General Meeting of Shareholders

May 2015

Developments Kardan Group 2014

3

Highlights Kardan Group 2014

January GTC RE IDB Financing agreement signed (€ 33 mn loan against collateral) February KLC Additional credit of RMB 400 mn signed (bringing total to RMB 900 mn) for Europark Dalian project March Tahal Project agreement signed (EUR 62 mn) for development & cultivation agricultural areas in Eastern Europe – duration 4 years April KLC Sale of Europark A2 building (Dalian) for € 39mn Proceeds used to further develop Europark project

4

Highlights Kardan Group (continued)

September Kardan NV S&P adjusts rating Kardan to ilCC outlook negative, debentures to ilCC Board decides to comply with request of Debenture Holders to enter discussions on a Debt Settlement October Kardan NV Letter of undertaking signed between KNV and Debenture Holders re negotiations Debt Settlement TBIF Sale TBI Credit for EUR 10 mn announced; closing took place in February 2015. Funds used to repay GTC RE bank loan November Kardan NV Shelf Prospectus published in Israel; enabling Kardan to act fast should a decision on an offering of securities be taken

5

Highlights Kardan Group (continued)

November (continued) TBIF National Bank of Ukraine declares Ukrainian VAB Bank insolvent. TBIF provides outstanding subordinated € 2.8 mn loan to VAB December Kardan NV Board proposes agreement in principle regarding Debt Settlement: a) postponement of February 2015 interest and principal payment by 6 months, and b) drafting the amended deeds of trust (in headline: deferral of 2015 & 2016 principal payment by 24 months against conditions, collateral & restrictions) KLC Sale 50% stake Galleria Chengdu for USD 90.8 mn (+/- € 74.2 mn); € 30 mn to GTC RE to repay a bank loan. Net gain KNV: € 11.4 mn. Tahal Water treatment plant and pumping system project in Yakutsk, Russia, for USD 67 mn (then +/- € 55 mn) Duration +/- 40 months.

6

Kardan Group as at December 31, 2014

Kardan N.V.

Real Estate

GTC Real Estate Holding

Water Infrastructure

Tahal

Financial Services

KFS

Kardan Land

China

Tahal

Projects

Tahal Assets

TBIF

*Net investment on the basis of Equity investment and shareholders loans as of 31.12.14

100% 98% 100%

100% 100% 100% 100%

GTC RE* 61%

TGI* 22%

KFS* 17%

Financial & other highlights 2014

8

2014

• € 5.1 mn net profit – first profitable year since 2008

• Improved operating results TBIF and Tahal Projects

• Net gain disposal of assets (Galleria Chengdu and KWIG)

• Lower financing expenses debt repayments & lower negative forex impact

• Total Comprehensive Income (equity holders): € 32.0 mn largely significant

appreciation RMB

Debt servicing (short to medium term) • Debenture instalments paid in Q1/14

• Repaid € 28 mn of € 33 mn bank loan

2014 Financial Highlights Kardan

Real Estate Asia

Kardan Land China – 100% www.kardanland.com

10

• EBIT: € 28.5 mn (2013: € 22.2 mn) on gain sale 50% Galleria Chengdu + positive forex development • Apartments delivered: 250 Europark units (2013: 120) incl. 201 A2 building 1,480 JV projects (2013: 2,727) -> lower equity earnings • Net profit to Kardan: € 24.6 mn (2013: € 18.3 mn) • Apartments sold: 1,254 (incl. A2 building Dalian) (2013: 2,118)

Real Estate Asia – 2014 highlights

1748 1767

2272

2847

1730

3461

1883

1194

2118

1254

2010 2011 2012 2013 2014

Residential Apartments

Delivered Sold

11

Europark Dalian: progress pictures

Water Infrastructure

Tahal Group International – 98% www.tahal.com

13

Water Infrastructure – 2014 highlights

Tahal Projects • Revenue up 11% (y-o-y) • EBIT: € 9.1 mn (2013: € 3.9 mn) • Net profit to Kardan: € 4.2 mn (2013: € 2.9 mn loss) • Backlog: USD 358 mn (year-end 2013: USD 320 mn) New orders 2014: USD 229 mn

Tahal Assets • Revenue up 11% (y-o-y) • Impairment (€ 8.3 mn after tax) on sale announcement KWIG in Q4/14; (75% of sale concluded in Q1/15 -> € 20 mn gain) • Net result to Kardan: € 5.7 mn loss (2013: € 3.1 mn profit)

14

Water infrastructure activities worldwide

Financial Services

Kardan Financial Services – 100% www.tbif.com

16

Banking & Retail Lending – 2014 highlights

• Revenues up 37%: growth & better quality loan portfolio, less interest expenses on deposits, lower provisions • Gross profit € 7.4 mn (2013: € 0.3 mn loss) • Net profit to Kardan: € 7.6 mn (2013: € 18.8 mn loss) • Avis contributed small profit despite continuation of instability in Ukraine • Loan to VAB bank (Ukraine) impaired (€ 2.8 mn in Q3/14) due to situation of the bank • Sale of TBI Credit concluded in Q1/15

proceeds approx. € 10 mn, small net gain

Q1 2015 results

18

Q1 2015 • € 7.6 mn net loss to equity holders (Q1/14: € 3 mn profit)

