Fondul Proprietatea

Transaction in Own Shares • Apr 25, 2016

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"), represented by Franklin Templeton Investment Management Ltd. United Kingdom Bucharest Branch, acting in its capacity as Investment Manager, hereby informs you in its capacity as Issuer on the following information regarding the transactions concluded during 18 - 22 April 2016, 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	Within the trading session
back market orders
f) Total number of shares and equivalent shares of GDRs bought-back in the reporting period,	6,545,052
out of which:
- current number of shares bought back	6,395,052
- equivalent shares of current number of	150,000 (representing 3,000 GDRs)
GDRs bought back
g) Total value of the transactions performed in the reporting period (RON), out of which:	4,977,869.97
- value of the shares acquisition (RON)	4,864,901.67
- estimated value of the equivalent shares of	112,968.30
GDRs based on the exchange rate
communicated by the National Bank of
Romania (RON)
h) Total number of shares and equivalent shares	225,815,087
of GDRs repurchased since the start of the sixth
buy-back program - number of shares bought back	179,031,187
- equivalent shares of current number of	46,783,900 (representing 935,678 GDRs)
GDRs bought back
- equivalent shares of current number of	40,123,700 (representing 802,474 GDRs)
GDRs converted in shares from the start of
sixth buy-back programme	_____________________
	FONDUL PROPRIETATEA S.A., an alternative investment fund • 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 9,869,265,720.90, Paid-up Share Capital: RON 9,541,834,605.90 • Tel.: + 40 21 200 9600; Fax: +40 21 200 9631; Email: office@fondulproprietatea.ro; Internet: www.fondulproprietatea.ro

k) Number of shares left to be repurchased from seventh buy-back programme	204,815,025
sixth buy-back programme
j) Number of shares left to be repurchased from	665,954,968
Romania (RON)
communicated by the National Bank of
GDRs based on the exchange rate
- estimated value of the equivalent shares of	37,731,541.58
- value of the shares acquisition (RON)	141,499,647.71
the start of the sixth buy-back program (RON)
i) Total value of the shares repurchased since	179,231,189.29
- % of total voting rights as at 31 March 2016	2.17
2016
- % of paid-up share capital as at 31 March	2.12
March 2016
- % of subscribed share capital as at 31	2.05

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:

Date of the transaction	Market on which the securities were traded	Average price per security (currency)	Volume of the transaction (no. of securities)	Value of the transaction (currency)
18	BVB	0.7619	359,960	274,253.52
April 2016		RON	shares	RON
19	BVB	0.7595	1,071,820	814,047.29
April 2016		RON	shares	RON
20	BVB	0.7633	1,885,673	1,439,334.20
April 2016		RON	shares	RON
21	BVB	0.7605	1,917,819	1,458,501.35
April 2016		RON	shares	RON
22	BVB	0.7577	1,159,780	878,765.31
April 2016		RON	shares	RON
	LSE	9.500 USD	3,000 GDRs (equivalent 150,000 shares)	28,500.00 USD

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

Oana Valentina TRUŢA Legal Representative

FONDUL PROPRIETATEA S.A., an alternative investment fund • 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 9,869,265,720.90, Paid-up Share Capital: RON 9,541,834,605.90 • Tel.: + 40 21 200 9600; Fax: +40 21 200 9631; Email: office@fondulproprietatea.ro; Internet: www.fondulproprietatea.ro

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