Alternative Investment Funds Manager Law - Aifmg, Amendment Of The Banking Law, Of Operational Staff And Self-Employment Provisions Act, Of The Investment Fund Law 2011, Immo...

Original Language Title: Alternatives Investmentfonds Manager-Gesetz - AIFMG, Änderung des Bankwesengesetzes, des Betrieblichen Mitarbeiter- und Selbständigenvorsorgegesetzes, des Investmentfondsgesetzes 2011, des Immo...

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135. Federal Law, with which the Alternative Investment Fund Manager-Law-AIFMG is enacted and the Banking Act, the Operating Labor and Self-Employed Pension Act, the Investment Fund Act 2011, the Real Estate Investment Fund Act, the Financial Market Supervisory Authority Act, the Securities and Markets Act 2007, the Capital Market Act, the Income Tax Act 1988, the EU withholding tax law and the Corporate Tax Act 1988 are amended and the Equity Fund Act is repealed

The National Council has decided:

table of contents

Article 1

Reference to the implementation of policies

Article 2

Alternative investment funds manager law-AIFMG

Article 3

Amendment of the Banking Act

Article 4

Change of company employee and self-employment law

Article 5

Amendment of the Investment Fund Act 2011

Article 6

Amendment of Real Estate Investment Fund Law

Article 7

Amendment of the Financial Market Supervisory Authority Act

Article 8

Amendment of the Securities and Markets Act 2007

Article 9

Amendment of the Capital Market Act

Article 10

Amendment of the Income Tax Act 1988

Article 11

Amendment of the EU withholding tax law

Article 12

Amendment of the Corporate Tax Act 1988

Article 13

Repeal of the Investment Fund Act

Article 1

Implementation Notice

With this federal law,

1.

Directive 2011 /61/EU on Alternative Investment Fund Managers and amending Directives 2003 /41/EC and 2009 /65/EC and Regulations (EC) No 1060/2009 and (EU) No 1095/2010 OJ L 136, 31.5.2011, p. No. 1., as amended by the corrigendum OJ L 327, 28.12.2011, p. No. OJ L 155 of 27.04.2012 p. 35

2.

the conditions for the effectiveness of the

a)

Regulation (EU) No 345/2013 on the European Venture Capital Fund, OJ L 327, 31.12.2013, p No. OJ L 115, 25.04.2013, p. 1 and

b)

Regulation (EU) No 346/2013 on the European Social Entrepreneurship Fund, OJ L 327, 28.4.2013, p. No. OJ L 115, 25.04,2013, S 18 and

created.

Article 2

Alternative investment funds manager law-AIFMG

table of contents

Type/Clause

Object/Label

Alternative investment funds manager law-AIFMG
Part 1
Scope

§ 1.

§ 2.

Definitions

§ 3.

Determination of the AIFM

Part 2
Concessionary of AIFM

§ 4.

Conditions for the inclusion of the activity as AIFM

§ 5.

Concession request

§ 6.

Concession requirements

§ 7.

Initial capital and own resources

§ 8.

Changes in the scope of the concession

§ 9.

Withdrawal and erasure of the concession

Part 3
Conditions governing the performance of the activities of the AIFM

Section 1

General requirements

§ 10.

General principles

§ 11.

Remuneration

§ 12.

Conflicts of interest

§ 13.

Risk Management

§ 14.

Liquidity management

§ 15.

Assets in securitisation positions

Section 2

Organisational requirements

§ 16.

General principles

§ 17.

Severity

Section 3

Transfer of functions of the AIFM

§ 18.

Transfer

Section 4

§ 19.

Depositary

Part 4
Transparency requirements

§ 20.

Annual report

§ 21.

Information requirements for investors

§ 22.

Information obligations to the competent authorities

Part 5
AIFM, which manage certain types of AIF

Section 1

AIFM managing the AIF with leverage

§ 23.

Use of information by the competent authorities, regulatory cooperation and restrictions on leverage

Section 2

Obligations of AIFM managing AIF, which gain control over unlisted companies and issuers

§ 24.

Scope

§ 25.

Communication on the acquisition of significant shareholdings and the acquisition of control over non-listed companies

§ 26.

Disclosure requirement when control is received

§ 27.

Special provisions relating to the annual report of AIF which exercise control over non-listed companies

§ 28.

Breaking up of companies

Part 6
EU-AIFM's right to distribute and manage EU-AIF

§ 29.

Distribution of shares of EU-AIF in Austria as the home Member State of the AIFM

§ 30.

Distribution of shares of EU-AIF in other Member States by an AIFM concessioned in Austria

§ 31.

Distribution of shares of EU-AIF from other Member States in Austria by an AIFM authorised in a Member State

§ 32.

Conditions for the management of EU-AIF by an AIFM concessioned in Austria

§ 33.

Conditions for the management of EU-AIF in Austria by AIFM, based in another Member State

Part 7
Specific rules relating to third countries

§ 34.

Conditions for EU-AIFM which manage non-EU AIF which are not distributed in the Member States

§ 35.

Distribution of shares of a non-EU-AIF in Austria by an AIFM concessioned in Austria

§ 36.

Distribution of shares of a non-EU-AIF in other Member States by an AIFM concessioned in Austria with a passport

§ 37.

Distribution of non-EU-AIF with a passport in Austria by an EU-AIFM

§ 38.

Conditions for the non-passport distribution in Austria of non-EU AIFs managed by EU-AIFM

§ 39.

Authorisation of non-EU-AIFM for which Austria is the reference Member State

§ 40.

Conditions for the distribution of EU-AIF managed by non-EU AIFM for which Austria is the reference Member State

§ 41.

Distribution of EU-AIF with passport in Austria by a non-EU-AIFM

§ 42.

Conditions for the distribution of non-EU AIF administered in the Union by a non-EU AIFM for which Austria is the reference Member State.

§ 43.

Distribution of non-EU-AIF by a non-EU-AIFM with passport in Austria

§ 44.

Conditions for the management of EU-AIF from other Member States by non-EU AIFM, for which Austria is the reference Member State

§ 45.

Conditions for the provision of services of a non-EU-AIFM in Austria as a host Member State

§ 46.

Cooperation of the FMA as the competent authority of the host Member State with ESMA and competent authorities of other Member States

§ 47.

Conditions for the distribution of AIF managed by non-EU AIFM in Austria without a passport

8.Part
Sales to private customers

§ 48.

Distribution of Austrian AIF by AIFM to private customers

§ 49.

Distribution of EU-AIF from other Member States and non-EU-AIF by Austrian AIFM or by AIF by EU-AIFM established in another Member State or by non-EU AIFM to private customers

§ 50.

Sales untersagung

§ 51.

Advertising

§ 52.

Free access to prospectuses, accountability report and semi-annual report

§ 53.

Re-use of general names

9.Part
Competent authorities

Section 1

Appointment, powers and legal remedies

§ 54.

Appointment of the competent authority

§ 55.

Tasks of the competent authorities in the Member States

§ 56.

Powers and costs of the FMA

§ 57.

Measures of the FMA

§ 58.

Form of communication with the FMA-electronic transmission

§ 59.

Powers and responsibilities of ESMA

§ 60.

Administrative penalties and publications

Section 2

Cooperation between the various competent authorities

§ 61.

Commitment to cooperation

§ 62.

Transmission and storage of personal data

§ 63.

Disclosure of information to third countries

§ 64.

Exchange of information with regard to potential system impact of AIFM stores

§ 65.

Cooperation in the field of supervision

§ 66.

Dispute settlement

Part 10
Transitional and final provisions

§ 67.

Transitional provision

§ 68.

§ 69.

§ 70.

§ 71.

References and Regulations

§ 72.

Linguistic equality

§ 73.

Enforcement

§ 74.

entry into force

Appendix 1 to § 4

Appendix 2 to § 11

Appendix 3 to § 29

Appendix 4 to § 30

Part 1

Scope

§ 1. (1) Subject to the provisions of paragraphs 3 to 5, this federal law shall apply to:

1.

EU-AIFM managing one or more AIF, regardless of whether such AIF is EU-AIF or non-EU-AIF,

2.

Non-EU-AIFM managing one or more EU-AIFs, and

3.

Non-EU AIFM that distribute one or more AIF in the European Union, regardless of whether such AIF is EU-AIF or non-EU-AIF.

(2) For the purposes of paragraph 1, it is of no importance to:

1.

whether the AIF is an open or closed type,

2.

whether the AIF is in the form of a contract, the form of the trust, the form of the statutes or any other form of legal form,

3.

the legal structure of the AIFM.

(3) This federal law shall not apply to:

1.

holding companies,

2.

Institutions for occupational retirement provision falling within the scope of Directive 2003 /41/EC, including, where appropriate, the approved bodies listed in Article 2 (1) of that Directive, which are responsible for the management of such facilities responsible and acting on their behalf, or of the asset managers appointed pursuant to Article 19 (1) of that Directive, unless they manage AIF;

3.

supranational institutions, such as the European Central Bank, the European Investment Bank, the European Investment Fund, the European Development Finance Institutions and bilateral development banks, the World Bank, the International Monetary funds and other supranational bodies and similar international organisations, if such bodies or organisations manage AIF, and where these AIF act in the public interest,

4.

national central banks,

5.

public authorities and local authorities or other bodies that manage funds to support social security and pension schemes,

6.

employee participation schemes or employee savings plans; and

7.

Securitisation agencies.

(4) This federal law shall not apply to AIFM which administers one or more AIF, the sole investors of which are the AIFM or the parent companies or the subsidiaries of the AIFM or other subsidiaries of those parent companies, provided that none of these investors themselves is an AIF.

(5) Without prejudice to the application of § § 24 to 28, 56 and 60, this federal law shall not apply to AIFM, which either directly or indirectly through a company with which the AIFM has a joint management, a common control relationship, or is linked to an essential direct or indirect shareholdings, manage the portfolios of AIF whose managed assets, including assets acquired through the use of leverage, do not total assets over a Threshold of € 100 million EUR 500 million, or the total managed assets of which do not exceed a threshold value of EUR 500 million. In addition, if the portfolios of these AIF consist of AIF, which do not use leverage and which, for a period of five years following the operation of the first facility, are not allowed to exercise any rights of withdrawal in each of these AIF. However, such an AIFM

1.

to register with the FMA;

2.

to identify themselves and the AIF it manages at the time of their registration to the FMA;

3.

to provide the FMA with information on the investment strategies of the AIF it manages at the time of registration;

4.

inform the FMA of the most important instruments with which it is acting on an annual basis and, in addition, inform the FMA of the greatest risks and concentration of the AIF it manages to ensure the effective monitoring of systemic risk to the FMA enabling;

5.

to immediately notify the FMA of each edition of an AIF and any commencement of the implementation of an AIF;

6.

to declare that the shares of the AIF are not to be expatriated to private customers within the meaning of section 48; and

7.

inform the FMA without delay if it is no longer able to comply with the conditions laid down in this paragraph.

If, at a later date, the assets of the portfolios of the managed AIF of an AIFM registered in accordance with this paragraph exceed one of those thresholds, the AIFM shall have the concession required in accordance with this Federal Act in accordance with § 4 within 30 Calendar days. Without prejudice to the thresholds, an AIFM may decide to apply for a concession pursuant to § 4. In this case, the concession of this Federal Act shall apply in its entirety. If AIF managed by an AIFM is intended for sale to private customers, subject to the granting of the concession pursuant to § 4 of this Federal Act, it shall in any case be applied in its entirety.

Definitions

§ 2. (1) For the purposes of this Federal Act, the following definitions shall apply:

1.

"AIF" means any body for joint installations, including its subfunds, which

a)

collect capital from a number of investors in order to invest it, in accordance with a fixed investment strategy, for the benefit of those investors, without the accumulated capital directly serving the operational activity, and

b)

does not require authorisation pursuant to Article 5 of Directive 2009 /65/EC.

2.

"AIFM" means any legal entity whose regular business activities are to manage one or more AIF.

3.

"branch" in respect of an AIFM shall be an operating body which forms a legally independent part of an AIFM and which provides the services for which an AIFM has been granted an authorisation; all operating points of an AIFM with: A registered office in another Member State or a third country situated in one and the same Member State shall be considered to be a single branch.

4.

"Carried interest" means a share in the profits of the AIF, which an AIFM receives as remuneration for the management of the AIF, of which all the shares in the profits of the AIF are excluded, which the AIFM represents as a return on investments of the AIFM in the AIF .

5.

'Close links' means a situation in which two or more natural or legal persons are connected by:

a)

Participation, ie. directly holding or holding under the control of at least 20 vH of the voting rights or of the capital of a company;

b)

Control, ie. the relationship between a parent undertaking and a subsidiary undertaking in accordance with Article 1 of the Seventh Directive 83 /349/EEC, or a similar relationship between a natural or legal person and a company; for the purposes of that A subsidiary of a subsidiary undertaking shall also be considered a subsidiary of the parent undertaking.

A situation in which two or more natural or legal persons are permanently connected by a control relationship with one and the same person shall also be considered as a "close connection" between those persons.

6.

"competent authorities" means the national authorities of the Member States which are authorised to supervise AIFM under the laws, regulations or administrative provisions.

7.

"competent authorities" in relation to a depositary

a)

the competent authorities within the meaning of Article 4 (4) of Directive 2006 /48/EC, where the depositary is a credit institution authorised in accordance with that Directive;

b)

the competent authorities within the meaning of Article 4 (1) (22) of Directive 2004 /39/EC where the depositary is an investment firm authorised in accordance with that Directive;

c)

the national authorities of the home Member State of the depositary who, on the basis of laws, regulations or administrative provisions relating to the supervision of categories of bodies within the meaning of the first subparagraph of Article 21 (3), are subject to the supervision of the depositary. c of Directive 2011 /61/EU, where the depositary is part of a category of facilities referred to in that provision;

d)

the national authorities of the Member State in which an undertaking, within the meaning of the third subparagraph of Article 21 (3) of Directive 2011 /61/EU, has its registered office, where the depositary is a company referred to in that provision, and the under the laws, regulations or administrative provisions relating to the supervision of such an undertaking, or the official body responsible for the registration or supervision of such an undertaking in accordance with the rules applicable to that undertaking the rules of professional law;

e)

the relevant national authorities of the third country in which the depositary has its registered office, if the depositary is established in accordance with Article 21 (5) (lit). b of Directive 2011 /61/EU is designated as depositary for a non-EU AIF and does not fall within the scope of points (i) to (iv) of this Directive.

8.

"competent authorities of the EU-AIF" means the national authorities of a Member State which are authorised to supervise AIF under the laws, regulations or administrative provisions.

9.

"Control" shall be the control within the meaning of Article 1 of Directive 83 /349/EEC.

10.

"With seat in"

a)

at AIFM: "with its registered office in";

b)

for AIF: "approved or registered in"; or, if the AIF is not approved or registered: "with a registered office in";

c)

in the case of depositaries: 'having its registered office or branch in';

d)

in the case of legal representatives who are legal persons: 'with a registered office or branch in';

e)

in the case of legal representatives who are natural persons: "residing in".

11.

"EU-AIF"

a)

an AIF authorised or registered in a Member State in accordance with relevant national law, or

b)

an AIF which is not registered or registered in a Member State, but whose registered office and/or head office is located in a Member State.

12.

"EU AIFM" means an AIFM with its registered office in a Member State.

13.

"Feeder-AIF" shall mean an AIF which shall:

a)

at least 85 vH of its assets in shares of another AIF ("Master-AIF") , or

b)

applies at least 85 vH of its assets to more than one master AIF if those master AIF are pursuing identical investment strategies, or

c)

otherwise has a commitment of at least 85 vH of its assets in such a Master AIF.

14.

"financial instrument" shall be one of the instruments listed in Annex I, Section C of Directive 2004 /39/EC.

15.

"holding company" means a company which holds a holding in one or more other undertakings, the object of which is the business of which, through its subsidiaries or affiliated undertakings or holdings, pursue a business strategy or strategy to promote their long-term value, and which is a society that either

a)

operates on its own account and the shares of which are admitted to trading on a regulated market in the Union; or

b)

which, in the case of its annual report or other official documents, has not been established with the principal purpose of obtaining a return to its investors by divestment of its subsidiaries or affiliated undertakings.

16.

"Member State of origin of the AIF" shall be:

a)

the Member State in which the AIF is authorised or registered in accordance with the applicable national legislation or, in the case of multiple authorisations or registrations, of the Member State in which the AIF is authorised or registered for the first time , or

b)

if the AIF is not authorised or registered in any Member State, the Member State in which the AIF is located and/or its head office;

17.

"Member State of origin of the AIFM" is the Member State in which the AIFM has its registered office; in the case of non-EU AIFM, all references of Directive 2011 /61/EU to the "home Member State of the AIFM" are always the same as "Reference Member State", as in the 7. Part provided.

18.

"host Member State of the AIFM" shall be:

a)

a Member State other than the home Member State in which an EU-AIFM manages EU-AIF;

b)

a Member State other than the home Member State in which an EU-AIFM distributes shares of an EU-AIF;

c)

a Member State other than the home Member State in which an EU-AIFM distributes shares of a non-EU-AIF;

d)

a Member State other than the reference Member State in which a non-EU-AIFM manages shares of an EU-AIF;

e)

a Member State other than the reference Member State in which a non-EU AIFM distributes shares of an EU-AIF, or

f)

a Member State other than the reference Member State in which a non-EU-AIFM distributes shares of a non-EU AIF.

19.

"Initial capital" means a means within the meaning of Article 57 (1) (1). a and b of Directive 2006 /48/EC.

20.

"Issuer" means any issuer within the meaning of Article 2 (1) (lit). (d) Directive 2004 /109/EC, which has its registered office in the Union, and whose securities are admitted to trading on a regulated market within the meaning of Article 4 (1) (14) of Directive 2004 /39/EC.

21.

"legal representative" means any natural person residing in the Union, or any legal person established in the Union, who has been expressly appointed by a non-EU AIFM, on behalf of this non-EU AIFM, to the authorities, to customers, Entities and counterparties of the non-EU AIFM to act in the Union with respect to the obligations of the non-EU AIFM under Directive 2011 /61/EU.

22.

"leverage" means any method by which an AIFM increases the risk of an AIF managed by it through borrowing, securities lending, leveraged leverage or other means.

23.

"Management of AIF" means that at least the one in Appendix 1 Z 1 lit. (a) or (b) shall be provided for one or more AIF.

24.

"Sales" shall be the direct or indirect offering or placing on the initiative of the AIFM or on its behalf of shares in an AIF managed by the AIFM to investors, or to investors residing or having its registered office in the Union.

25.

"Master-AIF" means any AIF in which another AIF invests or has taken risks in accordance with Z 13.

26.

"Reference Member State" shall be the Member State defined in accordance with Article 37 (4) of Directive 2011 /61/EU.

27.

"Non-EU AIF" is an AIF which is not an EU-AIF.

28.

"Non-EU-AIFM" is an AIFM that is not an EU-AIFM.

29.

"Non-listed company" means an undertaking which has its registered office in the Union and whose shares within the meaning of Article 4 (1) (14) of Directive 2004 /39/EC are not admitted to trading on a regulated market.

30.

'own resources' means own funds according to Articles 56 to 67 of Directive 2006 /48/EC.

31.

'parent undertaking' shall be a parent undertaking within the meaning of Articles 1 and 2 of Directive 83 /349/EEC.

32.

"Primebroker" means a credit institution, a regulated investment firm or another entity which is subject to regulatory supervision and permanent supervision and offers services to professional investors, in the first place, in order to act as a counterparty to finance or carry out transactions with financial instruments, and possibly other services such as clearing and settlement of transactions, custody services, securities lending and individually adapted technologies, and Facilities for operational support.

33.

"professional investor" means any investor who, within the meaning of Annex II to Directive 2004 /39/EC, is considered to be a professional customer or who may be treated as a professional customer upon request.

34.

"Qualified participation" means the direct or indirect holding of at least 10 vH of the capital or voting rights of an AIFM in accordance with Articles 9 and 10 of Directive 2004 /109/EC, taking into account the conditions for the aggregation of the participations pursuant to Article 12 (4) and (5) of that Directive or the possibility of exercising a significant influence on the management of the AIFM to which such participation is held.

35.

"Employee representatives" are representatives of employees within the meaning of Art. 2 lit. e Directive 2002 /14/EC.

36.

"Private customer" is an investor according to § 1 Z 14 Securities Supervision Act 2007-WAG 2007 (BGBl. I No 60/2007).

37.

"Subsidiary" means a subsidiary undertaking as defined in Articles 1 and 2 of Directive 83 /349/EEC.

38.

"supervisory authorities" in respect of non-EU AIF are the national authorities of a third country which are authorised to supervise AIF by virtue of laws, regulations or administrative provisions.

39.

"Supervisory Authorities" in respect of non-EU AIFM shall be the national authorities of a third country authorised to supervise AIFM under the laws, regulations or administrative provisions.

40.

"securitisation purpose companies" means companies whose sole purpose is to carry out one or more securitisations within the meaning of Article 1 (2) of Regulation (EC) No 24/2009, which operate securitisation operations, and further to the performance of the securitisation operations In order to carry out appropriate activities.

41.

"UCITS" are undertakings for collective investment in transferable securities in accordance with § 2 (1) Z 3 investment fund law 2011-InvFG 2011 (BGBl. I No 77/2011).

(2) For the purposes of paragraph 1 Z 30, Articles 13 to 16 of Directive 2006 /49/EC shall apply in accordance with that Directive.

(3) The FMA may, by means of a Regulation, lay down various types of AIF and their criteria in the light of European practice.

(4) Unless defined in this Federal Act, the definitions of the Banking Act-BWG (BGBl) are not defined in this Federal Act. No. 532/1993) and the Capital Markets Act-KMG (BGBl. No 625/1991).

Determination of the AIFM

§ 3. An AIF may only be administered by a single AIFM, which is also responsible for compliance with the provisions of this Federal Law. The AIFM is either

1.

an external manager who is the legal person appointed by the AIF or on behalf of the AIF and is responsible for the management of the AIF (external AIFM) on the basis of that order or by virtue of the law; or

2.

the AIF itself, if the legal form of the AIF allows an internal administration and the AIF's governing body decides not to appoint an external AIFM; in that case, the AIF is approved as AIFM.

Part 2

Concessionary of AIFM

Conditions for the inclusion of the activity as AIFM

§ 4. (1) The management of AIF shall require the concession as AIFM by the FMA. The AIFM concessioned under this Federal Act must comply with the concession requirements at any time.

(2) An external AIFM may not engage in any activities other than those in paragraph 4, subject to paragraph 4. Appendix 1 and the additional management of UCITS, subject to a concession to the investment fund business in accordance with Section 1, Section 1, Z 13 of the BWG in conjunction with Section 6 (2) of the InvFG 2011.

(3) An internally managed AIF may not carry out any other activity other than the internal management of this AIF according to Appendix 1.

(4) FMA may also grant an external AIFM the concession for the provision of the following services:

1.

Individual management of individual portfolios, including those held by pension funds and institutions for occupational retirement provision, in accordance with Article 19 (1) of Directive 2003 /41/EC, and in accordance with the obligations of investors individual mandates with margin of discretion,

2.

as ancillary services:

a)

investment advice,

b)

Custody and technical management in relation to units of collective investment undertakings,

c)

Acceptance and transmission of contracts which have the object of financial instruments.

(5) AIFM may not be concessioned in order to:

1.

to provide the services referred to in paragraph 4 only,

2.

to provide the ancillary services referred to in paragraph 4 (2) (2) without being admitted to the provision of the services referred to in paragraph 4 (1) (1),

3.

exclusively the activities referred to in Annex 1 Z 2; or

4.

the one in Appendix 1 Z 1 lit. a mentioned services, without even the one in Appendix 1 Z 1 lit. b); the same shall apply in the reverse case.

(6) For the granting and withdrawal of a concession pursuant to paragraph 4, § 3 (5) Z 4 and (6), (8) and (9), § § 5, 9 and 75 to 78 WAG 2007 shall apply in accordance with the same provisions. AIFM, which are also entitled to provide services in accordance with paragraph 4, also have to comply with the provisions in accordance with § § 16 to 26 and 29 to 51, 52 (2) to 4, 54 (1) and 94 to 96 WAG 2007 with regard to these activities. A UCITS management company, the concession of which also extends to paragraph 4, is subject to the provisions of Section 93 (2a) of the BWG with regard to those services.

(7) The AIFM shall provide the FMA with the necessary information so that it can monitor compliance with the conditions set out in this Federal Act at all times.

(8) Investment firms in accordance with § 1 (1) WAG 2007 and credit institutions pursuant to § 1 (1) and Section 9 (1) of the BWG are not obliged to do so within the limits of their entitlement to the provision of investment services in accordance with Annex I to Directive 2004 /39/EC. Concession pursuant to this Federal Act. However, investment firms and credit institutions may only offer shares in AIF directly or indirectly to investors in the Union or place them in the Union if the shares may be distributed in accordance with the provisions of this Federal Law.

Concession request

§ 5. (1) An AIFM for which Austria is the home Member State shall apply for a concession as AIFM in accordance with this Federal Act by the FMA.

(2) The applicant shall provide the following information and documents to the application for a concession:

1.

Information on the persons who actually carry out the operations of the AIFM, as well as information on any controlling influence of these persons in undertakings in other Member States, under the categories listed in Article 6 (3) ,

2.

information on the identity of all shareholders or members of the AIFM who hold a qualifying holding, whether directly or indirectly, or whether they are natural or legal persons, as well as the amount of such holdings, as well as information on the possible participation of such persons in undertakings in other Member States falling under the categories referred to in Article 6 (3);

3.

a business plan which, in addition to the organisational structure of the AIFM, also contains information on how the AIFM is to fulfil its obligations under the 2. to 4. Part and, where appropriate, 5. to 8. part of this federal law, as well as the investment strategies of the AIF for its management of the AIFM, has applied for the concession;

4.

information on remuneration policies and practices in accordance with § 11;

5.

Information about agreements made to third parties for the transfer and further transfer of functions within the meaning of § 18.

(3) The AIF, which the applicant intends to administer as AIFM, shall be included:

1.

information on investment strategies, including the types of the target funds, if the AIF is a fund, and the principles applied by the AIFM in the context of the use of leverage and the risk profiles; and other characteristics of the AIF which it intends to manage or manage, including information on the Member States or third countries where the seat of such AIF is located or is likely to be located;

2.

information on the seat of the Master AIF, if the AIF is a feeder AIF;

3.

the terms and conditions or statutes of all AIF which the AIFM intends to manage or manage;

4.

information on the arrangements for the appointment of the depositary pursuant to § 19 for each AIF which the AIFM intends to administer or manage;

5.

all further information referred to in Article 21 (1) for each AIF which the AIFM intends to administer or manage.

(4) A management company is requested, which is concessioned in accordance with Section 1 (1) (1) (13) of the BWG in conjunction with Section 6 (2) of the InvFG 2011 (hereinafter referred to as "UCITS Management Company") , or a capital investment company for real estate which is concessioned in accordance with Article 1 (1) (1) (c) 13a of the BWG, a concession as an AIFM under this Federal Act, those particulars and documents which they have already received during the application for the The concession pursuant to Section 1 (1) (1) (13) of the Federal Elections Act (BWG) in conjunction with Section 6 (2) InvFG 2011 or § 1 paragraph 1 (1) (13a) of the Federal Elections Act (BWG) has been submitted, provided that these particulars or documents are still up

(5) The FMA has to inform ESMA on a quarterly basis of the concession and withdrawal of concessions granted pursuant to this part.

Concession requirements

§ 6. (1) The concession shall be granted if:

1.

evidence has been provided that the AIFM is in a position to comply with the conditions laid down in this Federal Law;

2.

the AIFM has sufficient initial capital and own funds in accordance with § 7;

3.

the persons who actually conduct the operations of the AIFM are sufficiently reliable and also have sufficient experience in relation to the investment strategies of the AIF managed by the AIFM; the names of these persons and of all their successors The FMA must be notified immediately by the AIFM; the management of the AIFM shall be responsible for determining at least two persons who fulfil the conditions set out above;

4.

the shareholders or members of the AIFM who hold a qualifying holding shall have the appropriate suitability, taking into account the need to ensure the sound and prudent management of the AIFM; and

5.

the head office and the head office of the AIFM are located in the territory of the country.

(2) The concession shall apply in all Member States.

(3) The FMA shall consult the competent authorities of the other Member States concerned before a concession is issued to an AIFM which:

1.

a subsidiary of another AIFM, a UCITS management company, an investment firm, a credit institution or an insurance company, which is authorised in another Member State,

2.

a subsidiary of the parent undertaking of another AIFM, a UCITS management company, an investment firm, a credit institution or an insurance company which has been authorised in another Member State; or

3.

a company controlled by the same natural or legal persons as the one which has another AIFM, a UCITS management company, an investment firm, a credit institution or an insurance company which, which is authorised in another Member State,

controlled.

(4) In any event, the FMA has to refuse the concession if the effective exercise of its supervisory functions is prevented by one of the following circumstances:

1.

Through a close connection between the AIFM and other natural or legal persons;

2.

by the laws, regulations and administrative provisions of a third country to which natural or legal persons are subject, to which the AIFM is closely connected;

3.

by difficulties in the enforcement of these laws, regulations and administrative provisions.

(5) Within three months of the date of receipt of the application or, if this is incomplete, the FMA shall either grant the applicant the concession or reject the request within three months of the transmission of all the information required for the communication. of the application by means of a notice in writing. The FMA may extend this period by up to three additional months if it considers this necessary due to the special circumstances of the individual case and after a corresponding notification of the AIFM. § 13 para. 3 last sentence AVG does not apply. For the purposes of this paragraph, an application shall be deemed to be complete if the AIFM has submitted at least the information referred to in Article 5 (2) (Z) to (4) and (3) (3) (3) (1) and (2). AIFM may start with the administration of AIF with the investment strategies described in the application in accordance with § 5 (3) Z 1 as soon as the concession is granted, but not at the earliest a month after they are missing, in § 5 paragraph 2 Z 5 and § 5 (3) (3) to (5), have been submitted. The concession is to be given in writing in the event of any other invalidity. The concession may, in particular with regard to the investment strategies of the AIF, which the AIFM may legitimately manage, be provided with conditions, deadlines and conditions.

Initial capital and own resources

§ 7. (1) An AIFM, which is an internally managed AIF, shall have an initial capital of at least 300 000 euro.

(2) An AIFM which is appointed to the external administrator of AIF shall have an initial capital of at least EUR 125 000.

(3) The value of AIF's portfolio managed by the AIFM exceeds 250 million. Euro, the AIFM has to contribute additional own resources; this additional own resources shall be equal to 0.02% of the amount to which the value of the portfolios of the AIFM shall be 250 million. However, the total sum required of initial capital and additional amount does not exceed € 10 million. Euro.

