Table of Contents. 1. Company description Organization structure 1-1

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1 Clal Insurance Enterprises Holdings Ltd Financial Statements As At September 30,, 2014 Board of Directors' Report..11 Condensed consolidated interim financial statements Financial data from the consolidated interim financial statements assigned to the Company itself (Regulation 38 D) Report concerning the effectiveness of internal control over o financial reporting and disclosure.24 This report is an unofficial translationn from the Hebrew language and is intended for convenience purposes only. The binding version off the report language only. is in the Hebrew

2 Table of Contents 1. Company description Organization structure Board of directors explanations on the state of the corporation's businesses 2.1 Financial data according to operating segments 2.2 Additional financial data 2.3 Main data from the consolidated statements of financial position 2.4 Cash flow 2.5 Financing sources 3. Developments subsequent to publication of the periodic report 3.1 General 3.2 Legal proceedings 3.3 Restrictions and supervision on corporation's businesses 4. Description of business environment 4.1 Developments and material changes in the macroeconomic environment during the reporting period 4.2 Developments in Israeli insurance market 5. Exposure to market risks and their management 6. Aspects in corporate governance 6.1 Disclosure regarding the process of approving the Company's financial statements 6.2 Transactions with controlling shareholders 6.3 Negligible transactions 7. Disclosure regarding the corporation's financial reporting 7.1 Report concerning critical accounting estimates 7.2 Contingent liabilities 7.3 Internal control over financial reporting and disclosure

3 Board of Directors' Report The Board of Directors' Report on the state of the corporation's affairs for the period ended September 30, 2014 (hereinafter: Board of Directors' Report) reviews the principal changes in the activities of Clal Insurance Enterprises Holdings Ltd (hereinafter: the Company) during the first nine months of the year 2014 (hereinafter: Reporting Period). The Board of Directors' Report was prepared in accordance with the Securities (Periodic and Immediate Reports) Regulations, , and with assumption that the reader is also in possession of the Company's complete periodic report for the year ended December 31, 2013 (hereinafter: Periodic Report). With respect to the insurance business, the Board of Directors' Report was prepared according to the Supervision of Insurance Business (Accounting Details) Regulations, 1998, and according to the circular published by the Commissioner of the Capital Market, Insurance and Savings (hereinafter: Commissioner) from January 20, 2014 regarding "Updating Directives regarding Periodic Reports of Insurance Companies". 1. Company description 1.1 Organizational structure Following are details regarding the principal shareholders of the Company, whose shares are traded on the Stock Exchange and whose rates of holdings are approximately as follows: As at September 30, 2014 Holding voting rights in Holding voting rights in the the Company Company at fully diluted 1) Shareholder % % IDB Development Corporation Ltd 2) Bank Hapoalim ) The rate of holdings at fully diluted was prepared according to the theoretic assumption of the exercise of the options from the 2007 plan (see Note 44 (a) of Part C' of the Periodic Report Financial Statements) to an identical number of Company shares and a maximal theoretic assumption that all the options from the 2013 plan were exercised, whereas the price for the Company share on the Stock Exchange will reach the price when an automatic exercise is performed according to the option plan and allotment agreements, subject to adjustments, all as specified in 2013 plan. 2) Note that IDB Development pledged approximately 4% (approximately 3.88% fully diluted) of the Company's shares to a financial entity. In addition on August 21, 2013, 51% of the issued share capital and voting rights in the Company held by IDB Development Ltd (hereinafter: Means of Control) were transferred by demand of the Commissioner to a trust account in the name of Mr. Moshe Tery (hereinafter: Mr. Tery) and Mr. Tery was also given an irrevocable power of attorney regarding these shares in order to exercise the authorities given by virtue of these shares according to the provisions of the trust deed signed between IDB Development and Mr. Tery. For additional data regarding the controlling shareholders' holdings in the Company, including the approval of the creditors arrangement in IDB Holdings on January 5, 2014 and its completion on May 7, 2014 (according to which the control of IDB Holdings was taken from the previous controlling shareholders), regarding changes in the control of IDB Development (as a result of which, as of the date of the report, IDB Development is indirectly controlled by Mr. Eduardo Elsztain and Mr. Mordechai Ben Moshe), regarding the appointment of a trustee for the controlling shares in the Company, regarding the Commissioner's letters from November 27, 2013 and May 8, 2014, regarding exercising the rights accompanying the Means of Control and regarding the request for a new control permit by the controlling shareholders in IDB Development, see Note 1 in the consolidated interim financial statements as at September 30, 2014 (hereinafter: Interim Reports). 2. Board of directors explanations on the state of the corporation's businesses 2.1 Financial data according to operating segments The group operates in the following segments: Long term savings, nonlife insurance and health insurance. Additionally, the group also has other operation segments that are not included in its operating segments. For information about the group's operating segments see Note 4 to the Interim Reports.

