General Meeting of Shareholders

Kendrion N.V.

Monday 6 April 2009

2

Agenda 6 April 2009

1. Kendrion “new style"

2. Most important developments 2008

3. Key figures 2008

4. Effects of sale of Distribution Services

5. Normalisation of 2008 results

6. Further explanation of business units

7. Risk Management & Corporate Governance

8. Recent developments and cost-reducing measures

9. Financial position

10. Dividend payment

11. Goals and outlook

3

1. Kendrion "new style"

- 4 focused business units

- Revenue approximately EUR 200 million (in 2008)

- Risk spread across a large number of industrial markets

- Support by Kendrion Group Services

4

Kendrion “new style"

5

Kendrion committed to being a high-performer in selected business units

MissionMission StrategyStrategy ObjectivesObjectives

Organic Growth > 10%

ROI > 17.5%

Organic Growth > 10%

ROI > 17.5%

To develop leading positions in business-to-business niche

markets

To create operational and commercial synergy between

companies and each business unit

To achieve efficiency improvements at the

companies

To develop leading positions in business-to-business niche

markets

To create operational and commercial synergy between

companies and each business unit

To achieve efficiency improvements at the

companies

To develop business units that have strong international

market positions in selected business-to-business niche

markets and are market leader whenever possible

To develop business units that have strong international

market positions in selected business-to-business niche

markets and are market leader whenever possible

8

Breakdown of revenue Kendrion

28%

17%33%

22%

Industrial Magnetic Systems Industrial Drive Systems

Passenger Car Systems Commercial Vehicle Systems

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Kendrion's strategy

- Clear profile as an international, high-tech and rapidly growing company

- Concentration on electromagnetic systems and components

- Niche market leadership (no. 1 or 2 positions)

- Considerable growth targets (EUR 350 million in revenue in 2 to 3 years)

- Targeted acquisitions in primarily industrial activities

- Financially strong

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2. Most important developments 2008

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Most important developments in 2008

- Sale of Distribution Services

- Realisation of a focused company with a clear profile

- Book profit in 2008 of EUR 2.8 million, approximately EUR 10 million in Q1 2009

- Organic growth of approximately 4%

- Economic conditions deteriorated significantly, particularly in Q4 2008

- Cost-reducing measures implemented in Q4 2008

- Good integration of Linnig Antriebstechnik

- Acquisition of Tri-Tech LLC in USA

- Strong financial position

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3. Key figures 2008

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Key figures 2008 (1)

2008 2007

Operating profit 11.0 9.8

Net profit 12.9 3.7

2008 fourth quarter 2007 fourth quarter %

Continuing operations Continuing operations

Revenue 44.0 51.3 -14%

EBITA 0.6 3.2 -81%

Full year 2008 Full year 2007 %

Continuing operations 1 Continuing operations 1

Revenue 204.2 196.2 4%

EBITA 14.3 15.1 -5%

1 Including central costs

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Key figures 2008 (2)

- Solvency 33% (pro forma > 60%)

- Considerable investments in projects (EUR 13.5 million with depreciation of EUR 8.3 million)

- Good free cash flow (EUR 12.9 million, with continuing operations accounting for

EUR 3.7 million of this amount)

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4. Effects of sale of Kendrion Distribution Services

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Effects of sale of Distribution Services

- Servico sold to Robert Bosch GmbH (closing 22 December 2008)

- Vink Group sold to Edmundson Distribution Limited (closing 12 February 2009)

- Net book profit in 2008 EUR 2.8 million

- Book profit Servico EUR 9.2 million

- Impairment goodwill Vink minus EUR 5.0 million

- Sales costs minus EUR 1.4 million

- Net book profit in 2009 EUR 10 million

- Book profit Vink EUR 15.0 million

- Impairment deferred tax assets,

sales costs and other costs minus EUR 5.0 million

- Total net book profit resulting from sale EUR 12.8 million

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5. Normalisation of 2008 results

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Normalisation of 2008 results

Only Electromagnetic + Group Services

Q4 including EUR 0.7 million in restructuring costs

Q1 Q2 Q3 Q4 Total

Revenue 54.6 54.5 51.1 44.0 204.2

EBITA 6.0 4.6 3.8 1.2 15.6

Amortisation expenses 0.6 0.2 0.2 0.3 1.3

Interest charges 0.7 0.5 0.6 0.7 2.5

Profit before tax 4.7 3.9 3.0 0.2 11.8

Taxes 1.5 1.3 1.0 0.0 3.8

Net profit 3.2 2.6 2.0 0.2 8.0

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6. Further explanation by business unit

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General

- Global player with activities in Germany, Austria, Switzerland, Spain, China and US

- Activities: electromagnetic systems for industrial applications

- Revenue 2008: EUR 58 million (comparable to 2007)

- Revenue spread across broad client base (machine manufacturing, energy distribution,process automation, safety technology)

- Project business (70%) and standard products (30%)

- New projects in the energy sector in 2008

- Special focus on “manufacturing excellence” in 2009

- Numerous market players (smaller family companies), efficiency drive

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Customers

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Products

Atex

Line

Classic

Line

Control

Power Line

Elevator

Line

High Per-

formance

Line

High

Power Line

Industrial

Line

Locking

Line

Oscillating

Line

Safety

Line

System

Line

Acessory

Line

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Further explanation of business unit

