Fondul Proprietatea

Transaction in Own Shares • Nov 27, 2018

To: FINANCIAL SUPERVISORY AUTHORITY BUCHAREST STOCK EXCHANGE LONDON STOCK EXCHANGE Re: Notification regarding the transactions performed within the ninth 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 19 – 23 November 2018:

b) Broker's name shares), and back agent in relation to the purchase of GDRs) c) Description of the acquired financial instruments Ordinary shares issued by the Fund Exchange ("BVB"), and Global Depositary Receipts ("GDRs") listed on the London Stock Exchange ("LSE") d) Transaction's type Buy-back e) Details with respect to the execution of the buy-back Within the trading session market orders f) Total number of shares and equivalent shares of 2,668,720 GDRs bought-back in the reporting period, out of which: - current number of shares bought back 1,878,720 - equivalent shares of current number of GDRs 790,000 bought back g) Total value of the transactions performed in the 2,507,582.66 reporting period (RON), out of which: - value of the shares acquisition (RON) 1,766,492.97 - estimated value of the equivalent shares of GDRs 741,089.69 based on the exchange rate communicated by the National Bank of Romania (RON) h) Total number of shares and equivalent shares of 1,475,100,601 GDRs repurchased since the start of the ninth buy-back program - number of shares bought back 861,260,401 - equivalent shares of current number of GDRs 613,840,200 (representing 12,276,804 GDRs)	a) Issuer's name (buyer)	FONDUL PROPRIETATEA S.A. Bucharest Stock Exchange Symbol: FP
		London Stock Exchange Symbol: FP. WOOD & COMPANY FINANCIAL SERVICES A.S. (as buy-back agent in relation to the purchase of
		JEFFERIES INTERNATIONAL LIMITED (as buy (ISIN ROFPTAACNOR5) listed on the Bucharest Stock (ISIN US34460G1067) corresponding to the Fund's shares
	bought back
- equivalent shares of current number of GDRs 603,922,600 (representing 12,078,452 GDRs) converted in shares from the start of ninth buy
	- % of subscribed share capital as at 31 October 2018	16.0753% (and 16.8841% computed to the total outstanding treasury shares and equivalent)
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 • Subscribed share capital RON 4,771,610,196.08, Paid-up Share Capital: RON 4,582,427,774.08 • Tel.: + 40 21 200 9600; Fax: +40 21 200 9631; Email: office@fondulproprietatea.ro; Internet: www.fondulproprietatea.ro

________________________________________________________________________________________________________

• % of paid-up share capital as at 31 October 2018 16.7390% (and 17.5811% computed to the total outstanding treasury shares and equivalent) - % of total voting rights as at 31 October 2018 20.2656% (and 21.2851% computed to the total outstanding treasury shares and equivalent)

i) Total value of the shares repurchased since the start of the ninth buy-back program (RON)	1,374,893,161.29
- value of the shares acquisition (RON)	802,641,417.33
- estimated value of the equivalent shares of GDRs	572,251,743.96
based on the exchange rate communicated by the
National Bank of Romania (RON)
j) Number of shares left to be repurchased within the	285,923,901

ninth buy-back programme as of the date of this notification¹

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)
19 November 2018	BVB	RON 0.9403	526,094 shares	RON 494,686.19
20 November 2018	BVB	RON 0.9435	501,632 shares	RON 473,289.79
	BVB	RON 0.9401	272,118 shares	RON 255,818.13
21 November 2018	LSE	USD 11.4000	6,000 GDRs (300,000 shares equivalent)	USD 68,400.00
22 November 2018	BVB	RON 0.9403	56,860 shares	RON 53,465.46
	LSE	USD 11.5000	9,800 GDRs (490,000 shares equivalent)	USD 112,700.00
23 November 2018	BVB	RON 0.9372	522,016 shares	RON 489,233.40

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

Johan MEYER Legal Representative

________________________________________________________________________________________________________________________________________________________________________ ¹ As per the Fund's Extraordinary General Shareholders Meeting Resolution no. 5 of 26 October 2017, the ninth buyback programme refers to the acquisition by the Fund of a maximum number of shares and / or equivalent GDRs corresponding to the Fund's shares computed so that all the outstanding treasury shares (acquired during this programme and/or previous ones) will not exceed 20% of the subscribed share capital at the relevant time, which represents a total of 1,761,024,502 own shares as of the date of this notification; however, after the cancellation of the shares acquired within the previous / ongoing buyback programmes, the 20% limitation will change and the Fund will notify the market accordingly.

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 • Subscribed share capital RON 4,771,610,196.08, Paid-up Share Capital: RON 4,582,427,774.08 • Tel.: + 40 21 200 9600; Fax: +40 21 200 9631; Email: office@fondulproprietatea.ro; Internet: www.fondulproprietatea.ro