4 2. Board of directors explanations on the state of the corporation's businesses (cont.) 2.1 Financial data according to operating segments (cont.) 3 Following are details regarding the increase in the accumulated comprehensive profit: For the period of nine months ended September 30 Rate of change in percent For the period of three months ended September 30 Rate of change in percent For the year ended December NIS in millions Unaudited Unaudited Audited Long term savings Gross earned premiums in life insurance 3,550 Income from life insurance management fees 467 Profit (loss) from life insurance before tax ( 109) Total comprehensive profit (loss) before tax from life insurance 68 Income from pensions insurance management fees 188 Profit before tax from pension 38 Total comprehensive profit before tax from pension 39 Income from provident fund management fees 187 Profit before tax from provident fund 58 Total comprehensive profit before tax from provident fund 58 Total profit (loss) before tax in long term savings division ( 13) Total comprehensive profit (loss) before tax in long term savings division 164 Nonlife insurance segments Gross earned premiums 2,020 Earned premiums on retention 1,457 Profit before tax in the nonlife insurance division 205 Comprehensive profit before tax in the nonlife insurance division 225 Health insurance Gross earned premiums 1,214 Earned premiums on retention 1,066 Profit before tax in the health insurance division 100 Comprehensive profit before tax in the health insurance division 120 Total profit before tax from insurance branches 292 Total comprehensive profit before tax from insurance branches 509 Financing expenses 110 Others and sections not included in insurance branches Net profits from investments and financing income 132 3,692 ( 4) 1, # ( 45) 317 ( 79) ( 3) ( 12) ( 12) # ( 10) 409 ( 60) 66 2,110 ( 4) 675 1,531 ( 5) , , ( 53) ( 24) ( 28) 42 1,212 ( 3) 4, ( 15) # ( 78) ( 3) ( 30) ( 30) # ( 60) ( 7) 2, ( 9) 2, ( 3) ( 3) 1, ( 1) 1, ( 34) ( 79) ( 38) ( 30) ( 33) 7 68 ( 90) 283 General and administrative expenses ( 20) 50 Other expenses (incomes) ( 12) 9 # 6 ( 3) # 9 Loss before tax in Clal Finance ( 38) ( 18) 111 ( 20) ( 16) 25 ( 27) Profit (loss) before tax from continued activities, from adjustments and offsets ( 14) ( 11) 27 ( 3) ( 8) ( 63) ( 3) Profit (loss) before tax from continued activities from other sectors Total other profit before tax and sections not included in the insurance branches ( 38) ( 25) 41 # 195 Total other comprehensive profit before tax and sections not included in the insurance branches ( 16) 9 92 ( 90) 215 Total profit before tax from continued activities ( 56) ( 14) 232 # 918 Total comprehensive profit before tax from continued activities ( 21) ( 57) 983 Taxes on comprehensive profit from continued activities ( 23) ( 57) 394 Total comprehensive profit from continued operations, net of tax ( 20) ( 56) 589 Comprehensive profit from discontinued operations, net of tax 7 # ( 1) # Total comprehensive profit (loss) from discontinued operations, net of tax 7 # ( 1) # Total comprehensive profit for period, net of tax ( 21) ( 56) 589 Comprehensive profit for period assigned to Company shareholders ( 21) ( 57) 583 Comprehensive profit for period assigned to holders of noncontrolling interest Return on equity in annual terms (in percent) *) ( 31) 7 18 ( 63) 17 *) The return on equity is calculated according to the profit for the period assigned to shareholders of the Company divided by the equity at the beginning of the period assigned to shareholders in the Company.

5 2. Board of directors explanations on the state of the corporation's businesses (cont.) 2.1 Financial data according to operating segments (cont.) Description of development of comprehensive profit after tax: The comprehensive profit after tax for Company shareholders for the Reporting Period amounted to approximately NIS 321 million, compared to approximately NIS 408 million last year. The comprehensive profit after tax to Company shareholders during the period of three months ended the date of the report amounted to approximately NIS 70 million, compared to approximately NIS163 million last year. Insurance branches The comprehensive profit before tax from insurance branches in the Reporting Period amounted to approximately NIS 509 million compared to approximately NIS 669 million last year. The comprehensive profit before tax from the insurance branches during the period of three months ended the date of the report amounted to approximately NIS155 million, compared to approximately NIS 249 million last year. During the Reporting Period, the insurance branches were mainly affected by the following factors: a. Reinforcing insurance reserves in the low interest environment and its effect on the capitalization rates in nonlife insurance and life insurance 1. Insurance liabilities in the branches of compulsory motor and obligations on retention increased by approximately NIS 41 million during the Reporting Period (increase in contingent claims on retention of approximately NIS 52 million offset by decrease in accumulations). Without effect in the period of three months ended the date of the report. For additional data see Note 2 (b) of the Interim Reports. 2. Due to the updating of interest rates used in capitalizing liabilities for supplementing the annuity and pension liabilities by repayment and the liability adequacy test (LAT), the reserve increased by the sum of approximately NIS 274 million and approximately NIS 101 million during the periods of nine and three months ended September 30, 2014, respectively. See note 2 (b) of the Interim Reports. 3. The total effect of that stated in sections 12 above, amounted to approximately NIS 315 million and approximately NIS 101 million before tax (the sum of approximately NIS 195 million and approximately NIS 63 million) during the Reporting Period and the period of three months ended the report date, respectively.

