Fondul Proprietatea

Transaction in Own Shares • Nov 9, 2015

To: FINANCIAL SUPERVISORY AUTHORITY BUCHAREST STOCK EXCHANGE LONDON STOCK EXCHANGE

Re: Notification regarding the transactions performed within the buy-back programme

From: FONDUL PROPRIETATEA S.A.

The undersigned, FONDUL PROPRIETATEA S.A. ("FP / The Fund"), duly represented by Franklin Templeton Investment Management Ltd. United Kingdom Bucharest Branch, acting in its capacity as Sole Director and Fund Manager, hereby inform you in its capacity of issuer on the following information regarding the transactions concluded during 2 – 6 November 2015, according to Article 150 of the NSC's Regulation no. 1/2006 regarding issuers and operations with securities:

a) Issuer's name (buyer)	FONDUL PROPRIETATEA S.A. Bucharest Stock Exchange Symbol: FP London Stock Exchange Symbol: FP.
b) Broker's name	WOOD & COMPANY FINANCIAL SERVICES A.S. (as buy-back agent in relation to the purchase of shares), and GOLDMAN SACHS INTERNATIONAL (as buy back agent in relation to the purchase of GDRs)
c) Description of the acquired financial instruments	Ordinary shares issued by the Fund (ISIN ROFPTAACNOR5) listed on the Bucharest Stock Exchange ("BVB"), and Global Depositary Receipts ("GDRs") corresponding to the Fund's shares listed on the London Stock Exchange ("LSE")
d) Transaction's type	Buy-back
e) Details with respect to the execution of the buy back market orders	Within the trading session
f) Total number of shares and equivalent shares of GDRs bought-back in the reporting period, out of which:	17,171,000
- current number of shares bought back	11,421,000
- equivalent shares of current number of GDRs bought back	5,750,000 (representing 115,000 GDRs)
g) Total value of the transactions performed in the reporting period (RON), out of which:	14,331,931.89

FONDUL PROPRIETATEA S.A., a closed-end investment company administrated under a unitary system • Headquarters at: 78-80 Buzesti Street, 7th floor, Bucharest 1st district, postal code 011017, Romania. • Fiscal Identification Code (CIF): 18253260, registered with the Trade Registry under no: J40/21901/2005 • Register on Data Protection Notification Register under number 18668 • Subscribed share capital RON 10,074,080,745.90, Paid-up Share Capital: RON 9,746,649,630.90 • Tel.: + 40 21 200 9600; Fax: +40 21 200 9631; Email: office@fondulproprietatea.ro; Internet: www.fondulproprietatea.ro

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-	value of the shares acquisition (RON)	9,549,580.40
-	estimated value of the equivalent shares of GDRs based on the exchange rate communicated by the National Bank of Romania (RON)	4,782,351.49
back program	h) Total number of shares and equivalent shares of GDRs repurchased since the start of the buy	79,091,274
-	number of shares bought back	52,194,574
-	equivalent shares of current number of GDRs bought back	26,896,700 (representing 537,934 GDRs)
i) Total value of the shares repurchased since the start of the buy-back program (RON)		63,760,577.93
-	value of the shares acquisition (RON)	42,037,242.12
-	estimated value of the equivalent shares of GDRs based on the exchange rate communicated by the National Bank of Romania (RON)	21,723,335.81

The details of the transactions carried out during the reporting period with respect to the shares and GDRs issued by Fondul Proprietatea SA for the purpose of the buy-back are described further below:

j) Number of shares left to be repurchased 812,678,781

Date of the	Market on	Average price	Volume of the	Value of the
transaction	which the	per security	transaction	transaction
	securities were	(currency)	(no. of securities)	(currency)
	traded
2 November	BVB	0.8282 RON	2,000,000 shares	1,656,400.00 RON
2015
	LSE	10.2721 USD	20,800 GDRs	213,659.68 USD
			(equivalent to
			1,040,000 shares)
3 November	BVB	0.8372 RON	2,230,000 shares	1,866,956.00 RON
2015
	LSE	10.3112 USD	22,300 GDRs	229,939.76 USD
			(equivalent to
			1,115,000 shares)
4 November	BVB	0.8367 RON	2,300,000 shares	1,924,410.00 RON
2015
	LSE	10.2717 USD	23,000 GDRs	236,249.10 USD
			(equivalent to
			1,150,000 shares)

FONDUL PROPRIETATEA S.A., a closed-end investment company administrated under a unitary system • Headquarters at: 78-80 Buzesti Street, 7th floor, Bucharest 1st district, postal code 011017, Romania. • Fiscal Identification Code (CIF): 18253260, registered with the Trade Registry under no: J40/21901/2005 • Register on Data Protection Notification Register under number 18668 • Subscribed share capital RON 10,074,080,745.90, Paid-up Share Capital: RON 9,746,649,630.90 • Tel.: + 40 21 200 9600; Fax: +40 21 200 9631; Email: office@fondulproprietatea.ro; Internet: www.fondulproprietatea.ro

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5 November 2015	BVB	0.8389 RON	2,400,000 shares	2,013,360.00 RON
	LSE	10.25 USD	24,000 GDRs (equivalent to 1,200,000 shares)	246,000.00 USD
6 November 2015	BVB	0.8384 RON	2,491,000 shares	2,088,454.40 RON
	LSE	10.2199 USD	24,900 GDRs (equivalent to 1,245,000 shares)	254,475.51 USD

Franklin Templeton Investment Management Ltd. United Kingdom Bucharest Branch, in its capacity as Sole Director of FONDUL PROPRIETATEA S.A.

Oana Valentina TRUŢA Legal Representative

FONDUL PROPRIETATEA S.A., a closed-end investment company administrated under a unitary system • Headquarters at: 78-80 Buzesti Street, 7th floor, Bucharest 1st district, postal code 011017, Romania. • Fiscal Identification Code (CIF): 18253260, registered with the Trade Registry under no: J40/21901/2005 • Register on Data Protection Notification Register under number 18668 • Subscribed share capital RON 10,074,080,745.90, Paid-up Share Capital: RON 9,746,649,630.90 • Tel.: + 40 21 200 9600; Fax: +40 21 200 9631; Email: office@fondulproprietatea.ro; Internet: www.fondulproprietatea.ro

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