Fondul Proprietatea

Transaction in Own Shares • Jun 12, 2017

To: FINANCIAL SUPERVISORY AUTHORITY BUCHAREST STOCK EXCHANGE LONDON STOCK EXCHANGE Re: Notification regarding the transactions performed within the eighth 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 5 – 9 June 2017, per 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
b) Broker's name	London Stock Exchange Symbol: FP. WOOD & COMPANY FINANCIAL SERVICES A.S. (as buy-back agent in relation to the purchase of shares), and JEFFERIES INTERNATIONAL LIMITED (as buy-back
c) Description of the acquired financial instruments	agent in relation to the purchase of GDRs) Ordinary shares issued by the Fund (ISIN ROFPTAACNOR5) listed on the Bucharest Stock Exchange ("BVB"), and Global Depositary Receipts ("GDRs") (ISIN US34460G1067) 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:	6,900,193
- current number of shares bought back	5,300,193
- equivalent shares of current number of GDRs bought back	1,600,000 (representing 32,000 GDRs)
g) Total value of the transactions performed in the reporting period (RON), out of which:	6,263,053.47
- value of the shares acquisition (RON)	4,785,156.35
- estimated value of the equivalent shares of GDRs based on the exchange rate communicated by the National Bank of Romania (RON)	1,477,897.12
h) Total number of shares and equivalent shares of GDRs repurchased since the start of the eighth buy-back program	11,886,155
- number of shares bought back	5,949,655
- equivalent shares of current number of GDRs bought back	5,936,500 (representing 118,730 GDRs)
- equivalent shares of current number of GDRs converted in shares from the start of eighth buy-back programme	4,336,500 (representing 86,730 GDRs)
- % of subscribed share capital as at 31 May 2017	0.1180 (and 8.3594% computed to the total outstanding treasury shares and equivalent)

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 5,742,226,025.22, Paid-up Share Capital: RON 5,534,852,985.72 • Tel.: + 40 21 200 9600; Fax: +40 21 200 9631; Email: office@fondulproprietatea.ro; Internet: www.fondulproprietatea.ro

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- -	% of paid-up share capital as at 31 May 2017 % of total voting rights as at 31 May 2017	0.1224 (and 8.6726% computed to the total outstanding treasury shares and equivalent) 0.1338 (and 9.4815% computed to the total outstanding treasury shares and equivalent)
the eighth	i) Total value of the shares repurchased since the start of buy-back program (RON)	10,885,239.69
-	value of the shares acquisition (RON)	5,379,612.09
-	estimated value of the equivalent shares of GDRs based on the exchange rate communicated by the National Bank of Romania (RON)	5,505,627.60

j) Number of shares left to be repurchased from the eighth buy-back programme as of the date of this notification¹ 165,274,301

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)
6 June 2017	BVB	RON 0.9170	36,501 shares	RON 33,471.42
	LSE	USD 11.3500	32,000 GDRs (1,600,000 shares equivalent)	USD 363,200.00
7 June 2017	BVB	RON 0.9160	1,604,343 shares	RON 1,469,578.19
8 June 2017	BVB	RON 0.9200	1,739,023 shares	RON 1,599,901.16
9 June 2017	BVB	RON 0.8760	1,920,326 shares	RON 1,682,205.58

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. 8 of 11 October 2016, the eighth 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 1,007,408,075 own shares as of the date of this notification; however, after the cancellation of the shares acquired within the seventh buyback programme, the 10% 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 • Register on Data Protection Notification Register under number 18668 • Subscribed share capital RON 5,742,226,025.22, Paid-up Share Capital: RON 5,534,852,985.72 • Tel.: + 40 21 200 9600; Fax: +40 21 200 9631; Email: office@fondulproprietatea.ro; Internet: www.fondulproprietatea.ro