Aerostar S.A.

Notice of Dividend Amount • Aug 30, 2016

Current Report Date of report: 30.08.2016 Name of issuer: S.C. AEROSTAR S.A. Registered headquarters: BACAU, No. 9 Condorilor Street Phone number: 0234.575.070; Fax: 0234.572.023/572.259 Web/e-mail: www.aerostar.ro / aerostar@aerostar.ro Sole registration number: 950531 Trade Register Number: J04/1137/1991 Share capital, subscribed and paid: 48.728.784 RON Regular market on which the issued shares are traded: Bucharest Stock Exchange (symbol " $ARS$ ")

Important event:

Notice on the payment of AEROSTAR dividends

AEROSTAR S.A. informs the shareholders that, according to the decisions of the Ordinary General Meeting of Shareholders no 3 and 5 on the date of 21.04.2016 (Monitorul Oficial part IV no. 1837/13.05.2016), the payment of the dividends has the following coordinates:

• a) the gross dividend per share is 0.084 lei, of which the tax on dividends withheld is as per the legal rate in force on the payment date; the payment related costs will be covered from the net dividend value:
• b) the dividends distributed from the profit made during the financial year 2015 are to be paid to the shareholders starting with the date of 21.09.2016- Payment Date
• c) the "ex date" has been set for the date of 31.08.2016 :
• d) the shareholders entitled to receive dividends from the net profit of the financial year 2015 are those registered in the consolidated shareholders' register on 01.09.2016 - Registration Date (approved by the O.G.M.S. held on 21.04.2016);

Payment of the dividends, observing the applicable legal provisions (art. 146 para. 5^1 of Law 297/2004 and art. 106^1 of ASF (Financial Supervisory Authority) Regulation No.1 / 2006) provides for the payment through Depozitarul Central (Central Depository), as follows:

• 1. In case of a shareholder who has an account opened with an intermediary participating in the clearing-settlement and register system of the Depozitarul Central, the payment of dividends is made through Depozitarul Central and the participants in the clearingsettlement and register system of Depozitarul Central.
• Details: Paragraph A.
• 1. In case of a shareholder who does not have an account opened with an intermediary participating to the clearing-settlement and register system of Depozitarul Central, the payment of dividends is made by Depozitarul Central through CEC Bank S.A. (the payment agent appointed by AEROSTAR). Details: Paragraph B.
• 1. Application of other dividend tax rates Deferred payment. Details: Paragraph C.
• 1. In case of deceased shareholders, the dividends are to be paid upon request to the successors only after Depozitarul Central performs the transfer of shares to the inheritors' names. Details: Paragraph D.

Payment of the dividends - detailed presentation

Paragraph A. Payments for the shareholders that have securities accounts opened with the Participants (Section 2 Depozitarul Central): transfer into Participants' accounts.

For the natural or legal person shareholders who, as on the registration date own shares issued by AEROSTAR S.A. and who opened an account with an intermediary participating in the clearingsettlement and register system of Depozitarul Central (specified in Section 2), the dividends will be paid by bank transfer on the Payment Date (21.09.2016), through Depozitarul Central, to the respective Participants' accounts, without the submission of additional documents.

Paragraph B. Payments for the shareholders who do not have securities accounts opened with the Participants (Section 1 Depozitarul Central):

B1. Cash payments at the front desks of CEC Bank S.A. for the shareholders natural persons:

For the natural persons shareholders, the payment of dividends can be made in cash, the amounts due being available, at the front desks of CEC Bank S.A. across the country, starting with 21.09.2016. The natural persons shareholders can go to any CEC Bank S.A. unit, the dividend payment schedule being the same with the working hours of the respective banking units.

The cash payment of dividends is made only to the natural persons shareholders who do not have accounts opened whit the Participants (with shares listed in Section 1 of the Shareholders' Register).

