1

Ajay Sirohi

CFO Steiner Group

2

OVERVIEW ON STEINER

Business overview

Strong positioning of Steiner in Switzerland

Fully Integrated real estate developer and TC/GC company

Overall No. 2 Player in Swiss RE development and construction

No. 1 in the institutional client segment

No. 1 in MCHF 100 plus segment

Local presence in all major cities in Switzerland

Steiner AG ("Steiner" together with its subsidiaries the "Steiner Group") is a real estate

developer (RED) and total and general construction service contractor (TC/GC)

headquartered in Zurich, Switzerland

With a total of 800 employees, Steiner generates annual revenues of approx. MCHF

1000 and has operations in Switzerland, France, Germany and India

Steiner Switzerland currently has a development backlog of CHF2.5bn

Brands & services

Real estate development

Planning services

TC/GC new construction

TC/GC renovation

TC/GC renovation (brand currently

withdrawn from market)

3

DEVELOPMENT OF STEINER GROUP

Steiner can look back on a long and successful corporate history of close to 100 years

Steiner corporate development

Hindustan

Construction

Company Ltd

(HCC) acquires a

majority interest in

Steiner Group

Founding of a

carpentry workshop

by Carl Steiner-

Schuhmacher

Karl Steiner

becomes

owner of the

carpentry

workshop

Company moves

to Hagenholz-

strasse in Zurich,

commencement of

activities as

general contractor

Renovation and

refurbishment

businesses are

now marketed

with the

Unirenova brand

Incorporation of

Karl Steiner AG

Introduction of

Total Service

Contractor

business model

Peter Steiner

becomes new

owner

New name,

Steiner AG and

new headquarter,

Business Center

Andreaspark

Incorporation of

Evostate for the

financing of real

estate

development

projects

Introduction

of Holding

structure New corporate

identity for

Steiner Group;

introduction of

one-brand

strategy

1915 1944 1948 1973 1980 1988 2001 2010 2011 2005 2006 2013 2014

HCC acquires

remaining shares

from Peter

Steiner and now

holds 100% of

the Steiner AG

share capital

4

HCC AND STEINER, A STRONG LONG-TERM PARTNERSHIP

Steiner and HCC combine complementary strengths in two different home markets

Steiner Group HCC Group

Strategic position in India

Infrastructure construction competencies

Public clients

High-growth emerging market

HCC

Engineering

&

Construction

HCC

Infra-

structure

HCC

Real Estate

Lavasa

Corporation

Development

and execution

of infrastructure

projects in

sectors such as

hydro power

plants,

transportation

infrastructure

(bridges,

highways etc.),

water supply,

nuclear power

plant

Development

and operation

(concessions)

of infrastructure

in

transportation,

electrical power

supply, urban

infrastructure

Development

and execution

of high-end real

estate projects

(residential and

commercial/

offices))

Development

and

construction of

Lavasa City

(c. 93 km2,

300'000

inhabitants)

Development of real estate projects

TC/GC-services in new building and renovation

construction

Real estate sale as well as project management and

engineering

Steiner India incorporated as 100% subsidiary to

benefit from HCC's market access in India and to

operate as contractor for Lavasa

Strategic position in Switzerland

Building construction competencies

Private clients (institutional, corporates etc.)

Mature and stable market

Key service segments

5

ESTABLISHED PRESENCE IN SWISS ANCHOR MARKETS

Group Functions 49

Monitoring 8

Legal Services 16

Quality, Safety & Environment

7

TC/GC 301

RED 31

Technical Department

55

Central Procurement

13

480

East 60%

Centre 15%

West 25%

East 85%

Centre 7%

West 8%

Local RED and TC/GC execution teams in three regions, supported by centralized corporate and project

expert functions based in Zurich

West

Centre East

Head office

Regional office

Geneva

Tolochenaz

Berne

Lucerne

Basel

Zurich St Gallen

80

TC/GC Real estate development

Regional offices in all major towns across Switzerland

400

Project Execution and support (FTE)

Local presence

with project

managers and

project support

staff across

Switzerland

Regional revenue split (FY 2013/2014)

Key central

support functions

based in Zurich

Back-office functions (FTE)

6

STRONG REPUTATION WITH EXCELLENT TRACK RECORD IN

LANDMARK PROJECTS IN SWITZERLAND Steiner is the partner of choice for large institutional real estate investors in Switzerland

Cli

en

t b

reak

do

wn

S

ele

cte

d r

ea

lize

d p

roje

cts

Institutional

clients

Public

sector

Corporate

& private

clients

Sihlcity, Zurich (2007)

Client: Credit Suisse

Project: Shopping, Cinema, Hotel &Spa

Contract: Development and TC/GC

Size: CHF 500m

Prime Tower, Zurich (2011)

