestic demand. The growth was further accelerated during the year 2020 due to support of the appropriate Fiscal as well as monetary policies of the Government. According to the estimates of Bangladesh Bureau of statistics (BBS) GDP grew by 3.80% in FY-20 against 8.15% in FY-19.

Premium Income :
During the period under review the Company procured premium amounting to Tk. 680 million against Tk. 871 million in 2019. Out of this Tk. 618 million came from Private Sector against Tk.794 million in 2019 and the balance of Tk. 62 million represents our share of public sector business received from Sadharan Bima Corporation. After ceding Tk. 280 million as Re-Insurance premium the net premium income for the year amounted to Tk.401 million against Tk. 518 million in 2019. The Gross Premium Income of the Company has been Decreased by Tk. 191 million compared to the preceding year complying the Rules and Regulations imposed by IDRA time to time.

Dividend :
Considering the performances of the company for the year ended 31st December 2020 the Board of Directors recommended to declare 10% Cash Dividend to the shareholders for the year ended 31st December, 2020 subject to approval by the shareholders in the 33rd Annual General Meeting of the Company to be held on Tuesday, the 3rd August, 2021.

Assets :
Total assets of the company stood at Tk.2,440 million in 2020 compared to Tk.2,428 million in 2019. This includes Tk.363 million being the book value of 12 storied building and land of the Company. (Three floors of the building have been leased out to different parties including 1 Life Insurance Company.

Reserve :
Reserve for Exceptional Losses in 2020 stood at Tk. 564 million including Tk.40 million raised during the year out of net profit. Besides, Reserve for Unexpired Risks stood at Tk.l 62 million.

Investment :
Total investment of the Company in 2020 stood at Tk.l57.73 million. Out of this Tk. 34.10 million was invested in 20 & 10 years Government Treasury Bond. Tk 30 Million has been deposited for Sonali Life Insurance Company Limited for holding 3,000,000 ordinary shares and TK 2.5 Million has been deposited for Sonali Life Insurance Company Limited as Security deposit, Tk.9.13 million in shares of listed securities and Tk. 82 million has been deposited to SIBL (Social Islamic Bank Ltd.) Since August 2017 @ Tk. 20 Lac per month for 10 Years Mudaraba Billinior Deposit Scheme. In addition, Fixed Deposits with commercial Banks stood at Tk. 911.67 million.

Branches :
The Company had 42 (Forty Two) Branches through out the country in operation, during the year 2020.

Directors :
In accordance with article 114 of the Articles of Association of the Company the following 3 (Three) Sponsor Directors retire and being eligible all of them offer themselves for re-election:
Mr. Md. Nazim Uddin
Mr. Mohammad Yonus
Mr. Shaon Ahmed

Looking into the Future :
Rupali Insurance Co. Ltd. signifies the symbol of progress and reputation in walking ambitiously in front of you assuring that we are working to achieve the milestone following the principle of providing high quality and professional survey to our respected clients. We are very much confident of maintaining steady growth & progress in the days to come. Presently the market situation of the industry is very challenging and volatile. But we have a prudent team of expertise and good reputation in the market. We are very much capable and bold of exploring new area for enhancing profit.

Interest of Minority Shareholders :
Interest of minority Shareholders have been protected from direct and indirect abusive actions by the controlling shareholders.

Conclusion :
Dear Shareholders, We take this opportunity to express our deep gratitude and thanks to you, all our valued clients and wellwishers for the confidence they have placed in us. Without their encouragement, positive support and active co-operation it would not have been possible to achieve the present position. We record our profound gratitude and thanks to the Ministry of Finance, the Chairman, Insurance Development and Regulatory Authority, the Registrar of Joint Stock Companies and Firms, Bangladesh Securities and Exchange Commission, Bangladesh Bank, all Scheduled Banks, Financial Institutions, Dhaka Stock Exchange, Chittagong Stock Exchange and Sadharan Bima Corporation for their co-operation and assistance extended during the year. We record our appreciation to our Management & Financial Consultant, Legal Adviser, Managing Director, Executives, Officers and Staff for their dedicated services to the Company. While concluding, esteemed shareholders, we solicit your continued support, co-operation and valuable suggestions in the days to come.