(4) For the purposes of paragraph 3, AIF managed by the AIFM, including AIF, for which AIFM has transferred functions to third parties pursuant to § 18, shall be deemed to be the same as the portfolios, with the exception of AIF portfolios managed by the AIFM on behalf of third parties. of the AIFM.

(5) In the light of paragraph 3, AIFM shall always have at its disposal own funds of at least the amount referred to in Section 9 (2) WAG 2007.

(6) In order to cover the potential occupational liability risks arising from the business activities which AIFM can follow in accordance with this Federal Law and Directive 2011 /61/EU, both internally managed AIF and external AIFM have

1.

additional own resources in order to adequately cover potential liability risks arising from occupational negligence; or

2.

professional indemnity insurance for the liability arising from professional negligence, which corresponds to the risks covered,

shall be available.

(7) Own resources, including the additional own funds referred to in paragraph 6 (1), may only be invested in liquid assets or assets which can be converted directly into cash in the short term and no speculative positions . An AIFM, which is also a UCITS management company, has to comply with this only with regard to the additional own resources referred to in paragraph 6 (1).

(8) With the exception of paragraphs 6 and 7 and with the exception of delegated acts adopted pursuant to Article 9 of Directive 2011 /61/EU, this provision shall not apply to AIFM, which are also UCITS management companies.

Changes in the scope of the concession

§ 8. (1) An AIFM shall notify the FMA of any substantial changes to the requirements for the concession of the concession before its application. This applies in particular to significant changes in the information provided in accordance with § 5 and § 6 (1).

(2) In the event that the FMA decides to impose restrictions or to oppose such changes, it shall inform the AIFM within one month of receipt of the notification by ominating a date of receipt of the notice. § 13 para. 3 last sentence AVG does not apply. The FMA may extend this period by up to one month if it considers this to be necessary due to the special circumstances of the individual case and after a corresponding notification of the AIFM. If the amendments are not rejected by the FMA within the assessment period provided for, they may be made.

Withdrawal and erasure of the concession

§ 9. (1) In addition to the reasons mentioned in Section 6 (2) BWG, the FMA has to withdraw the concession if:

1.

the AIFM does not make use of the concession within 12 months, expressly renounts it or has not carried out the activities mentioned in this Federal Act in the preceding six months;

2.

the conditions necessary for granting the concession are no longer available;

3.

the AIFM no longer complies with Directive 2006 /49/EC if its concession also extends to the portfolio management service with discretion in accordance with Article 4 (4) (1) (Z);

4.

are in serious or systematic breach of the provisions adopted pursuant to this Federal Act, or against the provisions of Directive 2011 /61/EU or the delegated acts adopted pursuant to this Directive .

(2) In view of the extinguisher of the concession, § 7 BWG shall apply.

(3) If the concession of the AIFM is withdrawn from the FMA, the right to administer the AIF shall be made available to the depositary. The transfer of the right to administer the AIF to the depositary is inadmissible for the payment of shares. The depositary shall immediately wind up the AIF and distribute the assets to the investors. The assets held for the AIF shall be converted into money as soon as this is possible in the interests of the unit-holders. The distribution of the assets to the unit-holders shall be made only after the AIF has fulfilled its liabilities and the payments to the AIFM and the depositary which are permissible under the Fund's provisions. During the settlement § 22 (1) to (4) apply to the depositary in a reasonable way. With the approval of the FMA, the depositary may depart from the execution of the AIF and the distribution of the assets and within one month after the transfer of the right to administer the AIF to the depositary of another AIFM the management of the AIF in accordance with the investment conditions. The FMA may grant the authorization subject to appropriate conditions and conditions.

Part 3

Conditions governing the performance of the activities of the AIFM

Section 1

General requirements

General principles

§ 10. (1) An AIFM always has:

1.

honestly and honestly, with the necessary expertise, diligence and conscientiousness, to follow;

2.

act in the best interest of the AIF it manages or the investors of such AIF and the integrity of the market;

3.

have the means and procedures necessary for the proper performance of their business activities and to use them effectively;

4.

take all appropriate measures to prevent conflicts of interest and, where they cannot be avoided, to identify, resolve, monitor and, where appropriate, disclose such conflicts of interest, in order to avoid such conflicts of interest; have a detrimental effect on the interests of the AIF and its investors, and to ensure that the AIF it manages has a fair treatment;

5.

comply with all regulatory requirements applicable to the performance of their business, in order to promote the best interest of the AIF it manages or the investors of such AIF and the integrity of the market;

6.

to treat all investors of the AIF fairly.

The AIFM shall treat investors of the AIF it manages in the same way and shall not place the interests of a particular group of investors on the interests of another group of investors, unless such preferential treatment is in the Terms and conditions of contract or in the statutes of the relevant AIF.

(2) An AIFM, the concession of which also extends to the individual portfolio management with discretion pursuant to Article 4 (4) (1) (1), shall not apply the customer's portfolio, either in whole or in part, in the shares of the AIF it manages, unless: He has previously received a general agreement from the customer and is subject to the provisions of § § 75 to 78 WAG 2007 in respect of the services in accordance with § 4 (4). If the AIFM also holds a concession pursuant to Section 1 (1) (1) Z 13 of the Federal Elections Act (BWG) in conjunction with Section 6 (2) of the InvFG 2011, Section 93 (2a) of the Federal Elections Act (BWG) is

(3) § § 40, 40a, 40b and 41 BWG shall be applied to AIFM. § 40 para. 2 and 2a Z 1 BWG shall also apply to those persons who acquire shares or shares of the AIFM.

Remuneration

§ 11. (1) An AIFM shall be responsible for all categories of employees, including managers and persons who actually do business, risk management, employees with control functions and all employees who receive a total remuneration; where they are at the same level of income as managers and risk management bodies whose professional activity has a significant impact on the risk profile of the AIFM or on the risk profiles of the AIF it manages, a To define remuneration policies and practices with a sound and effective Risk management is compatible and conducive to it and is not encouraged to take risks that are not compatible with the risk profile, the terms of the contract or the statutes of the AIF it manages.

(2) An AIFM shall have the remuneration policy and practice referred to in Appendix 2 .

(3) The FMA may, by means of a regulation, lay down the principles governing a remuneration policy in the light of European practice.

Conflicts of interest

§ 12. (1) An AIFM shall take all reasonable steps to identify conflicts of interest relating to the management of AIF between

1.

the AIFM and its managers, employees or any other person directly or indirectly connected to the AIFM through a control relationship and the AIF it manages or the investors of that AIF,

2.

the AIF or the investors of this AIF and any other AIF or the investors of that AIF,

3.

the AIF or the investors of this AIF and any other customer of the AIFM,

4.

the AIF or the investors of this AIF and a UCITS managed by the AIFM, or the investors of that UCITS, or

5.

two customers of the AIFM

occur. The AIFM shall have effective organisational and administrative arrangements to take all appropriate measures to identify, prevent, settle and monitor conflicts of interest, in order to prevent them from taking the necessary measures to ensure that they do not meet the requirements of: the interests of the AIF and its investors. Within its own processes, the AIFM has to separate tasks and areas of responsibility which could be regarded as incompatible with each other or which could potentially lead to systematic conflicts of interest. The AIFM has to examine whether the conditions of the exercise of its activity could lead to significant other conflicts of interest and to disclose it to the investors of the AIFs.

(2) The organisational arrangements made by the AIFM for the identification, prevention, settlement and monitoring of conflicts of interest shall not be irritated in order to ensure, at reasonable discretion, that the risk of impairment of To avoid investor interests, the AIFM has to inform investors-before doing business on their behalf-of the general nature or sources of conflicts of interest, and of appropriate strategies and procedures. to develop.

(3) If the AIFM for an AIF takes the services of a Primebroker, it must agree the terms in a written contract. In particular, the possibility of transferring and re-using assets of the AIF must be agreed in this Treaty and shall be in accordance with the terms and conditions of the AIF or the Statute of the AIF. The contract must stipulate that the depositary shall be informed of the contract. When selecting and designating the Primebroker with which a contract is concluded, the AIFM shall act with the necessary expertise, diligence and conscientiousness.

Risk Management

§ 13. (1) An AIFM has the functions of risk management to be functionally and hierarchically separated from the operational departments. The FMA has to monitor this in accordance with the principle of proportionality. In any event, the AIFM must be in a position to demonstrate to the FMA on request that special safeguards against conflicts of interest be used to enable the independent exercise of risk management measures and that the Risk management meets the requirements of this provision and is applied throughout.

(2) In order to ensure that all risks that are essential to the individual AIF investment strategies and to which each AIF is or may be subject are sufficiently identified, evaluated, controlled and monitored, the AIFM has adequate risk management systems , The AIFM shall review the risk management systems at appropriate time intervals, at least once a year, and, if necessary, adjust them.

(3) An AIFM shall have at least the following obligations:

1.

It shall carry out an appropriate, documented and regularly updated due diligence process of the AIF's investment strategy, objectives and risk profile when it is operating on behalf of the AIF;

2.

to ensure that the risks associated with the individual investment positions of the AIF, together with its impact on the overall AIF portfolio, are properly assessed, including through the use of appropriate stress tests, can be assessed, controlled and monitored;

3.

it shall also ensure that the risk profiles of the AIF are the size, portfolio structure and investment strategies and objectives laid down in the Treaty conditions or in the Articles of Association, the prospectus and the emission documentation of the AIF, .

(4) An AIFM shall establish a maximum level of leverage which it may use for each of the AIF it manages, as well as the extent of the right of re-use of securities or other guarantees provided for under the agreement on the financing of leverage, taking into account the following:

1.

The nature of the AIF,

2.

the investment strategy of the AIF,

3.

the origin of the leverage of the AIF,

4.

any other connection or relevant relationship with other financial services institutions that potentially pose a systemic risk,

5.

the need to limit the risk to each other counterparty,

6.

the extent to which the leverage is secured,

7.

the ratio of assets and liabilities,

8.

The scope, nature and extent of the activities of the AIFM in the markets concerned.

(5) The FMA may, by means of a Regulation, lay down detailed criteria for efficient portfolio management in accordance with European customs.

Liquidity management

§ 14. (1) An AIFM shall have, for each AIF it manages, which is not an AIF of the closed-end type without leverage, an adequate liquidity management system, and shall establish procedures to be followed by the AIFM to monitor the liquidity risks of the AIF and to ensure that the liquidity profile of the assets of the AIF is in line with its underlying liabilities. The AIFM shall regularly carry out stress tests, on the basis of both normal and exceptional liquidity conditions, with which it can assess and monitor the liquidity risks of the AIF accordingly.

(2) An AIFM shall ensure that the investment strategy, the liquidity profile and the withdrawal principles of each AIF it manages are consistent with each other.

Assets in securitisation positions

§ 15. In order to ensure cross-sectoral consistency and divergences between the interests of firms that convert loans into tradable securities and originators within the meaning of Article 4 (41) of Directive 2006 /48/EC, and the interests of AIFM, which The AIFM shall comply with delegated acts in respect of the invoice of AIF to those securities or other financial instruments.

Section 2

Organisational requirements

General principles

§ 16. (1) An AIFM shall have appropriate and appropriate human and technical resources at all times to ensure the proper management of the AIF.

An AIFM shall, taking into account the nature of the AIF managed by the AIFM, have proper management and accounting, control and security arrangements with regard to electronic data processing, and adequate internal -to have at its disposal, in particular, rules relating to the personal business of its employees and for the holding or management of investments for the purpose of the installation on their own account, which shall at least ensure that: any business relating to the AIF by origin, contracting party, type, The assets of the AIF managed by the AIFM shall be established in accordance with the terms and conditions of the AIF and in accordance with the applicable legal provisions.

Severity

§ 17. (1) An AIFM shall ensure that appropriate and consistent procedures are established for each AIF managed by it, so as to ensure a proper and independent assessment of the assets of the AIF in accordance with this provision and the the terms and conditions of the AIF's articles of association or the statutes.

(2) The rules applicable to the valuation of assets and the calculation of the net asset value per share of an AIF shall be laid down in the terms of the Treaty or the Statute of the AIF, provided that the AIF has its registered office in Austria.

(3) An AIFM shall also ensure that the calculation and disclosure of the net asset value per share of the AIF to investors is carried out in accordance with this provision and the terms and conditions of the AIF or the Articles of Association of the AIF. The evaluation procedures used to ensure that the valuation of assets and the calculation of the net asset value per share is carried out at least once a year. In the case of an open AIF, such assessments and calculations shall be carried out at a time interval appropriate to the assets held by the AIF and to its frequency of delivery and withdrawal. In the case of a closed AIF, such assessments and calculations shall also be carried out if the capital of the corresponding AIF is increased or reduced. Investors shall be informed of the assessments and calculations in accordance with the terms and conditions of the contract or the Articles of Association of the AIF.

(4) An AIFM shall ensure that the evaluation is carried out by one of the following bodies:

1.

an external evaluator who is a natural or legal person, irrespective of the AIF, the AIFM and other persons with close links to the AIF or to the AIFM, or

2.

the AIFM itself, provided that the assessment task is functionally independent of the portfolio management, and the remuneration policy and other measures ensure that conflicts of interest are mitigated and that an undue influence on the employees will be prevented.

The depositary appointed for an AIF may not be appointed as an external evaluator of this AIF, except where there is a functional and hierarchical separation of the execution of its depositary functions from its tasks as an external evaluator, and the Potential conflicts of interest are properly identified, controlled, observed and exposed to the investors of the AIF.

(5) Where an external evaluator is used for the evaluation, the AIFM shall demonstrate that:

1.

the external evaluator is subject to a legally recognised mandatory professional registration or legal, regulatory or professional rules;

2.

the external evaluator may provide sufficient professional guarantees in order to be able to effectively carry out the relevant assessment function in accordance with paragraphs 1, 2 and 3; and

3.

The order of the external evaluator complies with the requirements of § 18 and the delegated acts adopted pursuant to Article 20 (7) of Directive 2011 /61/EU.

(6) The external evaluator ordered shall not delegate the evaluation function to a third party.

(7) An AIFM shall immediately indicate the appointment of an external evaluator of the FMA, which may require the appointment of another external evaluator in the event that the conditions set out in paragraph 5 are not met.

(8) The evaluation shall be carried out independently and with the necessary expertise, care and conscientiousness.

(9) If the evaluation is not carried out by an external evaluator, the FMA may require the evaluation procedures and evaluations of the AIFM to be reviewed by an external evaluator or, where appropriate, by an auditor.

(10) An AIFM shall be responsible for the proper valuation of the assets of the AIF, for the calculation and for the disclosure of this net asset value. The liability of the AIFM with regard to the AIF and its investors must therefore not be affected by the fact that the AIFM has appointed an external evaluator. Notwithstanding the above and irrespective of any other contractual regulations, the external evaluator shall be liable to the AIFM for any loss of the AIFM, which shall result in negligent or intentional non-performance of the tasks by him. .

Section 3

Transfer of functions of the AIFM

Transfer

§ 18. (1) The AIFM shall be entitled to transfer one or more of its duties to third parties. The following requirements must be met:

1.

The AIFM shall notify the FMA in writing without delay of the date on which the decision is taken, but at any rate before the agreement for transfer enters into force;

2.

the AIFM must be in a position to justify its entire structure for the purpose of carrying out tasks with objective reasons;

3.

the agent must have sufficient resources to carry out the tasks in question and the persons who actually conduct the operations of the third party must be of good repudiation and must have sufficient experience;

4.

if the transfer relates to portfolio management or risk management, it may only be made to undertakings which are authorised for the purposes of asset management and are subject to supervision, or, if this condition does not apply, , only after prior approval by the FMA;

5.

if the transfer relates to portfolio management or risk management and is to a company from a third country, the cooperation between the FMA and the for the company must be complementary to the requirements of Z 4 competent supervisory authority;

6.

the transfer shall not affect the effectiveness of the supervision of the AIFM; in particular, it shall not prevent the AIFM from acting in the interests of its investors, nor shall it prevent the AIF from being administered in the interests of investors;

7.

the AIFM must be able to demonstrate that the agent concerned has the necessary qualifications and is able to perform the functions concerned, that he has been carefully selected and that the AIFM is in a position to do so at any time monitoring the delegated tasks effectively, giving further instructions to the authorised representative at any time, and withdrawing the transfer with immediate effect if this is in the interest of investors.

The AIFM shall at any time check the services provided by agents.

(2) In terms of portfolio management or risk management, a transfer may not be carried out to the following institutions:

1.

the depositary or a representative of the depositary, or

2.

another undertaking whose interests may be in conflict with those of the AIFM or the investors of the AIF, except where such a company has a functional and hierarchical separation of the execution of its tasks in the portfolio management or risk management by its other potentially conflicting interests, and properly identified, controlled, observed and exposed to the investors of the AIF .

(3) The obligations of the AIFM to the AIF and its investors in accordance with this Federal Act shall not be affected by such a transfer or by any further subcontracting. At any rate, the AIFM shall be liable for the conduct of the third party as for its own conduct. The AIFM may not carry out its tasks to a level which makes it a letterbox company. The relevant provisions of data protection law (§ § 10 ff DSG 2000) must be complied with.

(4) Third parties may transfer any of the functions transferred to them, provided that the following conditions are met:

1.

the AIFM has previously agreed to the subcontracting;

2.

the AIFM has reported to the FMA on this matter before the agreement on the subcontracting enters into force;

3.

the conditions laid down in paragraphs 1 and 2 of this Article shall also be fulfilled at any time in the case of subcontracting;

4.

The representative of the AIFM shall at any time check the services provided by the sub-commissioner.

(5) If the subcontracted person transfers the functions transferred to him, paragraph 4 shall apply and be complied with.

Section 4

Depositary

§ 19. (1) For each AIF managed by it, the AIFM shall ensure that a single depositary is appointed in accordance with this provision.

(2) The order of the depositary has to be agreed in writing in a contract. The contract shall, inter alia, regulate the exchange of information deemed necessary for the depositary under this Federal Act and in accordance with the other relevant provisions laid down by law, regulation or administrative action to carry out its tasks in respect of the AIF, For which it has been appointed as a depositary.

(3) The depositary shall either:

1.

a credit institution established in the Union, which is authorised under Directive 2006 /48/EC, or

2.

an investment firm with a registered office in the Union subject to the capital requirements referred to in Article 20 (1) of Directive 2006 /49/EC, including the capital requirements for operational risks, and which, in accordance with the Directive 2004 /39/EC, and which also provides ancillary services such as the safekeeping and management of financial instruments for the account of customers in accordance with point B (1) of Annex I to Directive 2004 /39/EC; such investment firms shall be required in each case to: have the same own resources as those referred to in Article 9 of Directive 2006 /49/EC the amount of the initial capital shall not be less than; or

3.

another category of bodies subject to supervision and permanent supervision, and which, on 21 July 2011, shall be subject to one of the categories of categories of equipment from which a depositary may be elected,

to be. Only in the case of non-EU-AIF and without prejudice to paragraph 5 (2), the depositary may also be a credit institution or a company similar to those referred to in Z 1 and 2, provided that the conditions set out in paragraph 6 (2) are complied with.

(4) In order to avoid conflicts of interest between the depositary, the AIFM and/or the AIF and/or its investors,

1.

an AIFM shall not carry out the task of a depositary;

2.

a Primebroker acting as a business partner of an AIF may not carry out the tasks of a depositary of this AIF, except when a functional and hierarchical separation of the execution of its depositary functions from its tasks as Primebroker is in place and the potential conflicts of interest are properly identified, controlled, observed and exposed to the investors of the AIF. It is permissible in accordance with paragraph 11 that the depositary shall carry out its depositary duties to such a Primebroker if the appropriate conditions are complied with.

(5) The depositary shall have its registered office in one of the following places:

1.

In the case of EU-AIF in the home Member State of the AIF;

2.

in the case of non-EU AIF, in the third country in which the AIF is located, or in the home Member State of the AIFM which manages the AIF, or in the reference Member State of the AIFM which manages the AIF.

(6) Without prejudice to the requirements laid down in paragraph 3, the appointment of a depositary established in a third country shall be subject to the following conditions:

1.

the competent authorities of the Member State in which the shares of the non-EU AIF are to be distributed and, where different authorities are concerned, the authorities of the home Member State of the AIFM, have agreements on the cooperation and the exchange of information with the competent authorities of the depositary;

2.

the depositary shall be subject to effective prudential regulation, including minimum capital requirements, and supervision, which shall comply with Union legislation and which are effectively enforced;

3.

the third country in which the depositary has its registered office is not a country or territory in which, in accordance with Section 40b (1) of the last sentence of the BWG, there is, in any case, an increased risk of money laundering or terrorist financing;

4.

the Member States in which the shares of the non-EU AIF are to be distributed and, where different, the home Member State of the AIFM, have signed an agreement with the third country in which the depositary has its registered office, which shall: fully meet the standards of Art. 26 of the OECD Model Agreement on the avoidance of double taxation of income and assets, and an effective exchange of information in tax matters, including multilateral tax treaties, guarantee;

5.

the depositary is contractually liable to the AIF or to the investors of the AIF, in accordance with the provisions of paragraphs 12 and 13, and expressly declares itself to be willing to comply with paragraph 11.

If the FMA does not agree with the assessment of the application of Z 1 to 4 by the competent authorities of the home Member State of the AIFM, it may bring the matter to the attention of ESMA, with a view to its application in accordance with Art. 19 of the Regulation (EU) No 1095/2010.

(7) The depositary shall ensure that the cash flows of the AIF are properly monitored and, in particular, shall ensure that all payments made by investors or on behalf of investors in the subscription to shares of an AIF have been made , and that all the funds of the AIF have been recorded in a cash account, on behalf of the AIF, on behalf of the AIFM acting on behalf of the AIF, or on behalf of the depositary acting on behalf of the AIF, at one place in accordance with Article 18 (1) (a), (b) and (c) of Directive 2006 /73/EC, or in the case of a body of the same kind in the corresponding market in which money accounts are required, as long as such a body is subject to effective prudential regulation and supervision which are in accordance with Union law and are effectively enforced, and in accordance with the principles laid down in Article 16 of Directive 2006 /73/EC. In the event that money accounts are opened on behalf of the depositary acting on behalf of the AIF, no funds shall be charged to the body referred to in this paragraph and no funds of the depositary itself shall be entered in such accounts.

(8) The assets of the AIF or the AIFM acting on behalf of the AIF shall be entrusted to the depositary in the following manner for storage:

1.

in the case of financial instruments which can be taken into custody:

a)

the depositary shall keep all the financial instruments which can be entered in the deposit in an account in financial instruments and all financial instruments which can be physically transferred to the depositary;

b)

To this end, the depositary shall ensure that all the financial instruments which can be recorded in the depot in an account in the financial instruments are in accordance with the principles set out in Article 16 of Directive 2006 /73/EC in the books of the Depositary shall be registered on separate accounts opened on behalf of the AIF or the AIFM acting on behalf of the AIF so that the financial instruments at any time under applicable law are clearly identified as instruments owned by the AIF. can be identified;

2.

for other assets:

a)

the depositary shall examine the ownership of the AIF or the AIFM for the account of the AIF in such assets and shall keep records of the assets in which it has verified that the AIF or the AIF's account is AIFM shall have ownership of these assets;

b)

the assessment of whether the AIF or AIFM acting on behalf of the AIF is the owner, is based on information or documents submitted by the AIF or the AIFM and, where available, on external evidence;

c)

the depositary shall keep its records up-to-date.

(9) In addition to the tasks referred to in paragraphs 7 and 8, the depositary shall ensure that:

1.

the sale, issue, withdrawal, payment and cancellation of units of the AIF shall take place in accordance with the applicable national legislation and the terms of the contract or the statute of the AIF;

2.

the calculation of the value of the shares of the AIF in accordance with the applicable national law, the contractual conditions or the Articles of Association of the AIF, in accordance with Section 17 of this Federal Act or of the procedure laid down in Article 19 of Directive 2011 /61/EU ,

3.

the instructions of the AIFM shall be carried out, unless they are contrary to applicable national legislation or to the terms of the contract or the statutes of the AIF;

4.

in the case of transactions with assets of the AIF, the equivalent shall be transferred to the AIF within the usual time limits;

5.

the proceeds of the AIF shall be used in accordance with the applicable national legislation and the terms of the contract or the Articles of Association of the AIF.

(10) As part of their respective duties, the AIFM and the depositary shall be honest, honest, professional, independent and in the interests of the AIF and of its investors. A depositary shall not carry out any tasks relating to the AIF or the AIFM acting on behalf of the AIF, which could create conflicts of interest between the AIF, the investors of the AIF, the AIFM and the AIFM itself, except when a functional and A hierarchical separation of the execution of its tasks as a depositary has been carried out by its potentially conflicting tasks and the potential conflicts of interest are properly identified, controlled, observed and the investors of the AIF shall be disclosed. The assets referred to in paragraph 8 shall not be re-used by the depositary without the prior approval of the AIF or the AIFM acting on behalf of the AIF.

(11) The depositary may not transfer its functions committed in this provision to third parties, with the exception of the tasks referred to in paragraph 8. The depositary may transfer the functions referred to in paragraph 8 to third parties under the following conditions:

1.

the tasks are not carried out with the intention of circumventing the provisions of this Federal Law;

2.

the depositary may prove that there is an objective reason for the transfer;

3.

the depositary shall be responsible for the selection and appointment of a third party to whom it wishes to transfer parts of its duties, with the necessary expertise, care and conscientiousness, and shall continue to be subject to the ongoing control and regular a review of third parties to which it has delegated parts of its duties and of agreements of the third party with regard to the tasks entrusted to it, with the necessary expertise, care and conscientiousness, and

4.

the depositary shall ensure that the third party complies with the following conditions at all times in the performance of the tasks entrusted to it:

a)

The third party shall have an organisational structure and expertise appropriate and appropriate for the nature and complexity of the assets of the AIF or of the AIFM acting on behalf of the AIF entrusted to it;

b)

in relation to the depositary tasks referred to in paragraph 8 (1), the third party shall be subject to effective prudential regulation, including minimum capital requirements, and supervision in the relevant legal competence, and the third party shall also be subject to supervision. a regular external audit which ensures that the financial instruments are in its possession;

c)

the third party shall separate the assets of the customers of the depositary from its own assets and from the assets of the depositary in such a way that at all times they are clearly the property of customers of a given be able to identify depositary;

d)

the third party may not use the assets without the prior consent of the AIF or the AIFM acting on behalf of the AIF and a prior notification to the depositary, and

e)

the third party shall comply with the general obligations and prohibitions referred to in paragraphs 8 and 10.

Without prejudice to Z 4 lit. b, where, according to the legislation of a third country, it is stipulated that certain financial instruments must be kept by a local institution and that there are no local bodies responsible for the Requirements for an assignment according to Z 4 lit. b), the depositary may transfer its functions to such a local institution only in so far as it is requested by the law of the third country, and only as long as there are no local bodies which meet the requirements for carry out an assignment, subject to the following requirements:

aa)

The investors of the respective AIF must be duly informed prior to the operation of their installation that such an order is required by law in the law of the third country, and they must be informed of the circumstances, that justify the transfer; and

bb)

The AIF or the AIFM acting on behalf of the AIF must instruct the depositary to transfer the safekeeping of those financial instruments to such a local institution.

The third party may, in turn, transfer these functions further under the same conditions. In this case, paragraph 13 shall apply mutatily to the parties concerned. The provision of services in accordance with Directive 98 /26/EC by securities settlement systems, as provided for for the purposes of that Directive, or the provision of similar services by securities deferrals, and For the purposes of this paragraph, settlement systems of third countries shall not be considered to be a depositary.

(12) The depositary shall be liable to the AIF or to the investors of the AIF for the delivery by the depositary or by a third party to whom the safekeeping of financial instruments which were held pursuant to paragraph 8 (1) has been transferred. In the event of such a deposit of a financial instrument, the depositary shall immediately return a financial instrument of the same kind to the AIF or to the AIFM acting on behalf of the AIF, or to a corresponding amount to the AIF. . The depositary shall not be liable if it can prove that the removal of the goods is due to force majeure, the consequences of which, despite all reasonable countermeasures, have been unavoidable. The depositary shall also be liable to the AIF or to the investors of the AIF for any other loss incurred by the AIF as a result of failure to comply with its obligations arising from the depositary or intentionally caused by the depositary. Federal law.

(13) The liability of the depositary shall remain unaffected by any transfer in accordance with paragraph 11. Without prejudice to this, the depositary may, in the event of the loss of financial instruments held by a third party in accordance with paragraph 11, free itself from liability if it can prove that:

1.

all conditions for the transfer of their depositary duties pursuant to paragraph 11 (1) (1) to (Z) are complied with;

2.

a written contract between the depositary and the third party expressly transfers the liability of the depositary to that third party and makes it possible for the AIF or the AIFM acting on behalf of the AIF to make its claim on the basis of the agreement of financial instruments to the third party, or the depositary may claim such a claim for them, and

3.

a written contract between the depositary and the AIF or the AIFM acting on behalf of the AIF expressly allows the depositary to be exempted from liability and an objective reason for the contractual agreement of an AIF such exemption.

(14) It is also required, under the legislation of a third country, that certain financial instruments must be kept by a local institution and that there are no local bodies to meet the requirements of a local authority. Commission pursuant to paragraph 11 Z 4 lit. b), the depositary may exempt itself from liability, provided that the following conditions are met:

1.

the terms and conditions of the contract or the statutes of the AIF in question expressly permit such an exemption under the conditions set out in this paragraph;

2.

the investors of the relevant AIF have been duly informed of this exemption from liability and the circumstances justifying this exemption from liability prior to the operation of their investment;

3.

the AIF or the AIFM acting on behalf of the AIF have instructed the depositary to transfer the safekeeping of those financial instruments to a local institution;

4.

there is a written contract between the depositary and the AIF or the AIFM acting on behalf of the AIF, in which such exemption is expressly permitted; and

5.

there is a written contract between the depositary and the third party in which the liability of the depositary is expressly transferred to the third party and enables the AIF or the AIFM acting on behalf of the AIF to claim its claim by reason of the deposit of financial instruments against the third party, or the depositary may claim such a claim for them.

(15) Liability claims of the investors of an AIF may be asserted directly or indirectly by the AIFM as a function of the nature of the legal relationship between the depositary, the AIFM and the investors.

(16) The depositary shall, on request, provide the FMA as the competent authority with all the information it has received in the course of the performance of its tasks and which the FMA may require as the competent authority of the AIF or of the AIFM. Where the competent authorities of the AIF or the AIFM differ from those of the depositary, the FMA, as the competent authority of the depositary, shall immediately make available to the competent authorities of the AIF and of the AIFM the information received .

(17) The AIFM shall provide for appropriate and documented procedures and arrangements to allow a rapid exchange of depositaries in the event that the depositary is no longer able to ensure the performance of its tasks.

(18) By way of derogation from paragraph 3, the depositary of AIF may, according to 5. Part 2. shall also be a trustee who shall carry out the duties of a depositary in the course of his professional or business activities, provided that:

1.

no recovery rights can be exercised in the case of the AIF within 5 years after the operation of the first installations; and

2.