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General

- Global player with activities in Germany and the UK

- Activities: electromagnetic brakes and clutches for industrial drive technology

- Revenue 2008: EUR 34 million

- Organic growth: 4%

- World market leader in permanent magnetic braking systems

- Project business (80%) en services business (20%)

- Good performance in recent years, numerous new products

- Emphasis in 2009 on new markets and clients

- Market dominated by limited number of players, forward integration possible

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Customers

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Products

Industrial robots

Medical

applications

Machine tools

Cranes

Automatic Door

Drives

Brakes forhazardouslocations

Elevators

High Power Brakes and Magnets

Brake-Motor Drives

Permanent magnet brakes Electromagnetic spring applied

brakes

Electromagnetic clutches

Electronic accessories

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Further explanation of business unit

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General

- Global player with activities in Germany, Austria, Czech Republic and Romania

- Activities: electromagnetic parts for applications in the automotive industry

- Revenue 2008: EUR 68 million (comparable to 2007)

- Focus on safety, energy saving and comfort

- Good start in 2008, difficult market conditions in Q4

- Complete project business

- Performance has improved in recent years, numerous new products

- Emphasis in 2009 on realising current projects

- Numerous new projects in the years ahead, acquisitions are consequently not a priority

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Niches

Niches 2008 (in % of turnover)

11%

10%

20%

17%5%

6%

31%

Common Rail Chassis / Damptronic

Mobile and standard hydraulic Motor applications

Bi-xenon (excl. Aut. Lightning) Pow er train

Transmission

Niches 2010 (in % of turnover)

35%

9%16%

20%

3%2%

12%

Common Rail Chassis / Damptronic

Mobile and standard hydraulic Motor applications

Bi-xenon (excl. Aut. Lightning) Pow er train

Transmission

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Customers

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Products

Pressure ControlValve

(power steering)

Pressure ControlValve

(Common Rail fuelsystems)

Electromagnetic Brake

(differential gear)

ComfortEnvironmentSafety

Proportional Solenoid

(shock absorbers)

3/2 DirectionalHydraulic Valve(pressurecompensation)

Slide Valve Solenoid(Ø28)

2/2 Directional Solenoid Valve

(4-wheel drive)

Pressure ControlValve (automatictransmission)

Camshaft Solenoid(VCT)

Linear Solenoid

(Bi-Xenon)

3/2 DirectionalHydraulic Valve(automatictransmission)

3/2 Directional

Pneumatic Valve(EUV)

Linear Solenoid

(Shiftlock)

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Further explanation of business unit

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General

- Global player with activities in Germany, China, USA, Mexico and Brazil

- Activities: parts and complete cooling systems for buses, trucks and special vehicles

- Revenue 2008: EUR 45 million

- Organic growth: 15%

- Worldwide market leader in electromagnetic cooling systems for luxury coaches

- Project business (50%) and services business (50%)

- Uses agents for service

- Outstanding performance in recent years, innovative

- Emphasis in 2009 on new markets (India, Eastern Europe)

- Possible to widen production package through supplementary technologies

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Customers

EvoBus

35

Products

1-speed 2-speed 3-speed

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7. Risk Management & Corporate Governance

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Risk Management 2008

- Outcome tests Linnig Group, as well as other companies satisfactory

- Some (ICT) procedures to be tightened up

(segregation of duties, authorisations, super users)

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Corporate Governance

- No material changes in corporate governance structure in 2008

- In 2009 study expansion Supervisory Board with 4th member with Dutch nationality

- Implementation revised Corporate Governance Code to be discussed next AGM

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8. Recent developments and cost-reducing measures

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Cost-reducing measures in 2008

- Q4 2008 14% drop in turnover

- Approximately 50 jobs cut in Germany and Austria

- Reduction of approximately 70 temporary employees

- Implementation of 35-hours working week

- In addition, “Kurzarbeit” in Germany and Austria

- 10% salary reduction for approximately 50 managers (incl. Board and Supervisory Board)

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Recent developments and cost-reducing measures in Q1 2009

- Q1 2009: 35% drop in turnover

- No signs of improvement on short term: plan “Springtime”

- Measures: worldwide approximately 330 jobs additionally eliminated

- Number of temporary employees minimised

- Reduction other costs

- Realisation in total costs savings approximately EUR 20 million annually

(costs EUR 8.5 million)

- In Q2 2009 modest positive net result again

- Positive cash flow expected

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9. Financial position

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Financial position Kendrion N.V.

- Strong balance sheet ratios

- Solvency approximately 60% following finalisation of sale of Vink Group

- Room for acquisitions (approximately EUR 50 million) within existing credit conditions

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10. Dividend payment

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Dividend payment

- Strong balance sheet provides room for dividend payments

- The banks have limited the amount of the dividend payment

- Proposed dividend payment of EUR 0.97 in cash per share

- Current financing agreement to be evaluated in the course of 2009

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11. Goals and outlook

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Goals Kendrion in the coming years

- Real niche player

- (World)market leader

- Clear focus

- Strong balance sheet

- ROI target > 17.5%

- Make use of opportunities that are given by the current market circumstances

- Organic growth as well as growth by acquisitions

48

Outlook

- Difficult start in 2009

- Current economic climate extremely uncertain

- Cost measurements taken (“Springtime”)

- Investments at about depreciation level

- No concrete profit forecast

The Kendrion website has been updated: www.kendrion.com