For the natural persons shareholders who are going at the front desks of CEC Bank S.A. to get the dividends, the payment will be made as follows:

• 1. For the shareholders- resident natural persons, who personally come to the front desk, the payment of dividends is performed on the basis of the ID having the personal identification code (PIC). The shareholder whose ID PIC is different from the one recorded with Depozitarul Central, shall direct oneself to the latter;
• 1. For the shareholders- non-resident natural persons, who personally come to the front desk, the payment of dividends is performed on the basis of the passport whose series and number must comply with the records of Depozitarul Central;
• 1. For the natural persons shareholders represented by tutors or trustees, the payment of dividends is based on the following documents: the ID of the shareholder (with PIC written), the document certifying the status as a tutor/trustee (family name, first name, PIC of the shareholder and the designated person) and the ID of the tutor/trustee; the mentioned

documents must be submitted in original, a photocopy of which (conforming with the original) is retained by the bank;

1. For the natural persons shareholders who empower another person, the dividend payment is performed to such empowered person, based on the following documents: the ID of the empowered person, special power of attorney authenticated by a notary public (issued within 3 years prior to the date of payment) specifying for the shareholder/empowered person - forename, last name, PIC and proxy to collect the dividends; the mentioned documents are submitted in original, a photocopy of which (conforming with the original) being retained by the bank;

The documents submitted in a foreign language shall be accompanied by a legalized translation into Romanian, and, if issued by a foreign authority, these shall be apostilled or super-legalized, as appropriate.

B2. Payments by bank transfer - in accounts opened in lei with a bank from Romania - for natural and legal persons shareholders:

Depozitarul Central provides, for all the shareholders who own shares included in Section 1 of Depozitarul Central, the option to collect any amount due directly by bank transfer into a bank account. This option requires recording the IBAN code with Depozitarul Central, which may be used to collect several or all of the remaining amounts and applies also to subsequent distributions, until a contrary notice on behalf of the shareholder is received. The registration of the IBAN code by Depozitarul Central will be charged according to the rates charged to holders of financial instruments and shall be borne by each shareholder (details: Depozitarul Central tel 021.408.58.56; 021.408.59.23; e-mail dividende@depozitarulcentral.ro).

Therefore, the natural and legal persons shareholders in this category (Section 1 of Depozitarul Central), who want the payment of their dividends by bank transfer, can apply for and submit to the Depozitarul Central the documents required for the dividends payment by bank transfer, as follows:

• 1. Natural persons shareholders, personally or through legal or conventional representative, shall submit to Depozitarul Central the IBAN Code Collection Form (available on the website of Depozitarul Central - www.depozitarulcentral.ro), which specifies the bank and the account (IBAN code) opened on the name of the shareholder, accompanied by:
• A copy of the valid ID where the personal identification code is legible certified $\bullet$ by the holder as "conforming with the original";
• Bank account statement or other document issued by the bank (signed and stamped) confirming the existence of the account on the name of the shareholder, specifying the IBAN code, in original:
• Copy of the documents stating the capacity of the signatory of the legal or $\bullet$ conventional representative, if applicable - certified by the holder as "conforming with the original".
• 1. Legal persons shareholders, through legal or conventional representative, shall submit with Depozitarul Central the IBAN code Collection Form (available on the website of Depozitarul Central - www.depozitarulcentral.ro), which specifies the bank and the account (IBAN code) opened on the name of the shareholder, accompanied by:

• Copy of the registration certificate certified by the holder as "conforming with the original";

• Copy of the document stating the capacity of legal representative of the company (corporate certificate issued by the Trade Register/equivalent entity - for foreign entities) - certified by the holder as "conforming with the original";
• Copy of the documents stating the capacity of conventional representative of the application signatory, if applicable - certified by the holder as "conforming with the original";
• Bank account statement or other document issued by the bank (signed and stamped) $\bullet$ confirming the existence of the account on the name of the shareholder - legal person, specifying the IBAN code, in original.

The documents submitted in a foreign language shall be accompanied by a legalized translation into Romanian, and, if issued by a foreign authority, these shall be apostilled or super-legalized, as appropriate.

The requests for dividend distribution through bank transfer, along with the documents mentioned, are to be sent to the address: Depozitarul Central S.A. - Bucharest, Boulevard Carol I, no. $34 - 36$ , sector 2.

Depozitarul Central will check the requests for payment submitted by the shareholders, and if the documentation is not complete will ask for its completion by contacting the shareholder by phone or e-mail as indicated in the initially submitted documents.

Paragraph C. Application of other dividend tax rates - Deferred payment.