The AIF, in accordance with its main investment strategy, normally invest in issuers or unlisted companies in order to be able to gain control of such companies in accordance with § § 24 ff.

(19) The trustee, as ordered in accordance with paragraph 18, shall be subject to a legally recognised compulsory registration in respect of his professional or business activities, or shall have legal and administrative provisions or professional rules. , which may provide sufficient financial and professional guarantees in order to enable it to carry out the relevant tasks of a depositary effectively and to fulfil the obligations of this function. The sufficient financial and professional guarantee shall be guaranteed on an ongoing basis. The Trustee shall notify the FMA without delay of any changes to FMA's financial or professional guarantees. In so far as the trustee concludes insurance for the purpose of the financial guarantee, the insurance undertaking shall be obliged to enter into the insurance contract, the FMA shall be responsible for the commencement and termination or termination of the insurance contract, as well as Any circumstances affecting the prescribed insurance cover shall be notified immediately.

(20) The AIFM shall announce the trustee in accordance with paragraph 18 of the FMA before ordering. If the FMA has concerns about the order, it may request that a different trustee be appointed within a reasonable time. If the AIFM or the FMA also has concerns about the appointment of the newly proposed trustees, the AIFM shall appoint a depositary for the AIF to a depositary pursuant to paragraph 3.

Part 4

Transparency requirements

Annual report

§ 20. An AIFM shall draw up an annual report for each EU-AIF managed by the AIFM and for each AIF it has driven in the Union for each financial year at the latest six months after the end of the financial year. This annual report shall be transmitted to investors on request. The annual report shall be provided by the AIFM as the competent authority of the AIFM's home Member State and, where appropriate, the FMA as the competent authority of the home Member State of the AIF within the said period of time. If, under Directive 2004 /109/EC, the AIF is obliged to publish annual financial reports, only the information provided for in paragraph 2 shall be provided to investors on request. The transmission may be carried out separately or in the form of a supplement to the annual financial report. In the latter case, the annual financial report shall be published no later than four months after the end of the financial year.

(2) The annual report shall contain at least the following:

1.

a balance sheet or balance sheet;

2.

a statement of the income and expenses of the financial year;

3.

a report on the activities carried out in the past financial year;

4.

any substantial change in the information referred to in Article 21 during the financial year to which the report relates;

5.

the total amount of remuneration paid in the past financial year, broken down into fixed and variable remuneration paid by the AIFM to its employees, the number of beneficiaries and, where appropriate, the Carried Interests paid by the AIF;

6.

the total amount of remuneration paid, broken down by management staff and staff of the AIFM, whose activities have a significant impact on the risk profile of the AIF.

(3) The figures contained in the annual report shall be in accordance with the accounting standards of the AIF's home Member State or in accordance with the accounting standards of the third country in which the AIF is established and in accordance with the the terms and conditions of the accounting rules laid down in the AIF's articles of association. The figures contained in the annual report shall be examined by one or more persons authorised by law to carry out statutory audits in accordance with Directive 2006 /43/EC. The report of the auditor, including any reservations, shall be fully reproduced in each annual report.

Information requirements for investors

§ 21. (1) AIFM shall provide AIF investors with the following information in accordance with the terms of the contract or the statutes of the AIF for each EU-AIF managed by them and for each AIF distributed by them within the AIF; as well as to make all substantive changes to this information available:

1.

a description of the investment strategy and objectives of the AIF, the location of a possible Master's AIF and the seat of the target fund, if the AIF is a fund, a description of the nature of the assets to which the AIF is acting; AIF may invest, the techniques it may use and any associated risks, any restrictions on investment, the circumstances under which the AIF may use leverage, the nature and origin of the permitted leverage, and related risks, other restrictions on the use of a Leverage and agreements on assets and on the re-use of assets, as well as the maximum level of leverage that the AIFM may use on behalf of the AIF;

2.

a description of the procedures according to which the AIF may alter its investment strategy or policy or both;

3.

a description of the main legal implications of the contractual relationship entered into for the operation of the assessment, including information on the competent courts, the applicable law and the existence or non-existence of the contract. of legal instruments providing for the recognition and enforcement of judgments in the territory in which the AIF is situated;

4.

the identity of the AIFM, the depositary of the AIF, the auditor or other service provider, as well as an explanation of their obligations and the rights of investors;

5.

a description of the manner in which the AIFM meets the requirements of Section 7 (7);

6.

a description of all the management functions carried out by the AIFM in accordance with Appendix 1, as well as all the depositary functions carried out by the depositary, the name of the representative and all conflicts of interest arising from the the transfer of tasks could result;

7.

a description of the evaluation procedure of the AIF and the calculation methods for the valuation of assets, including the procedures for the valuation of assets that are difficult to assess in accordance with § 17;

8.

a description of the liquidity risk management of the AIF, including the adoption rights under normal and exceptional circumstances, and the existing readmission agreements with the investors;

9.

a description of all charges, fees and other costs, together with the maximum amounts paid directly or indirectly by the investors;

10.

a description of the manner in which the AIFM ensures fair treatment of investors and, whenever an investor receives preferential treatment or entitlement to such treatment, an explanation of that treatment, the nature of the investors receiving such preferential treatment and, where appropriate, the legal or economic links between such investors and the AIF or the AIFM;

11.

the last annual report pursuant to § 20;

12.

the procedures and conditions for the issuing and sale of shares;

13.

the most recent net asset value of the AIF or the latest market price of the shares of the AIF in accordance with § 17;

14.

where available, the previous value development of the AIF;

15.

the identity of the primebroker and a description of any substantial agreement between the AIF and its primebrokers and the manner in which conflicts of interest are settled in this respect and the provision in the contract with the a depositary of the possibility of transfer and re-use of assets of the AIF and information on any possible transfer of liability to the Primebroker;

16.

a description of the manner in which and at what time the information required in accordance with paragraphs 4 and 5 is disclosed.

(2) The AIFM shall inform investors, before they make their investment in the AIF, of any agreements made by the depositary in order to be contractually exempted from the liability in accordance with section 19 (13). The AIFM shall also inform investors without delay of any changes arising in relation to the liability of the depositary.

(3) If the AIF is obliged to publish a prospectus in accordance with Directive 2003 /71/EC or under other national legislation, the information contained in the prospectus shall be supplemented only with the information provided for in paragraphs 1 and 2 of this Directive. shall be disclosed separately or as supplementary information in the prospectus. The prospectus review or prospectus approval provided for in accordance with § § 8 or 8a KMG does not extend to this supplementary information. In the event of a separate creation of this information, the document can be filed with the prospectus at the reporting office according to § 12 KMG.

For each of the EU AIF managed by them and for each AIF distributed by them in the Union, the AIFM shall regularly, at least annually, inform investors of the following:

1.

the percentage of the assets of the AIF, which are difficult to liquidate and which are therefore subject to special arrangements;

2.

any new rules governing the management of the liquidity of the AIF;

3.

The current risk profile of the AIF and the risk management systems used by the AIFM to control these risks.

(5) AIFM, the EU-AIF, which use leverage, or the AIF which uses leverage, distribute in the Union shall have regular, at least annually, each of these AIF, in accordance with the terms and conditions of the contract in this respect. or the Statute of the AIF to disclose:

1.

any change to the maximum extent in which the AIFM may use leverage for the AIF's account, and any rights to re-use any collateral or other guarantees granted under the leverage of the funds;

2.

the overall level of leverage of the AIF in question.

Information obligations to the competent authorities

§ 22. (1) The AIFM shall keep the FMA regularly informed of the main markets and instruments, on or with which it acts on behalf of the AIF it manages. He shall provide information on the main instruments with which he is acting, on the markets in which he is a member or actively participating in the trade, and on the greatest risks and concentrations of each AIF it manages.

(2) The AIFM shall submit the following to the FMA for each EU AIF it manages and for each of the AIF which it has driven in the Union:

1.

the percentage of the assets of the AIF, which are difficult to liquidate and which are therefore subject to special arrangements;

2.

any new rules governing the management of the liquidity of the AIF;

3.

the current risk profile of the AIF and the risk management systems used by the AIFM to control the market risk, liquidity risk, the risk of the counterparty failure and other risks, including operational risk;

4.

Information on the main categories of assets in which the AIF has invested and

5.

the results of the stress tests carried out in accordance with Section 13 (3) (2) and (1) (1).

(3) The AIFM shall submit the following documents to the FMA on request:

1.

an annual report on each EU AIF managed by the AIFM and on each of the AIF distributed by it in the Union for each financial year, in accordance with Article 20 (1);

2.

at the end of each quarter, a detailed list of all AIF managed by the AIFM.

(4) An AIFM, which manages AIF, which has significant leverage, has provided the FMA with information on the total amount of leverage used for each of the AIF it manages, a breakdown by leveraged funds, which by borrowing or securities lending, and those embedded in derivatives, as well as information on the extent to which the assets of the AIF have been re-used as part of a leveraged financing operation. This information shall include, for each of the AIF managed by the AIFM, information on the identity of the five largest lenders or securities lenders and the level of the leverage received from those sources for each of the AIF mentioned. For non-EU-AIFM, the reporting obligations under this paragraph shall be limited to the EU-AIF they manage and the non-EU-AIF distributed by them in the Union.

(5) Where this is necessary for the effective monitoring of systemic risks, the FMA may, as the competent authority of the home Member State, be able to provide, on a regular basis or in accordance with the conditions laid down in those provisions, supplementary information on the Request information. The FMA has to inform ESMA about the additional information needs. In the event of exceptional circumstances and where necessary to ensure the stability and integrity of the financial system or to promote long-term sustainable growth, the FMA has added to ESMA's additional reporting requirements. .

(6) AIFM shall draw up an annual financial statement in accordance with the structure of Annex 2 to Section 43 of the Federal Elections Act in time for the time limit laid down in paragraph 7 to be complied with. Appendix 2 to § 43 BWG, Part 2 (Outline of the profit and loss account) shall apply with the proviso that under heading III. Operating expenses "in addition to the position" including fixed overheads ". § § 43, 45 to 59a, 64 and 65 (1) and (2) of the Federal Elections Act are to be applied. The provisions of § 275 of the German Commercial Code (UGB) on the auditor's responsibility shall be applied.

(7) The annual financial statements of the AIFM prepared pursuant to paragraph 6 and audited in accordance with paragraph 8 shall be submitted at the latest within six months of the conclusion of the financial year of the FMA. The directors have to ensure the legality of the financial statements. The FMA may also require the submission of annual accounts data by electronic means or electronic media in a standardised form.

(8) The annual accounts are to be examined by statutory auditors, in the case of cooperatives, by the audit bodies of statutory audit bodies. The auditor has to examine the legality of the annual financial statements. The examination shall also include:

1.

The factual accuracy of the evaluation, including the acceptance of the depreciation, value adjustments and provisions, and

2.

the observance of the provisions of this Federal Law.

(9) The FMA may, by means of a regulation, lay down detailed criteria in respect of the obligations to provide information in accordance with this provision and in accordance with Article 1 (5) (4) of this Regulation and the nature of the transmission by means of a regulation in accordance with the provisions of this provision. in particular, the use of electronic reporting systems or data carriers as well as computer formats.

Part 5

AIFM, which manage certain types of AIF

Section 1

AIFM managing the AIF with leverage

Use of information by the competent authorities, regulatory cooperation and restrictions on leverage

§ 23. (1) The FMA as the competent authority of the home Member State of the AIFM shall forward the information to be collected in accordance with § 22 of the Oesterreichische Nationalbank (OeNB). On the basis of this information, the OeNB shall analyse to what extent the use of leverage financing for the development of systemic risk in the financial system, the risk of market disturbances in individual or several market segments, or risks to the long-term economic growth. The OeNB shall immediately forward its analysis to the FMA where such risks are identified.

(2) The FMA has all the information on the AIFM subject to its supervision, collected in accordance with § 22, as well as the information collected in accordance with § 5, the competent authorities of other Member States concerned, ESMA and the ESRB in accordance with the provisions of § 61. and of Article 50 of Directive 2011 /61/EU on cooperation in the field of supervision. In addition, it shall immediately inform the competent authorities of the other Member States directly concerned, in accordance with these procedures and bilaterally, in the event that the OeNB analyses, on the basis of the information referred to in Article 22, that the information provided by the OeNB is not subject to The AIFM, or AIF managed by the AIFM, may pose a significant counterparty risk to a credit institution or other system-relevant institutions in other Member States.

(3) The AIFM shall indicate to the FMA that the limitation of the level of leverage it is attached to is appropriate for each AIF it manages and that it always complies with this limitation. On the basis of the information referred to in § 22, the OeNB shall assess the risk of systemic risk arising in the financial system or from market disturbances in individual or several market segments arising from the use of leverage by an AIFM in the case of an AIF managed by it. The OeNB shall immediately forward its analysis to the FMA where such risks are identified. If this is considered necessary in order to ensure the stability and integrity of the financial system, the FMA, after understanding ESMA, the ESRB and the competent authorities of the relevant AIF, shall limit the level of leverage to be financed, that an AIFM may use, or has any other limitations on the AIF administration relating to the AIF it manages, so as to limit the extent to which the use of leverage to create systemic risk in the Financial system or the risk of market disruption in individual or several market segments contributes. By means of the procedures laid down in Articles 61 and 50 of Directive 2011 /61/EU, the FMA, acting as the competent authority of the AIFM's home Member State, duly informed the ESRB and the competent authorities of the AIF of the action taken in this respect. Steps to inform.

(4) The agreement referred to in paragraph 3 shall be made no later than ten working days before the proposed effective date or renewal of the proposed measure. The communication shall contain details of the proposed action, its reasons and the date on which it is to take effect. In special circumstances, the FMA may be the competent authority of the home Member State of the AIFM to ensure that the proposed measure takes effect within the period referred to in the first sentence.

(5) If the FMA proposes, as the competent authority, to take measures that are contrary to ESMA's recommendation under Article 25 (6) or (7) of Directive 2011 /61/EU, it shall inform ESMA thereof, stating its reasons.

(6) For the tasks of the OeNB as referred to in paragraphs 1 to 3, Section 79 (4) 2. sentence of the Federal Elections Act shall apply mutasensitily.

Section 2

Obligations of AIFM managing AIF, which gain control over unlisted companies and issuers

Scope

§ 24. (1) This section shall apply to:

1.

AIFM managing one or more AIF, either alone or jointly, under the terms of an agreement intended to obtain control, to gain control over a non-listed company in accordance with paragraph 5;

2.

AIFM cooperating with one or more other AIFM on the basis of an agreement under which the AIF managed by these AIFMs jointly acquire control of a non-listed company in accordance with paragraph 5.

(2) This Section shall not apply in the event of the non-listed companies

1.

for small and medium-sized enterprises within the meaning of Article 2 (1) of the Annex to the Commission Recommendation on the definition of micro-enterprises and small and medium-sized enterprises (SMEs), OJ L 327, 31.12.2002, p. No. OJ L 124, 20.05.2003 p. 36, or

2.

for the purpose of the acquisition, possession or management of real estate.

(3) Without prejudice to para. 1 and 2, Section 25 (1) shall also apply to AIFM which manage AIF, which acquire a minority stake in an unlisted company.

(4) § 26 (1), (2) and (3) and § 28 shall also apply to AIFM which manage AIF, which gain control in relation to issuers. For the purposes of these paragraphs, paragraphs 1 and 2 of this provision shall apply accordingly.

(5) For the purposes of this Section, control in the case of unlisted companies means more than 50 vH of the voting rights of these companies. In calculating the share of the voting rights held by the relevant AIF, the following voting rights shall also be taken into account in addition to the voting rights held directly by the AIF in question, the control being carried out in accordance with the the first sentence of this paragraph shall be established:

1.

of undertakings controlled by the AIF; and

2.

by natural or legal persons acting on their own behalf, but on behalf of the AIF or a company controlled by the AIF.

The proportion of voting rights shall be calculated on the basis of the total number of shares held with voting rights, even if the exercise of these voting rights is suspended. Without prejudice to § 2 (1) Z 9, control in relation to issuers shall be defined for the purposes of Article 26 (1), (2) and (3) and Article 28 in accordance with Article 5 (3) of Directive 2004 /25/EC.

(6) This section shall apply subject to the conditions and restrictions laid down in Article 6 of Directive 2002 /14/EC.

(7) This Section shall apply without prejudice to any more stringent provisions adopted by Member States concerning the acquisition of holdings in issuers and non-listed companies in their territory.

Communication on the acquisition of significant shareholdings and the acquisition of control over non-listed companies

§ 25. (1) In the acquisition, sale or holding of shares in a non-listed company by an AIF, the AIFM, which manages this AIF, has the FMA of the share of the voting rights of the non-listed company, the share of the voting rights of the AIF shall be reported whenever this proportion reaches, exceeds or falls below the threshold values of 10 vH, 20 vH, 30 vH, 50 vH and 75 vH.

(2) Where an AIF acquires sole or joint control of a non-listed company in accordance with Article 24 (1) in conjunction with paragraph 5, the AIFM managing the AIF concerned shall have the following persons in relation to the acquisition of control by: inform the AIF:

1.

the non-listed company;

2.

the shareholders whose identity and address are available to the AIFM or which may be made available to them by the unlisted company or through a register to which the AIFM may have access or which may be obtained; and

3.

the FMA as the competent authority of the home Member State of the AIFM.

(3) The notification required in accordance with paragraph 2 shall include the following additional information:

1.

the situation resulting from the voting rights;

2.

the conditions under which the control has been obtained, including the nomination of the individual shareholders involved, the natural or legal persons authorised to vote on their behalf and, where appropriate, the chain of participation, the voting rights are actually held;

3.

the date on which the control was obtained.

(4) In its communication to the non-listed company, the AIFM shall request the Management Board of the Company, the employee representatives or, if there are no such representatives, the employees themselves without undue delay from the to notify the AIF managed by the AIFM and to inform it of the information referred to in paragraph 3. The AIFM shall endeavour to make every effort to ensure that the employee representatives or, if there are no such representatives, the employees themselves are properly informed by the Management Board in accordance with this provision.

(5) The communications referred to in paragraphs 1, 2 and 3 shall be above or below ten working days after the date on which the AIF reaches the corresponding threshold, or has acquired control over the unlisted company, to: .

Disclosure requirement when control is received

§ 26. (1) If an AIF acquires sole or joint control of a non-listed company or an issuer in accordance with Section 24 (1) in conjunction with paragraph 5, the AIFM managing the AIF concerned shall have the information referred to in paragraph 2 of this provision

1.

the undertaking concerned;

2.

the shareholders of the undertaking whose identity and address are available to the AIFM or may be made available to it by the undertaking or through a register to which the AIFM may have access or to which the AIFM may obtain, and

3.

of the FMA as the competent authority of the home Member State of the AIFM.

(2) The AIFM shall provide the following information:

1.

the names of the AIFM, which administer the AIF, either alone or in the context of an agreement with other AIFM, who have gained control;

2.

the principles for the prevention and management of conflicts of interest, in particular between the AIFM, the AIF and the company, including information on the special security measures taken to ensure that: agreements concluded between the AIFM and/or the AIF and the undertaking as between business partners independent of each other; and

3.

the external and internal communication policy with regard to the company, in particular to the employees.

(3) In its communication to the company referred to in paragraph 1 (1) (1), the AIFM shall request the Management Board of the Company, the employee representatives or, if there are no such representatives, the employees themselves without undue delay from the To inform the information provided pursuant to paragraph 1. The AIFM shall endeavour to make every effort to ensure that the employees ' representatives or, if there are no such representatives, the employees themselves are properly informed by the Management Board in accordance with this paragraph.

(4) If an AIF acquires sole or joint control of a non-listed company in accordance with Section 24 (1) in conjunction with paragraph 5, the AIFM managing the AIF concerned shall have the AIF's intentions regarding the future the development of the business of the unlisted company and the likely impact on employment, including substantial changes in working conditions, to be disclosed to the following persons or to ensure that: The AIF shall disclose these intentions to these persons:

1.

the non-listed company, and

2.

the shareholders of the non-listed company whose identity and address are available to the AIFM or are made available to it by the unlisted company or a register to which the AIFM may have access or to which it may be granted access .

In addition, the AIFM, which manages the relevant AIF to request the Management Board of the unlisted company, shall have the information specified in the first sentence of this paragraph to the employee representatives or, if no such information is available, to the members of the AIF. There are representatives to make available to the employees of the unlisted company itself, and to make every effort to ensure that it is ensured.

(5) As soon as an AIF acquires control of a non-listed company in accordance with Section 24 (1) in conjunction with paragraph 5, the AIFM managing the AIF concerned shall be the competent authority of its home Member State and the FMA To provide information on the financing of the acquisition to the AIF.

Special provisions relating to the annual report of AIF which exercise control over non-listed companies

§ 27. (1) If an AIF acquires sole or joint control of a non-listed company in accordance with Section 24 (1) in conjunction with paragraph 5, the AIFM managing the AIF concerned shall either:

1.

to request and to make every effort to ensure that the annual report of the unlisted company within the time limit laid down in the relevant national legislation for the preparation of such an undertaking shall be made available to the public. The annual report shall be drawn up in accordance with paragraph 2 and made available by the Management Board of the Company to all employee representatives or, if there are no such representatives, to the employees themselves, or

2.

include, for each AIF in question, in the annual report provided for in Article 20, the information referred to in paragraph 2 on the non-listed company concerned.

(2) The additional information which must be included in the annual report of the company or of the AIF as referred to in paragraph 1 shall contain at least one report on the situation at the end of the period covered by the annual report, in which the The business development of the company is shown in such a way as to produce as faithfully as possible an image of the assets-earnings and financial situation. The report shall also contain information on the following:

1.

Events of particular importance which occurred after the end of the financial year,

2.

the expected development of the company and

3.

the information on the acquisition of own shares, referred to in Article 24 (2) of Directive 2012/30/EU.

(3) The AIFM, which manages the relevant AIF, has either:

1.

to request and make every effort to ensure that the Management Board of the non-listed company provides the information on the undertaking concerned as referred to in paragraph 1 (2) of this Article to the employees ' representatives of the relevant company undertakings or, if there are no such representatives, to the employees themselves within the time limit referred to in Article 20 (1); or

2.

the investors of the AIF the information referred to in paragraph 1 (1) (1), where available, within the time limit referred to in Article 20 (1) and in any case no later than the date on which the annual report of the non-listed company shall be published in accordance with relevant national legislation is to be made available.

Breaking up of companies

§ 28. (1) Where an AIF, alone or jointly, acquires control of an unlisted company or an issuer in accordance with Article 24 (1) in conjunction with paragraph 5, the AIFM managing the AIF in question may, within a period of 24 years, be Months after the acquisition of control of the company by the AIF

1.

Do not permit, facilitate, support or order distribution, capital reductions, redemption of shares and/or purchase of own shares by the Company in accordance with Section 2;

2.

provided that the AIFM is authorised to vote in the meetings of the company's governing bodies on behalf of the AIF, not for distribution, capital reductions, redemption of shares and/or purchase of its own shares by the undertaking in accordance with para. 2 vote and

3.

within the same period shall in any case have the best efforts to prevent the sale, capital reduction, redemption of shares and/or purchase of own shares by the company in accordance with paragraph 2.

(2) The conditions imposed on the AIFM in accordance with paragraph 1 shall cover the following:

1.

Distributions to shareholders which are made if the net assets shown in the annual accounts of the company, at the end of the last financial year, are the amount of the subscribed capital plus the reserves, the amount of which is The amount of the subscribed capital by the amount of the portion of the subscribed capital which has not yet been requested shall be less than the right or the statutes shall not be allowed, shall be less than the amount of the subscribed capital, or shall not be allowed to fall below the amount of the subscribed capital. is reduced if the latter is not shown on the assets side of the balance sheet;

2.

Distributions to the shareholders, the amount of which is the amount of the result of the last financial year, plus the profit or loss from reserves available for this purpose, but reduced by the losses from the previous financial year. In the case of financial years and the amounts which have been set in reserves by law or by the articles of association, it would be exceeded;

3.

Purchases by the Company, including shares previously acquired and held by the Company, and shares acquired by a person acting in its own name but on behalf of the Company, in the extent to which the purchase of its own shares is permitted, which would result in the net assets being reduced below the threshold set out in Z 1.

(3) For the purposes of paragraph 2, the following shall apply:

1.

the term "payout" used in paragraph 2 (2) (1) and (2) refers in particular to the payment of dividends and interest in relation to shares;

2.

the provisions relating to the reduction of capital shall not extend to reductions in the subscribed capital, the purpose of which is to compensate for losses incurred or to be included in the inclusion of funds in a non-distributable reserve, under which: the condition that the amount of such a reserve does not exceed 10 vH of the reduced subscribed capital under this measure, and

3.

the restriction according to paragraph 2 (2) (3) is governed by Article 22 (1) (1). b to h of Directive 2012 /30/EU.

Part 6

EU-AIFM's right to distribute and manage EU-AIF

Distribution of shares of EU-AIF in Austria as the home Member State of the AIFM

§ 29. (1) An AIFM concessioned in Austria may distribute shares of all EU AIF it administers to professional investors in Austria as its home Member State as soon as the conditions set out in this provision are complied with. Where the EU-AIF is a feeder AIF, the distribution right referred to in the first sentence of this paragraph shall apply only if the master AIF is also an EU AIF managed by an EU-AIFM authorised in a Member State.

(2) The AIFM has to submit an application for authorization to the FMA for each AIF which it intends to sell. The application for authorization shall have the documentation and the information referred to in Appendix 3 shall be included.

(3) Within 20 working days of receipt of the complete application referred to in paragraph 2, the FMA has to decide on the admissibility of the distribution of the said AIF. Section 13 (3) of the last sentence AVG does not apply in respect of the calculation of the time limit. FMA may prohibit the distribution of the AIF if the management of the AIF by the AIFM or the AIFM in any other way violates this federal law, Directive 2011 /61/EU or delegated acts adopted on the basis of this Directive, or will be violated. In the event of a positive decision, the AIFM may commend the marketing of the AIF from the date on which it is issued.

(4) In the event that the FMA is not the competent authority of the EU-AIF, the FMA shall inform the competent authorities of the EU-AIF that the AIFM may commend the distribution of shares of the AIF in Austria.

(5) In the event of a substantial change in the information communicated in accordance with paragraph 2, the AIFM shall, in the event of any change which it intends to make, at least one month prior to the implementation of the amendment, or, in the event of any unplanned changes, immediately after entering into force, the AIFM the unplanned change in writing. Should the proposed change result in the management of the EU-AIF by the AIFM or the AIFM in general now against this federal law, to the Directive 2011 /61/EU or to delegated acts adopted on the basis of this Directive , the FMA immediately has the AIFM to prohibit the implementation of the amendments. If a planned change is carried out irrespective of this paragraph or a failure, or if a change triggered by an unplanned circumstance results in the administration of the EU-AIF by the AIFM or the AIFM in general now against This federal law, Directive 2011 /61/EU or delegated acts adopted on the basis of this Directive, the FMA has to take all necessary measures pursuant to § § 56 f, including, if necessary, the express Support for the distribution of the EU-AIF in Germany.

(6) Without prejudice to Article 48 (1), AIF managed and distributed by the AIFM may only be sold to professional investors.

Distribution of shares of EU-AIF in other Member States by an AIFM concessioned in Austria

§ 30. (1) An AIFM licensed in Austria may distribute shares of an EU-AIF it manages to professional investors in other Member States than in Austria, as soon as the conditions laid down in this provision are met. If the EU-AIF is a feeder AIF, the distribution right shall apply only if the master AIF is also an EU-AIF and is managed by an EU-AIFM authorised in a Member State.

(2) If an AIFM concessionated in Austria intends to distribute the shares of an EU-AIF managed by it in another Member State, it shall forward to the FMA a report describing the documentation and the documentation and the Information as per Appendix 4 .

(3) After verification of the completeness of the notification and documentation submitted in accordance with paragraph 2, the FMA has the competent authorities of the Member State in which the EU AIF is to be distributed to the competent authorities of the Member State in which the EU AIF is to be distributed, at least 20 working days after the receipt Full display and documentation. Section 13 (3) of the last sentence AVG does not apply in respect of the calculation of the time limit. The FMA shall submit the notification only if the management of the EU AIF by the AIFM complies with this Federal Act, Directive 2011 /61/EU and the delegated acts adopted on the basis of this Directive and continue to be in accordance with the requirements of the , and if the AIFM generally adheres to this Federal Act, Directive 2011 /61/EU and delegated acts adopted pursuant to this Directive. The FMA must attach a certificate of concession of the AIFM concerned to the management of AIF with a specific investment strategy.

(4) The FMA has to inform the AIFM immediately about the dispatch of the display documents. The AIFM may commence the distribution of the EU AIF in the host Member State from the date of this communication. Furthermore, in the event that the FMA is not the competent authority of the EU-AIF, the FMA shall also inform the competent authorities of the EU-AIF that the AIFM may begin to sell shares of the EU-AIF in the host Member State of the AIFM.

(5) The letter of the AIFM referred to in paragraph 2, the certificate referred to in paragraph 3 and the change indication referred to in paragraph 6 shall be in German or English or in a language recognized by the FMA in accordance with the provisions of the Regulation (Section 7b (1) KMG). to be provided to other languages. The FMA has to accept the electronic transmission and archiving of the documents mentioned above.

(6) In the event of a substantial change in the information communicated in accordance with paragraph 2, the AIFM shall, in the event of any change which it intends to make, at least one month prior to the implementation of the amendment, or, in the event of any unplanned changes, immediately after entering into force, the AIFM of the unplanned change in writing. Should the proposed change result in the management of the EU-AIF by the AIFM or the AIFM in general now against this federal law, to the Directive 2011 /61/EU or to delegated acts adopted on the basis of this Directive , the FMA shall immediately prohibit the AIFM from carrying out the amendments. If a planned change is carried out irrespective of this paragraph or a failure, or if a change triggered by an unplanned circumstance results in the administration of the EU-AIF by the AIFM or the AIFM in general now against This federal law, Directive 2011 /61/EU, or delegated acts adopted on the basis of this Directive, the FMA has to take all necessary measures pursuant to § § 56f, including, if necessary, the express Support for the distribution of the EU-AIF. If the amendments are admissible, the FMA shall immediately inform the competent authorities of the host Member State of the AIFM of those changes.

(7) Without prejudice to Article 48 (1), the AIF managed and distributed by the AIFM may only be sold to professional investors in Germany.

Distribution of shares of EU-AIF from other Member States in Austria by an AIFM authorised in a Member State

§ 31. An AIFM authorised in a Member State may distribute shares of an EU AIF managed by it to professional investors in Austria as soon as the AIFM has been informed by the competent authority of its home Member State that: the complete documents and information according to Appendix 4 and the certificate according to § 30 para. 3 have been sent to the FMA.