6 2. Board of directors explanations on the state of the corporation's businesses (cont.) 2.1 Financial data according to operating segments (cont.) Insurance branches (cont.) b. Reinforcing health and life insurance reserves other 1. The reserve for claims in the nursing branch increased in the Reporting Period by the sum of approximately NIS 22 million based on an actuarial calculation that relies inter alia on parameters from the Company's reinsurers, without a change in the period of three months ended the report date compared to the profit for releasing the reserve for continuity in the nursing insurance transaction to members of Maccabi Healthcare Services Ltd in the sum of approximately NIS 22 million during the comparative period last year. 2. During the Reporting Period, the liability to supplement the deferred provident fund and pension liabilities for repayment increased mainly due to the rise in the estimate of realizing the benefit in the sum of approximately NIS 59 million compared to NIS 42 million in the comparative period last year and approximately NIS 21 million in the period of three months ended the report date compared to approximately NIS 33 million in the comparative period last year. c. Improvement in the underwriting profit of general insurance 1. In the compulsory motor branch the comprehensive profit for the Reporting Period was recorded at approximately NIS 159 million mainly as a result of a positive development in the claims for the closed years in the Reporting Period of approximately NIS 109 million, an increase in investment profits beyond the rate required in order to calculate the excess of income over expenditure and release of the excess for the underwriting year 2011 in the sum of approximately NIS 24 million. In the comparative period last year the comprehensive profit was approximately NIS 133 million mainly as a result of a positive development in claims for the closed years in the report date in the sum of approximately NIS 91 million and release of the excess for the underwriting year 2010 in the sum of approximately NIS 32 million. 2. In other liability branches the comprehensive profit before tax amounted to approximately NIS 10 million compared to a loss of approximately NIS 43 million in the comparative period last year (the profit for the period of three months ended the report date totaled approximately NIS 7 million, compared to a loss of approximately NIS 46 million in the comparative period last year) due to a positive development in the actuarial model.

7 2. Board of directors explanations on the state of the corporation's businesses (cont.) 2.1 Financial data according to operating segments (cont.) Insurance branches (cont.) d. Life insurance investments 1. In the branch of life insurance there was a decrease in the period of the report in collection of variable management fees in a gross amount of approximately NIS 213 million compared to approximately NIS 223 million in the comparative period last year, reflecting a decrease in CPIadjustment return after payment of management fees to 4.39% in the Reporting Period compared to 5.24% last year. In the period of three months ended the report date, there was a decrease in collection of variable management fees to the sum of approximately NIS 68 million as compared to approximately NIS 101 million in the comparative period last year which reflects a decrease in CPIadjustment return after payment of management fees to the rate of 1.34% in the Reporting Period compared to 2.31% last year. 2. An increase in income from Nostro investments compared to the comparative period last year, including a revaluation of holdings in shares of Mobileye in the sum of approximately NIS 164 million in the Reporting Period (NIS 88 million in the three month period ) as detailed in Note 9 (k) of the Interim Reports. e. Class actions Following the aforementioned in Note 7 (d), the Company included provisions for contingent liabilities and claims, including for class actions, in the sum of approximately NIS 35 million before tax and approximately NIS 29 million in the Reporting Period and the period of three months ended the report date, respectively. Sections not included in the insurance branches The comprehensive profit from sections that are not included in the insurance branches is of approximately NIS 139 million in the Reporting Period compared to approximately NIS 166 million in the comparative period last year. The main changes in profit are as a result of: 1. A loss in the sum of approximately NIS 38 million from activity in Clal Finance compared to the sum of approximately NIS 18 million last year which includes a loss of approximately NIS 20 million on redemption of bonds. The aforementioned loss refers to the difference between the balance of liabilities to bond holders as registered in the Company's books and the final redemption price that was determined as specified in Note 8 (a) (2) and the loss of approximately NIS 17 million on the revaluation of the Alon Delek bonds. 2. A capital gain of approximately NIS 20 million from sale of the HQ building as part of moving to the Atidim Tower (see Note 9 (c) of the Interim Reports). 3. Reevaluating real estate as a result of changing the designation from selfuse to investment in the sum of approximately NIS 33 million in the Reporting Period (see note 9 (j) of the Interim Reports).