Highest tower in Switzerland

Client: Swiss Prime Site

Project: Office complex and restaurant

Contract: Total contracting

Size: CHF 250m

Löwenbräu, Zurich (2012)

Client: PSP Swiss Property

Project: Office and residential

Contract: Total contracting

Size: CHF 155m

Serono, Geneva (2006)

Client: Merck-Serono

Project: Research centre / head office

Contract: Total contracting

Size: CHF 235m

Park Hyatt, Zurich (2004)

Client: Zürich Escherwiese Hotel GmbH

Project: Hotel

Contract: Total contracting

Size: CHF 90m

Montjoie, Lausanne (2010)

Client: Migros Pension Fund / Private clients

Project: 143 apartments and 95 condominiums

Contract: Development and TC/GC

Size: CHF 120m

Average revenue split

(last 2 years)

27%

8%

65%

7

SITUATION AT THE TIME OF ACQUISITION…DISTRESS PRE

TURNAROUND PHASE

Past (pre 2010)

Long-standing reputation and heritage

Known for quality products

Top Brand name with strong customer loyalty

Family Office culture, one man decides, low to no ownership of results, no transparency

Limited data focus…decisions based on feel good basis

Hybrid systems with very complex interfaces, manual data processing, no single version of truth

POC accounting didn’t reflect project performance

Narrow segment focus, not well diversified across value chain…at the mercy of market and large clients

Cash consuming business model, capital intensive with longer development cycle

Purely project-driven organization with small degree of centralized functions and processes

Project management was entirely driven by individuals

No contract management experts, didn’t adapt to change in market behaviour

No independent project monitoring, controlling focus on project accounting only

No technical department to back project cost calculations and optimization

Risks and risky projects identification post POC 90%...too late to mitigate

Warranty claims handled by project execution teams

Double digit losses

8

BUILDING CONSTRUCTION VALUE CHAIN

[to come] Foundation Construction planning Execution Utilisation

Acq

uis

itio

n o

f la

nd

De

fin

itio

n o

f re

qu

ire

me

nts

Pla

nn

ing

crite

ria

Co

nce

ptu

al d

esig

n

De

sig

n / q

ualit

y r

eq

uire

me

nts

Ma

teria

l / d

ime

nsio

nin

g

Te

chn

ica

l sp

ecific

ation

s

Ord

er

pro

ce

ssin

g

Co

nstr

uction

Lea

se / s

ale

to

users

Ad

min

istr

ation

Op

era

tion

/ m

ain

ten

ance

Re

no

va

tion

/ c

han

ge

of u

se

Building owner /

Investor

Property developer

Total contractor

General contractor

Subcontractor

Involvement Steiner core competencies

Comprehensive service package along the whole construction value chain

Co

mm

erc

ializ

ation

9

As developer and TC/GC-contractor, Steiner is uniquely positioned along the entire real estate life cycle

from development to realization and renovation

TC/GC = Total Contracting / General Contracting

The total / general contractor generally commits to provide the entirety of work required for the construction of a building, while a substantial part of the work is delegated to subcontractors. As opposed to the general

contractor which is exclusively in the construction building phase, the total contractor is also involved in the construction planning process

Project and market know how

Funding / capital requirements

Optimized utilization of resources

Project profitability

Land is usually secured and not bought until project is sold

Sale of RED projects to investor(s) before start of project execution

Use of 3rd party and in-house TC/GC as financing source for RED

results in capital commitment of only 3-5% of project volume

Mutual benefits from integrated business model Capital light business model

Identify opportunity Buy / reserve

land Development process Sale to investor

Transfer to Steiner

TC/GC

Client prepayments from TC/GC as financing

source for RED

Extensive local market knowledge and superior

project cost calculation based on in-house TC/GC

know how

Valuable client contacts for RED through broad

network and strong reputation of Steiner

Mutual

benefits

TC/GC — New constructions / Renovation

Cen

tralized

gro

up

an

d

su

pp

ort

fu

ncti

on

s

Real Estate Development (RED)

Direct sourcing of TC/GC projects with lower

execution risks via own RED pipeline

Increase predictability of TC/GC revenues

through execution of own RED projects

Optimize utilization of resources in TC/GC

Project sourcing Calculation /

release of bid Project setup Project realization Hand over

Steiner's integrated business model

CREATION OF SELF SUSTAINING AND CAPITAL LIGHT BUSINESS

MODEL…RESULTING IN LOWER WORKING CAPITAL REQUIREMENTS

10

STEINER GATE SYSTEM—THE CORE OF OUR RISK MANAGEMENT

The philosophy behind the Steiner gate system is to streamline and standardize the core steps in the

value chain and identify project risks and risky projects an earlier stage

Group Management, Finance & Controlling, Human Resources and Marketing & Business Development

