Fondul Proprietatea

Transaction in Own Shares • Oct 24, 2016

To: FINANCIAL SUPERVISORY AUTHORITY BUCHAREST STOCK EXCHANGE LONDON STOCK EXCHANGE Re: Notification regarding the transactions performed within the seventh 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 17 –21 October 2016, according to Article 150 paragraph (2) 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	Within the trading session
market orders f) Total number of shares and equivalent shares of	4,821,428
GDRs bought-back in the reporting period, out of
which:
- current number of shares bought back	4,821,428
- equivalent shares of current number of GDRs	0 (representing 0 GDRs)
bought back
g) Total value of the transactions performed in the reporting period (RON), out of which:	3,874,617.31
- value of the shares acquisition (RON)	3,874,617.31
- estimated value of the equivalent shares of GDRs	0
based on the exchange rate communicated by the
National Bank of Romania (RON)
h) Total number of shares and equivalent shares of	23,357,827
GDRs repurchased since the start of the seventh buy
back program
- number of shares bought back	23,357,827
- equivalent shares of current number of GDRs	0 (representing 0 GDRs)
bought back
- equivalent shares of current number of GDRs	0 (representing 0 GDRs)
converted in shares from the start of seventh buy

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 9,320,973,180.85, Paid-up Share Capital: RON 9,011,732,683.35 • Tel.: + 40 21 200 9600; Fax: +40 21 200 9631; Email: office@fondulproprietatea.ro; Internet: www.fondulproprietatea.ro

___________________________________________________________________________________________________________________________

back programme

notification1	seventh buy-back programme as of the date of this
	j) Number of shares left to be repurchased from the	181,457,198
	based on the exchange rate communicated by the National Bank of Romania (RON)
-	estimated value of the equivalent shares of GDRs	0
-	value of the shares acquisition (RON)	18,796,297.31
of the seventh	buy-back program (RON)
	18,796,297.31
	2016 i) Total value of the shares repurchased since the start
	Shareholders Meetings to be held on 31 October
	considered as "reference date" for the General
-	% of total voting rights as at 13 October 2016,	0.24
	2016
	Shareholders Meetings to be held on 31 October
	considered as "reference date" for the General
-	October 2016 % of paid-up share capital as at 13 October 2016,	0.22
	General Shareholders Meetings to be held on 31
	2016, considered as "reference date" for the
-	% of subscribed share capital as at 13 October	0.21

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)
17 October 2016	BVB	RON 0.8036	250,000 shares	RON 200,900.00
18 October 2016	BVB	RON 0.8001	849,284 shares	RON 679,512.13
19 October 2016	BVB	RON 0.8022	569,790 shares	RON 457,085.54
20 October 2016	BVB	RON 0.8055	1,651,277 shares	RON 1,330,103.62
21 October 2016	BVB	RON 0.8041	1,501,077 shares	RON 1,207,016.02

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

___________________________________________________________________________________________________________________________

¹ As per the Fund's Extraordinary General Shareholders Meeting Resolution no. 9 of 29 October 2015, the seventh 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 10% of the subscribed share capital at the relevant time, which represents a total of 204,815,025 own shares as of the date of this notification

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 9,320,973,180.85, Paid-up Share Capital: RON 9,011,732,683.35 • Tel.: + 40 21 200 9600; Fax: +40 21 200 9631; Email: office@fondulproprietatea.ro; Internet: www.fondulproprietatea.ro