8 2. Board of directors explanations on the state of the corporation's businesses (cont.) 2.1 Financial data according to operating segments (cont.) Sections not included in the insurance branches (cont.) For additional data about sections not included in the insurance branches see section below Long term savings Life insurance activities The gross earned premiums in the Reporting Period totaled approximately NIS 3,550 million as compared to the sum of approximately NIS 3,692 million last year. The decrease mainly results from the group's policy not to accept policies with benefit coefficients that can be moved until the end of 2013, decrease in onetime deposits in the sum of approximately NIS 38 million and redemptions and cancellations, including voluntary cancellations by the Company due to collection delays. The gross earned premiums in the period of three months that ended the report date amounted to approximately NIS 1,179 million as compared to the sum of approximately NIS1,212 million last year, a decrease of approximately 2.7% compared to the comparative period last year (compared to a decrease of 3.0% in the second quarter of 2014 and a decrease of 5.7% in the first quarter). The comprehensive profit for the Reporting Period is of approximately NIS 68 million as compared to the sum of approximately NIS 317 million in the comparative period last year. The results in the Reporting Period were mainly affected by the decrease in the capitalization rate of liabilities for supplementing the provident and pensions funds by payment and the liability adequacy test (LAT) in the sum of approximately NIS 274 million without a similar effect in the comparative period last year. Reinforcing the liabilities mentioned above is mainly on account of noninvestment linked insurance contracts which are supported by approximately 73% designated bonds (Hetz). The low updated return rate for the surplus assets supporting the aforementioned liabilities (free investments) requires that Clal Insurance increase its liabilities. Additionally the provision for provident and pension funds by payment increased in the Reporting Period mainly due to an increase in the estimate for realizing the benefit and liabilities to supplement the provident and pension fund by payment in the sum of approximately NIS 59 million as compared to approximately NIS 42 million in the comparative period last year. During the Reporting Period an increase in the income from management fees of approximately NIS 17 million was recorded in regard to last year. Additionally an increase in income from Nostro investments was registered mainly for revaluation of the Mobileye shares in the sum of approximately NIS 164 million see Note 9 (k) of the Interim Reports. In the Reporting Period and the comparative period, the rate of redemptions of life insurance policies from an average reserve for the period in annual terms, amounted to approximately 2.7%. In the period of three months ended the report date and the comparative period last year, the rate of redemption of life insurance policies from an average reserve for the period in annual terms, amounted to approximately 2.5%.

9 2. Board of directors explanations on the state of the corporation's businesses (cont.) 2.1 Financial data according to operating segments (cont.) Sections not included in the insurance branches (cont.) Long term savings (cont.) Composition of management fees: For the period of nine months ended September 30 For the period of three months ended September 30 For the year ended December 31 NIS in millions 2014 % of total 2013 % of total % chan ge 2014 % of total 2013 % of total % chan ge 2013 % of total Variable management fees ( 4) ( 33) Fixed management fees Total all management fees ( 15) Composition of gross earned premiums in the long term savings segment For the period of nine months ended September 30 For the period of three months ended September 30 For the year ended December 31 NIS in millions 2014 % of total 2013 % of total % change 2014 % of total 2013 % of total % chang e 2013 % of total Current premiums 3, , ( 3) 1, , ( 3) 4, Onetime premiums ( 30) Total earned premiums, gross 3, , ( 4) 1, , ( 3) 4, Composition of pure savings premiums (investment contracts) For the period of nine months ended September 30 For the period of three months ended September 30 For the year ended December 31 NIS in millions 2014 % of total 2013 % of total % change 2014 % of total 2013 % of total % change 2013 % of total Current premiums ( 7) ( 14) Onetime premiums ( 13) Total earned premiums, gross ( 10)

10 2. Board of directors explanations on the state of the corporation's businesses (cont.) 2.1 Financial data according to operating segments (cont.) Sections not included in the insurance branches (cont.) Long term savings (cont.) Composition of total premiums in the long term savings segment For the period of nine months ended September 30 For the period of three months ended September 30 For the year ended December 31 NIS in millions 2014 % of % % of % of % % of total 2013 % of total change 2014 total 2013 total change 2013 total Current premiums 3, , ( 3) 1, , ( 3) 4, Onetime premiums ( 18) Total earned premiums, gross 3, , ( 4) 1, , ( 1) 5, Additional data for life insurance activity Data about rates of return in profit participating policies Policies issued during the years (Fund J) For the period of three months ended September 30 For the period of nine months ended September 30 For the year ended December 31 In percentage CPIadjusted return before payment of management fees CPIadjusted return after payment of management fees Nominal return before payment of management fees Nominal return after payment of management fees Policies issued beginning in 2004 (new Fund J) For the period of nine months ended September 30 For the period of three months ended September 30 For the year ended December 31 In percentage CPIadjusted return before payment of management fees CPIadjusted return after payment of management fees Nominal return before payment of management fees Nominal return after payment of management fees

11 2. Board of directors explanations on the state of the corporation's businesses (cont.) 2.1 Financial data according to operating segments (cont.) Sections not included in the insurance branches (cont.) Long term savings (cont.) Data about investment profits assigned to policyholders in profit participating policies and management fees*) Policies issued during the years (Fund J) For the period of nine months ended September 30 For the period of three months ended September 30 For the year ended December 31 NIS in millions Nominal investment profits assigned to policyholders after management fees 1,863 2, ,290 3,545 Management fees *) For the savings component in profit participating policies and personal profiles Provident funds activity The comprehensive profit in the Reporting Period totals approximately NIS 58 million as compared to approximately NIS 66 million last year. The decrease in profit during the Reporting Period includes a decrease in income from management fees as a result of regulatory provisions and the competition conditions in the branch, net of the effect of positive returns in the capital market. As mentioned in Note 9 (m) of the Interim Reports, according to a test conducted by the group as at June 30, the recoverable amount of the provident fund activity is higher than the book value. As at September 30, 2014 there were no indications of an impairment in goodwill. The comprehensive profit in the period of three months ended the report date amounted to approximately NIS 16 million as compared to approximately NIS 23 million last year Pension activity The comprehensive profit in the Reporting Period totals approximately NIS 39 million as compared to approximately NIS 27 million last year. The increase in profit mainly resulted from the increase in management fees of new pensions funds compared to last year due to the increase in accumulation and deposits, after offsetting a decrease of approximately NIS 4 million due to the decline in the rate of management fees from deposits compared to last year. The comprehensive profit for the period of three months ended the report date amounted to approximately NIS 20 million as compared to approximately NIS 7 million last year.