Legal Department, Quality – Safety – Environment, Information Technology and Communication

TC/GC Realisation

TC/GC Acquisition

Customer Service

Technical Department

Procurement

Monitoring

Real Estate Development

Selection Engagement Launch Bid release Review of contract

Transfer Objective POC 50% POC 100% Guarantee expiration

Closing

…and align all support functions to increase efficiency and effectiveness of the service processes

11

Strategy re-formulation/ Re-organization

From top-line focus to EBIT focus

Re-organization of key support functions to secure and

increase project margins

Introduction of Steiner client service model with dedicated

Customer Service Group resulting in lower cost of warranty

and higher customer satisfaction

Change in percentage-of-completion accounting to capture

true project completion and profitability

Higher ownership and accountability at all levels within the

Company

Change in corporate culture

Project management: from individual-driven to team-

based decision making and solutions

Performance improvement through personal ownership,

accountability and transparency

Employee goals aligned with corporate objectives

through better incentive schemes

Technical Department

Contract management

Procurement

Monitoring

Customer Service Group

Independent team of building experts in Technical Department provide cost calculation and

active support during project execution

Contract and order management by specialists with legal and construction expertise

Central procurement setup for sourcing of standardized and high-value building materials

Dedicated team monitoring projects on schedule, scope and budget

Newly established Customer Service Group fully focused on warranty risk management

Newly established support functions

SUCCESSFUL BUSINESS REENGINEERING…CREATION OF NEW

COMPETENCE CENTERS…CHANGE FROM PROJECT TO PROCESS

ORGANIZATION

12

PROJECT EXECUTION… TEAM APPROACH BY CREATING COMPETENCE

CENTERS…INCREASED FOCUS ON PROFIT OPTIMIZATION

Steiner has established a progressive project monitoring approach unique in today's industry…

Text

Ensures legal contract compliance

Provides templates

Handling of legal claims

Legal

Project submission and calculation

Value engineering and technical

project management

Technical Department

Actively supports project manager

Ensure compliance of contracts vs. the

builder owner and sub-contractor

Manages change requests and claims

Complements legal with technical know-

how

Contract Management

Face to suppliers and subcontractors

Partnering with sub-contractors

Negotiating contracts

Frame agreements

Supplier database

Procurement

Focus on technical and financial controlling

Identifies issues early

Supports project manager to initiate

counter measures

Monitoring & Controlling

Project manager

P&L responsibility

Key person to

coordinate

Indispensable

know-how

Entrepreneur

Systematic and consistent management of project warranty

with standard process and tools

Pool approach to manage financial risk

Dedicated teams in all regions

Customer Service Group

Project execution – Steiner project monitoring process overview

Post execution services

Systematic approach to limit project

execution and financial risk with

positive impact on margins

Clearly defined KPIs for all group

supporting functions

Steiner's New Customer Service

Group—a clear differentiator

vis-à-vis its peers in the market

Steiner expert functions ensure that

important project know how remains

within the company

…strengthening the project manager's focus on the project with support from expert functions in the

process

13

FULL ALIGNMENT OF COMPETENCE CENTER KPIS WITH COMPANY

GOALS

Ro

le a

nd

re

sp

on

sib

ilit

ies

O

rga

niz

ati

on

Project calculation and technical

contract analysis for RED & TC/GC

during acquisition and execution

Verification of tender quotes before

submission

Ensuring sustainable project

planning and budgeting

Quality control on project

calculation

Team of 55 people

Reporting to COO

Teams organized by regions (East,

Center, West) and by categories

(core and shell, mechanical and

electrical, finishing)

All employees with strong technical

backgrounds

Negotiate and sign framework

agreements with suppliers

Centralized purchasing of approx.

20 categories of building materials

to reduce costs

Lead in tendering and negotiating

procurement contracts of >CHF50k

Strengthen relationship with major

key suppliers/sub-contractors

Team of 13 people

Reporting to COO

Teams organized by categories

(core and shell, mechanical and

electrical, finishing)

Support function to project

manager and technical department

Technical controlling – acting as

the liaison between project

management and financial

controlling

Monitor ongoing projects (identify

issues, quality defects, time delays

etc.) and pro-actively initiate

counter measures

Support project team in setting up

project budget

Team of 12 people

Directly reporting to CEO

Integrated into existing project

review cycle (e.g. once a month)

