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Fondul Proprietatea

Share Issue/Capital Change Oct 19, 2022

2288_bfr_2022-10-19_4926782c-b032-4bd9-a017-5fec8876d518.pdf

Share Issue/Capital Change

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To: Bucharest Stock Exchange Financial Supervisory Authority London Stock Exchange

Current report according to Article 234 para. (1) letter k) of the Financial Supervisory Authority Regulation no. 5/2018 on issuers of financial instruments and market operations, as well as the provisions of Article 99 letter s) of the Code of the Bucharest Stock Exchange, Title II, Issuers and Financial Instruments.

_______________________________________________________________________________________________

Important events to be reported:

Registration with the Trade Registry of the decrease of the subscribed share capital following the cancellation of 194,371,754 treasury shares

Franklin Templeton International Services S.À R.L., in its capacity of alternative investment fund manager of Fondul Proprietatea S.A. ("the Fund"), would like to inform investors that the Bucharest Trade Registry registered as of 19 October 2022 the Resolution no. 1 / 20 April 2022 of the Fund's Extraordinary General Shareholders' Meeting which approved the decrease of the subscribed registered share capital from RON 3,334,342,422.84 to RON 3,233,269,110.76 pursuant to the cancellation of 194,371,754 own shares acquired by Fondul Proprietatea during 2021.

The amendment of the Constitutive Act following the decrease was endorsed by the Financial Supervisory Authority through Authorization no. 146 / 29 September 2022, enclosed herein for reference.

Consequently, as of today, the new value of the Fund's subscribed and paid-up share capital is RON 3,233,269,110.76 being divided in 6,217,825,213 shares, each having a nominal value of RON 0.52 per share.

The updated Constitutive Act can be also found on the Fund's webpage at: https://www.fondulproprietatea.ro/files/live/sites/fondul/files/en/corporategovernance/Constitutive%20Act%2019%20Oct%202022.pdf .

Franklin Templeton International Services S.À R.L, in its capacity of alternative investment fund manager of FONDUL PROPRIETATEA S.A.

Johan MEYER Permanent Representative

Report date: 19 October 2022

Name of the issuing entity: Fondul Proprietatea S.A.

Registered office: 76-80 Buzesti Street 7 th floor, district 1, Bucharest, 011017

Phone/fax number: Tel.: + 40 21 200 9600 Fax: + 40 21 200 9631

Email: [email protected]

Internet: www.fondulproprietatea.ro

Sole Registration Code with the Trade Register Office: 18253260

Order number in the Trade Register: J40/21901/2005

Subscribed and paid-up share capital: RON 3,233,269,110.76

Number of shares in issue and paid-up: 6,217,825,213

Regulated market on which the issued securities are traded: Shares on Bucharest Stock Exchange

GDRs on London Stock Exchange

Financial Supervisory Authority

AUTHORIZATION NO. 146/29.09.2022

Pursuant to the provisions of Article 2 para. (1) letter a) and letter d), Article 3 para. (1) letter a), Article 6 para. (1) and (3), Article 14 and Article 27 of Government Emergency Ordinance no. 93/2012 on the establishment, organization and operation of the Financial Supervisory Authority (herein after the FSA), approved as amended and supplemented by Law no. 113/2013, as further amended and supplemented,

in consideration of the provisions of Article 7 para. (2) letter h) and Article 10 para. (1) of Law no. 74/2015 on managers of alternative investment funds, as further amended and supplemented,

in consideration of the provisions of Article 30 para. (3) of Law no. 243/2019 on the regulation of alternative investment funds and for the amendment and completion of certain legislative acts

in consideration of the provisions of Article 34 para. (1) letter a), para. (4) and para. (5) of FSA Regulation no. 7/2020 on the authorization and operation of alternative investment funds, as further amended and supplemented,

in consideration of the request of Franklin Templeton International S.a.r.l.'s as manager of Fondul Proprietatea S.A registered by the F.S.A. under no. 23293/26.07.2022,

Based on the Note of the General Direction - Financial Instruments and Investments Sector and of the decision of the Board of F.S.A. taken in the 28.09.2022 meeting,

The Financial Supervisory Authority issues the following

AUTHORIZATION

Article 1. The amendment of Article 7 para. (1) of the constitutive act of Fondul Proprietatea S.A. (sole registration number 18253060) as a result of the decrease of the share capital from RON 3,334,342,422.84 to RON 3,233,269,110.76, in compliance with the provisions of EGMS Resolution no. 1/20.04.2022 and of the update of certain provisions in consideration of EGMS Resolution no. 1/20.04.2022, respectively with the amended Constitutive Act of the company, is endorsed as follows:

Article 7 para. (1) of the Constitutive Act of Fondul Proprietatea S.A. will have the following content

"The subscribed and paid-up share capital of Fondul Proprietatea is in the amount of RON 3,233,269,110.76, divided in 6,271,825,213 ordinary, nominative shares, having a nominal value of RON 0.52 each."

Copy 1/3

Financial Supervisory Authority

Article 2. Fondul Proprietatea S.A. has the obligation to submit to the Financial Supervisory Authority a copy of the proof of registration within maximum five days as of the registration of the amended Constitutive Act with the National Trade Registry Office, but no later than 90 days as of the authorization date issued by the F.S.A.

Article 3. This Authorization no. 146/29.09.2022 becomes effective as of its delivery to Fondul Proprietatea S.A.'s manager and will be published in the Bulletin of the Financial Supervisory Authority, in electronic form.

Article 4. General Direction - Financial Instruments and Investments Sector provides the transmission of this current authorization.

President

Nicu MARCU

[Illegible signature] [Illegible stamp]

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