12 2. Board of directors explanations on the state of the corporation's businesses (cont.) 2.1 Financial data according to operating segments (cont.) Nonlife insurance Following is the distribution of premiums and comprehensive profit in nonlife insurance 1): For the period of nine months ended September 30 For the period of three months ended September 30 For the year ended December % of total 2013 % of total 2014 % of total 2013 % of total 2013 % of total NIS in millions Unaudited Audited Motor property insurance Gross premiums Premiums on retention Profit (loss) before tax Comprehensive profit (loss) before tax Loss ratio gross 73% 76% 74% 72% 76% Loss ratio on retention 73% 75% 74% 71% 76% Combined ratio gross 99% 101% 100% 97% 102% Combined ratio on retention 99% 100% 100% 97% 102% Compulsory motor insurance Gross premiums Premiums on retention Profit before tax Comprehensive profit before tax The pool effect on operation results ( 10) ( 12) ( 1) ( 20) Loss ratio gross *) 63% 85% 96% 104% 80% Loss ratio on retention *) 67% 85% 95% 107% 80% Combined ratio gross *) 78% 98% 111% 118% 94% Combined ratio on retention *) 82% 99% 110% 121% 95% Property and other branches Gross premiums , Premiums on retention Profit before tax Comprehensive profit before tax Loss ratio gross **) 41% 74% 42% 41% 75% Loss ratio on retention 53% 54% 54% 51% 57% Combined ratio gross **) 70% 102% 69% 68% 105% Combined ratio on retention 93% 96% 92% 89% 102% Liabilities branch Gross premiums Premiums on retention Profit before tax 4 2 ( 47) # 2 12 ( 52) # ( 24) # Comprehensive profit (loss) before tax 10 4 ( 43) # 7 19 ( 46) # ( 21) # Loss ratio gross ***) 90% 102% 85% 153% 112% Loss ratio on retention ***) 89% 127% 82% 192% 110% Combined ratio gross ***) 117% 128% 113% 181% 139% Combined ratio on retention ***) 124% 162% 118% 226% 147% Total in nonlife insurance sectors Gross premiums 2, , , Premiums on retention 1, , , Profit before tax Comprehensive profit before tax Loss ratio gross 61% 81% 67% 78% 82% Loss ratio in retention 69% 79% 76% 91% 77% Combined ratio gross 86% 104% 92% 102% 107% Combined ratio on retention 96% 106% 103% 117% 105% *) The improvement in underwriting profitability mainly results from positive developments of claims for previous underwriting years which was also expressed in the actuarial model, compared to last year and offsetting the effect of decreasing the capitalized interest for the period. The effect of decreasing the capitalized interest in the report period (as specified in section below) contributed to a 5% increase in the LR on retention rate. **) The improvement in quarterly gross underwriting profitability compared to last year mainly results from natural disasters that occurred during ***) The improvement in underwriting profitability mainly results from positive developments of claims that were expressed in the actuarial model.

13 2. Board of directors explanations on the state of the corporation's businesses (cont.) 2.1 Financial data according to operating segments (cont.) 1) Loss Ratio (LR)= Payments and changes in liabilities for insurance contracts and investment contracts (gross/in retention) Earned premiums (gross/in retention) Payments and changes in liabilities for insurance contracts and investment contracts (gross/in retention) + commissions Combined Ratio (CR) = (Gross/in retention) + general and administrative expenses + other expenses Earned premiums (gross/in retention) Nonlife insurance (cont.) The gross premiums in the Reporting Period totaled approximately NIS 2,058 million, as compared to approximately NIS 2,227 million in the parallel period last year. The gross premiums in the period of three months ended the report date totaled approximately NIS 715 million, as compared to approximately NIS719 million in the comparative period last year. The comprehensive profit before tax in the Reporting Period is of approximately NIS 225 million as compared to approximately NIS 154 million in the parallel period last year. The comprehensive profit before tax in the three month period ended on the report date is of approx. NIS 36 million as compared to approximately NIS 37 million in the comparative period last year. The group improved its underwriting profit as expressed in the results. The loss ratio on retention was reduced in the Reporting Period from 79% in the comparative period last year to 69% (the combined ratio on retention was reduced during the Reporting Period from 106% to 96%). In addition, the loss ratio on retention was reduced in the period of three months ended on the report date from 91% to 76% (the combined ratio on retention was reduced in the aforementioned period of three months from 117% to 103%) Motor property The gross premiums in the Reporting Period totaled the sum of approximately NIS 594 million, as compared to approximately NIS 596 million in the comparative period last year. The comprehensive profit in the Reporting Period totaled approximately NIS 17 million as compared to approximately NIS 14 million in the comparative period last year. The comprehensive profit in the three months period ended the report date is of approximately NIS 4 million as compared to approximately NIS 15 million in the comparative period last year. The increase in profit in the Reporting Period mainly results from the improvement in the underwriting profitability due to improving the portfolio and increase in the individual business segment on account of collectives and car fleets. The decrease in profitability in the period of three months ended the report date compared to the comparative period last year, mainly results from a positive development in claims in the actuarial model of the quarter last year.