(2) The data referred to in Appendix 4 lit. h arrangements for the distribution of the EU-AIF and, where applicable, the arrangements that have been made to prevent shares of the EU-AIF from being distributed to private customers, even if the AIFM is responsible for the provision of Investment services for the AIF rely on independent companies, subject to the requirements of this Federal Act and the supervision by the FMA. In the event of a breach of this federal law, Directive 2011 /61/EU or delegated acts adopted on the basis of this Directive, the FMA has to take all necessary measures pursuant to § § 56 f, including, if necessary, the Explicit disregard for the distribution of the EU-AIF domestiy.

(3) The ad and documents provided by the competent authority of the AIFM's home Member State, as well as the certificate referred to in § 30 (3), shall be in German or English or in one of the FMA pursuant to Regulation (§ 7b). 1 KMG), to be provided to other languages. The FMA has to accept the electronic transmission and archiving of the documents mentioned above.

(4) A fee of EUR 1 100 shall be paid to the FMA for the processing of the documents submitted in accordance with paragraph 1. This fee increases with EU-AIF, which includes several sub-funds (Umbrella-Fonds), starting from the second sub-fund for each fund by 220 euros. For the purpose of monitoring compliance with the obligations laid down in this Section, it shall also be at the beginning of each calendar year, at the latest by the date of 15. To pay an annual fee of EUR 600 to FMA this year; this fee is increased by EUR 200 for EU-AIF, which includes several sub-funds (Umbrella-Fonds), starting from the second sub-fund for each sub-fund. Fees which have not been paid at the latest on the due date shall be enforceable. The FMA has to produce a residue certificate in force as an exectable title. It shall contain the name and address of the person liable to pay, the amount of the debt, and the endorsement that the debt has become enforceable. The non-timely payment of the fee is a sales support reason in accordance with § 50.

Conditions for the management of EU-AIF by an AIFM concessioned in Austria

§ 32. (1) An AIFM concessioned in Austria may manage EU-AIF established in another Member State either directly or indirectly through a branch, provided that the concession entitles the AIFM to the management of this type of AIF.

(2) An AIFM, which for the first time intends to manage EU-AIF established in another Member State, shall notify the FMA and submit the following information:

1.

the Member State in which it intends to manage EU-AIF directly or through a branch,

2.

a business plan showing, in particular, the services it intends to provide and which EU-AIF it intends to manage.

(3) If the AIFM intends to establish a branch in that Member State, the following information shall be provided in addition to the information referred to in paragraph 2:

1.

the organisational structure of the branch;

2.

the address under which documents may be requested in the Member State of origin of the EU-AIF; and

3.

the names and contact details of the directors of the branch.

(4) Within one month of receipt of the complete notification referred to in paragraph 2, or within two months of receipt of the complete dossier referred to in paragraph 3, the FMA shall have the complete notification documents to the competent authorities of the Host Member State of the AIFM. Section 13 (3) of the last sentence AVG does not apply in respect of the calculation of the time limit. The FMA shall submit the notification only if the management of the EU AIF by the AIFM complies with this Federal Act, Directive 2011 /61/EU and the delegated acts adopted on the basis of this Directive and continue to be in accordance with the requirements of the , and if the AIFM generally adheres to this Federal Act, Directive 2011 /61/EU and the delegated acts adopted on the basis of this Directive. The FMA must attach a certificate of concession of the AIFM concerned to the management of AIF with a specific investment strategy.

(5) The FMA has to inform the AIFM immediately about the dispatch of the documents. The AIFM may start the provision of services in the host Member State from the date of this communication.

(6) In the event of a substantial change in the information provided pursuant to paragraph 2 and, where applicable, in accordance with paragraph 3, the AIFM shall have the FMA at least one month prior to the implementation of the change, or, in the case of unplanned changes, the FMA's proposed modifications. Changes to be notified in writing immediately after the unplanned change has occurred. Should the proposed change result in the management of the EU-AIF by the AIFM or the AIFM in general now against this federal law, to the Directive 2011 /61/EU or to delegated acts adopted on the basis of this Directive , the FMA shall immediately prohibit the AIFM from carrying out the amendments. If a planned change is carried out, notwithstanding this paragraph, or an under-satiation, or if a change triggered by an unplanned circumstance results in the administration of the EU AIF by the AIFM or the AIFM in general now against This federal law, Directive 2011 /61/EU or delegated acts adopted on the basis of this Directive, the FMA has to take all necessary measures pursuant to § § 56 f, including, if necessary, the express Understatement of the distribution of the EU-AIF in Germany The changes are permissible, the FMA shall immediately inform the competent authorities of the host Member State of the AIFM of these changes.

(7) The advertisement of the AIFM referred to in paragraph 2, the information provided in paragraph 3, and the change show referred to in paragraph 6, shall be in German or English or in one of the FMA pursuant to Regulation (§ 7b (1) KMG). to be provided to other languages. The FMA has to accept the electronic transmission and archiving of the documents mentioned above.

Conditions for the management of EU-AIF in Austria by AIFM, based in another Member State

§ 33. (1) An EU-AIFM authorised in another Member State may manage EU-AIF either directly or indirectly through a branch in Austria and distribute it to professional investors, provided that the EU-AIFM is responsible for the management of this type of EU-AIF is entitled.

(2) The inclusion of the management of the EU-AIF in Austria and the establishment of a branch in Austria by an EU-AIFM shall be permitted if the competent authority of the EU's home Member State-AIFM of the FMA has all the information in accordance with section 32 (2) and 3 and the EU-AIFM has received a confirmation of the transmission by the competent authority of its home Member State. The information in accordance with § 32 (2) and (3) shall be provided in German or English or in a different language recognized by the FMA in accordance with the Regulation (Section 7b (1) KMG). The FMA has to accept the electronic transmission and archiving of the documents mentioned above.

(3) If the collective portfolio management of an AIF approved in Austria is intended, the EU-AIFM shall apply for this at the FMA in accordance with § 29. If the EU-AIFM is already managing AIF of the same kind in Austria, the reference to the documents already submitted shall be sufficient. The distribution of the EU-AIF to private customers in Austria is permitted only if the conditions of § 48 are complied with.

Part 7

Specific rules relating to third countries

Conditions for EU-AIFM which manage non-EU AIF which are not distributed in the Member States

§ 34. A domestically concessioned EU-AIFM may manage non-EU AIF which are not distributed in the European Union if:

1.

the AIFM meets all the requirements laid down in this Federal Act or in Directive 2011 /61/EU for these AIF, with the exception of the requirements in § § 19 and 20 or Articles 21 and 22 of Directive 2011 /61/EU, and

2.

there are appropriate arrangements for cooperation between the FMA as the competent authority of the home Member State of the AIFM and the supervisory authorities of the third country in which the non-EU AIF is established, so that at least one more efficient The exchange of information shall be ensured, enabling the FMA, as the competent authority of the home Member State of the AIFM, to carry out its tasks in accordance with the provisions of this Federal Law and Directive 2011 /61/EU.

Distribution of shares of a non-EU-AIF in Austria by an AIFM concessioned in Austria

§ 35. (1) A licensed AIFM in Austria may distribute shares of a non-EU-AIF managed by it to professional investors in Austria as soon as the conditions set out in this provision are complied with.

(2) If an AIFM concessioned in Austria intends to distribute shares of a non-EU-AIF managed by it in Austria, it shall inform the FMA in advance of any non-EU AIF it intends to expel to the FMA , which shall include the documentation and the particulars referred to in Appendix 3.

(3) The AIFM must all be in this federal law, with the exception of those in the 6. Part, Chapter VI of Directive 2011 /61/EU, or delegated acts adopted on the basis of this Directive. In addition, the following conditions must be met:

1.

appropriate arrangements must be made for cooperation between the FMA and the supervisory authorities of the third country in which the non-EU-AIF is established, in order to ensure an efficient exchange of information, taking into account Article 61 (3) is guaranteed to enable the FMA to carry out its tasks in accordance with the provisions of this Federal Law;

2.

the third country in which the non-EU-AIF is established is not a country or territory in which, in accordance with Section 40b (1) of the last sentence of the BWG, there is at least an increased risk of money laundering or terrorist financing;

3.

the third country in which the non-EU-AIF is established has signed an agreement with Austria which fully complies with the standards set out in Article 26 of the OECD Model Convention on the avoidance of double taxation of income and assets; and an effective exchange of information in tax matters, including, where appropriate, multilateral agreements on taxation.

(4) By no later than 20 working days after the receipt of the complete advertisement and the documents referred to in paragraph 2, the FMA shall, after verification of the completeness of the advertisement and the documents, inform the AIFM whether it is in the domestic market with the distribution of the information in the The AIF referred to in paragraph 2 may begin. Section 13 (3) of the last sentence AVG does not apply in respect of the calculation of the time limit. FMA may prohibit the distribution of the AIF only if the management of the AIF by the AIFM or the AIFM in general violates this federal law, Directive 2011 /61/EU or delegated acts adopted on the basis of this Directive. In the event of a positive decision, the AIFM may commend the marketing of the AIF from the date of the relevant notification of the FMA in this respect.

(5) The advertisement of the AIFM referred to in paragraph 2 shall be provided in German or English or in a different language recognized by the FMA in accordance with the Regulation (Section 7b (1) of the KMG). The FMA has to accept the electronic transmission and archiving of the documents mentioned above.

(6) In the event of a substantial change in the information communicated in accordance with paragraph 2, the AIFM shall, in the event of any change which it intends to make, at least one month prior to the implementation of the amendment, or, in the event of any unplanned changes, immediately after entering into force, the AIFM of the unplanned change in writing. Should the proposed change lead to the administration of the non-EU AIF by the AIFM or the AIFM in general now against this federal law, to the Directive 2011 /61/EU or to delegated acts adopted on the basis of this Directive , the FMA shall immediately prohibit the AIFM from carrying out the amendments. If a planned change is carried out, notwithstanding this paragraph or a failure, a condition of paragraph 3 shall be retrospected or shall result in a change triggered by an unplanned circumstance that the administration of the Non-EU-AIF by the AIFM or the AIFM in general would now be in breach of this federal law, Directive 2011 /61/EU or delegated acts adopted on the basis of this Directive, the FMA has all the necessary measures in accordance with § § 56 f , including, if necessary, the explicit disregard of the distribution of the non-EU AIF. If the amendments are admissible, the FMA shall inform the AIFM of this in accordance with the conditions laid down in paragraph 4.

(7) Without prejudice to § 48 (1), the non-EU-AIF managed and distributed by the AIFM may only be distributed to professional investors.

(8) This provision shall apply equally to EU feeder AIF which do not comply with the requirements laid down in Article 29 (1) second sentence.

Distribution of shares of a non-EU-AIF in other Member States by an AIFM concessioned in Austria with a passport

§ 36. (1) An AIFM concessioned in Austria may distribute shares of a non-EU AIF managed by it and displayed in accordance with Article 35 to professional investors in other Member States as soon as the conditions set out in this provision are are complied with.

(2) The AIFM intends to distribute shares of a non-EU AIF managed by it and displayed in accordance with Section 35 in another Member State, to show the FMA in advance for each non-EU AIF in question. In any event, the reference to the display shall include the documentation and the information provided in Appendix 4.

(3) The AIFM must all be in this federal law, with the exception of those in the 6. Part, Chapter VI of Directive 2011 /61/EU, or delegated acts adopted on the basis of this Directive. In addition, the following conditions must be met:

1.

appropriate arrangements must be made for cooperation between the FMA and the supervisory authorities of the third country in which the non-EU-AIF is established, in order to ensure an efficient exchange of information, taking into account Article 61 (3) is guaranteed to enable the FMA to carry out its tasks in accordance with the provisions of this Federal Law;

2.

the third country in which the non-EU-AIF is established is not a country or territory in which, in accordance with Section 40b (1) of the last sentence of the BWG, there is at least an increased risk of money laundering or terrorist financing;

3.

the third country in which the non-EU-AIF is established has signed an agreement with Austria and with any other Member State in which the shares of the non-EU AIF are to be distributed, which agreement shall comply with the standards laid down in Article 26 of the The OECD Model Agreement on the avoidance of double taxation of income and assets is fully in line with, and effective exchange of information in tax matters, including, where appropriate, multilateral agreements on taxation, is guaranteed.

(4) After verification of the completeness of the notification and documentation submitted in accordance with paragraph 2, the FMA has the competent authorities of the Member State in which the non-EU AIF is to be distributed, at the latest 20 working days after the receipt of the Full display and documentation. Section 13 (3) of the last sentence AVG does not apply in respect of the calculation of the time limit. The FMA shall submit the notification only if the management of the non-EU AIF by the AIFM complies with this Federal Act, Directive 2011 /61/EU and the delegated acts adopted on the basis of this Directive, and continues to be , and if the AIFM generally adheres to this Federal Act, Directive 2011 /61/EU and delegated acts adopted on the basis of this Directive. The FMA must attach a certificate of concession of the AIFM concerned to the management of AIF with a specific investment strategy.

(5) The letter of the AIFM referred to in paragraph 2 and the certificate referred to in paragraph 4 shall be provided in German or English or in a different language recognized by the FMA in accordance with the Regulation (Section 7b (1) KMG). The FMA has to accept the electronic transmission and archiving of the documents mentioned above.

(6) The FMA has to inform the AIFM immediately about the dispatch of the display documents. The AIFM may begin to sell the AIF in the host Member States of the AIFM from the date of such information. The FMA also has to inform ESMA that the AIFM can begin to sell units of the AIF in the host Member States of the AIFM.

(7) In the event of a substantial change in the information communicated in accordance with paragraph 2, the AIFM shall, in the event of changes to be made by the FMA, notify the FMA at least one month prior to the implementation of the amendment or, in the event of any unplanned changes, immediately after entering into force. of the unplanned change in writing. Should the proposed change lead to the administration of the non-EU AIF by the AIFM or the AIFM in general now against this federal law, to the Directive 2011 /61/EU or to delegated acts adopted on the basis of this Directive , the FMA shall immediately prohibit the AIFM from carrying out the amendments. If a planned change is carried out irrespective of this paragraph or an understatement, a condition of paragraph 3 is subsequently removed or a change triggered by an unplanned circumstance leads to the administration of the non-EU AIF by the AIFM or the AIFM in general would now be in breach of this federal law, Directive 2011 /61/EU or delegated acts adopted on the basis of this Directive, the FMA shall take all necessary measures in accordance with § § 56 f, , including, if necessary, the explicit disregard of the distribution of the Non-EU-AIF. If the amendments are admissible, the FMA shall immediately inform ESMA, in accordance with the conditions laid down in paragraph 4, to the extent that the changes concern the termination of the distribution of certain AIF or the distribution of additional AIF, and, where appropriate, the the competent authorities of the host Member States of the AIFM.

(8) If a competent authority requests an exchange of information in accordance with the provisions of the regulatory technical standards referred to in Article 35 (14) of Directive 2011 /61/EU, the FMA as the competent authority shall issue the matter to ESMA. , which may act within the limits of the powers conferred on it by Article 19 of Regulation (EU) No 1095/2010.

(9) Without prejudice to § 48 (1), the non-EU-AIF managed and distributed by the AIFM may only be distributed to professional investors.

(10) This provision shall apply equally to EU feeder AIF which do not comply with the requirements laid down in Article 29 (1) second sentence.

Distribution of non-EU-AIF with a passport in Austria by an EU-AIFM

§ 37. (1) An EU-AIFM authorised in a Member State may distribute shares of a non-EU-AIF managed by it to professional investors in Austria as soon as the FMA has completed the complete dossier and information in accordance with § 36 of the competent authority of the competent authorities of the competent authorities of the European Union. the authority of the EU-AIFM's home Member State.

(2) The data referred to in Appendix 4 lit. h arrangements for the distribution of the non-EU AIF and, where applicable, the arrangements made to prevent shares of the non-EU AIF from being distributed to private customers, including in the case of the AIFM for the provision of Investment services for the AIF rely on independent companies, subject to the requirements of this Federal Act and the supervision by the FMA. In the event of a breach of this federal law, Directive 2011 /61/EU or delegated acts adopted on the basis of this Directive, the FMA has to take all necessary measures pursuant to § § 56 f, including, if necessary, the Explicit disregard for the distribution of the non-EU AIF in Germany.

(3) The notification of the AIFM transmitted by the competent authority of the AIFM's home Member State, together with the documents as well as the certificate referred to in § 36 (4), shall have in German or English language or in one of the FMA pursuant to Regulation (Section 7b (1) of the KMG) is to be provided to other languages. The FMA has to accept the electronic transmission and archiving of the documents mentioned above.

(4) For the processing of the ad according to paragraph 1, a fee of 1 100 euros is to be paid to the FMA. This fee increases with non-EU AIF, which includes several sub-funds (Umbrella-Fonds), starting from the second sub-fund for each fund by 220 euros. For the purpose of monitoring compliance with the obligations laid down in this Section, it shall also be at the beginning of each calendar year, at the latest by the date of 15. To pay an annual fee of EUR 600 to FMA this year; this fee is increased by EUR 200 for non-EU AIF, which includes several sub-funds (Umbrella-Fonds), from the second sub-fund for each sub-fund. Fees which have not been paid at the latest on the due date shall be enforceable. The FMA has to produce a residue certificate in force as an exectable title. It shall contain the name and address of the person liable to pay, the amount of the debt, and the endorsement that the debt has become enforceable. The non-timely payment of the fee is a sales support reason in accordance with § 50.

(5) If the FMA does not agree with the assessment of the competent authority of the AIFM's home Member State with regard to the fulfilment of the requirements of Article 36 (3) (1) and (2), the FMA may notify ESMA thereof, which shall: -the powers conferred on it by Article 19 of Regulation (EU) No 1095/2010. Until the termination of the conciliation procedure by ESMA, the distribution of the shares of the relevant non-EU-AIF in Austria is not permitted.

(6) Without prejudice to § 48 (1), the non-EU-AIF managed and distributed by the AIFM may only be distributed to professional investors.

(7) This provision shall apply equally to EU feeder AIF which do not comply with the requirements laid down in Article 29 (1) second sentence.

Conditions for the non-passport distribution in Austria of non-EU AIFs managed by EU-AIFM

§ 38. (1) Without prejudice to § 35, an AIFM licensed in Austria shall be entitled to the distribution of shares in a non-EU-AIF managed by it and of EU-feeder-AIF which do not comply with the requirements of § 29 (1), second sentence, shall be carried out to professional investors, provided that the following conditions are met:

1.

With the exception of § 19, the AIFM complies with all requirements laid down in this Federal Act. The AIFM shall designate one or more bodies which carry out the tasks in accordance with Section 19 (7), (8) and (9) and shall immediately inform the FMA and the supervisory authorities of the third country in which the non-EU AIF is situated. The requirements of § 19 (7), (8) and (9) cannot be taken over by the AIFM itself.

2.

There are appropriate arrangements for the monitoring of systemic risks and in accordance with international standards on cooperation between FMA and the supervisory authorities of the third country in which the non-EU AIF its seat, so as to ensure an efficient exchange of information enabling FMA to carry out its tasks as defined in this Federal Law.

3.

The third country in which the non-EU-AIF has its seat is not a country or territory in which, in accordance with Section 40b (1) of the last sentence, BWG, in any case, is at an increased risk of money laundering or terrorist financing.

(2) If an AIFM intends to distribute shares of a non-EU-AIF in Austria, it shall send the FMA to each non-EU-AIF a reference to the AIFM. This information shall include the documentation and information referred to in Appendix 3 and a confirmation from the competent authority of the non-EU AIF's home Member State that it is all in this Federal Act or Directive 2011 /61/EU, and , on the basis of this Directive, delegated acts adopted are subject to requirements other than those laid down in the 6. Part fulfilled. A proof of payment of the fee in accordance with paragraph 3 shall also be included.

(3) A fee of EUR 2 200 is to be paid to the FMA for the processing of the ad pursuant to paragraph 2. This fee is increased by EUR 440 for non-EU AIF, which includes several sub-funds (Umbrella-Fonds), from the second sub-fund for each fund. The examination of the documents required in accordance with paragraph 6 shall also be carried out at the beginning of each calendar year, at the latest by 15. This year, an annual fee of EUR 1 200 is payable to the FMA; this fee is increased by EUR 400 for funds which contain several sub-funds (Umbrella-Fonds), from the second sub-fund for each sub-fund. Fees which have not been paid at the latest on the due date shall be enforceable. The FMA has to produce a residue certificate in force as an exectable title. It shall contain the name and address of the person liable to pay, the amount of the debt, and the endorsement that the debt has become enforceable. The non-timely payment of the fee is a sales support reason in accordance with paragraph 8.

(4) The FMA has to examine the display to its formal completeness, and a further examination of the content has not to be carried out. No later than two months after the date of receipt of the complete notification procedure referred to in paragraph 2, the FMA shall inform the AIFM whether it may begin to sell the non-EU AIF referred to in paragraph 2 above, with the marketing of the non-EU-AIF referred to in paragraph 2 above. The date of the notification may be taken. Article 13 (3) of the last sentence of the AVG does not apply in respect of the calculation of the period of two months. FMA has to prohibit the distribution of the non-EU AIF if the management of the non-EU AIF by the AIFM or the AIFM in general has delegated against this federal law or Directive 2011 /61/EU or on the basis of this Directive. acts. Furthermore, the admission of the distribution is to be prevented if the AIFM or the non-EU-AIF does not fulfil a condition of this provision or if the advertisement according to paragraph 2 has not been properly reimbursed.

(5) The letter of the AIFM referred to in paragraph 2 as well as the supplements shall be provided in German or in English or in a language customary in the financial world in accordance with § 7b (1) KMG. The FMA as the competent authority shall accept the electronic transmission and archiving of the documents referred to in paragraph 2.

(6) In the event of a substantial change in the information communicated in accordance with paragraph 2, the AIFM shall, in the event of any change which it intends to make, at least one month prior to the implementation of the amendment, or, in the event of any unplanned changes, immediately after entering into force, the AIFM of the unplanned change in writing. Should the proposed change lead to the administration of the non-EU AIF by the AIFM or the AIFM in general now against this federal law, to the Directive 2011 /61/EU or to delegated acts adopted on the basis of this Directive , the FMA immediately has the AIFM to prohibit the implementation of the amendment. If a planned change is carried out, notwithstanding this paragraph or a failure, or if a change triggered by an unplanned circumstance results in the administration of the non-EU AIF by the AIFM or the AIFM in general, in breach of this Federal Act, Directive 2011 /61/EU, or delegated acts adopted on the basis of this Directive, the FMA shall take all necessary measures in accordance with § § 56 f, including, if necessary, the Explicit disregard for the distribution of the non-EU AIF in Germany.

(7) The AIFM has the intention of hiring the distribution of shares of the non-EU AIF in Austria, to notify FMA immediately.

(8) The FMA has to prohibit the further distribution of non-EU-AIF if:

1.

the notification referred to in paragraph 2 has not been reimbursed;

2.

a prerequisite for this provision has been omitted,

3.

in the case of distribution, has been significantly breached by law

5.

a claim by a unit holder established by a final judgment or by a court settlement with regard to the non-EU AIF or AIFM has not been complied with,

6.

the obligations provided for in this law are not properly fulfilled; or

7.

the authorisation has been withdrawn by the competent authorities of the non-EU-AIF State of origin.

(9) If the FMA prohibits the inclusion of the distribution or further distribution of the non-EU-AIF, the AIFM may, at the earliest in accordance with paragraph 2, re-view the intention to distribute the shares of this non-EU AIF within the scope of this Federal Law, if: a year has passed since the day of subsavotion.

(10) In the case of Umbrella Constructions, the FMA may also prohibit the distribution of shares of a non-EU AIF which may be distributed within the scope of this Federal Law, subject to the provisions of Section 8, if further shares of partial funds of the same AIF are to be sold. Umbrella construction is distributed within the scope of this federal law, which has not properly reimbursed the ad according to paragraph 2.

(11) This provision shall apply equally to EU feeder AIF which do not comply with the requirements laid down in Article 29 (1) second sentence.

Authorisation of non-EU-AIFM for which Austria is the reference Member State

§ 39. (1) A non-EU AIFM which intends to manage AIF or to expel AIF managed by it pursuant to § 40 or § 42 shall, if the reference Member State of the non-EU AIFM is in accordance with paragraph 3 of Austria, apply to the FMA for an authorisation to: . The provisions of the second part of this Federal Act shall apply, taking into account the provisions of paragraphs 6 and 7 of this provision. The non-EU AIFM is obliged to comply with this federal law, with the exception of Part 6, Directive 2011 /61/EU, as well as the delegated acts adopted on the basis of this Directive. If and to the extent that compliance with one of these provisions is incompatible with compliance with the legislation to which the non-EU AIFM or the non-EU AIF displaced in a Member State is subject, there is no Obligation to comply with this provision. To this end, he has to prove to the FMA that:

1.

it is not possible to combine compliance with this provision with the observance of a binding legislation subject to the non-EU AIFM or the non-EU AIF marketed in a Member State;

2.

the legislation to which the non-EU AIFM or the non-EU AIF is subject shall contain an equivalent provision with the same regulatory purpose and level of protection for the investors of the non-EU AIF in question; and

3.

the non-EU-AIFM or the non-EU AIF fulfils the equivalent provision referred to in Z 2.

(2) A non-EU AIFM which intends to manage AIF or to expel AIF managed by it pursuant to § 40 or § 42 must have a legal representative with its registered office in Austria. The legal representative represents the non-EU-AIFM court and out-of-court, is an agent of delivery and contact point for the non-EU-AIFM in Austria. All correspondence between the FMA and the non-EU AIFM as well as between the investors of the relevant AIF and the non-EU AIFM pursuant to this Federal Act shall be made via this legal representative. The legal representative, together with the non-EU AIFM, has the compliance function in relation to the administrative and sales activities carried out by the non-EU AIFM in accordance with this Directive. These powers cannot be limited.

(3) Austria is a reference Member State of a non-EU-AIFM, provided that the non-EU AIFM intends to:

1.

to manage a single EU-AIF or several EU-based AIF established in Austria, and does not intend to distribute an AIF in another Member State in accordance with § 40 or § 42;

2.

manage several EU-AIF established in different Member States, and does not intend to distribute an AIF in another Member State in accordance with § 40 or § 42, and either:

a)

in Austria, the majority of the AIF in question is established, or

b)

in Austria, the most comprehensive assets are managed;

3.

to distribute a single AIF, Austria is the home Member State of the AIF, and the AIF is not distributed in any other Member State;

4.

to distribute a single AIF which is authorised in another Member State and which is exclusively distributed in Austria;

5.

to distribute a single non-EU-AIF exclusively in Austria;

6.

to distribute a single EU-AIF in different Member States and Austria to be the home Member State of the AIF or of one of the Member States where the AIFM intends to develop efficient distribution;

7.

a single AIF, which is not authorised in a Member State, to be distributed in different Member States and Austria is one of the Member States where the AIFM intends to develop a powerful distribution system;

8.

to distribute a single non-EU-AIF in Austria and at least one other Member State, and no other Member State has been designated as the reference Member State;

9.

to distribute several EU-AIF in the Union and Austria to be the home Member State of all EU-AIF, or to establish the efficient distribution of most of the AIF in question in Austria;

10.

a number of EU-AIF, which do not all have the same home Member State, to be sold in the Union and to be able to establish the efficient distribution of the majority of the AIF in question in Austria;

11.

to distribute a number of EU and non-EU AIF or several non-EU AIF in the Union, and to build up the efficient distribution of most of the AIF in question in Austria.

If, in addition to Austria, other Member States are considered to be reference Member States, the non-EU AIFM concerned, which intends to administer, without expel them, or AIF managed by it under Art. 39 or 40 of the Directive shall be responsible for administering EU-AIF without expel them. 2011 /61/EU in the Union, at the FMA, but also with the competent authorities of all Member States considered as possible reference Member States, to request that these authorities themselves be informed of the establishment of the The reference Member State. The FMA and the other competent authorities concerned shall, within one month of receipt of such an application, jointly decide on the reference Member State for the non-EU AIFM. If the FMA is set up as the competent authority of the reference Member State, it shall inform the non-EU AIFM immediately of this determination. If the non-EU AIFM is not properly informed of the decision of the competent authorities within seven days of the adoption of the decision, or if the competent authorities concerned do not take a decision within the period of the month , the non-EU-AIFM itself may determine its reference Member State in accordance with the criteria set out in this paragraph. If the non-EU AIFM determines Austria as its reference Member State, it has to disclose its sales strategy to the FMA in order to prove that it intends to build up a powerful sales force in Austria.

(4) Upon receipt of an application for the authorisation of a non-EU AIFM, the FMA shall assess whether the decision of the non-EU AIFM in respect of its reference Member State meets the criteria set out in paragraph 3. If the FMA is of the opinion that this is not the case, it has to reject the application of the non-EU AIFM for approval. If the FMA is of the opinion that the criteria set out in paragraph 3 are met, it shall inform ESMA of this fact and request that ESMA should make a recommendation for its assessment. In its communication to ESMA, the FMA has submitted the justification of the non-EU AIFM for its assessment with regard to the reference Member State and information on the non-EU AIFM's sales strategy. The period laid down in § 6 (5) shall be interrupted during the deliberations of ESMA pursuant to Article 37 (5) of Directive 2011 /65/EC until the recommendation is forwarded by ESMA. If, contrary to the recommendation of ESMA, the FMA intends to issue the authorization of the non-EU AIFM, it shall inform ESMA thereof, stating its reasons. If the non-EU AIFM intends to distribute shares of AIF managed by it in other Member States other than Austria, the FMA shall also inform the competent authorities of the Member States concerned, indicating their reasons. Where appropriate, the FMA shall also inform the competent authorities of the home Member States of the AIF managed by the non-EU AIFM, indicating the reasons for their reasons.

(5) Without prejudice to paragraph 6, the authorization may not be issued by the FMA until the following additional conditions are met:

1.

Austria shall be designated as the reference Member State by the non-EU AIFM, in accordance with the criteria set out in paragraph 3, by the disclosure of the sales strategy and the procedure referred to in paragraph 4 has been carried out by the relevant competent authorities;

2.

the non-EU AIFM has designated a legal representative in accordance with paragraph 2;

3.

there are appropriate arrangements for cooperation between the FMA, the competent authorities of the Member States of origin of the EU-AIF concerned and the supervisory authorities of the third country in which the non-EU AIFM has its registered office, in order to: at least an efficient exchange of information is ensured, enabling the competent authorities to carry out their tasks in accordance with the provisions of this Federal Law and Directive 2011 /61/EU;

4.

the third country in which the non-EU AIFM has its registered office is not a country or territory in which, in accordance with Section 40b (1) of the last sentence of the BWG, there is, in any case, an increased risk of money laundering or terrorist financing;

5.

the third country in which the non-EU AIFM has its head office has signed an agreement with Austria which fully complies with the standards set out in Article 26 of the OECD Model Convention on the avoidance of double taxation of income and assets and an effective exchange of information in tax matters, including, where appropriate, multilateral agreements on taxation;

6.

the laws, regulations or administrative provisions of a third country applicable to non-EU AIFM, or the restrictions on the supervisory and investigative powers of the supervisory authorities of that third country, do not prevent the competent authorities from applying the Exercise of its supervisory functions in accordance with Directive 2011 /61/EU.