Support function for project

manager in close collaboration with

financial controlling

Technical Department Procurement Monitoring & Controlling Legal & Contract

Management

Identify and address risks &

opportunities in construction

contracts

Advise project management in all

contract-related questions and

ensure compliance with legal

requirements

Manage guarantees issued to

clients

Coordinate with authorities

Prevent and resolve third party

claims and enforce own claims

Team of 16 people

Directly reporting to CEO

KP

Is

> 90% of finalized new projects

captured in database

Accuracy calculation vs. “project

budget” down to ±3%

Accuracy calculation vs. effective

project costs ±3%

80% of third-party spend

purchased centrally

<500 suppliers

3-5 % of savings achieved annually

on purchase volume

Purchasing mix (CH/EU/Others)

60-70% of Steiner third party cost

monitored

Monthly report for all projects

All projects > 30MCHF monitored

All projects with a baseline

Contract Management:

Chance & risk analysis of every

project

Documentation on every

contract change

14

POOLING OF POST COMPLETION PROJECTS RISKS BY

ESTABLISHING CENTRAL CUSTOMER SERVICE GROUP Steiner established a post-execution team handling all client interaction after project hand over in order

to increase client satisfaction and limit warranty claims

Systematic and consistent management of client warranty

claims

Dedicated and timely resources solely focused on post-

execution client service

Standard processes and tools in claims management

Clear accountability for:

• warranty and claims process

• methods (advanced planning and controls)

• pool approach to manage financial risk

• provide standard tools (e.g. templates, databases)

• implementation (training, starting operations)

Objectives of client service and warranty group

Status of implementation

Separate team “client service” in all regions operational

Reasonably staffed with a total of 18 FTE

Consistent process in place across the organisation

“Client service manual” established and piloted in Region

West

Central warranty pool provision set up

Most legacy issues closed

Core activities

Customer Service Group as first point of contact for clients

after handover from project execution management

Customer complaint management post project completion

Pro-active building assessment two years after project

completion

Warranty related work management during whole warranty

period

Coordination of claims with sub-contractors

Warranty cost management and warranty bond risk

management

Alignment of risks within the full value chain

15

STEINER PROJECT RISK MANAGEMENT AND MONITORING MODEL

Steiner project risk management in TC/GC is state-of-the-art in the market

Transfer into

execution

Objective

50 % POC

100% POC

2-year warranty

5-year warranty

10-year warranty

Prior to beginning of construction

= Start contract management

Master contract for subcontractor

General prerequisites

Special prerequisites

Coordination with Insurance

Template Minutes of Negotiations

Subcontractor / contract for services

Excavation/excavation pit/securing of

excavation pit

Architect/Water Resistance Concept

Building Shell

HVAC / Electric

Electric

Planner

Expert Planner (SIA-Contracts)

Purchasers / Condominium Community

Contracts Purchase Support /

Condominium Community

During the construction period

Log Change Orders from owner

Log Change Orders from subcontractors

Look for opportunities, claims

Minimise risk

Talk over project

Final Review

During warranty period

Special event of loss or damage

Legal disputes / litigations

Establishing Conformance Procedure

Log deficiencies upon completion

Log acceptance protocol

Project closing

Review performance of contract

Log service and maintenance contracts

Log acceptance protocol

Log „Project Completion“ form

► Delivery Customer Service Group

Action upon contract disputes

Action upon

contract disputes

“Interim Gate” 3 months prior to 100%

delivery to building owner

Support via Legal Department

Risk analysis

Selection till „Bouclage“

16

MILESTONES IN STEINER DEVELOPMENT

Past (pre 2010)

Turnaround (2013)

Profit growth (2014 onwards)

Turnaround Transformation

Long-standing reputation

and heritage

Purely project-driven

organization with small

degree of centralized

functions and processes

Project management was

entirely driven by

individuals

No independent project

monitoring

No technical department

to back project cost

calculations

Warranty claims handled

by project execution

teams themselves

After the successful turnaround, Steiner has embarked on a clear growth path

New partner

Successful turnaround of

company through HCC-

involvement

New strategy, processes

and organizational setup

in place

Phasing out of non-

profitable legacy projects

CHF2.6bn of secured

backlog of profitable

projects in Switzerland

Clear revenue and

margin visibility based on

current backlog

Majority shareholder with

long-term commitment

Steiner India established,

all entry costs realized

New equity capital to

develop additional real

estate projects

Major shift in Swiss

revenue and EBIT mix

towards higher margin

RED business

Build on already strong

positioning among

institutional clients

Attractive return for new

investor/partner

Growing India business

based on secured project

pipeline (growth already

fully financed)

DRAFT

17 Steiner Group – An Overview | March 2014

VULCANO, ZURICH

Project: Commercial and residential building

Client: Credit Suisse

Architect: Dominique Perrault, Paris

TAKING THE LEAD TOGETHER

18 Steiner Group – Investment Opportunity

Steiner AG Hagenholzstrasse 56 Postfach 6762 CH-8050 Zurich T +41 58 445 20 00 F +41 58 445 30 00 steiner.ch