14 2. Board of directors explanations on the state of the corporation's businesses (cont.) 2.1 Financial data according to operating segments (cont.) Nonlife insurance (cont.) The loss ratio on retention was reduced in the Reporting Period from 75% in the comparative period last year to 73% (the combined ratio on retention was reduced in the Reporting period from 100% to 99%). In addition, the loss ratio on retention increased in the three months period ended the report date from 71% to 74% (the combined ratio on retention increased in the three months period ended report date from 97% to 100%) Compulsory motor The gross premiums in the Reporting Period amounted to approximately NIS 431 million as compared to approximately NIS 455 million in the comparative period last year. The decrease in gross premiums in the Reporting Period of approximately NIS 24 million mainly results from improvement of the portfolio by nonrenewal of losing business, including collective business. The comprehensive profit in the Reporting Period totaled approximately NIS 159 million as compared to approximately NIS 133 million in the comparative period last year. The comprehensive profit mainly results from a positive development in claims for closed years in the Reporting Period compared to the comparative period last year of approximately NIS 18 million and an increase in investment profits beyond the rate needed to calculate excess of income over expenditures. On the other hand, in the Reporting Period, the capitalized interest used to calculate insurance liabilities in the compulsory motor and liabilities branch was reduced (for additional data see Note 2 (b) of the Interim Reports). The comprehensive profit in the period of three months ended the report date totaled approximately NIS 17 million as compared to approximately NIS 37 million in the comparative period last year. The decrease in profit mainly results from positive developments in claims for closed years in the comparative period last year compared to the Reporting Period in the sum of approximately NIS 15 million. The loss ratio on retention was reduced in the Reporting Period from 85% in the comparative period last year to 67% (the combined ratio on retention in the Reporting period reduced from 99% to 82%). Additionally the loss ratio on retention was reduced in the three months period ended on the report date from 107% to 95% (the combined ratio on retention was reduced in the period of three months ended on the report date from 121% to 110%) Property and other branches The gross premiums in the Reporting Period amounted to approximately NIS 775 million as compared to approximately NIS 864 million in the comparative period last year. The decrease in gross premiums in the sum of approximately NIS 89 million mainly results from improvement of the portfolio by nonrenewal of losing business, including collective business. The comprehensive profit in the Reporting Period totaled approximately NIS 39 million as compared to approximately NIS 49 million in the comparative period last year. The change in profit mainly results from a loss in the sum of approximately NIS 22 million in fire and property branches compared to the comparative period last year, mainly as a result of the increase in prices of reinsurance contracts in

15 2. Board of directors explanations on the state of the corporation's businesses (cont.) 2.1 Financial data according to operating segments (cont.) Nonlife insurance (cont.) these branches. On the other hand there is a transition from loss to profit in the personal accidents branch in the sum of approximately NIS 16 million resulting from developments in claims in the actuarial model. The comprehensive profit in the period of three months ended on the report date totaled approximately NIS 9 million as compared to approximately NIS 30 million in the comparative period last year. The change mainly results from the transition from profit to loss in the fire and property branch in the sum of NIS 10 million as compared to the comparative quarter last year and a decrease in the profit of personal accidents in the sum of approximately NIS 7 million as a result of developments in claims in the actuarial model. The loss ratio on retention was reduced in the Reporting Period from 54% in the comparative period last year to 53% (the combined ratio on retention was reduced in the Reporting Period from 96% to 93%). Additionally, the loss ratio on retention was increased in the period of three months ended on the report date to 54% compared to 51% (the combined ratio on retention increased in the period of three months ended on the report date from 89% to 92%) Other liability branches The gross premiums in the Reporting Period amounted to approximately NIS 258 million as compared to approximately NIS 312 million in the comparative period last year. The decrease in gross premiums in the sum of approximately NIS 54 million is mainly as a result of improvement in the portfolio by the non renewal of losing business, including collective business. The comprehensive profit before tax in the Reporting Period totaled approximately NIS 10 million as compared to a loss in the sum of approximately NIS 43 million in the comparative period last year. The comprehensive profit before tax for the period of three months ended on the report date totaled approximately NIS 7 million, as compared to a loss of approximately NIS 46 million in the comparative period last year. The difference results from positive developments in the actuarial model in this year compared to negative developments in the actuarial model last year. On the other hand, during the Reporting Period the capitalized interest used to calculate the insurance obligations in the branches of compulsory motor and liabilities, was decreased (for additional data see Note 2 (b) of the Interim Reports). The loss ratio on retention was reduced in the Reporting Period from 127% in the comparative period last year to 89% (the combined ratio on retention was reduced in the Reporting Period from 162% to 124%). Additionally, the loss ratio on retention in the period of three months ended on the report date was reduced from 192% to 82% (the combined ratio on retention was reduced in the period of three months ended on the report date from 226% to 118%).