(6) The approval of the non-EU-AIFM by the FMA shall be granted in accordance with the second part of this Federal Law, subject to the following criteria:

1.

the information referred to in Article 5 (2) shall be supplemented by the following:

a)

an explanatory statement of the non-EU AIFM for the assessment made by it as regards the reference Member State in accordance with the criteria set out in paragraph 3 above, as well as information on the sales strategy;

b)

a list of the provisions of this Federal Law, the observance of which is impossible for the non-EU AIFM, since its compliance by the non-EU AIFM in accordance with paragraph 1 does not comply with the observance of a mandatory legal provision which is the non-EU AIFM or the in- a Member State is subject to non-EU-AIF which is subject to a distribution;

c)

in writing, based on the regulatory technical standards drawn up by ESMA, that the relevant legislation of the third country contains a provision which does not comply with the rules which cannot be complied with, is equivalent to the same regulatory purpose and provides the same level of protection to investors of the relevant AIF, and that the non-EU AIFM complies with this equivalent requirement; these written documents shall be provided by Legal opinion on the existence of the incompatible mandatory provision in question in the law of the the third country, which also contains a description of the regulatory purpose and the characteristics of investor protection which are sought by the provision, and

d)

Name and seat of the legal representative of the non-EU AIFM;

2.

the information referred to in Article 5 (3) may be limited to the EU-AIF which the non-EU AIFM intends to manage and to the AIF managed by the non-EU AIFM, which it intends to market with a passport in the Union;

3.

Article 6 (1) (1) shall apply without prejudice to the first paragraph of this provision;

4.

Section 6 (1) Z 5 shall not apply;

5.

§ 6 para. 5 third and fourth sentence can be read with the following supplement: "the information referred to in § 39 paragraph 6 Z 1".

(7) If the FMA considers that the non-EU AIFM can be exempted from compliance with certain provisions of Directive 2011 /61/EU in accordance with paragraph 1, it shall immediately inform ESMA thereof. It has this assessment with those of the non-EU AIFM according to paragraph 6 Z 1 lit. (b) and (c) to substantiate the information provided. The time limit laid down in § 6 (5) shall be interrupted until the transmission of the recommendation by ESMA pursuant to this paragraph. If, contrary to the recommendation of ESMA, the FMA proposes to grant the authorization, it shall inform ESMA thereof, stating its reasons. If the non-EU AIFM intends to distribute shares of AIF managed by it in other Member States other than Austria, the FMA shall also inform the competent authorities of the Member States concerned, indicating the reasons for their reasons. .

(8) The FMA, as the competent authority of the reference Member State, shall immediately inform ESMA of the outcome of the authorisation process, changes in the approval of the non-EU AIFM and a withdrawal of the authorisation. The FMA also has to inform ESMA of the applications for authorization which it has refused, providing information on the non-EU AIFM who have applied for an authorisation and the reasons for the refusal.

(9) If the non-EU AIFM, within two years of its authorisation, changes its sales strategy in such a way that, in the event of an application for authorisation, it would have influenced the determination of the reference Member State, the non-EU AIFM shall have the FMA of of this amendment prior to its implementation and to indicate its new reference Member State in accordance with the criteria set out in paragraph 3 above, and on the basis of its new distribution strategy. At the same time, the non-EU-AIFM shall provide information on its new legal representative, including its name and registered office in the new reference Member State. The FMA has to assess whether the determination by the non-EU AIFM pursuant to this paragraph is correct, and has informed ESMA of this assessment. This notification shall be accompanied by the justification of the non-EU AIFM for its assessment with regard to the new reference Member State and the information on the new marketing strategy of the non-EU AIFM. After the FMA has received the recommendation of ESMA, it has the non-EU AIFM, its designated legal representative and ESMA to inform of its decision. If the FMA is in agreement with the assessment carried out by the non-EU AIFM, it shall also inform the competent authorities of the new reference Member State from the amendment. The FMA shall immediately forward to the competent authority of the new reference Member State a copy of the approval and oversight documents of the non-EU AIFM. The competent authority of the new reference Member State shall be responsible for the authorisation and supervision of the non-EU AIFM as from the date of transmission of the authorisation and supervision documents. If the final assessment of the FMA is in contradiction with the ESMA recommendation, the FMA has to consider the following:

1.

the FMA has to inform ESMA thereof, stating its reasons;

2.

if the non-EU AIFM distributes shares of AIF managed by it in Member States other than Austria as the original reference Member State, the FMA shall also inform the competent authorities of those other Member States, indicating their Reasons to be informed. Where appropriate, the FMA shall also inform the competent authorities of the home Member States of the AIF managed by the non-EU AIFM, indicating their reasons.

(10) It is clear from the actual course of business development of the non-EU AIFM within two years of its authorisation that the sales strategy submitted by the non-EU AIFM at the time of its authorisation not followed , if the non-EU AIFM has provided false information on the matter, or if the non-EU AIFM has not kept itself in paragraph 9 when changing its sales strategy, the FMA has to request the non-EU AIFM, the reference Member State in accordance with of its actual sales strategy. The procedure referred to in paragraph 9 shall apply accordingly. If the non-EU AIFM does not comply with the request of the FMA, it shall withdraw the authorization in accordance with § 9. If the non-EU AIFM changes its sales strategy after the expiry of the period referred to in paragraph 9, and if it wishes to change its reference Member State in accordance with its new sales strategy, it may apply to the FMA for the modification of its Reference Member State. The procedure referred to in paragraph 9 shall apply accordingly. If the FMA, as the competent authority of a Member State, does not agree with the assessment as to the definition of the reference Member State in accordance with paragraph 9 or in accordance with this paragraph, it may take note of the matter of ESMA. , which may act within the limits of the powers conferred on it by Article 19 of Regulation (EU) No 1095/2010.

(11) Any disputes arising between the non-EU AIFM or the AIF and investors of the relevant AIF with its registered office or place of residence in a Member State shall be settled in accordance with the law of a Member State and shall be subject to the law of a Member State. Jurisdiction.

(12) If a competent authority requests an exchange of information in accordance with the regulatory technical standards referred to in Article 37 (17) of Directive 2011 /61/EU, the FMA may, as the competent authority, refer the matter to ESMA, which shall: may act within the limits of the powers conferred on it by Article 19 of Regulation (EU) No 1095/2010.

Conditions for the distribution of EU-AIF managed by non-EU AIFM for which Austria is the reference Member State

§ 40. (1) A non-EU AIFM, duly authorised in accordance with § 39, may distribute shares of an EU AIF which it administers to professional investors in the Union with a passport as soon as the conditions set out in this provision are complied with.

(2) If the non-EU AIFM intends to distribute the shares of an EU-AIF in Austria for the Austria Reference Member State in accordance with § 39, it shall submit to the FMA a letter describing the documentation and the information referred to in Annex 3. .

(3) The FMA has to examine the display to its formal completeness, and a further examination of the content has not to be carried out. No later than 20 working days after the receipt of the full display period referred to in paragraph 2, the FMA shall inform the non-EU AIFM whether it can begin to sell the EU-AIF referred to in paragraph 2 above. Section 13 (3) of the AVG does not apply in respect of the calculation of the time limit. In the event of a positive decision, the non-EU AIFM may start to sell the EU-AIF from the date of the relevant notification of the FMA in this respect. The inclusion of the distribution is to be prevented if the administration of the EU-AIF by the non-EU AIFM or the non-EU AIFM in general is delegated to this federal law, to Directive 2011 /61/EU or to delegated acts on the basis of this Directive. has not been properly reimbursed or the ad referred to in paragraph 2 has not been properly refunded. The FMA has to inform ESMA and the authorities responsible for the EU-AIF that the non-EU AIFM in Austria can begin to sell shares of the EU-AIF.

(4) If the AIFM intends to distribute the shares of the EU-AIF beyond its reference Member State in other Member States, it shall submit to the FMA, for each EU AIF it intends to sell, a display which will: Documentation and the information referred to in Appendix 4.

(5) The FMA has to examine the display to its formal completeness, and a further examination of the content has not to be carried out. At the latest 20 working days following the receipt of the full display case referred to in paragraph 4, the FMA shall forward it to the competent authorities of the Member States in which the shares of the EU-AIF are to be distributed. The FMA has to accompany a certificate of admission of the non-EU AIFM concerned to the management of EU-AIF with a specific investment strategy. Such a transfer shall take place only if the management of the EU-AIF by the non-EU AIFM complies with this Federal Act, Directive 2011 /61/EU and the delegated acts adopted on the basis of this Directive, and continues to be , and the non-EU-AIFM generally adheres to these provisions. Section 13 (3) of the AVG does not apply in respect of the calculation of the time limit.

(6) The FMA has to inform the non-EU AIFM immediately of the forwarding of the display documents. FMA also has to inform ESMA and the authorities responsible for the EU-AIF that the non-EU AIFM in its host Member States can begin to sell shares of the EU-AIF.

(7) The advertising activities of the non-EU AIFM as well as the supplements referred to in paragraph 2 and 4 shall be provided in German or in English or in a language customary in the financial world in accordance with § 7b (1) KMG. The FMA has to accept the electronic transmission and archiving of the documents.

(8) A fee of EUR 2 200 is to be paid to the FMA for the processing of the ad pursuant to paragraph 2. This fee increases with EU-AIF, which includes several sub-funds (Umbrella-Fonds), from the second sub-fund for each fund by 440 euros. For the processing of the ad according to paragraph 4, a fee of 400 euros is to be paid to the FMA. For the examination of the documents required in accordance with paragraph 2, it shall also be carried out at the beginning of each calendar year, at the latest by 15. This year, an annual fee of EUR 1 200 is payable to the FMA; this fee is increased by EUR 400 for funds which contain several sub-funds (Umbrella-Fonds), from the second sub-fund for each sub-fund. Fees which have not been paid at the latest on the due date shall be enforceable. The FMA has to produce a residue certificate in force as an exectable title. It shall contain the name and address of the person liable to pay, the amount of the debt, and the endorsement that the debt has become enforceable. The non-timely payment of the fee is a sales support reason in accordance with § 50.

(9) In the event of a substantial change in the information provided pursuant to paragraph 2 or para. 4, the non-EU AIFM shall have at least one month prior to the implementation of the amendment, or, in the event of unplanned changes, the FMA in respect of any changes it intends to make to the FMA; to notify in writing immediately after the change has occurred. Should the proposed change result in the management of the EU-AIF by the non-EU AIFM or the non-EU AIFM in general now being delegated to this federal law, to Directive 2011 /61/EU or to delegated acts on the basis of this Directive The FMA shall immediately inform the non-EU AIFM that it is not permitted to carry out the amendment. If a planned change is carried out regardless of this paragraph, or if a change triggered by an unplanned circumstance results in the administration of the EU-AIF by the non-EU AIFM or the non-EU AIFM in general now against This federal law, Directive 2011 /61/EU or delegated acts adopted on the basis of this Directive, the FMA has to take all necessary measures pursuant to § § 56 f, including, if necessary, the express Support for the distribution of the EU-AIF. If the amendments are admissible, because they do not relate to the compatibility of the management of the EU-AIF by the non-EU AIFM with this Federal Act, Directive 2011 /61/EU or delegated acts adopted on the basis of this Directive or on the Compliance with these provisions by the non-EU AIFM in general, the FMA shall immediately have ESMA, as far as the changes affect the termination of the distribution of certain EU AIF or additional displaced EU AIF, and, where appropriate, , the competent authorities of the host Member States shall be subject to these changes .

(10) Without prejudice to Article 48 (1), the EU-AIF managed and distributed by the non-EU AIFM may only be sold to professional investors.

Distribution of EU-AIF with passport in Austria by a non-EU-AIFM

§ 41. (1) A non-EU AIFM, for which Austria is not a reference Member State, may market shares of an EU AIF it manages to professional investors in Austria as soon as the non-EU AIFM is issued by the competent authority of its Reference Member State has been informed that the complete dossier and information referred to in Article 39 of Directive 2011 /65/EU and Annex 4 to the FMA by the competent authority of the reference Member State of the non-EU AIFM shall be informed. shall be forwarded.

(2) The data referred to in Appendix 4 lit. h arrangements for the distribution of the EU-AIF and, where applicable, the arrangements that have been made to prevent shares of the EU-AIF from being distributed to private customers, even if the non-EU AIFM is responsible for the provision of Investment services for the EU-AIF are subject to the requirements of this Federal Act and the supervision of the FMA. In the event of a breach of this Federal Act, Directive 2011 /61/EU or on the basis of delegated acts adopted pursuant to this Directive, the FMA has all the necessary measures in accordance with § § 56 f. , including, if necessary, the express disregard for the distribution of the non-EU AIF domestiy.

(3) The notification of the non-EU AIFM, together with documents, and the certificate of admission of the non-EU AIFM concerned to the management of EU-AIF, transmitted by the competent authority of the reference Member State of the non-EU-AIFM, where appropriate with a specific investment strategy, have to be provided in German or English or in a different language recognized by the FMA in accordance with the regulation (§ 7b para. 1 KMG). The FMA has to accept the electronic transmission and archiving of the documents mentioned above.

(4) A fee of EUR 1 100 shall be paid to the FMA for the processing of the documents submitted in accordance with paragraph 1. This fee increases with EU-AIF, which includes several sub-funds (Umbrella-Fonds), starting from the second sub-fund for each fund by 220 euros. For the purpose of monitoring compliance with the obligations laid down in this Section, it shall also be at the beginning of each calendar year, at the latest by the date of 15. To pay an annual fee of EUR 600 to FMA this year; this fee is increased by EUR 200 for EU-AIF, which includes several sub-funds (Umbrella-Fonds), starting from the second sub-fund for each sub-fund. Fees which have not been paid at the latest on the due date shall be enforceable. The FMA has to produce a residue certificate in force as an exectable title. It shall contain the name and address of the person liable to pay, the amount of the debt, and the endorsement that the debt has become enforceable. The non-timely payment of the fee is a sales support reason in accordance with § 50.

(5) Without prejudice to Article 48 (1), the EU-AIF managed and distributed by the non-EU AIFM may only be sold to professional investors.

Conditions for the distribution of non-EU AIF administered in the Union by a non-EU AIFM for which Austria is the reference Member State.

§ 42. (1) A non-EU AIFM, duly authorised in accordance with § 39, may distribute shares of a non-EU AIF that it administers to professional investors in the Union with a passport as soon as the conditions set out in this provision are complied with.

(2) In addition to the requirements of EU-AIFM laid down in this Federal Act, non-EU-AIFM, for which Austria is the reference Member State, must comply with the following conditions:

1.

there are appropriate arrangements for cooperation between the FMA and the supervisory authority of the third country in which the non-EU-AIF is established, so as to ensure at least an efficient exchange of information, which is the FMA to carry out their tasks in accordance with this Federal Law, Directive 2011 /61/EU and delegated acts adopted on the basis of this Directive;

2.

the third country in which the non-EU-AIF is established is not a country or territory in which, in accordance with Section 40b (1) of the last sentence of the BWG, there is at least an increased risk of money laundering or terrorist financing;

3.

the third country in which the non-EU-AIF is established has signed an agreement with Austria and with any other Member State in which the shares of the non-EU AIF are to be distributed, which meet the standards of Art. 26 of the The OECD Model Agreement on the avoidance of double taxation of income and assets is fully in line with, and effective exchange of information in tax matters, including, where appropriate, multilateral agreements on taxation, is guaranteed.

(3) The non-EU-AIFM shall submit an indication to the FMA for any non-EU AIF it intends to distribute in Austria. The display shall include the documentation and the information referred to in Appendix 3.

(4) The FMA has to examine the display to its formal completeness, and a further examination of the content has not to be carried out. No later than 20 working days after the receipt of the complete notification period referred to in paragraph 3, the FMA shall inform the non-EU AIFM whether it can begin to sell the non-EU AIF referred to in paragraph 3 of the scoreboard. Section 13 (3) of the AVG does not apply in respect of the calculation of the time limit. In the event of a positive decision, the non-EU AIFM may start to sell the non-EU AIF as of the date of the notification of the FMA in this respect. The admission of the distribution is to be prevented if the administration of the non-EU-AIF by the non-EU AIFM or the non-EU AIFM in general is delegated to this federal law, to Directive 2011 /61/EU or to delegated acts on the basis of this Directive has not been properly reimbursed or the ad referred to in paragraph 3 has not been properly reimbursed. The FMA has to inform ESMA that the non-EU AIFM in Austria can start selling shares of the non-EU AIF.

(5) If the non-EU AIFM intends to distribute the shares of a non-EU AIF beyond Austria as its reference Member State also in other Member States, it shall have the FMA for each non-EU AIF it intends to expel Presenting the information provided by the documentation and the information referred to in Appendix 4

(6) The FMA has to examine the display to its formal completeness, and a further examination of the content has not to be carried out. At the latest 20 working days following the receipt of the full display case referred to in paragraph 5, the FMA shall forward it to the competent authorities of the Member States in which the shares of the non-EU AIF are to be distributed. The FMA has to attach a certificate of approval of the non-EU AIFM concerned to the management of non-EU AIF with a specific investment strategy. Such a transfer shall take place only if the non-EU AIFM management complies with this Federal Act, Directive 2011 /61/EU and the delegated acts adopted on the basis of this Directive, and if the non-EU AIF is managed by the non-EU AIFM , and the non-EU-AIFM generally adheres to these provisions. Section 13 (3) of the AVG does not apply in respect of the calculation of the time limit.

(7) The FMA has to inform the non-EU AIFM immediately of the forwarding of the display documents. The FMA also has to inform ESMA that the non-EU AIFM in its host Member States can begin to sell shares of the non-EU AIF.

(8) The advertising activities of the non-EU-AIFM as well as the supplements referred to in paragraphs 3 and 5 shall be provided in German or in English or in a language customary in the financial world in accordance with Section 7b (1) of the Financial Regulation (KMG). The FMA has to accept the electronic transmission and archiving of the documents.

(9) A fee of EUR 2 200 is to be paid to the FMA for the processing of the ad pursuant to paragraph 3. This fee is increased by EUR 440 for non-EU AIF, which includes several sub-funds (Umbrella-Fonds), from the second sub-fund for each fund. For the processing of the ad according to paragraph 5, a fee of 400 euros is to be paid to the FMA. For the examination of the documents required in accordance with paragraph 3, it shall also be at the beginning of each calendar year, at the latest by 15. This year, an annual fee of EUR 1 200 is payable to the FMA; this fee is increased by EUR 400 for funds which contain several sub-funds (Umbrella-Fonds), from the second sub-fund for each sub-fund. Fees which have not been paid at the latest on the due date shall be enforceable. The FMA has to produce a residue certificate in force as an exectable title. It shall contain the name and address of the person liable to pay, the amount of the debt, and the endorsement that the debt has become enforceable. The non-timely payment of the fee is a sales support reason in accordance with § 50.

(10) In the event of a substantial change in the information provided pursuant to paragraph 3 or 5, the non-EU AIFM shall have at least one month prior to the implementation of the amendment to the FMA, or, in the event of any unplanned changes, at least one month before the change has been made; to notify in writing immediately after the change has occurred. Should the proposed change lead to the administration of the non-EU AIF by the non-EU AIFM or the non-EU AIFM in general now against this federal law, Directive 2011 /61/EU or on the basis of this Directive , the FMA shall immediately inform the non-EU AIFM that it is not permitted to carry out the amendment. If a planned change is carried out regardless of this paragraph, or if a change triggered by an unplanned circumstance results in the non-EU AIFM or the non-EU AIFM in general now opposed to the management of the non-EU AIFM this federal law, the Directive 2011 /61/EU, or delegated acts adopted on the basis of this Directive, the FMA shall take all necessary measures in accordance with § § 56 f, including, if necessary, the express Prohibit the distribution of the non-EU AIF. Are the amendments admissible because they do not relate to the compatibility of the management of the non-EU AIF by the non-EU AIFM with this federal law, Directive 2011 /61/EU, or delegated acts adopted pursuant to this Directive, or to comply with these provisions by the non-EU AIFM in general, the FMA shall immediately have ESMA, in so far as the changes are to terminate the distribution of certain non-EU AIF or additional displaced non-EU AIF. and, where appropriate, the competent authorities of the host Member States of to notify these changes.

(11) Without prejudice to § 48 (1), the non-EU-AIF managed and distributed by the non-EU AIFM may only be sold to professional investors.

Distribution of non-EU-AIF by a non-EU-AIFM with passport in Austria

§ 43. (1) A non-EU AIFM for which Austria is not a reference Member State may market shares of a non-EU-AIF it manages to professional investors in Austria as soon as the non-EU AIFM is issued by the competent authority of its Reference Member State has been informed that the complete dossier and information referred to in Article 40 of Directive 2011 /65/EU and Annex 4 to the FMA by the competent authority of the reference Member State of the non-EU AIFM shall be forwarded.

(2) The data referred to in Appendix 4 lit. h provide arrangements for the distribution of the non-EU AIF and, where applicable, the arrangements made to prevent shares of the non-EU AIF from being distributed to private customers, even if the non-EU AIFM is for the The provision of investment services for the non-EU-AIF to independent companies is subject to the requirements of this Federal Act and the supervision of the FMA. In the event of a breach of this federal law, Directive 2011 /61/EU or delegated acts adopted on the basis of this Directive, the FMA has to take all necessary measures pursuant to § § 56 f, including, if necessary, the Explicit disregard for the distribution of the non-EU AIF in Germany.

(3) The indication of the non-EU AIFM, together with the documents, and the certificate of admission of the non-EU AIFM concerned to the administration of non-EU AIF, transmitted by the competent authority of the reference Member State of the non-EU-AIFM, where appropriate, with a specific investment strategy, to be provided in German or English or in a different language recognised by the FMA in accordance with the Regulation (Section 7b (1) of the KMG). The FMA has to accept the electronic transmission and archiving of the documents mentioned above.

(4) A fee of EUR 1 100 shall be paid to the FMA for the processing of the documents submitted in accordance with paragraph 1. This fee increases with non-EU AIF, which includes several sub-funds (Umbrella-Fonds), starting from the second sub-fund for each fund by 220 euros. For the purpose of monitoring compliance with the obligations laid down in this Section, it shall also be at the beginning of each calendar year, at the latest by the date of 15. To pay an annual fee of EUR 600 to FMA this year; this fee is increased by EUR 200 for non-EU AIF, which includes several sub-funds (Umbrella-Fonds), from the second sub-fund for each sub-fund. Fees which have not been paid at the latest on the due date shall be enforceable. The FMA has to produce a residue certificate in force as an exectable title. It shall contain the name and address of the person liable to pay, the amount of the debt, and the endorsement that the debt has become enforceable. The non-timely payment of the fee is a sales support reason in accordance with § 50.

(5) Without prejudice to § 48 (1), the non-EU-AIF managed and distributed by the non-EU AIFM may only be sold to professional investors.

Conditions for the management of EU-AIF from other Member States by non-EU AIFM, for which Austria is the reference Member State

§ 44. (1) A non-EU AIFM duly authorised in accordance with § 39 may manage EU-AIF established in another Member State, either directly or indirectly through a branch, provided that the non-EU AIFM is authorised to manage this type of EU-AIF is.

(2) A non-EU AIFM, which for the first time intends to manage an EU-AIF based in another Member State, shall indicate to the FMA the following:

1.

the Member State in which it intends to administer the EU-AIF directly or through a branch;

2.

a business plan showing, in particular, the services it intends to provide and which EU-AIF it intends to manage.

(3) If the non-EU AIFM intends to set up a branch in another Member State, it shall specify, in addition to the information referred to in paragraph 2, the following:

1.

the organisational structure of the branch,

2.

the address under which documents may be requested in the Member State of origin of the EU-AIF,

3.

the names and contact details of the managing directors of the branch office.

(4) The FMA has to examine the ad in accordance with paragraph 2 and, if applicable, that according to paragraph 3 to its formal completeness, and no further substantive examination has to be carried out. At the latest one month after the receipt of the complete dossier as referred to in paragraph 2 or two months after the receipt of the complete documents referred to in paragraph 3, the FMA shall have the same to the competent authorities of the host Member States of the non-EU-AIFM , The FMA has to accompany a certificate of admission of the non-EU AIFM concerned to the management of EU-AIF with a specific investment strategy. Such forwarding shall take place only if the management of the EU-AIF by the non-EU AIFM complies with this Federal Act, Directive 2011 /61/EU and the delegated acts adopted on the basis of this Directive, and continues to be , and the non-EU-AIFM generally adheres to these provisions. Section 13 (3) of the AVG does not apply in respect of the calculation of the time limit. The FMA has to inform the non-EU-AIFM immediately about the transmission. The FMA also has to inform ESMA that the non-EU AIFM in the host Member States of the non-EU AIFM can begin the management of the EU-AIF.

(5) In the event of a change in the advertisements communicated in accordance with paragraph 2 or, where applicable, in accordance with paragraph 3, the non-EU AIFM shall have the FMA at least one month prior to the implementation of the amendment, or, in the event of any unplanned changes, to the FMA in respect of any changes it intends to make to notify in writing immediately after the change has occurred. Should the proposed change result in the management of the EU-AIF by the non-EU AIFM or the non-EU AIFM in general now being delegated to this federal law, to Directive 2011 /61/EU or to delegated acts on the basis of this Directive The FMA shall immediately inform the non-EU AIFM that it is not permitted to carry out the amendment. If a planned change is carried out regardless of this paragraph, or if a change triggered by an unplanned circumstance results in the administration of the EU-AIF by the non-EU AIFM or the non-EU AIFM in general now against this Federal law, Directive 2011 /61/EU, or delegated acts adopted on the basis of this Directive, the FMA has all the necessary measures in accordance with § § 56 f. , including, if necessary, expressly prohibit the distribution of the EU-AIF. If the amendments are admissible, because they do not relate to the compatibility of the management of the EU-AIF by the non-EU AIFM with this Federal Act, Directive 2011 /61/EU or delegated acts adopted on the basis of this Directive or on the Compliance with these provisions by the non-EU AIFM in general, the FMA shall immediately inform the competent authorities of the host Member States of the non-EU AIFM of those changes

Conditions for the provision of services of a non-EU-AIFM in Austria as a host Member State

§ 45. (1) A non-EU AIFM for which Austria is not a reference Member State may manage EU-AIF either directly or indirectly through a branch in Austria and distribute it to professional investors, provided that the non-EU-AIFM for the The management of this type of EU-AIF is justified.

(2) The inclusion of the management of the EU-AIF in Austria and the establishment of a branch in Austria by a non-EU-AIFM shall be permissible if the competent authority of the reference Member State of the non-EU AIFM of the FMA is to provide all the information in accordance with § 44 (2) and (3), and the non-EU AIFM has received a confirmation of the transmission by the competent authority of its reference Member State. The information in accordance with § 44 (2) and (3) shall be provided in German or English or in a different language recognized by the FMA in accordance with the Regulation (Section 7b (1) KMG). The FMA has to accept the electronic transmission and archiving of the documents mentioned above. The distribution of the EU-AIF to private customers in Austria is permitted only if the conditions of § 48 are complied with and the type of EU-AIF is a type permitted in Austria according to this federal law for distribution to private customers. of an AIF and the respective requirements are met.

(3) If the collective portfolio management of an AIF approved in Austria is intended, the non-EU-AIFM shall apply for this at the FMA pursuant to § 30. If the non-EU AIFM already manages AIF of the same kind in Austria, the reference to the documents already submitted shall be sufficient.

(4) The FMA, as the competent authority of the non-EU AIFM host Member State, may cover the non-EU AIFM concerned in the delegated acts adopted by this Federal Law, in Directive 2011 /61/EU or on the basis of this Directive Do not impose any additional requirements.

Cooperation of the FMA as the competent authority of the host Member State with ESMA and competent authorities of other Member States

§ 46. (1) If the FMA does not agree with the decision of the non-EU AIFM in accordance with Article 39 or Article 37 of Directive 2011 /61/EU with regard to its reference Member State, it may bring the matter to ESMA, which is within the framework of the powers conferred on it by Article 19 of Regulation (EU) No 1095/2010.

(2) If the FMA does not use the evaluation of the application of the lit. a to e and g of Article 37 (7) of Directive 2011 /61/EU or issue of an authorisation of the non-EU AIFM by the competent authorities of another reference Member State of the AIFM, it may take note of the matter ESMA , which may act within the limits of the powers conferred on it by Article 19 of Regulation (EU) No 1095/2010.

(3) Where a competent authority for an EU-AIF is the one referred to in the first subparagraph. d leg. cit. , the FMA may bring the matter to the attention of ESMA, which, within the framework of the cooperation agreements referred to in Article 19 of Regulation (EU) No 1095/2010, shall be responsible for the implementation of the cooperation agreement. Powers and responsibilities.

(4) If the FMA, as the competent authority of another Member State, does not comply with the decision by the competent authorities of the reference Member State of the non-EU AIFM with regard to the exemption of the non-EU AIFM from compliance with certain provisions of Provisions of Directive 2011 /61/EU may be taken into account by ESMA, which may act within the limits of the powers conferred on it by Article 19 of Regulation (EU) No 1095/2010.

(5) If the FMA, as the competent authority of another Member State, does not carry out an assessment of the application of Article 40 (2), first subparagraph. a and b of Directive 2011 /61/EU in respect of the additional conditions to be complied with for non-EU AIFM wishing to manage a non-EU AIF passport by the competent authorities of the reference Member State of the AIFM may: to take note of the ESMA affair, which may act within the limits of the powers conferred on it by Article 19 of Regulation (EU) No 1095/2010.

(6) When a competent authority rejects a request for information exchange in accordance with the regulatory technical standards referred to in Article 40 (14) of Directive 2011 /61/EU, the FMA may, as the competent authority, take note of ESMA's case , which may act within the limits of the powers conferred on it by Article 19 of Regulation (EU) No 1095/2010.

Conditions for the distribution of AIF managed by non-EU AIFM in Austria without a passport

§ 47. (1) Without prejudice to § § 39, 40 and 42, a non-EU-AIFM may market shares of the AIF managed by it to professional investors exclusively domestily, provided that the non-EU AIFM, with the exception of the 6. In part, all the requirements laid down in this Federal Act, Directive 2011 /61/EU, and the delegated acts adopted on the basis of the Directive, are met.