• Significant negative foreign exchange impact (€ 30 mn) on financing expenses

(depreciation Euro vs NIS) (Q1/14: € 4 mn positive impact)

• Total Comprehensive Income € 7.9 mn (Q1/14: € 0.7 mn) Shareholders’ equity: € 100.2 mn (year end- 2014: € 92.4 mn)

Other highlights: • Sale of KWIG: € 20 mn gain (75% concluded, 25% planned by end June)

• Sale of TBI Credit concluded

• Bank loan fully repaid, releasing pledges

• Early debenture repayment of interest + principal (€ 25.4 mn in total)

• Debt Settlement to be approved by Debenture Holders

Q1 2015 Financial Highlights Kardan

19

Q1 2015 Financial Highlights Kardan

Contribution to net result € millions

Q1 / 15 Q1 / 14 2014

Real Estate Asia 8.9 1.5 24.6

Water Infrastructure 17.8 0.5 (1.5)

Financial Services 3.2 1.9 7.6

Others: (Corporate G&A , Finance, Tax, Discontinued ops)

(37.5) (0.9) (25.6)

Total Profit (Loss) for equity holders (7.6) 3.0 5.1

Other comprehensive income to KNV 15.5 (2.3) 26.9

Total Comprehensive Income to KNV equity holders

7.9 0.7 32.0

20

Highlights:

Debt Settlement presented for approval

Debt Settlement with Debenture Holders to be approved: 1) Postponement of payment of principals of 2015 and 2016 by 24 months 2) Additional interest of 1.875% for each series 3) Allocation of 10% shares to Debenture Holders and cash compensation of € 750k 4) Pledges on all the Group’s interests in all its main subsidiaries 5) Introduction of certain covenants, business restrictions and relief conditions 6) Dividend distribution prohibited until 75% of outstanding par value as of 31.12.2014 has been repaid

21

Kardan debt development *

(*)Company Only – Kardan N.V. & GTC RE as at March 31, 2015; principals only are presented as per January 1 of each year and exclude accrued interest and hedges and are presented under the assumption that the Debt Settlement has been approved by the Debenture Holders. Net of debentures held by subsidiaries. The gross debt presented up to March 31, 2015 is presented according to actual forex rates (NIS to Euro); looking forward the NIS / Euro exchange rate of March 31, 2015 has been applied.

555

432

397

344 361 361 361

278

185

93

0

131 107

33 33 5 0

2011 2012 2013 2014 2015 2016 2017 2018 2019 2020

Gross debt of Kardan NV and GTC RE

Debentures Loans from banks

22

Sources € millions

Cash & ST investments as at 01.04.15 28.3 Repayment of loans from subsidiaries 6.0 Sale / refinance of assets 131.8 Total sources 166.1 Uses Series A debentures (principal) 39.9 Series B debentures (principal) 42.9 Interest expenses 47.4 Agreed Compensation to Debenture Holders 0.7 G&A expenses less management fees 8.9 Total uses 139.8 Expected cash & short term investments at 31.03.2017 26.3

Cash flow forecast Kardan*

Company only - Kardan N.V. & GTC RE

April 1, 2015 – March 31, 2017

(*) Assuming the Debt Settlement will be approved by the Debenture Holders

23

Outlook 2015

Kardan N.V.: 1) Increase profit from operating companies and consequently their value

2) Continued focus on debt position Kardan NV

Disclaimer

This presentation has been prepared on behalf of Kardan N.V. solely for information purposes. It is not an investment advice or

an offer or solicitation for the purchase or sale of any financial instrument. While reasonable care has been taken to ensure that

the information contained herein is not untrue or misleading at the date of the presentation, Kardan N.V. makes no

representation that it is accurate or complete. The information contained herein is subject to change without notice.

Neither Kardan N.V. nor any of its officers or employees accepts any liability for any direct or consequential loss arising from any

use of this presentation or its contents. Copyright and database rights protection exist in this presentation and it may not be

reproduced, distributed or published by any person for any purpose without the prior express consent of Kardan N.V.

All rights are reserved.

Thank you

24

Investor Relations Contact details

Caroline Vogelzang vogelzang@kardan.nl Office: +31 20 305 0010 Mobile: +31 6 10 949 161

Kardan N.V. Claude Debussylaan 30 Viñoly Building, 13th floor 1082 MD Amsterdam The Netherlands www.kardan.nl

Ohad Lev lev@kardan.com Office: + 972 3 608 3444 Mobile: + 972 54 333 0830

Kardan N.V. 154 Menachem Begin Rd. Tel Aviv 64921 Israel

The Netherlands Israel