Fondul Proprietatea

Transaction in Own Shares • Mar 5, 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 26 February – 2 March 2018, 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
	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
	JEFFERIES INTERNATIONAL LIMITED (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") (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	Within the Public Tender Offer
back market orders
f) Total number of shares and equivalent shares	1,200,000,000
of GDRs bought-back in the reporting period, out
of which:
- current number of shares bought back	652,821,500
- equivalent shares of current number of GDRs	547,178,500 (representing 10,943,570 GDRs)
bought back
g) Total value of the transactions performed in	1,121,496,822.88
the reporting period (RON), out of which:
- value of the shares acquisition (RON) - estimated value of the equivalent shares of	610,388,102.50 511,108,720.38
GDRs based on the exchange rate
communicated by the National Bank of
Romania (RON)
h) Total number of shares and equivalent shares	1,219,159,328
of GDRs repurchased since the start of the ninth
buy-back program - number of shares bought back	666,776,928

__________________________________________________________________________________________________________________________________________________________________________ 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 4,854,034,784.56, Paid-up Share Capital: RON 4,664,852,362.56 • Tel.: + 40 21 200 9600; Fax: +40 21 200 9631; Email: office@fondulproprietatea.ro; Internet: www.fondulproprietatea.ro

-	equivalent shares of current number of GDRs bought back	552,382,400 (representing 11,047,648 GDRs)
-	equivalent shares of current number of GDRs converted in shares from the start of ninth	5,203,900
	buy-back programme
-	% of subscribed share capital as at 31 January 2018	13.06% (and 15.55% computed to the total outstanding treasury shares and equivalent)
-	% of paid-up share capital as at 31 January 2018	13.59% (and 16.18% computed to the total outstanding treasury shares and equivalent)
-	% of total voting rights as at 31 January 20181	13.98% (and 16.65% computed to the total outstanding treasury shares and equivalent)
	i) Total value of the shares repurchased since the	1,137,647,892.57
-	start of the ninth buy-back program (RON) value of the shares acquisition (RON)	622,130,152.95
-	estimated value of the equivalent shares of GDRs based on the exchange rate communicated by the National Bank of	515,517,739.62
	Romania (RON)
	j) Number of shares left to be repurchased within the ninth buy-back programme as of the date of this notification2	415,058,116

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)
26 February 2018	BVB	RON 0.9350	652,821,500 shares	RON 610,388,102.50
	LSE	USD 12.3775	10,943,570 GDRs (547,178,500 shares equivalent)	USD 135,454,037.68

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

Oana Valentina TRUȚA - Legal Representative

__________________________________________________________________________________________________________________________________________________________________________

¹ Please recall that the treasury shares repurchased by Fondul Proprietatea within the buyback programmes do not grant voting rights ² 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 1,866,936,455 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 • Register on Data Protection Notification Register under number 18668 • Subscribed share capital RON 4,854,034,784.56, Paid-up Share Capital: RON 4,664,852,362.56 • Tel.: + 40 21 200 9600; Fax: +40 21 200 9631; Email: office@fondulproprietatea.ro; Internet: www.fondulproprietatea.ro