(2) A non-EU AIFM, which intends to distribute AIF managed by it in Austria, must have a legal representative established in Austria. The legal representative represents the non-EU-AIFM court and out-of-court, is an agent of delivery and contact point for the non-EU-AIFM in Austria. All correspondence between the FMA and the non-EU AIFM as well as between the domestic investors of the relevant AIF and the non-EU AIFM pursuant to this Federal Act shall be made via this legal representative. The legal representative, together with the non-EU AIFM, has the compliance function in relation to the administrative and sales activities carried out by the non-EU AIFM in accordance with this Directive. These powers cannot be limited.

(3) If a non-EU AIFM intends to distribute shares of AIF in Austria, it shall send the FMA a display business for each AIF it intends to distribute. This information shall include the documentation and information referred to in Appendix 3 and a confirmation from the competent authorities of the non-EU AIFM's home Member State and of the AIF that the AIF and the non-EU AIFM, with the exception of the 6. Meet all the requirements laid down in this Federal Act, Directive 2011 /61/EU or delegated acts adopted on the basis of the Directive. In addition, the display should be accompanied by:

1.

The relevant information in accordance with § 5 (2) and (3);

2.

Information on the sales strategy;

3.

the name of the legal representative of the non-EU AIFM, including the indication of the seat;

4.

a confirmation by the legal representative of the non-EU AIFM that it is capable of performing the tasks in question, represents the non-EU-AIFM in court and out of court, and as a contact point for the investors of the relevant AIF Acts and is at least adequately equipped to fulfil the compliance function in accordance with this Federal Act and Directive 2011 /61/EU;

5.

the proof of payment of the fee referred to in paragraph 6;

6.

a declaration by the non-EU AIFM that it undertakes to apply for the entire duration of the distribution of the AIF in Austria as defined in this Federal Act, Directive 2011 /61/EU as well as the delegated acts adopted on the basis of the Directive requirements to be met.

(4) The advertising of the non-EU AIFM as well as the supplements referred to in paragraph 3 shall be provided in German or in English or in a language customary in the financial world in accordance with Section 7b (1) of the Financial Regulation (KMG). The FMA as the competent authority has to accept the electronic transmission and archiving of the documents referred to in paragraph 3.

(5) The FMA has to examine the display to its formal completeness, and a further examination of the content has not to be carried out. No later than 4 calendar months after the date of receipt of the full display period referred to in paragraph 3, the FMA shall inform the non-EU AIFM whether it can begin to sell the AIF referred to in paragraph 3 in the advertising business. Section 13 (3) of the AVG does not apply in respect of the calculation of the time limit. In the event of a positive decision, the non-EU AIFM may commend the marketing of the AIF from the date of the relevant notification of the FMA in this respect. The admission of the distribution is to be prevented if the non-EU-AIFM or the AIF does not fulfil a condition of this provision or if the ad according to paragraph 3 is not reimbursed properly. The FMA shall be admitted to the distribution of the AIF if the following additional conditions are met:

1.

there are appropriate arrangements, in particular for monitoring systemic risks and in accordance with international standards, concerning cooperation between the FMA, the competent authorities of the home Member State of the the AIF and the supervisory authorities of the third country in which the non-EU AIFM is established in order to ensure an efficient exchange of information enabling the competent authorities to carry out their tasks in accordance with the provisions of this Federal Law and of the Directive 2011 /61/EU;

2.

the third country in which the non-EU AIFM has its registered office is not a country or territory in which, in accordance with Section 40b (1) of the last sentence of the BWG, there is, in any case, an increased risk of money laundering or terrorist financing;

3.

the third country in which the non-EU AIFM has its head office has signed an agreement with Austria which fully complies with the standards set out in Article 26 of the OECD Model Convention on the avoidance of double taxation of income and assets and an effective exchange of information in tax matters, including, where appropriate, multilateral agreements on taxation;

4.

the laws, regulations or administrative provisions of a third country applicable to non-EU AIFM, or the restrictions on the supervisory and investigative powers of the supervisory authorities of that third country, do not prevent the competent authorities from applying the the performance of their supervisory functions in accordance with this Directive.

(6) A fee of EUR 4 500 is to be paid to the FMA for the processing of the ad pursuant to paragraph 3. This fee will be increased by EUR 1 000 for each Fund, starting from the second sub-fund, to AIF, which includes several sub-funds (Umbrella-Fonds). The documents required under paragraphs 3 and 4 shall also be examined at the beginning of each calendar year, at the latest by the date of the 15th meeting of the calendar year. This year, an annual fee of EUR 2 500 is payable to the FMA; this fee is increased by EUR 600 for funds which contain several sub-funds (Umbrella-Fonds), starting from the second sub-fund for each sub-fund. Fees which have not been paid at the latest on the due date shall be enforceable. The FMA has to produce a residue certificate in force as an exectable title. It shall contain the name and address of the person liable to pay, the amount of the debt, and the endorsement that the debt has become enforceable. The non-timely payment of the fee is a sales support reason in accordance with paragraph 9.

(7) In the event of a substantial change in the information communicated in accordance with paragraph 3, the non-EU AIFM shall, in the event of any changes to be made by the FMA, immediately after the modification, or, in the event of any unplanned changes, at least one month before the change has been carried out. To inform in writing of the unplanned change. Should the proposed change result in the management of the AIF by the non-EU AIFM or the non-EU AIFM in general now being delegated to this federal law, to Directive 2011 /61/EU or to delegated delegated acts on the basis of this Directive The FMA shall immediately inform the non-EU AIFM that it is not permitted to carry out the amendment. If a planned change is carried out, notwithstanding this paragraph, or if a change triggered by an unplanned circumstance results in the administration of the AIF by the non-EU AIFM or the non-EU AIFM in general now against this Federal law or Directive 2011 /61/EU, or delegated acts adopted on the basis of this Directive, the FMA has all the necessary measures pursuant to § § 56 f. , including, if necessary, the explicit disregard for the distribution of the AIF.

(8) The non-EU AIFM has the intention of hiring the distribution of units of the AIF in Austria, to notify the FMA without delay.

(9) The FMA has to prohibit the further distribution of AIF if:

1.

the notification referred to in paragraph 3 has not been refunded or the non-EU AIFM is in breach of the obligations set out in the declaration provided for in paragraph 3 (6) (6);

2.

a condition has been omitted in accordance with this provision;

3.

in the case of distribution, has been substantially in breach of statutory provisions;

4.

a claim by a unit-holder established by a final judgment or by a court settlement in relation to the AIF or non-EU AIFM has not been fulfilled;

5.

the obligations provided for in this law are not properly fulfilled; or

6.

the authorisation has been withdrawn by the competent authorities of the non-EU-AIFM or AIF State of origin.

(10) If the FMA prohibits the inclusion of the distribution or further distribution of the AIF, the non-EU AIFM may not, in accordance with paragraph 3, re-view the intention to distribute the shares of this AIF within the scope of this Federal Law at the earliest, provided that the Day of subsavoyance has passed a year.

(11) In the case of Umbrella Constructions, the FMA may also prohibit the distribution of units of an AIF which may be distributed within the scope of this Federal Law, subject to the provisions of Section 9, if further shares of partial funds of the same AIF are to be sold. Umbrella construction is distributed within the scope of this federal law, which have not undergone the display procedure according to paragraph 3 correctly.

8.Part

Sales to private customers

Distribution of Austrian AIF by AIFM to private customers

§ 48. (1) An AIFM may distribute shares in Austria of the following AIF granted in accordance with section 29 to private customers:

1.

If he has a concession pursuant to § 1 sec. 1 Z 13a BWG, shares in real estate funds in accordance with the Real Estate Investment Fund Act-ImmoInvFG (BGBl. I No 80/2003),

2.

provided that it has a concession pursuant to Section 1 (1) (1) Z 13 of the Federal Elections Act (BWG) in conjunction with Section 6 (2) of the InvFG 2011, AIF according to the 3 Part first main part of the InvFG 2011,

3.

in so far as it has a concession pursuant to the second part of this Federal Law, AIF in real estate which fulfils the conditions laid down in paragraphs 5 to 7, or

4.

provided that it has a concession pursuant to the second part of this Federal Law, AIF, which fulfils the conditions set out in paragraphs 7 and 8 (Managed Futures Funds).

(2) In so far as the requirements of ImmoInvFG for the management and distribution of real estate funds in accordance with ImmoInvFG go beyond this federal law, those provisions shall be relevant.

(3) Insofar as the requirements of the InvFG in 2011 go beyond this federal law for the management and distribution of AIF, for the administration and distribution of AIF according to the 3. Part of the first main part of the InvFG 2011 the regulations governing.

(4) Insofar as this federal law goes beyond the requirements of ImmoInvFG or InvFG 2011 for the management and distribution of AIF to private customers, the regulations of this Federal law.

(5) The FMA has to approve an AIF in real estate pursuant to paragraph 1 Z 3 for distribution to private customers, if:

1.

in accordance with the investment strategy with the capital invested, directly or indirectly, income from the transfer or transfer of immovable property to third parties is to be generated, and it is insignificant whether the legal form of a security or an apportionment pursuant to Section 1 (1) (1) (3) of the KMG

2.

comply with the minimum requirements for the distribution of property in accordance with Section 22 (1) to (4) ImmoInvFG;

3.

the net asset value of the AIF, as determined in accordance with Article 17, shall be published at least twice a month, unless the AIF is admitted to trading on a regulated market;

4.

a leverage is used for the AIF, where the exposure, calculated according to the Commitment method, does not exceed the net asset value of the AIF by more than two times;

5.

all the sales documents at the point of printing, which have been highlighted by the printing industry, contain a reference to the particular risk associated with this assessment (risk note);

6.

a half-yearly report shall be drawn up no later than 2 months after the end of the half-year

7.

a customer information document in German, which contains the essential investor information and which is equivalent to the KID pursuant to § 134 InvFG 2011 and the regulation adopted for this purpose. As an alternative to a KID, a simplified prospectus, which corresponds to the simplified prospectus according to § 7 ImmoInvFG, can be present in German.

(6) The application for authorization shall be accompanied by:

1.

In the event that the AIF in real estate has to draw up a prospectus according to KMG, which according to § 8 or 8a KMG examined or approved prospectus. The additional information required in accordance with § 21 (3) 3 (1) and (2) must be submitted separately, with the information already contained in the prospectus must be clearly marked in accordance with § 21. The prospectus examination provided for in accordance with § 8 or § 8a KMG -endorsement does not extend to these supplementary information;

2.

in the case that the AIF has no prospectus in real estate to be drawn up in accordance with the provisions of the KMG, the information referred to in § 21;

3.

the last annual report pursuant to § 20;

4.

in the case that the AIF in real estate is an investment community in real estate in accordance with § 14 KMG, the last account report pursuant to § 14 Z 4 KMG;

5.

a confirmation of the AIFM that the conditions of paragraph 5 are complied with.

(7) The FMA has to grant an AIF (Managed Futures Fund) for sale to private customers if:

1.

the fund's assets are predisposed to ensure sufficient diversification and appropriate risk-spreading. In addition to the acquisition of exchange-traded futures contracts, the fund's assets may only be assessed in the form of

a)

non-listed interest and currency transactions, provided that they are not concluded for the protection of the fund's assets, to an extent such that the cash-in and post-exchange payments related to such off-the-counter interest and currency transactions are Currency terminals shall not exceed 30 vH of the fund's assets;

b)

Money market instruments according to § 70 InvFG 2011;

c)

in compliance with § § 71 and 77 para. 1 InvFG 2011, shares in UCITS granted in accordance with § 50 InvFG 2011 or pursuant to Article 5 of Directive 2009 /65/EC in their home state, to an extent that does not exceed 50 vH of the fund's assets may;

2.

No other commodity contracts may be concluded as futures contracts on raw materials and no open position on

a)

is subject to a single futures contract for which the cash-in or after-payment of the fund exceeds 5% of the fund's assets, and

b)

futures contracts shall be kept on the same raw material or on one and the same category of futures contracts in financial instruments for which the cash-in or repayment payment exceeds 20 vH of the fund's assets;

3.

in the case of transactions with commodity derivatives, the physical delivery of the underlying product is excluded;

4.

In the context of exchange-traded futures contracts, the amount of a total of 50 VH of the Fund's assets shall not exceed 50% of the Fund ' s assets; the reserve of liquid assets must be at least equal to the total amount of the cash-in and/or cash-in-and- Cash and cash market instruments in accordance with § 70 InvFG 2011;

5.

the payment of a single or final payment is not financed by credit or loan recordings;

6.

the net asset value of the managed futures fund, as determined in accordance with § 17, will be published each time an issue or a withdrawal of the shares of the managed futures fund takes place, but at least twice a month;

7.

leverage leverage for the Managed Futures Fund, where the maximum risk for the Managed Futures Fund, calculated using § 87 InvFG 2011 with the absolute value-at-risk approach, is not higher than 35 vH of the Net asset value of the Managed Futures Fund. In the calculation of the absolute value-at-risk approach, the following parameters are to be used:

a)

Confidence interval of 99 vH;

b)

Holding period of one month (20 business days);

c)

effective observation period of risk factors of at least one year (250 business days), except where a shorter observation period is due to a significant increase in price volatility due to extreme market conditions;

d)

quarterly data updates, or more frequently, when market prices are subject to substantial changes;

e)

calculations at least on a daily basis;

8.

one of Z 7 lit. a deviating confidence interval and one of Z 7 lit. b) If the confidence interval is not less than 95 vH and the holding period does not exceed one month (20 business days), the managed futures fund can only be used if the confidence interval does not exceed 95 vH; if this calculation parameter is used, the carry out a conversion of the 35 vH limit to the respective holding period and to the respective confidence interval; however, this conversion may only be carried out under the assumption of a normal distribution with an identical and independent distribution of the risk factors, and the reference to the quantile of the normal distribution and the mathematical root-time formula ("Square root of time" rule) is applied;

9.

all the sales documents at the point of printing, which have been highlighted by the printing industry, contain a reference to the particular risk associated with this assessment (risk note);

10.

a half-yearly report shall be drawn up no later than 2 months after the end of the half-year

11.

a customer information document in German, which contains the essential investor information and which is equivalent to the KID pursuant to § 134 InvFG 2011 and the regulation adopted for this purpose.

(8) The application for the authorisation of a managed futures fund referred to in paragraph 7 shall be accompanied by:

1.

In the event that the Managed Futures Fund has to draw up a prospectus in accordance with KMG, which has been audited in accordance with § 8 or 8a KMG, or approved prospectus. The additional information required in accordance with § 21 (3) 3 (1) and (2) must be submitted separately, with the information already contained in the prospectus must be clearly marked in accordance with § 21. The prospectus examination and approval provided for in accordance with § 8 or § 8a KMG does not extend to these additional information;

2.

in the event that the Managed Futures Fund has no prospectus to be drawn up in accordance with KMG, the information referred to in § 21;

3.

the last annual report pursuant to § 20;

4.

a confirmation from the AIFM that the conditions set out in paragraph 7 are complied with.

(9) If the particulars and documents are unchanged compared to the authorization granted in accordance with § 29, a new transmission can be maintained with reference to those documents.

(10) The beginning and end of the distribution shall be reported to the FMA without delay. Furthermore, the AIFM of the FMA has the temporary maintenance of the withdrawal of the shares, with exceptional circumstances having to be present, and the resumption of the withdrawal of the shares immediately to be reported and the investors by to inform the public about the maintenance of the withdrawal of the share certificates and the resumption of their withdrawal.

(11) By means of a regulation, the FMA may determine the design of the risk statements in accordance with paragraph 5 (5) (5) and (7) (9), as well as to prescribe further information

Distribution of EU-AIF from other Member States and non-EU-AIF by Austrian AIFM or by AIF by EU-AIFM established in another Member State or by non-EU AIFM to private customers

§ 49. (1) Domitic AIFM may be EU-AIF from other Member States and non-EU AIF managed pursuant to Directive 2011 /61/EU, EU-AIFM established in another Member State and non-EU AIFM may be managed by them under Directive 2011 /61/EU managed AIF in Austria, to private customers, if:

1.

the AIF is approved in its home country for sale to private customers; and

2.

the AIF is approved for sale to professional investors in accordance with § § 31, 35, 40, 42 or 47 in Austria; and

3.

the AIF materially is equivalent to a type of fund which is eligible for sale to private customers in accordance with section 48 (1) of Austria, and

a)

Shares in real estate funds in accordance with real estate investment fund law,

b)

AIF according to the 3. Part first main piece InvFG 2011,

c)

AIF in real estate pursuant to § 48 paragraph 1 Z 3,

d)

AIF pursuant to section 48 (7) or

e)

the AIF is an AIF which is equivalent to a UCITS of Directive 2009 /65/EU, but is managed by a non-EU AIFM.

(2) If an AIFM intends to distribute shares of such AIF in Austria to private customers, it shall transmit to the FMA a display activity for each AIF it intends to sell. If the information and documents are unchanged compared to the advertisement issued in accordance with § § 21, 38 or 47, a new transmission can be maintained with reference to the display.

(3) The ad shall be accompanied by:

1.

the documentation and the information referred to in Annex 3;

2.

a confirmation from the competent authority of the country of origin of the non-EU AIFM or non-EU-AIF that it is all in Directive 2011 /61/EU, with the exception of those in the 6. (e) that the AIF is equivalent to a UCITS in accordance with Directive 2009 /65/EU, and, in the case of paragraph 1 (3) (e), that the AIF is materially equivalent to a UCITS;

3.

a confirmation from the competent authority of the AIF's State of origin that the AIF has been admitted to the home country for sale to private customers;

4.

a half-yearly report to be drawn up no later than 2 months after the end of the half-year;

5.

a customer information document in German, which contains the essential investor information, is equivalent to the KID in accordance with § 134 InvFG 2011 and the regulation adopted for this purpose. As an alternative to a KID, a simplified prospectus, which corresponds to the simplified prospectus in accordance with § 7 ImmoInvFG, can be added in German;

6.

the proof of payment of the fee referred to in paragraph 6.

(4) In the KID and/or the simplified prospectus as referred to in paragraph 3 (5) and in each advertising document of the AIF or AIFM, a warning should be included in the printing form that neither the AIF nor the AIFM shall be subject to supervision by an AIF or AIFM the Austrian authority, neither a prospectus nor a KID or a simplified prospectus have been examined by an Austrian authority, and no Austrian authority is liable for the accuracy or completeness of these documents .

(5) By means of a regulation, the FMA may determine the design of the warnings in accordance with paragraph 4, as well as to prescribe further information.

(6) A fee of EUR 1 100 is to be paid to the FMA for the processing of the ad pursuant to paragraph 3. This fee increases with AIF, which includes several sub-funds (Umbrella-Fonds), starting from the second sub-fund for each fund by 220 euros. For the examination of the documents required under (2) and (3), it shall also be carried out at the beginning of each calendar year, at the latest by 15. This year, the FMA will pay an annual fee of EUR 600; this fee will be increased by EUR 200 for funds containing several sub-funds (Umbrella-Fonds), starting from the second sub-fund for each sub-fund. Fees which have not been paid at the latest on the due date shall be enforceable. The FMA has to produce a residue certificate in force as an exectable title. It shall contain the name and address of the person liable to pay, the amount of the debt, and the endorsement that the debt has become enforceable. The non-timely payment of the fee is a sales support reason in accordance with § 50.

(7) The FMA has to examine the display to its formal completeness, and a further examination of the content has not to be carried out. No later than 4 months after the date of receipt of the full display period referred to in paragraph 3, the FMA shall inform the AIFM whether it can begin to sell the AIF referred to in the advertising letter to private customers. In the event of a positive decision, the AIFM may commend the marketing of the AIF from the date of the relevant notification of the FMA in this respect. § 13 para. 3 last sentence AVG does not apply.

(8) The letter of the AIFM referred to in paragraph 2 as well as the supplements shall be provided in German or in English or in a language customary in the financial world in accordance with Section 7b (1) of the Financial Regulation (KMG). The FMA as the competent authority shall accept the electronic transmission and archiving of the documents referred to in paragraphs 2 and 3.

(9) In the event of a substantial change in the information communicated in accordance with paragraphs 2 and 3, the AIFM shall, in the event of any changes to be made by the FMA, immediately after the modification, or, in the event of any unplanned changes, at least one month before the change has been carried out. To inform in writing of the unplanned change. Should the proposed change lead to the management of the AIF by the AIFM or the AIFM in general now violating this federal law or against Directive 2011 /61/EU, the FMA has to inform the AIFM immediately that it will Change not allowed to perform. If a planned change is carried out regardless of this paragraph, or if a change triggered by an unplanned circumstance results in the AIF's administration by the AIFM or the AIFM in general now against this federal law or the Directive 2011 /61/EU, the FMA has all the necessary measures in accordance with § § 56 f. , including, if necessary, the explicit disregard for the distribution of the AIF.

(10) The AIFM shall notify the FMA of the temporary suspension of the withdrawal of the shares, with exceptional circumstances, and the resumption of the withdrawal of the shares immediately, and the investors by public Notice of the maintenance of the withdrawal of the share certificates and the resumption of their withdrawal.

(11) The AIFM intends to discontinue the distribution of shares of the AIF to private customers in Austria, to display the FMA.

Sales untersagung

§ 50. (1) The admission of the sales person shall be prevented if the AIFM or the AIF does not fulfil a condition in accordance with § 49 or if the advertisement according to § 49 has not been properly reimbursed.

(2) The FMA has to prohibit the further distribution of AIF if:

1.

the notification pursuant to section 49 has not been reimbursed;

2.

a condition in accordance with § 49 has been omitted;

3.

in the case of distribution, has been substantially in breach of statutory provisions;

4.

a claim by a unit-holder established by a final judgment or by a court settlement with regard to the AIF or AIFM has not been fulfilled;

5.

the obligations provided for in this law are not properly fulfilled; or

6.

the authorisation has been withdrawn by the competent authorities of the State of origin of the AIFM or of the AIF.

(3) If the FMA prohibits the inclusion of the distribution or further distribution of the AIF, the AIFM shall be entitled to re-display the shares of this AIF within the scope of this Federal Law at the earliest in accordance with § 49, if since the date of the Under-sawing a year has passed.

(4) In the case of Umbrella Constructions, the FMA may also prohibit the distribution of units of an AIF which may be distributed within the scope of this Federal Law, subject to the provisions of Section 2, if further shares of partial funds of the same AIF are to be prohibited. Umbrella construction is distributed within the scope of this federal law, which have not undergone the display procedure according to § 49 correctly.

Advertising

§ 51. (1) Advertising with the reference to the powers of the FMA under this Act is prohibited.

(2) The advertising may only be advertisedby application of § 128 paragraph 1 to 3 InvFG 2011.

(3) If the AIFM, its legal representative or a person dealing with the sales person is against para. 1 or 2 and if the violations are not set in spite of the warning, the FMA has to prohibit the further distribution of shares.

Free access to prospectuses, accountability report and semi-annual report

§ 52. A potential acquirer prior to the conclusion of the contract as well as any interested party owner of an AIF driven in accordance with § 48 or § 49 shall be the information in accordance with § 21 as well as the KID to be created or the simplified prospectus in the respective shall be made available free of charge to the last published accounts report and to the subsequent half-yearly report, if it is published.

Re-use of general names

§ 53. The AIFM and the AIF may use the same general names which they legitimately carry out in the State in which they have their registered office. However, the AIFM shall attach appropriate clariative additives to such names if there is a risk of misleading.

9.Part

Competent authorities

Section 1

Appointment, powers and legal remedies

Appointment of the competent authority

§ 54. (1) The FMA is responsible for the performance of the tasks under this Federal Act and Directive 2011 /61/EU. The FMA has to monitor, through appropriate methods, that AIFM comply with its obligations under this Federal Act and in accordance with Directive 2011 /61/EU, possibly on the basis of the guidelines developed by ESMA.

(2) The FMA shall be the competent authority of Austria in accordance with

1.

Art. 3 lit. m of Regulation (EU) No 345/2013 on European Venture Capital Funds and

2.

Art. 3 lit. Regulation (EU) No 346/2013 on the European Fund for Social Entrepreneurship and

Without prejudice to the tasks assigned to it in other federal law, it shall entrust the registration of undertakings for collective investment undertakings in accordance with these Regulations. FMA has to monitor compliance with the provisions of these regulations by managers of a qualified venture capital fund and custodian of a qualified fund for social entrepreneurship. To this end, the FMA shall be without prejudice to the powers conferred on it by these Regulations, in particular the powers referred to in Article 56 (2), (1), (2), (5), (8), (9) and (11).

Tasks of the competent authorities in the Member States

§ 55. (1) The supervision of an AIFM shall be the responsibility of the FMA as the competent authority of the home Member State of the AIFM, irrespective of whether the AIFM manages and/or distributes AIFM in another Member State; the provisions of this Federal Law and Directive 2011 /61/EU, which is responsible for the supervision of the competent authorities of the host Member State of the AIFM, shall remain unaffected.

(2) The monitoring of compliance with § § 10 and 12 by an AIFM shall be the responsibility of the FMA as the competent authority of the host Member State of the AIFM, if the AIFM manages and/or distributes AIF via a branch in Austria.

(3) The FMA as the competent authority of the host Member State of the AIFM may require an AIFM which manages or distributes AIF in Austria, irrespective of whether this is done through a branch, the submission of information which: shall be required to supervise compliance with the relevant provisions for which the FMA is responsible, by the AIFM.

(4) As the competent authority of the host Member State of the AIFM, the FMA shall establish that an AIFM which manages and/or distributes AIF in Austria, whether through a branch, shall be subject to any of the provisions, in respect of which it is responsible for the monitoring of compliance, the FMA shall require the AIFM concerned to terminate the infringement and shall inform the competent authorities of the AIFM's home Member State accordingly.

(5) If the AIFM concerned disclaims that the FMA, as the competent authority of its host Member State, provides the information falling within its competence, it does not take the necessary steps to comply with the infringement in accordance with paragraph 4 of this Article. , the FMA, acting as the competent authority of its host Member State, shall inform the competent authorities of its home Member State.

(6) The FMA, as the competent authority of the AIFM, has

1.

to take all appropriate measures without delay to ensure that the AIFM concerned presents the information requested by the competent authorities of its host Member State pursuant to Article 45 (3) of Directive 2011 /61/EU or breach within the meaning of paragraph 4 of that provision,

2.

request the relevant supervisory authorities in third countries without delay in order to obtain the necessary information.

The nature of the measures referred to in Z 1 and Z 2 shall be communicated by the FMA to the competent authorities of the host Member State of the AIFM.

(7) In spite of the measures taken by the competent authorities of its home Member State in accordance with paragraph 5, or because such measures prove inadequate or are not available in the Member State in question, the AIFM is refusing to do so. shall continue to submit the information required by the FMA as the competent authority of its host Member State within the meaning of paragraph 3, or it shall continue to infringe the laws, regulations and administrative provisions referred to in paragraph 4 of its Host Member State, the FMA may, acting as the competent authority of the host Member State of the AIFM, To inform the competent authorities of the home Member State of the AIFM appropriate measures, including the measures provided for in Articles 56 and 60, to prevent or penalise further infringements; if necessary, it may also provide this AIFM with new Undersay business in Austria. If the task carried out in Austria as the host Member State of the AIFM is the management of AIF, the FMA may, acting as the competent authority of the host Member State, require the AIFM to cease the management of these AIF.

(8) The FMA, as the competent authority of the host Member State of an AIFM, has clear and demonstrable grounds for believingthat the AIFM is in breach of the obligations imposed on it by provisions in respect of which it does not comply with the obligations of the AIFM. monitoring of compliance, it shall communicate its findings to the competent authorities of the home Member State of the AIFM; in turn, the competent authority of the home Member State shall take appropriate measures and if necessary, by the appropriate supervisory authorities in third countries Request information.

(9) In spite of the measures taken by the competent authorities of its home Member State or because such measures prove inadequate or the AIFM's home Member State is not acting in good time, the AIFM shall continue to apply: in a manner which is clearly detrimental to the interests of the investors of the AIF concerned, the financial stability or the integrity of the market in the host Member State of the AIFM, the FMA may act as the competent authority of the host Member State of the AIFM, after informing the competent authorities of the Member State of origin of the AIFM shall take all necessary measures to protect the investors of the AIF in question, the financial stability and the integrity of the market in the host Member State; it also has the option of giving the AIFM concerned to prohibit the further distribution of shares of the AIF in question in Austria as a host Member State.

(10) The procedure referred to in paragraphs 8 and 9 shall also apply where the FMA, as the competent authority of the host Member State, has clear and verifiable objections to the reference Member State to a non-EU AIFM.

(11) If there is no agreement between the relevant competent authorities with regard to a measure taken by a competent authority in accordance with paragraph 4 to 10, the FMA may bring to the attention of ESMA the matter within the framework of the powers conferred on it by Article 19 of Regulation (EU) No 1095/2010.

Powers and costs of the FMA

§ 56. (1) Without prejudice to the tasks assigned to it in other federal laws or EU regulations, the FMA has, within the scope of § 55, EU-AIFM from other Member States, registered in accordance with § 4 (1) of the AIFM, EU-AIFM from other Member States registered pursuant to § 4 (1) (1) (1) of the German Act. Non-EU-AIFM, third parties within the scope of § 18 as well as depositaries pursuant to § 19 to monitor compliance with this federal law, as well as the delegated acts adopted on the basis of Directive 2011 /61/EU and to take all necessary measures to ensure the proper functioning of the markets in cases where the The activity of one or more AIF in the market for a financial instrument could endanger the proper functioning of that market.

(2) The FMA is competent in its area of competence pursuant to paragraph 1 and section 54 (2) in particular.

1.

to see all the documents and a copy of them,

2.

require information to be provided by any person in connection with the activities of the AIFM, the manager of a qualifying venture capital fund, the manager of a qualified social entrepreneurship fund or the AIF, and, where appropriate, to preload and hear a person for the purpose of obtaining information,

3.

to carry out unannounced and unannounced investigations on the ground,

4.

to demand existing records of telephone calls and data transfers,

5.

to prescribe that practices contrary to this Federal Act, Directive 2011 /61/EU, the delegated acts adopted on the basis of this Directive, Regulation (EU) No 345/2013 or Regulation (EU) No 346/2013, shall be subordinated to:

6.

In the case of the competent public prosecutor's office, they request that they apply to the court with a request for freezing in accordance with § 109 Z 1 and 110 paragraph 1 Z 3 or seizure in accordance with § § 109 Z 2 and 115 (1) Z 3 Criminal Procedure Code 1975-StPO (BGBl. No 631/1975),

7.

to impose a temporary ban on the pursuit of professional activity,

8.

to request information from AIFM, depositaries, auditors, managers of a qualified venture capital fund or managers of a qualified social enterprise fund,

9.

take any form of action to ensure that AIFM, depositaries, managers of a qualified venture capital fund or custodian of a qualified social entrepreneurship fund continue to apply to the relevant Requirements of this Federal Law, which comply with the delegated acts adopted pursuant to Directive 2011 /61/EU, Regulation (EU) No 345/2013 or Regulation (EU) No 346/2013,

10.

require, in the interests of the unit-holders or the public, the suspension of the issue, withdrawal or payment of shares,

11.

prohibit the further activities of an AIFM, a manager of a qualified venture capital fund, a manager of a qualified social entrepreneurship fund or a domestic depositary,

12.

to have verifications or investigations carried out by accountants or experts.