16 2. Board of directors explanations on the state of the corporation's businesses (cont.) 2.1 Financial data according to operating segments (cont.) Health insurance The comprehensive profit in the Reporting Period totaled approximately NIS120million as compared to approximately NIS 106 million in the comparative period last year. The increase in profit during the Reporting Period is mainly as a result of the increase in income from investments which are higher than the amounts needed for an increase in insurance liabilities compared to the comparative period last year after offsetting the decrease in profit in the sum of approximately NIS 22 million following a development in the actuarial assessment of claims in the nursing branch, based inter alia on parameters from the Company's reinsurers compared to a profit for releasing the continuity reserve in the sum of approximately NIS 22 million in the comparative period last year. The comprehensive profit in the period of three months ended on the report date totaled approximately NIS 53 million as compared to a comprehensive profit of approximately NIS 46 million in the comparative period last year. The increase in profit during the Reporting Period results from an increase in income from investments higher than the amounts needed for increasing insurance liabilities compared to the comparative quarter last year. Data about investment profits assigned to insureds in profit participating nursing type life insurance policies: Individual and collective nursing policies For the period of nine months ended September 30 For the period of three months ended September 30 For the year ended December 31 NIS in millions Investment profits assigned to insureds Other and sections not included in insurance branches The comprehensive profit from sections not included in the insurance branches totaled the sum of approximately NIS 139 million in the Reporting Period compared to approximately NIS 166 million in the comparative period last year. In addition to the aforementioned in section 2.1 above regarding capital gains from the sale of the HQ building and revaluation of real estate as a result of change in designation, the majority of the profit results from: 1. Reducing the activities in the financing division for which there was a profit of approximately NIS 1 million recorded in the Reporting Period compared to a loss of approximately NIS 15 million last year.

17 2. Board of directors explanations on the state of the corporation's businesses (cont.) 2.1 Financial data according to operating segments (cont.) 2. A loss of approximately NIS 38 million from activities of Clal Finance compared to approximately NIS 18 million last year, which includes a loss of approximately NIS 20 million for redemption of bonds as specified in Note 8 (a) (2) and a loss of approximately NIS 17 million from revaluation of the Alon Delek bonds. Regarding financing expenses in Clal finance see section below. 3. A decrease in income from investments in the Reporting Period in the sum of approximately NIS 89 million as compared to the comparative period last year and a decrease of approximately NIS 79 million for the period of three months ended in the Reporting Period compared to the comparative period last year Financing expenses The group's financing expenses are mainly affected by the change in the CPI as well as fund raising in Clal Insurance and early payments as well as loan agreements in Clal Holdings. Following are details regarding the change in the known index: For the period of nine months ended September 30 For the period of three months ended September 30 In percent Rate of change

18 2. Board of directors explanations on the state of the corporation's businesses (cont.) 2.1 Financial data according to operating segments (cont.) Operations not assigned to sectors The financing expenses in the Reporting Period amounted to approximately NIS 110 million as compared to approximately NIS 153 million last year. The financing expenses in the period of three months ended on the report date amounted to approximately NIS 42 million as compared to approximately NIS 60 million last year. Clal Finance The financing expenses in the Reporting Period amounted to approximately NIS 40 million as compared to approximately NIS 20 million last year. Financing expenses in the period of three months ended on the report date totaled approximately NIS 20 million as compared to the sum of approximately NIS 6 million last year. These expenses included a loss from early redemption and final repayment of liabilities to bond holders in the sum of approximately NIS 20 million, the stated loss refers to the difference between the balance of liabilities to bond holders as recorded in the Company's books and the final redemption price as determined. See Note 8 (a) (2).

19 2. Board of directors explanations on the state of the corporation's businesses (cont.) 2.1 Financial data according to operating segments (cont.) General and administrative expenses Following the aforementioned in section 3.1 of Part B of the Periodic Report of 2013 the Board of Directors' Report regarding the decrease in general and administrative expenses in activities which generated losses for the group and are not in congruence with the Company's strategy, during the Reporting Period a decrease in general and administrative expenses from discontinued operations in the sum of approximately NIS 107 million was recorded as specified in Note 8 (c) of the Interim reports regarding the decrease in expenses of discontinued operations recorded in For the year 2012 the sum of approximately NIS 201 million see Note 38 in the Periodic Report for Additional financial data For the period of nine months ended September 30 Main movements in equity For the period of three months ended September 30 For the year ended December 31 NIS in millions Profit for the period *) 147 Other comprehensive profit for the period **) 178 Comprehensive profit 325 Comprehensive profit to Company shareholders 321 Comprehensive profit for noncontrolling interest 4 Comprehensive profit 325 Paid dividend 370 ( 14) *) Following the aforementioned in Note 3 (f) (1) of the Annual Statements, note that the profit (loss) from increase (decrease) in fair value of financial assets (marketable debt assets and nonnegotiable equity assets) is split in the financial statements between the statement of profit and loss and the statement of other comprehensive profit, whereas the provision for reinforcing insurance reserves in a low interest environment as mentioned in Note 2 (b) (2) is entirely credited to profit for the period. **) The other comprehensive profit is mainly affected by profit (loss) from an increase (decrease) in fair value of financial assets (marketable debt assets and nonnegotiable equity assets) which are not included in investment portfolios in exchange for profit participating policies (Nostro), from foreign currency translation differences of foreign operations, profit for reevaluation of real estate classified as investment property and actuarial profits(loss) for employee benefits.