C.1. For non-resident shareholders who wish the application of more favourable double taxation avoidance Conventions concluded between Romania and their country of residence, the following will be transmitted to AEROSTAR S.A. headquarters, until 09.09.2016 (further to the documents corresponding to the payment FORM- if applicable):

• The application in original for the use of the most favourable double taxation avoidance conventions accompanied by
• The tax residency certificate, for the year in which the payment of dividends (2016) is $\bullet$ performed, within its validity term, in original or legalized copy, apostilled / superlegalized, if applicable, accompanied by the authorised translation into Romanian, in original, and supporting documents containing the contact information (necessary for any possible clarifications).

According to the Fiscal Code, the tax residency certificate must also include the identification elements of the non-resident person and of the authority which issued the tax residency certificate, such as name, designation, address, tax identification code, the specification that such person has tax residence in the issuing state, as well as the date of issue of the certificate.

The payment of dividends on the Payment Date (21.09.2016) is subject to the submission of all documents, complete and correct, and possible clarifications requested until 09.09.2016. The payment requests submitted after the Payment Date will be processed, if the dividends were not paid, within 10 working days from receipt of the complete and correct documentation and any possible clarifications.

C.2. With reference to the holdings outlined in Section 1 of Depozitarul Central

For the payment of dividends by bank transfer, the non-resident natural and legal persons shareholders shall submit, in addition to the tax residency certificate, the documents referred to in paragraph B2.

For the cash payment of the dividends at the front desks of CEC Bank S.A., the non-resident natural persons shareholders shall submit the request for the application of the Convention and the specification for payment at the front desk, enclosing a copy of the passport.

C.3. With reference to the holdings outlined in Section 2 of Depozitarul Central

If the option is made for the deferred payment of dividends, the documents referred to in C.1. shall be transmitted before 02.12.2016 at the latest. The payment of dividends due to non-resident shareholders who have opted for deferred payment will be processed no later than 10 working days from the receipt, through the Participants, of the complete and correct documentation and any possible clarifications requested.

AEROSTAR S.A. will withhold the tax on dividends at the standard rate in force provided (5%) if:

• No deferred payment option was made and the tax residency certificate (including documents specified) as well as possible clarifications requested, were not submitted until 01.09.2016, in which case the dividend payment is to be made on the Payment Date $(21.09.2016)$ ; or
• The option was made for deferred payment, but the tax residency certificate (including specified documents) as well as possible clarifications, were not submitted until 02.12.2016, in which case the dividend payment is to be made on the Deferred Payment Date $(21.12.2016).$

Paragraph D. Dividends due to deceased shareholders

The dividends due to deceased shareholders are to be paid only after the registration by Depozitarul Central of the direct ownership transfer as a result of the succession, based on the application made by one of the heirs.

In case of co-owned shares as on the Registration Date, the dividend payment is to be made as follows:

• For cash payments, the payments will be made provided that all co-owners come at the desks of CEC Bank, in person or through their legal and/ or conventional representative and submit the documents provided for cash payments;
• For payments to those who have an account opened with a Participant, the dividends due to co-owners will be transferred to the Participant whose clients they are;
• For payments by bank transfer, the dividends due to co-owners will be paid into the account specified by all the co-owners based to their joint application addressed to Depozitarul Central:

In case the co-owners request both the registration by Depozitarul Central of the direct $\bullet$ transfer of ownership upon the shares as a result of going out from the severalty/ joint ownership, as well as the direct payment to each of the co-owners according to the number of shares obtained in exclusive ownership, Depozitarul Central will block the payment of dividends and the company calculates the amounts for each co-owner, the payment to be made according to this procedure.

Shareholders are also advised that any data changes in the Shareholders' Registry (changes of name, address, inheritances, etc.) is solely made by Depozitarul Central S.A.- with headoffice in Bucharest, Sector 2, Carol I Boulevard, no. 34-36, 3^rd, 8^th and 9^th floor, telS 021.408.58.60, 021.408.58.66, 021.408.58.19- upon the request by the entitled shareholder/ person.

Additional information on the procedure for the payment of dividends may be requested from:

• Depozitarul Centraltel: 021.408.58.56, 021.408.59.23, e-mail: dividende@depozitarulcentral.ro
• AEROSTAR S.A.- tel: 0234.575.070. ext. 1445 or 1647, fax 0234/572023, e-mail: aerostar@aerostar.ro

President of the Board of Directors & General Director Grigore FILIP

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