(3) FMA, acting as the competent authority of the reference Member State, considers that an authorised non-EU AIFM has delegated its obligations under this Federal Act, Directive 2011 /61/EU, or delegated acts adopted on the basis of this Directive Where acts do not comply, FMA ESMA shall inform ESMA thereof as soon as possible and with full indication of the reasons therefor.

(4) The FMA may prohibit the administration of AIF by natural or legal persons without a concession pursuant to § 4 (1) or a registration pursuant to § 1 paragraph 5 Z 1. To this end, as well as for the prosecution of the transgressions by these persons referred to in § 60 paragraph 1 Z 2, the FMA has the powers pursuant to § § 22b to 22e Financial Market Supervisory Authority Act-FMABG (BGBl. I n ° 97/2001).

(5) The costs of the FMA from the Accounting Supervisory Board (Section 19 (1) (3) and (4) FMABG) are the AIFM registered in accordance with § 4 (1) of the AIFM or AIFM registered in accordance with Section 1 (5) (1), of non-EU AIFM, of branch offices established pursuant to section 32 (3) in accordance with Article 39 (3), the liquidator registered under Article 14 of Regulation (EU) No 345/2013 of a qualified risk capital fund and the administrator of a qualified fund for social affairs registered under Article 15 of Regulation (EU) No 346/2013 To carry entrepreneurship. To this end, the FMA has an additional common sub-accounting system for AIFM, liquidator of a qualified venture capital fund, administrator of a qualified fund for social entrepreneurship, management companies (InvFG 2011), Capital investment companies for real estate (ImmoInvFG) and BV-Kassen (BMSVG) to form.

(6) The amounts to be paid on the basis of charges pursuant to paragraph 5 shall be required by the FMA; the fixing of flat-rate amounts shall be permitted. The FMA has set out more detailed rules on this division of costs and on its terms of reference with regulation. In particular, the following rules shall apply:

1.

The tax bases for the different types of cost prescriptions;

2.

The dates for the costs and the time limits for the payment of the payer.

The AIFM has to provide the FMA with all necessary information on the fundamentals of cost measurement.

Measures of the FMA

§ 57. (1) If an external AIFM is not in a position to ensure compliance with the requirements of this Federal Law, it shall immediately inform the competent authorities of its home Member State and, where applicable, the competent authorities of the EU-AIF in question. The FMA has to apply the production of the lawful state under threat of a penalty within that period, which is appropriate with regard to the circumstances of the case.

(2) If the requirements of this Federal Law continue not to be complied with, the FMA shall arrange for the AIFM to return the order for the management of the affected AIF, provided that it is an EU AIFM or an EU-AIF. In this case, the AIF may no longer be distributed within the Union. In the case of a non-EU AIFM, which manages a non-EU AIF, the AIF may not be distributed further within the Union. The FMA shall immediately inform the competent authorities of the host Member States of the AIFM of the order. Section 9 (3) shall apply mutatily.

Form of communication with the FMA-electronic transmission

§ 58. The FMA may prescribe, by means of a regulation, that the advertisements and transmissions according to § 1 paragraph 5 Z 4, § 8 para. 1, § 18 para. 1 Z 1, § 20 para. 1, § 22 para. 1 to 5 and 7, § 25 para. 1, § 29 para. 2, § 30 para. 2 and 6, § 32 para. 2, 3 and 6, § 35 para. 2 and § 36 (2), (6) and (7), § 39 (1) and (9), § 40 (2), (4) and (9), § 42 (3), (5) and (10), § 44 (2), (3) and (5), § 47 (3), (7) and (8), § 48 (6), § 49 (2), (3), (9) and (11) shall only be made in electronic form, as well as have to comply with certain technical requirements, minimum technical requirements and modalities of transmission. The FMA must be guided by the principles of efficiency and expediency and to ensure that the electronic availability of the data for the FMA is guaranteed and that the interests of the supervisory authorities are not guaranteed. shall be affected. The FMA shall take appropriate measures to ensure that the notifiers or, where appropriate, their persons responsible for the movement of persons are in the system for a reasonable period of time in respect of the accuracy and completeness of the information provided by them or by their To ensure that persons responsible for the movement of persons are able to verify the data.

Powers and responsibilities of ESMA

§ 59. (1) The FMA has to comply with the guidelines of ESMA for the competent authorities of the Member States with regard to the exercise of their authorisation and information obligations laid down in Directive 2011 /61/EU, and to: Request by ESMA to demonstrate compliance with these guidelines.

(2) All persons who have worked or have been active in the FMA or any other person to which ESMA has delegated tasks, including auditors and experts appointed by ESMA, shall be responsible for the protection of professional secrecy is committed. The information covered by the obligation of professional secrecy shall not be disclosed to any other person or authority unless the disclosure is necessary for legal proceedings.

(3) All information exchanged between ESMA, the competent authorities, EBA, EIOPA and the ESRB under this Directive shall be considered as confidential, unless ESMA or the relevant competent authority or other authority or authority concerned is It shall declare at the time of the notification that such information may be disclosed or that disclosure is necessary for legal proceedings.

(4) The FMA, as the competent authority of the reference Member State of the non-EU AIFM concerned, may request ESMA to review a decision under Article 47 (5) et seq. of Directive 2011 /61/EU.

Administrative penalties and publications

§ 60. (1) If the offence does not constitute the offence of a criminal offence within the jurisdiction of the courts, an administrative surrender shall be committed and shall be punished by the FMA with a fine of up to EUR 100 000, who shall:

1.

is contrary to the requirement of a concession pursuant to § 4 (1) or the requirement of registration pursuant to Article 1 (5) (1) (1);

2.

despite the inaction of the distribution by the FMA in accordance with § § 29 (5), 30 (6), 31 (2), 32 (6), 35 (6), 36 (7), 38 (6), 40 (8) and (9), 41 (4), 42 (9) and 10, 43 (4), 44 (5), 47 (6) and (7), 49 (9), (50) or 56 (2) (2), (5), (10) and 11 as well as para. 4 shares in AIF;

3.

contrary to the arrangement of the FMA in accordance with Section 56 (4), to cease the management of AIF, to continue managing AIF.

(2) If the offence does not constitute a criminal offence within the jurisdiction of the courts, an administrative surrender shall be committed and shall be punished by the FMA with a fine of up to EUR 60 000, who shall:

1.

it does not allow the FMA to be informed in accordance with Section 1 (5) Z 4;

2.

is in breach of the provisions of Section 1 (5) Z 5;

3.

contrary to § 3, an AIF is administered in addition to another AIFM;

4.

carry out other activities contrary to Article 4 (2) or (3);

5.

the FMA does not immediately indicate the names of the successors of the persons who actually conduct the operations of the AIFM pursuant to Section 6 (1) Z 3;

6.

is in breach of the provisions of Section 7 (5);

7.

the FMA does not indicate, contrary to § 8 (1), all the essential changes to the conditions for the concession prior to its application;

8.

in violation of the provisions of § § 10 para. 2, 11 to 17;

9.

the FMA does not immediately notify the transfer of tasks to third parties pursuant to § 18 (1) Z 1;

10.

the obligations under § 19 are infringed;

11.

is in breach of the provisions of Sections 21 to 23;

12.

is in breach of the information requirements of § 25;

13.

is in breach of the disclosure requirement of § 26;

14.

is in breach of the provisions of Sections 27 and 28 (1);

15.

Contrary to Sections 29 (5), 30 (6), 32 (6), 35 (6), 36 (7), 38 (6), 40 (9), 42 (10), 44 (5), 47 (7) or 49 (9) of the FMA, the essential changes to the data are not communicated in due time;

16.

Continue to distribute shares in accordance with § 51 (3), despite the fact that the sales have been underserved

17.

is in breach of the provisions of § § 52 or 53;

18.

Contrary to Section 57 (1), the information of the FMA is not allowed;

19.

Contrary to Section 57 (2), it does not return the order for the management of the affected AIF or further distributes an AIF;

20.

is in breach of a provision of the delegated acts adopted on the basis of Directive 2011 /61/EU.

21.

is in breach of a regulation issued by the FMA pursuant to this Federal Act.

(3) Whoever acts as the person responsible (§ 9 VStG) of an AIFM in accordance with § 10 paragraph 3 the duties according to § § 40, 40a, 40b, 41 (1) to 4 of the Federal Elections Act (BWG), insofar as the action does not constitute the facts of an act falling within the jurisdiction of the courts, shall be subject to: Administrative transgressing and is punishable by the FMA with a fine of up to 150 000 euros.

(4) If a trustee does not comply with an AIFM pursuant to Article 10 (3) of its disclosure obligation pursuant to Section 40 (2) of the Federal Elections Act, provided that the act does not constitute the facts of an act falling within the jurisdiction of the courts, a Administrative transgressing and is punishable by the FMA with a custodial sentence of up to six weeks or with a fine of up to 60 000 euros.

(5) Provided that the action does not constitute the offence of a criminal offence falling within the jurisdiction of the courts or a transgressive administrative surrender referred to in paragraph 1, an administrative surrender shall be carried out and shall be the subject of an FMA with an administrative surrender. Fines of up to EUR 60 000 shall be punishable by those who are in breach of the provisions of Regulation (EU) No 345/2103 or against the provisions of Regulation (EU) No 346/2103.

(6) The FMA as the competent authority may take any action or sanction that may be in breach of the provisions adopted pursuant to this Federal Act or of Directive 2011 /61/EU or of Regulation (EU) No 345/2013 or Regulation (EU) No 346/2013, in so far as such disclosure does not seriously jeopardise the stability of the financial markets, does not affect investors ' interests or does not inflict disproportionate damage on the parties involved.

(7) The person affected by the publication may request a review of the legality of the publication in accordance with paragraph 6 in a procedure to be carried out in a modest way with the FMA. The FMA has to make known the introduction of such a method in the same way. If, in the context of the review, the unlawfulness of the publication is determined, the FMA shall correct the publication correctly or, at the request of the person concerned, either withdraw it or remove it from the internet presence. If a complaint against a communication which has been made known in accordance with paragraph 6 is granted suspensive effect in proceedings before the courts of the courts, the FMA shall disclose this in the same way. The publication shall be correct or, at the request of the person concerned, either to be revoked or to be removed from the internet presence if the communication is cancelled.

(8) In the case of administrative transgressions pursuant to this provision, a limitation period of 18 months shall be applied instead of the limitation period of § 31 paragraph 1 VStG.

(9) The fines imposed by the FMA pursuant to this Federal Act shall be paid to the Federal Government.

Section 2

Cooperation between the various competent authorities

Commitment to cooperation

§ 61. (1) The FMA shall cooperate with the competent authorities of the other Member States and with ESMA and the ESRB whenever this is necessary for the performance of their tasks or of the tasks set out in this Federal Act or Directive 2011 /61/EU by , this Directive or the powers conferred by national legislation is required.

(2) The FMA, as the competent authority, shall make use of its powers for the purpose of cooperation, even if the conduct which is the subject of the investigation does not constitute a breach of a provision in force in Austria.

(3) The FMA as the competent authority shall, without delay, forward to the competent authorities of the other Member States and ESMA the information necessary for the performance of their duties under this Federal Law and Directive 2011 /61/EU. The FMA, acting as the competent authority of the home Member State, has issued a copy of the agreements which it has concluded pursuant to Articles 35, 37 or 40 of Directive 2011 /61/EU to the competent authorities of the AIFM concerned. Cooperation. The FMA, acting as the competent authority of the home Member State, shall have the information which it provides in accordance with the cooperation agreements concluded with supervisory authorities of third countries, or, where appropriate, in accordance with Article 45 (6) or (7) of the , in accordance with the procedures with regard to the applicable regulatory technical standards referred to in Article 35 (14), Article 37 (17) or Article 40 (14) of the said Directive, by the supervisory authorities of third countries with respect to an AIFM Directive to the competent authorities of the host Member State of the AIFM concerned forward. Where the FMA, as the competent authority of a host Member State, considers that the content of the cooperation agreement concluded in accordance with Articles 35, 37 or 40 of that Directive by the Member State of origin of the AIFM concerned, does not agree with what is necessary in accordance with the applicable technical regulatory standards, the FMA may bring to the attention of ESMA the matter which, in the context of its implementation under Article 19 of Regulation (EU) No 1095/2010, Powers and responsibilities.

(4) If the FMA, as the competent authority, has clear and demonstrable reasons to suspect that AIFM, which is not under its supervision, is in breach of Directive 2011 /61/EU, it shall have that effect to ESMA and to the competent authorities of the Member State of origin and of the host Member State of the AIFM concerned, as closely as possible. Where the FMA is the authority receiving such information, it shall take appropriate measures and shall, as far as possible, take appropriate measures to ESMA and the competent authorities of which it has been informed of the outcome of those measures and to the extent possible. to inform developments that have taken place in the meantime. The powers of the FMA as the competent authority which has provided the information shall not be affected by this paragraph.

Transmission and storage of personal data

§ 62. In the case of the transfer of personal data between competent authorities, the FMA shall, as the competent authority, apply Directive 95 /46/EC.

(2) The data may be stored for a period not exceeding five years.

Disclosure of information to third countries

§ 63. (1) The FMA, as the competent authority of a Member State, may forward to a competent authority of a third country data and data analysis, including customer data, on a case-by-case basis, in so far as this is in accordance with Art. 25 or 26 of the Directive 95 /46/EC and the competent authority of the Member State concerned is satisfied that the transmission for the purposes of this Federal Act or of Directive 2011 /61/EU or the relevant legislation in the third country or for the purpose of other Legal tasks in the context of the supervision of the financial market in the third country is required. In addition, it must be ensured that the competent authority of the third country is not allowed to pass on the data to other third countries without the express written consent of the FMA as the competent authority of the Member State.

(2) The FMA, as the competent authority of a Member State, may disclose the information received from a competent authority of another Member State to a supervisory authority of a third country only if it has the express consent of the competent authority which has provided the information and, where appropriate, where the information is disclosed solely for the purpose for which the competent authority has given its consent.

Exchange of information with regard to potential system impact of AIFM stores

§ 64. (1) The FMA as the authority responsible for the authorisation and/or supervision of AIFM shall provide information to the competent authorities of other Member States where this is necessary for the monitoring of and the response to potential effects. the business of individual or all AIFM is essential to the stability of system-relevant financial institutions and to the proper functioning of the markets on which AIFM operates. ESMA and the ESRB shall also be informed by the FMA and shall forward such information to the competent authorities of the other Member States.

(2) In accordance with Article 35 of Regulation (EU) No 1095/2010, the FMA has, as an authority responsible for the AIFM, to provide ESMA and the ESRB with aggregate information on the operations of AIFM, for which it is responsible.

Cooperation in the field of supervision

§ 65. (1) The FMA, as the competent authority of a Member State, may, in the exercise of the powers conferred on it by this Federal Law or by Directive 2011 /61/EU, be able to cooperate with the competent authorities of another Member State in respect of cooperation with the a check or a check on the spot or an investigation in the territory of that other Member State. Where the FMA receives a request for an on-site inspection or an investigation, it shall have one of the following measures:

1.

it may carry out the verification or investigation itself,

2.

it may allow the applicant authority to carry out the verification or investigation,

3.

It may allow auditors or experts to carry out the verification or investigation.

(2) In the case referred to in paragraph 1 (1) (1), the competent authority of the Member State requesting cooperation may request that members of its staff assist the staff of the FMA carrying out the verification or investigation. However, the review or investigation shall be subject to the overall control of the FMA as the competent authority of the Member State in whose territory it is taking place. In the case referred to in paragraph 1 (1) (2), the FMA may request, as the competent authority of the Member State in whose territory the verification or investigation is carried out, that members of its staff shall be responsible for the staff carrying out the verification or investigation , support.

(3) The FMA as the competent authority may refuse a request for an exchange of information or cooperation in the case of an investigation or a verification on the spot only in the following cases:

1.

the identification, on-site inspection or exchange of information could affect the sovereignty, security or public order of Austria,

2.

on the basis of the same acts and against the same persons, proceedings are already pending before an Austrian court,

3.

in Austria, a final judgment has already been given against the same persons and on the basis of the same acts.

The FMA, as the competent authority, shall inform the requesting competent authorities of any decision taken pursuant to paragraph 3, stating the reasons for the decision.

(4) The FMA may also cooperate with competent authorities from third countries within the scope of paragraphs 1 to 3 as well as § § 61 (1) and (2) and 64 (1). This is also equivalent to tasks and purposes according to legislation in a third country which are equivalent to those under this federal law or Directive 2011 /61/EU.

Dispute settlement

§ 66. In the event of disagreement between the competent authorities of the Member States concerning an evaluation, action or omission of one of the competent authorities in an area in which Directive 2011 /61/EU provides for cooperation or coordination of the competent authorities of the competent authorities of the Member States concerned, Authorities from more than one Member State may refer the matter to ESMA as the competent authority, which may act within the limits of the powers conferred on it by Article 19 of Regulation (EU) No 1095/2010.

Part 10

Transitional and final provisions

Transitional provision

§ 67. (1) AIFM exercising activities in Austria pursuant to this Federal Act or Directive 2011 /61/EU before 22 July 2013 shall take all necessary measures to comply with the national law adopted pursuant to this Federal Act and Have until 22 July 2014 a request for concession pursuant to § 5 as well as for the AIF administered and distributed by them to submit an application for authorization in accordance with § 29 or, if necessary, to submit an advertisement according to § § 30, 31, 32 or 33.

(2) Without prejudice to § § 48 et seq. is in respect of special assets held before 22 July 2013 as a real estate fund according to ImmoInvFG or AIF according to the 3. Part of the first main part of the InvFG 2011 shall be set up within one year after the expiry of this date to submit an application for authorization pursuant to § 29 or to submit an advertisement in accordance with § § 30 or 32, otherwise the distribution authorization shall expire.

(3) EU-AIFM as well as non-EU AIFM, which expel AIF in Austria before 22 July 2013, shall take all necessary measures to comply with the national law adopted pursuant to this Federal Act and shall have a request by 21 July 2014. on admission, otherwise the AIF's marketing authorisation shall be issued. AIFM, which before 22 July 2013 shares in AIF in Austria according to 3. Part, 2. Hauptstück InvFG 2011 may be sold publicly, have to submit the advertisement according to § 49 on the admission of the sales to private customers by 31 December 2014 at the latest, otherwise the authorization to sell to private customers is a liking.

(4) § § 29, 30, 31, 33, 38 or 47 shall not apply to the distribution of shares in AIF which are the subject of an ongoing public offering by means of a prospectus drawn up in accordance with KMG or Directive 2003 /71/EC prior to 22 July 2013; and was published as long as this prospectus is valid.

(5) If AIFM manage AIF of the closed type before 22 July 2013, which do not make any additional investments after 22 July 2013, they may continue to manage such AIF without an authorisation under this Federal Act or the Directive 2011 /61/EU.

(6) Insofar as AIFM manages closed AIF whose subscription period expired for investors prior to the entry into force of Directive 2011 /61/EU and which has been launched for a period of time not later than three years after 22 July 2013, they may, however, continue to manage such AIF without-with the exception of § 20 and, if applicable, § § 24 to 28-comply with the provisions of this Federal Act or apply for a concession pursuant to this Federal Act or the Directive 2011 /61/EU.

(7) By 31 December 2013, the allocation of the costs of FMA § 69a BWG shall apply.

§ 68. After the entry into force of this Federal Law and until the submission of the in Art. 67 para. 1 lit. a of ESMA's opinion of Directive 2011 /61/EU has the FMA, as the competent authority, to provide ESMA with information on the AIFM for that purpose on a quarterly basis, the AIF subject to its supervision, in accordance with the provisions of this Directive or, in accordance with the national rules, to administer and/or distribute. It shall also provide ESMA with the information necessary for an evaluation of the points referred to in Article 67 (2) of that Directive.

§ 69. After the date of entry into force of the delegated act referred to in Article 67 (6) of Directive 2011 /61/EU and until the submission of the delegated acts referred to in Article 68 (1) (1). ESMA's opinion referred to in this Directive shall, for that purpose, provide the FMA with information on the AIFM on a quarterly basis as the competent authority ESMA, the AIF subject to its supervision, in accordance with the procedure laid down in this Directive , and/or to distribute or distribute the provisions of national rules.

§ 70. For the purposes of the review referred to in Article 69 (1) of Directive 2011 /61/EU, the FMA shall provide the Commission annually with information on AIFM, the AIF subject to its supervision, either in accordance with the provisions of the Directive provided for in this Directive. Manage and/or distribute passport control in accordance with the national rules. It shall indicate the date on which the passport regime has been implemented or, where appropriate, applied in its territory. The information shall include the following:

1.

information on the registered office of the AIFM concerned;

2.

where appropriate, an indication of the EU-AIF managed and/or distributed by the AIFM concerned;

3.

where appropriate, an indication of the non-EU AIF managed by the EU-AIFM but not distributed within the Union;

4.

where appropriate, an indication of the non-EU-AIFs displaced in the Union;

5.

information on the applicable rules, whether national or at Union level, within the framework of which the AIFM concerned are engaged in their activities; and

6.

Other information that is important to understand how AIFM's administration and distribution of AIF works in practice in the Union.

References and Regulations

§ 71. (1) As far as other federal laws are referred to in this Federal Act, these are to be applied in their respectively applicable version, except it is expressly arranged otherwise.

(2) Where reference is made in this Federal Act to the following acts of the European Union, these acts, unless otherwise arranged, shall be applied in the following text:

1.

Directive 2011 /61/EU on Alternative Investment Fund Managers and amending Directives 2003 /41/EC and 2009 /65/EC and Regulations (EC) No 1060/2009 and (EU) No 1095/2010 OJ L 136, 31.5.2010, p. No. 1., as amended by the corrigendum OJ L 327, 28.12.2011, p. No. OJ L 155, 27.04.2012 p. 35;

2.

Directive 2003 /41/EC on the activities and supervision of institutions for occupational retirement provision, OJ L 42, 23.1.2003, p. No. 10, as last amended by Directive 2011 /61/EU, OJ L 327, 28.11.2011, p. No. OJ L 174, 01.07.2011 p. 1;

3.

Directive 2009 /65/EC on the coordination of laws, regulations and administrative provisions relating to undertakings for collective investment in transferable securities, OJ L 139, 30.4.2009, p. No. OJ L 302, 17.11.2009 p. 32, as last amended by Directive 2011 /61/EU, OJ L 327, 28.11.2011, p. No. OJ L 174, 01.07.2011 p. 1;

4.

Seventh Directive 83 /349/EEC on the basis of Article 54 (2) (g) of the Treaty on consolidated accounts, OJ L 184, 17.7.1983, p. No. 1, as last amended by Directive 2009 /49/EC, OJ L 193 of 18.7.2009, p. No. OJ L 164, 26.06.2009 p. 42;

5.

Directive 2006 /48/EC on the taking up and pursuit of the business of credit institutions, OJ L 177, 30.4.2006, p No. OJ L 177 of 30.06.2006 p. 1, as last amended by Directive 2011 /89/EU, OJ L 177, 30.6.2011, p. No. OJ L 326, 08.12.2011 p. 113;

6.

Directive 2004 /39/EC on markets in financial instruments, amending Council Directives 85 /611/EEC and 93 /6/EEC and Directive 2000 /12/EC of the European Parliament and of the Council and repealing Council Directive 93 /22/EEC, OJ L 145, 30.4.2004, p. No. OJ L 145 of 30.04.2004 p. 1, as last amended by Directive 2010 /78/EU, OJ L 145, 31.5.2010, p. No. OJ L 331, 15.12.2010, p.120;

7.

Directive 2004 /109/EC on the harmonisation of transparency requirements in relation to information about issuers whose securities are admitted to trading on a regulated market and amending Directive 2001 /34/EC, OJ L 327, 31.12.2001, p. No. OJ L 390, 31.12.2004, p. 638, as last amended by Directive 2010 /78/EU, OJ L 206, 22.7.2010, p No. OJ L 331, 15.12.2010, p.120;

8.

Directive 2002/14/EC establishing a general framework for informing and consulting employees in the European Community-Joint declaration of the European Parliament, the Council and the Commission on the representation of the Workers, OJ No. OJ L 80, 23.03.2002 p. 29;

9.

Regulation (EC) No 24/2009 on the statistics relating to the assets and liabilities of financial entities operating securitisation operations, OJ L 327, 31.12.2009, p. OJ L 15 of 20.01.2009 p. 1;

10.

Directive 2006 /49/EC on the capital adequacy of investment firms and credit institutions, OJ L 327, 30.4.2006, p. No. OJ L 177 of 30.06.2006 p. 201, as last amended by Directive 2010 /78/EU, OJ L 177, 30.6.2010, p. No. L 331 p. 120;

11.

Regulation (EU) No 1095/2010 establishing a European Supervisory Authority (European Securities and Markets Authority), amending Decision No 716 /2009/EC and repealing Decision 2009 /77/EC, OJ L 327, 30.4.2009, p. No. 84., as amended by Directive 2011 /61/EU, OJ L 331, 15.12.2011, p. OJ No 174 of 01.07.2011 p. 1;

12.

Directive 2006 /73/EC implementing Directive 2004 /39/EC as regards the organisational requirements for investment firms and the conditions for the performance of their activities and the definition of certain terms for the purposes of of this Directive, OJ L 327, No. OJ L 241, 02.09.2006 p. 26;

13.

Directive 98 /26/EC on settlement finality in payment and securities settlement systems, OJ L 136, 31.5.1998, p. No. OJ L 166, 11.06.1998 p. 45, as last amended by Regulation (EU) No 648/2012, OJ L 166, 11.6.2012, p. No. OJ L 201 of 27.07.2012 p. 1;

14.

Directive 2006 /43/EC on statutory audits of annual accounts and consolidated accounts, amending Council Directives 78 /660/EEC and 83 /349/EEC and repealing Council Directive 84 /253/EEC, OJ L 73, 14.3.2006.. No. OJ L 157 of 09.06.2006 p. 87, as last amended by Directive 2008 /30/EC, OJ L 157, 9.6.2008, p No. OJ L 81 of 20.03.2008 p. 53;

15.

Directive 2003 /71/EC on the prospectus to be published when securities are offered to the public or admitted to trading and amending Directive 2001 /34/EC, OJ L 327, 31.12.2003, p. No. 64, as last amended by Directive 2010 /78/EU, OJ L 345, 31.12.2010, p. No. OJ L 331, 15.12.2010, p.120;

16.

Directive 2004 /25/EC on takeover bids, OJ L 206, 22.7.2004 No. OJ L 142, 30.04.2004 p. 12;

17.

Directive 2012/30/EU on the coordination of safeguards which, in the interests of members and third parties, in the Member States, in the interests of members and third parties, of companies within the meaning of Article 54 (2) of the Treaty on the Functioning of the European Union the creation of the public limited liability company and the maintenance and alteration of its capital are required in order to make these provisions equivalent, OJ L 327, 31.12.2002, p. No. OJ L 315, 14.11.2012 p. 74;

18.

Regulation (EU) No 1094/2010 establishing a European Supervisory Authority (European Insurance and Occupational Pensions Authority), amending Decision No 716 /2009/EC and repealing Regulation (EC) No 103/2010 Commission Decision 2009 /79/EC, OJ L 327, 28.2.2009 No. OJ L 331, 15.12.2010, p. 48;

19.

Directive 95 /46/EC on the protection of individuals with regard to the processing of personal data and on the free movement of such data, OJ L 281, No. OJ L 281, 23.11.1995 p. 31, as amended by Regulation (EC) No 1882/2003, OJ L 284, 31.10.2003, p. N ° 284 of 31.10.2003 p. 1

20.

Regulation (EU) No 345/2013 on the European Venture Capital Fund, OJ L 327, 31.12.2013, p No. OJ L 115, 25.04.2013, p. 1;

21.

Regulation (EU) No 346/2013 on the European Social Entrepreneurship Fund, OJ L 327, 28.4.2013, p. No. OJ L 115, 25.04.2013, p. 18.

(3) Regulations on the basis of this Federal Act, as amended, may already be issued from the day following the presentation of the Federal Act to be carried out; however, they may not be issued prior to the application of the Act to be carried out. Legislative provisions enter into force.

Linguistic equality

§ 72. Insofar as personal names are only mentioned in male form in this federal law, they refer to women and men in the same way. The gender-specific form is to be used in the application to certain persons.

Enforcement

§ 73. The Federal Minister of Finance is responsible for the enforcement of this federal law.

entry into force

§ 74. (1) This federal law shall enter into force with the exception of § § 35 to 37, § § 39 to 46, § 56 (5) and (6) and § 60 with 22 July 2013. § 60 shall enter into force with the day following the customer's notice. § § 35 to 37 and § § 39 to 46 shall apply in accordance with the delegated acts adopted by the European Commission pursuant to Article 67 (6) of Directive 2011 /61/EU, and only from the date specified therein.

(2) § 56 (5) and (6) shall enter into force 1. January 2014 will be in force and will be applied to the financial years of the FMA, which will start after 31 December 2013.

Appendix 1 to § 4

1.

Asset management functions that an AIFM must take over at least when managing an AIF:

a)

portfolio management,

b)

Risk management.

2.

Other tasks that an AIFM may carry out in the collective management of an AIF in addition:

a)

Administrative activities:

i)

legal services and services of fund accounting and accounting,

ii)

Customer Requests,

iii)

evaluation and pricing, including tax returns,

iv)

monitoring compliance with legislation;

v)

the management of a register of investors;

vi)

Profit distribution,

vii)

issue and redemption of shares,

viii)

contract invoices, including the dispatch of certificates,

ix)

keeping records;

b)

distribution;

c)

Activities related to the assets of the AIF, including services required to meet the fiduciary duties of the AIFM, facility management, real estate management, advice to companies on the Capital structure, industrial strategy and related issues, consulting and services related to mergers and acquisitions of companies and other services related to the management of AIF and the companies and other assets into which the AIF has invested.

Appendix 2 to § 11

Remuneration policy

1.