20 2. Board of directors explanations on the state of the corporation's businesses (cont.) 2.2 Additional financial data (cont) Main data from consolidated statements of financial positions Assets As at September 30 Rate of change As at December 31 NIS in millions % 2013 Total assets 91,036 84, ,050 From assets: Total assets for investment linked contracts in consolidated insurance companies 51,142 Other financial investments 1) 30,660 45, ,994 29, ,322 Assets managed for others (not Nostro) in the group (NIS in millions ): For insurance contracts and investment linked insurance 51,142 For provident funds members 1) 36,755 45, ,994 35, ,182 For pension fund members *) 40,958 34, ,101 Total assets managed for others 128,855 Total assets managed by the old fund *) 8, , ,277 7, ,435 1) The consolidated financial statements do not include assets managed in provident funds (except for the provident fund for which Clal Insurance assumed its liabilities for a guaranteed minimal annual yield) and pension funds. For additional data see Note 3 (a) (2) to the Annual Financial Statements.

21 2. Board of directors explanations on the state of the corporation's businesses (cont.) 2.2 Additional financial data (cont) Liabilities As at September 30 Rate of change As at December 31 NIS in millions % 2013 Total liabilities 86,779 Liabilities in respect of insurance contracts and noninvestment linked insurance 29,804 Liabilities in respect of insurance contracts and investment linked insurance 50,394 Total liabilities in respect of insurance and investment contracts 80,198 Deferred liability notes 1) 2,855 80, ,123 29, ,281 44, ,424 73, ,705 2, ,434 Liabilities to banking corporations: Loan balance after report date The Company 2) ( 9) 417 Clal Credit and Finance 3) ( 71) 241 Other liabilities 10 # 2 Total loans ( 42) 660 Liabilities for discontinued operations 4) 72 # 82 Liabilities for derivative financial instruments and short sale 6) Total liabilities to banking corporations and others 1,010 1,093 ( 8) 827 Clal Finance bonds 5) 259 # 251

22 2. Board of directors explanations on the state of the corporation's businesses (cont.) 2.3 Main data from consolidated statements of financial positions (cont.) 1) For data about issuing Tier 2 hybrid equity during the Reporting Period, see Note 6 (c) (7) of the Interim Reports. 2) According to the policy determined for reducing the debt and the Company's financing costs, on November 11, 2014 the Company made a voluntary early repayment and paid the sum of approximately NIS 243 million of its loans to banking corporations. For additional information see Note 9 (e) of the Interim Reports. 3) As part of the strategy to discontinue operations which are not part of the core business, the Company completed a transaction to transfer most of its factoring customers to a third party as specified in Note 46 (g) (1) of the financial statements for 2013 and additionally the Company ceased giving new loans through Clal Consumer Credit as specified in Note 46 (g) (2) of the financial statements for 2013 and through Clal Business Credit as specified in Note 46 (g) (4) of the financial statements for Furthermore, after the balance sheet date, Clal Consumer Credit performed an early redemption of loans in the sum of approximately NIS 23 million. 4) The decrease results from paying liabilities for discontinued operations Broadgate see Note 6 (c) of the Interim Reports. 5) Regarding early repayment of bonds during the Reporting Period see Note 8 (a) (2) of the Interim Reports. 6) An increase mainly resulting from the effect of the rise in the rate of the dollar on liabilities for derivatives as part of the hedging policy and the group's exposure to foreign currency. The sum of approximately NIS 427 million as at September 30, 2014 for investment linked liabilities, compared to approximately NIS 122 million in the comparative period last year and approximately 77M NIS as at December 31, Equity and capital requirements As at September 30 As at December 31 Rate of change NIS in millions % The Company Total equity assigned to Company shareholders 4,223 Total equity required of the Company *) 2,877 Surplus 1,346 3, ,885 1, Rate of retained earnings from required equity 46.8% 35.1% 26 Clal Insurance **) Total equity and retained equity required 4,502 Total Tier 1 hybrid equity 4,106 Total Tier 2 hybrid equity ***) 2,529 Total recognized equity 6,635 Surplus 2,133 4,504 3, , , , Rate of surplus from equity from required retained equity 47.4% 32.2% 47 Tier 2 equity from total recognized equity 38.1% 36.7% 4

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