In the definition and application of all remuneration policies, including salaries and voluntary retirement benefits, for those categories of staff, including management, risk management and control staff and of all employees who receive a total remuneration in respect of which they are in the same income level as members of the business performance and risk management bodies whose activities are substantially based on the risk profiles of the AIFM or of them managed AIF, AIFM shall apply the following principles according to their size, their internal organization and the nature, scope and complexity of their operations:

a)

Remuneration policy is consistent with and conducive to sound and effective risk management and does not encourage the taking over of risks that are incompatible with the risk profiles, contractual terms or statutes of those risks. managed AIF;

b)

the remuneration policy is in line with the business strategy, objectives, values and interests of the AIFM and the AIF it manages or the investors of such AIF, and also includes measures to avoid conflicts of interest;

c)

the managing body of the AIFM shall define, in its supervisory role, the general principles of remuneration policy, shall verify it regularly and shall be responsible for its implementation;

d)

at least once a year, a central and independent internal review shall establish whether the remuneration policy is implemented in accordance with the remuneration rules and procedures laid down by the management body in its supervisory function ;

e)

the staff holding control functions shall be paid in accordance with the achievement of the objectives assigned to their tasks, irrespective of the performance in the business units controlled by them;

f)

the remuneration of senior managers in the areas of risk management and compliance tasks shall be reviewed directly by the remuneration committee;

g)

in the case of performanc remuneration, the remuneration as a whole shall be based on the performance of the employee concerned and of his department or of the AIF concerned and of the overall result of the AIFM, and in the evaluation of the AIFM individual performance shall be taken into account in financial and non-financial terms;

h)

in order to ensure that the assessment is based on longer-term performance and that the actual payment of performance-based remuneration components is distributed over a period of time that the readmission policy of the AIF managed by it and its The performance assessment should be carried out in a multi-annual framework corresponding to the life cycle of the AIF managed by the AIFM;

i)

A guaranteed variable remuneration can only be paid in exceptional cases in connection with the recruitment of new employees and is limited to the first year;

j)

in the case of total remuneration, fixed and variable components are proportionate and the proportion of the fixed component in the total remuneration is sufficiently high that a flexible policy with regard to the variable component is fully and the payment of a variable component can also be dispensed with;

k)

Payments related to the early termination of a contract reflect the results obtained over time and are designed to not reward failure;

l)

the measurement of success by means of which variable remuneration components or pools of variable remuneration components are calculated shall include a comprehensive amending mechanism for all relevant types of current and future risks;

m)

depending on the legal structure of the AIF and its terms and conditions of contract or its statutes, a significant proportion of the variable remuneration component, and in any case at least 50 vH, must be made up of shares of the relevant AIF or equivalent. However, the minimum value of 50 vH shall not apply where less than 50 vH of the AIFM-managed overall portfolio is accounted for by the AIF. For the instruments according to this lit. , an appropriate return policy shall be deemed to be appropriate to align the incentives to the interests of the AIFM and the AIF managed by it and to the interests of the investors of the AIF. The Member States or the competent national authorities may impose restrictions on the types and forms of these instruments or, where appropriate, prohibit certain instruments. This provision shall be applied to the proportion of the variable remuneration component referred to in accordance with lit. (n) as well as the proportion of the variable remuneration component which has not been repaid;

n)

a significant proportion of the variable remuneration component, and in any case at least 40 vH, shall be set back over a period appropriate to the life cycle and the withdrawal principles of the AIF in question and shall be duly completed the nature of the risks of this AIF. The period after this lit. should be at least three to five years, unless the life cycle of the AIF in question is shorter. The remuneration to be paid in the framework of provisions for the deferment of the remuneration payment shall not be acquired more quickly than on a basis of a partial basis. If the variable component makes a particularly high amount, the payment of at least 60 vH of the amount shall be repaid;

o)

the variable remuneration, including the refunded part, shall be disbursed or acquired only if, in view of the financial situation of the AIFM as a whole, it is portable and, in accordance with the performance of the relevant business unit, the AIF and the is justified. A weak or negative financial performance of the AIFM or the AIF in question generally leads to a significant contraction of the total variable remuneration, with both ongoing compensation and reductions in disbursements of amounts previously generated, including by means of malus or recovery agreements;

p)

the pension schemes are in line with the business strategy, objectives, values and long-term interests of the AIFM and the AIF managed by it. If the employee leaves the AIFM prior to retirement, voluntary retirement benefits should be provided by the AIFM for five years in the form of the under-lit. m fixed instruments. If an employee retires, the voluntary retirement benefits should be given to the employee in the form of the under-lit. m shall be disbursed after a period of five years;

q)

the employees are required to undertake not to resort to personal hedging strategies or insurance and liability-related insurance policies in order to ensure that their remuneration regulations are aligned with the risk behaviour of the employees. to be undermined;

r)

the variable remuneration shall not be paid in the form of instruments or procedures which facilitate the circumvention of the requirements of this Directive.

2.

The principles set out in Z 1 shall apply to all types of remuneration paid by AIFM for each amount paid directly by the AIF itself, including carried out interests, and for each transfer of shares of the AIF which benefit in favour of: of the categories of staff, including management, risk purchasers, staff with control functions, and all employees who receive a total remuneration that is in the same income level as members of the business performance and risk purchasers, of which the professional Activities will have a significant impact on their risk profile or on the risk profiles of the AIF managed by them.

3.

AIFM, which are of significant importance due to their size or the size of the AIF they manage, their internal organization and the nature, scope and complexity of their operations, shall set up a remuneration committee. The remuneration committee shall be set up in such a way as to enable it to judge competently and independently of the remuneration schemes and practices, and the incentives created for the management of the risks.

The remuneration committee shall be responsible for the preparation of decisions on remuneration, including those with implications for the risk and risk management of the AIFM or the relevant AIF; these decisions shall be taken by the the management body in its supervisory role. The remuneration committee shall be chaired by a member of the management body which does not carry out any management duties in the AIFM concerned. The members of the Compensation Committee shall be members of the Management Board who do not carry out any management duties in the AIFM concerned.

Appendix 3 to § 29

Documents and particulars to be supplied or made available in the Member State of origin of the AIFM in the event of an intended distribution

a)

An advertisement, including a business plan, containing information on the AIF which the AIFM intends to sell, and its seat;

b)

the terms of the contract or the statutes of the AIF;

c)

the name of the depositary of the AIF;

d)

a description of the AIF or any information available to investors on the AIF;

e)

information on the seat of the Master AIF, if the AIF is a feeder AIF;

f)

all further information referred to in Article 21 (1) for each AIF which the AIFM intends to distribute;

g)

where applicable, information on the arrangements made to prevent shares of the AIF from being distributed to private customers, including, where an AIFM is involved in the provision of investment services to the AIF, to independent undertakings .

Appendix 4 to § 30

Documents and particulars to be provided or to be made in the case of an intended distribution in Member States other than the home Member State of the AIFM

a)

An advertisement, including a business plan, containing information on the AIF which the AIFM intends to sell, and its seat;

b)

the terms of the contract or the statutes of the AIF;

c)

the name of the depositary of the AIF;

d)

a description of the AIF or any information available to investors on the AIF;

e)

information on the seat of the Master AIF, if the AIF is a feeder AIF;

f)

all further information referred to in Article 21 (1) for each AIF which the AIFM intends to distribute;

g)

an indication of the Member State in which the shares of the AIF are to be sold to professional investors;

h)

Information on the arrangements for the distribution of the AIF and, where applicable, information on the arrangements made to prevent shares of the AIF from being distributed to private customers, even if an AIFM is responsible for the provision of The provision of investment services for the AIF shall be based on independent undertakings.

Article 3

Amendment of the Banking Act

The Banking Act-BWG, BGBl. No. 532/1993, as last amended by the Federal Law BGBl. I No 70/2013, is amended as follows:

1. § 1 (1) Z 14 is deleted.

2. § 3 (3) Z 6 the following Z 7 shall be added:

" 7.

AIFM in accordance with Article 2 (1) (a) to (c) of Directive 2011 /61/EU, in so far as they do not exceed the scope of their authorisation in accordance with this Directive; "

3. In § 69 (1), the word sequence shall be deleted "the Investment Fund Act,".

4. In § 69a (1) Z 1, the following phrase shall be added before the line-point:

" with the exception of credit institutions pursuant to § 1 (1) (1) (13), (13a) and (Z) 21

5. In Section 70 (4), the word order shall be deleted "the Investment Fund Act,".

6. The following paragraph 9 is added to § 105:

" (9) Where reference is made in this Federal Act to Directive 2011 /61/EU, unless otherwise provided, Directive 2011 /61/EU on Alternative Investment Fund Managers and amending Directives 2003 /41/EC and 2009 /65/EC and Regulations (EC) No 1060/2009 and (EU) No 1095/2010 OJ L 327, 30.4.2009, p. No. 1., as amended by the corrigendum OJ L 327, 28.12.2011, p. No. OJ L 155 of 27.04.2012 p. 35. "

7. The following paragraph 79 is added to § 107:

" (79) § 3 (3) Z 7, § 69 (1), § 70 (4) and § 105 (9) in the version of the Federal Law BGBl. I N ° 135/2013 will enter into force on 22 July 2013. § 69a (1) (1) (1) in the version of the Federal Law BGBl. I n ° 135/2013 will be 1. Jänner 2014 in force. Section 1 (1) Z 14 shall not enter into force on 21 July 2013. "

Article 4

Change of company employee and self-employment law

The company employee and self-employment pension law, BGBl. No 100/2002, as last amended by the Federal Law of the Federal Republic of Germany (BGBl). I No 67/2013, shall be amended as follows:

1. In Section 30 (1), the word order shall be "MV cash transactions" through the phrase "In-company pension fund operations" replaced.

Section 30 (2) (5a) reads as follows:

" 5a.

Shares of AIF, which are materially equivalent to a special fund according to § 163 InvFG 2011 and are managed by an EU-AIFM, which is not as a capital investment company in accordance with § 1 para. 1 Z 13 BWG in conjunction with § 6 para. 2 InvFG 2011 is concessioned; "

3. § 30 (2) Z 6 reads:

" 6.

Real estate funds according to § 1 Real Estate Investment Fund Act, BGBl. I No 80/2003 (ImmoInvFG) as well as open real estate funds managed by an EU-AIFM, provided that the Fund's provisions of the Fund are solely responsible for the assessment of the Fund's assets in an EEA Member State or OECD Member State to provide for land and buildings, as well as land companies, in accordance with § 23 ImmoInvFG. "

4. In accordance with § 30 (2) Z 6, the following Z 7 and 8 shall be inserted:

" 7.

AIF, which according to § § 29, 30, 31, 38 or 47 Alternative Investment Fund Manager-Law-AIFMG, BGBl. I No 135/2013, in Austria for distribution to professional investors or in accordance with Articles 31, 32, 36 or 42 of Directive 2011 /61/EU on Alternative Investment Fund Managers and amending Directives 2003 /41/EC and 2009 /65/EC and the Regulations (EC) No 1060/2009 and (EU) No 1095/2010 OJ L 136, 31.5.2010, p. No. 1., as amended by the corrigendum OJ L 327, 28.12.2011, p. No. 35, are authorised for sale in another Member State and do not fall within the terms of paragraph 2 (5a) or (6) of this Directive;

8.

other AIF. "

5. § 30 (3) Z 4 reads:

" 4.

Assessment pursuant to paragraph 2 (5) and (5a)

a)

must be issued by a management company established in an EEA Member State or an OECD Member State,

b)

shall be divided in accordance with the actual allocation to the apportionment referred to in paragraph 2 (2) (1) to (8),

c)

Derivative products according to § 73 InvFG 2011, which were not acquired to hedge price risks, may contain up to 5 vH of the assets assigned to the investment community;

d)

Shares in collective investment undertakings (OGA) in accordance with § 71 (2) and (3) of the InvFG 2011 may contain up to 30 vH of the assets allocated to the investment community;

e)

may contain apportionments pursuant to § 166 (1) Z 3 InvFG 2011 up to 5 vH of the assets assigned to the investment community; "

6. § 30 (3) Z 7 reads:

" 7.

The assessment referred to in paragraph 2 (7) shall be limited to a maximum of 5 vH of the assets allocated to the investment community; "

7. In accordance with § 30 (3) Z 7 the following Z 7a and 7b shall be inserted:

" 7a.

Assessment pursuant to paragraph 2 (2) (8) shall be limited to a maximum of 1 vH of the assets allocated to the investment community;

7b.

The assessment referred to in paragraph 2 (2) (7) and (8) shall not be more than 5 vH of the assets allocated to the investment community; "

8. In § 31Section 1 Z 3a becomes after the word order "comparable foreign special funds" the phrase "within the meaning of section 30 (2) (5a)" inserted.

9. In § 40 (6) the word order is deleted "and the Oesterreichische Nationalbank" .

Section 44 (2) reads as follows:

"(2) In the case of administrative transgressions according to this provision, a limitation period of 18 months shall be applied instead of the limitation period of § 31 paragraph 1 VStG."

Section 45 (3) reads as follows:

"(3) In the case of administrative transgressions pursuant to this provision, a limitation period of 18 months shall be applied instead of the limitation period of § 31 paragraph 1 VStG."

12. In accordance with § 45, the following § 45a and heading is inserted:

" Cost

§ 45a. (1) The costs of the FMA from the Accounting Supervisory Board (Section 19 (1) (3) and (4) FMABG) are to be borne by BV-Kassen in accordance with § 18. To this end, the FMA has an additional joint subunit for BV-Kassen, Managing Societies (InvFG 2011), Capital Investment Companies for Real Estate (ImmoInvFG) and AIFM (AIFMG).

(2) The amounts to be paid on the basis of charges pursuant to paragraph 1 shall be required by the FMA; the fixing of flat-rate amounts shall be permitted. The FMA has set out more detailed rules on this division of costs and on its terms of reference with regulation. In particular, the following rules shall apply:

1.

The tax bases for the different types of cost prescriptions;

2.

The dates for the costs and the time limits for the payment of the payer.

The BV cash registers shall provide the FMA with all necessary information on the bases of the cost measurement. "

13. The following paragraph 21 is added to § 73:

" (21) § 30 para. 1, § 30 para. 2 Z 5a, 6, 7 and 8, § 30 para. 3 Z 4, 7, 7a and 7b, § 31par. 1 Z 3a, § 44 (2) and § 45 (3) in the version of the Federal Law BGBl (Federal Law Gazette). I No 135/2013 shall enter into force with the day following the presentation. § 40 (6) and § 45a, together with the title in the version of the Federal Law BGBl. I n ° 135/2013 will be 1. Jänner 2014 in force. "

Article 5

Amendment of the Investment Fund Act 2011

The investment fund law 2011-InvFG 2011, BGBl. I n ° 77/2011, as last amended by the Federal Law BGBl. I No 70/2013, is amended as follows:

1. § 1 reads:

" § 1. This federal law lays down conditions to which UCITS (§ 2) may be placed, managed and distributed in Austria. In addition, it establishes the conditions under which other special assets, pension fund funds and special funds in Austria are subject to § 48 para. 3 and 4 Alternative Investment Fund Manager-Law-AIFMG, BGBl. I No 135/2013, which may be laid down, managed and distributed. "

2. § 2 (3) reads:

" (3) A UCITS may be composed of different sub-funds; for the purposes of the second part 3. Main piece 3. Section applies to any subfund of a UCITS as its own UCITS. For the purposes of the second part 3. Main piece 6. Section and 4. The main item is a UCITS which includes the associated sub-funds. A KID is to be created for each sub-fund. "

3. § 3 para. 2 Z 19 reads:

" 19.

Capital investment fund: UCITS in the form of a special assets pursuant to § 2 para. 2 and Alternative Investment Fund (AIF) pursuant to § 3 para. 2 Z 31; "

4. § 3 para. 2 Z 30 and 31 are:

" 30.

investment funds: UCITS irrespective of their legal form and AIF in accordance with Z 31;

31.

Alternative investment funds (AIF): collective investment undertakings, as defined in the 3. Part 1. the main item shall be constituted and approved, in equal shares embodied in transferable securities, and in the co-ownership of the unit-holders; "

5. § 5 (2) Z 2 reads:

" 2.

in addition to the management of UCITS pursuant to Z 1, the management of AIF according to AIFMG, provided that the management company has been granted a concession to AIFMG in this respect; "

6. § 5 (5) reads:

" (5) Management companies which manage exclusively the UCITS approved by the FMA and, where appropriate, AIF, may carry out tasks in accordance with paragraph 2 Z 1 lit. b sublit. cc to hh transferred to the custodian bank in respect of the managed UCITS if this is provided for in the prospectus. "

7. § 6 (3) reads:

The FMA shall, within six months of receiving the application or, if it is incomplete, either grant the applicant either the concession or the applicant, within six months of the date of receipt of the application or, if it is incomplete, the applicant. rejection of the application by means of communication in writing. The concession is to be granted in writing in the event of any other invalidity; it may be provided with appropriate conditions and conditions, including the extent to which the management company for the provision of services referred to in § 5 2 (2) to (4) and, where applicable, the types of UCITS that their authorisation for collective portfolio management extends to. "

8. § 27 reads:

" § 27. A management company whose concession also extends to portfolio management with discretion in accordance with Article 5 (2) (3) (3) (2) (3) of the Directive,

1.

the investor's assets may not be applied in whole or in part in the shares of the UCITS it manages, unless the customer has previously given a general agreement; and

2.

shall be subject to the provisions of Section 93 (2a) of the Federal Elections Act in respect of the services referred to in Section 5 (2) (3). "

9. In accordance with § 30 (4), the following paragraph 5 is added:

'(5) The management company shall provide for appropriate and documented procedures and arrangements which shall allow a rapid change of the depositary bank in the event that the custodian bank is no longer able to ensure the performance of its tasks.'

Section 46 (3) reads as follows:

" (3) Shareholes in special assets are suitable for the investment of Mündelgeld, provided that the Fund's provisions

1.

the fund assets may be assessed exclusively in securities in accordance with § 217 ABGB;

2.

not exceed 10% of the fund's assets in addition to the income of 10% of the assets;

3.

Transactions with derivative products within the meaning of § 73 may be carried out exclusively for the protection of the fund's assets.

Securities lending operations in accordance with § 84 shall be permitted. Such shares are also suitable for the investment in the cover stock of a domestic bank for savings deposits in accordance with § 216 ABGB. "

Section 60 (1) reads as follows:

" § 60. (1) The management company may terminate the administration of a UCITS after obtaining the approval of the FMA, subject to a notice period of at least six months by public notice (§ 136 para. 4). The authorization shall then be granted if the interests of the unit-holders are sufficiently safeguarded. The publication may not be published if the notice of termination is shown to all members of the unit according to § 133. In this case, the interests of the unit-holders shall be deemed to be sufficiently safeguarded and shall enter into force with the date indicated in the notice, but not earlier than 30 days after notification to the unit-holders. "

12. § 64 reads:

" § 64. The conversion of a UCITS, the fund provisions of which have been approved in accordance with § 50, into a special fund (§ 163) is only permissible under § 29 of the AIFMG to the FMA if all the unit-holders are verifiably agree to the UCITS is not notified in accordance with § 139 to the distribution in another Member State and the conditions of § 163 are available with regard to the minimum investment amount, the UCITS is not distributed in another Member State and all the unit-holders before the management company, on all the legal consequences for the unit-holders have been informed of the transformation. The unit-holders are to be informed in accordance with § 133. In the event that transfers have already been made pursuant to § 28, the management company of the FMA shall immediately inform the FMA whether those transfers continue to be maintained. In the event of a simultaneous transfer of the administration to another management company, the latter shall carry out the notification. "

13. The following sentence shall be added to section 71 (1):

"An OGA is an AIF within the meaning of the AIFMG, which fulfils the conditions set out in paragraph 2."

14. § 130 (1) reads:

"(1) the names" capital investment company "," capital investment fund "," investment fund company "," investment fund "," co-ownership fund "," securities fund "," equity fund "," bond fund "," investment share certificates "," investment certificates ", "Retirement Investment Fund", "Special Fund", "Index Fund", "bond Fund", "Pension Fund", "Fund", "Thesauriding Capital Investment Fund", "Money Market Fund", "UCITS ETF", "UCITS ETF", "ETF", "Exchange-Traded" Fund " or labels of equal importance or abbreviations of such names may only be used for capital investment funds and their share certificates and may be included only in the company of management companies. The name "UCITS" may only be used for UCITS and their shares. The addition of "oral proof" or equivalent names or abbreviations may be used in the name of capital investment funds and their shares only for UCITS pursuant to § 46 (3). "

15. § 134 (1) last sentence reads:

"The expression" Essential Investor Information "is to be mentioned in the KID clearly and in German language."

16. § 144 together with headline reads:

" Cost

§ 144. (1) The costs of the FMA from the Accounting Supervisory Board (Section 19 (1) (3) and (4) of the FMABG) shall be borne by management companies as defined in section 5 (1) and in accordance with the branches set up pursuant to section 36 (2). To this end, the FMA has to form an additional joint sub-accounting for management companies, capital investment companies for real estate (ImmoInvFG), BV-Kassen (BMSVG) and AIFM (AIFMG).

(2) The amounts to be paid on the basis of charges pursuant to paragraph 1 shall be required by the FMA; the fixing of flat-rate amounts shall be permitted. The FMA has set out more detailed rules on this division of costs and on its terms of reference with regulation. In particular, the following rules shall apply:

1.

The tax bases for the different types of cost prescriptions;

2.

The dates for the costs and the time limits for the payment of the payer.

The management companies have to provide the FMA with all necessary information on the fundamentals of cost measurement. "

17. According to § 162, the following § 162a is inserted:

" § 162a. The provisions of § § 163 to 174 shall apply in accordance with the AIFMG application. "

18. § 166 (1) Z 4 reads:

" 4.

Shares in one and the same real estate fund according to § 1 Real Estate Investment Fund Act-ImmoInvFG (BGBl. I n ° 80/2003) and shares in one and the same open-ended real estate fund managed by an EU-AIFM up to 10% of the fund's assets. In total, shares in real estate funds according to § 1 ImmoInvFG and shares in open real estate funds managed by an EU-AIFM may not exceed 20 vH of the fund's assets. The acquisition of shares in real estate special funds in accordance with § 1 para. 3 ImmoInvFG and shares in real estate special funds managed by an EU-AIFM is permissible, provided that the acquiring other special fund itself is a special fund and all Holders of the real estate special fund to be acquired prior to the acquisition shall give their consent in this regard; "

Section 167 (1) reads as follows:

" (1) The provisions of the second part of this Federal Act, with the exception of § § 36 to 38 and 131, shall apply to other special assets, insofar as in § 166 and in the para. 2 to 8 of this provision is not expressly arranged otherwise. § § 50 to 65 shall apply with the proviso that in the case of a distribution of another special assets abroad, the respective competent supervisory authority as well as the unit-holders shall be informed of the secession that has taken place. "

§ 167 (6) and (7) are:

" (6) The customer information document in accordance with § 134 shall contain a special reference to special valuation and repayment methods in accordance with paragraph 2. In the case of other special assets, which apply to more than 10 vH in apportionment pursuant to § 166 (1) Z 3, the customer information document shall contain a warning in this respect. The warning is required for the approval of the FMA. In the advertisement for shares of other special assets, the warning must always be used in the form approved by the FMA.

(7) The acquisition of shares in a foreign capital investment fund or of an open-type investment company or of an open-ended real estate fund managed by EU-AIFM, by means of another special fund, shall not be justified on its own Public offering in Germany (§ 129 (1), § 140 and § 175 (1)). "

21. § 167 (8) receives the sales designation "(9)" and paragraph 8 reads as follows:

"(8) The provisions of § § 128, 132, 133, 137 and 138 shall apply to other special assets, subject to the proviso that the provisions relating to the prospectus shall not apply."

22. § 168 reads:

" § 168. A pension fund is a special fund consisting of liquid financial assets within the meaning of section 67 (1) which departs in equal shares embodied in transferable securities and is co-owned by the unit-holders and in accordance with the provisions of this Fund Federal law, which in accordance with the provisions of the Funds, leads to the designation of pension investment funds. The provisions of Part 2 with the exception of § 131 of this Federal Act shall apply mutatis mutinly to Retirement Investment Funds unless otherwise provided in the following provisions of this section. A retirement investment fund is not a UCITS pursuant to Article 1 (2) of Directive 2009 /65/EC, which satisfies all the provisions of this Directive. Pension investment funds are to be supervised by the FMA in accordance with § § 143 to 154. "

23. According to § 168, the following § 168a is inserted:

" § 168a. The provisions of § § 128, 132, 133, 137 and 138 shall apply to pension investment funds subject to the proviso that the provisions relating to the prospectus shall not apply. "

24. § 173 together with the headline is:

Customer Information Document

" § 173. In the customer information document of pension fund funds, it should be pointed out that the pension fund fund is used for the purpose of retirement provision and therefore pursues a long-term investment policy. "

§ § § 175 to 185 together with the headings are deleted.

26. § 186 shall be amended as follows:

27 (1) reads:

" (1) The distributed income from income within the meaning of § 27 of the Income Tax Act 1988 minus the expenses related thereto of a

1.

Capital investment funds or a

2.

AIF within the meaning of the AIFMG, the home Member State of which is Austria, except for AIF in real estate as defined by the AIFMG,

Taxable income for the unit-holder. If the income in the sense of § 27 of the Income Tax Act 1988 is lost after deduction of expenses related to it, it is to be found in the following years with income within the meaning of Section 27 of the Income Tax Act 1988. , the offsetting shall be calculated as a priority with income from the Fund within the meaning of Article 27 (3) and (4) of the Income Tax Act 1988. If pro-rata revenues from the transfer of capital are delineated in accordance with Section 27 (2) (2) (2) of the Income Tax Act 1988 in the financial reporting of the Fund, these are already considered income within the meaning of Section 27 (2) of the Income Tax Act 1988. "

The first and second sentences of paragraph 3 are:

" The realised value increase in the case of the sale of the share capital or the share in an AIF is subject to taxation in accordance with Section 27 (3) of the Income Tax Act 1988. Increase equal income, tax-free distributions within the meaning of subsection 2 Z 1 last sentence and payouts which are not income within the meaning of the Income Tax Act 1988, reduce the acquisition costs with the unit-holder (§ 27a para. 3 Z 2 of the Income Tax Act 1988) of the share capital or the share of an AIF. "

29. The following paragraphs 5 to 7 are added:

" (5) For income which is not an income pursuant to § 27 of the Income Tax Act 1988, the following shall apply:

1.

§ 40 of the Real Estate Investment Fund Act is to be applied mutatis mutinly to income which corresponds to management and recovery gains within the meaning of Section 14 (2) (1) and (2) of the Real Estate Investment Fund Act.

2.

The distributed income from other income in the sense of the Income Tax Act 1988 minus the expenses related to it are taxable income in the case of the unit-holder. If there is no actual distribution or all proceeds are not distributed, all proceeds shall be deemed to be distributed at that time, which shall also be the basis for the same income as referred to in paragraph 2 (2).

(6) The following payment shall be deemed to be paid out for tax purposes:

1.

First, the current and the income earned in previous years within the meaning of Section 27 of the Income Tax Act 1988,

2.

thereafter, the current and the other income earned in previous years in the sense of the Income Tax Act 1988 and

3.

, most recently, amounts which do not constitute income within the meaning of the Income Tax Act 1988.

(7) AIF within the meaning of the AIFMG, to which the provisions of paragraphs 1 to 6 apply, shall not be deemed to be entities within the meaning of Section 1 of the Corporate Tax Act 1988 for the purposes of corporation tax. "

30. § 188 reads:

" § 188. (1) The provisions of Section 186 shall also apply to foreign capital investment funds. The following shall apply:

1.

UCITS, the home Member State of which is not Austria;

2.

AIF within the meaning of the AIFMG, the home Member State of which is not Austria, except for AIF in real estate as defined by the AIFMG;

3.

any organism under a foreign law, irrespective of its legal form, the property of which is laid down in accordance with the law, the statutes or the actual exercise, in accordance with the principles of risk-spreading, if it does not fall under Z 1 or 2 and one of the following conditions:

a)

In fact, the organism is not subject, directly or indirectly, to any tax comparable to the Austrian corporation tax abroad.

b)

The profits of the organism are subject to a tax comparable to the Austrian corporation tax, the applicable tax rate of which is more than 10 percentage points lower than the Austrian corporation tax in accordance with Section 22 (1) of the Austrian Federal Tax Act (KStG). 1988.

c)

The organism is the object of a comprehensive personal or factual liberation abroad.

(2) (1) does not apply to investment groups in real estate within the meaning of Section 42 of the Real Estate Investment Fund Act. "

31. § 189 (1) (1) (1) and (2).

32. § 190 (1) Z 2 reads:

" 2.

otherwise violates the rule of § 129; "

33. In § 190 (1) Z 6, after the word "Runtime structure" the phrase "" UCITS ETF "," UCITS-ETF "," ETF "," Exchange-Traded-Fund "," inserted.

34. § 190 (2) Z 4 reads:

" 4.

§ § 46 (2) and (3), 47 (1) and (2), 49, 52, 53 (4), 57, 59, 60 (1) or (2), (61), (63) or (65) are violated; "

35. In § 190 (2) (11), the point shall be replaced by a knitting point and the following Z 12 and 13 shall be added:

" 12.

is in breach of the Fund rules approved by the FMA;

13.

is in breach of a regulation issued by the FMA in accordance with the provisions of this Federal Act. "

36. § 190 (3) Z 2 reads:

" 2.

in the context of collective portfolio management, violates § § 46 (2) and (3), 47 (1) and (2), 49, 52, 53 (4), 57, 59, 60, 61, 63 (1) to (3) or 65; "

37. § 190 (4) Z 2 reads:

" 2.

§ § 46 (2) and (3), 47 (1) and (2), 49, 52, 53 (4), 57, 59, 60, 61, 63 (1) to (3) or (65) are infringed; "

38. § 195 shall be added to the following para. 6 and 7:

" (6) Management companies which shall carry out activities according to the third paragraph before 22 July 2013. Exercising part of this Federal Law shall take all necessary measures to comply with the provisions adopted pursuant to the AIFMG and shall submit an application for authorization as an AIFM within one year of the expiry of that date, illegal is the authority to manage AIF according to the 3. Part of this federal law is deleted.

(7) For AIFM, which before 22 July 2013 shares in AIF in Austria according to 3. Section 2. The main piece may be published in public, are § § 175 to 180, § 181 (3) and (4) and § § 182 to 185 in the version of the Federal Law BGBl. I n ° 70/2013 to 31 December 2014. "

39. In § 198 (2) (1), the following sentences shall be inserted after the first sentence:

" Non-consumed loss lectures may be offset in subsequent financial years with income from the capital investment fund in accordance with § 27 (3) and (4) of the Income Tax Act 1988, with 25 vH of the shares not held in the operating assets. Loss proposals may be charged. For the purposes of the capital gains tax, this percentage shall be assumed to be uniform; the breakdown of the composition of the same income as provided for in Section 186 (2) (2) (2) for financial years beginning in the calendar year 2013 shall have the following: The total amount of the unused losses shall be shown. "

40. The following paragraphs 7 and 8 are added to § 200:

" (7) § 1, § 2 para. 3, § 3par. 2 Z 19, 30 and Z 31, § 5 Abs. 2 Z 2, § 5 Abs. 5, § 6 Abs. 3, § 130, § 134 Abs. 1, § 162a, and § 195 (6) and 7 in the version of the Federal Law BGBl. I N ° 135/2013 will enter into force on 22 July 2013. § 27, § 30 (3), § 60 (1), § 64, § 71 (1), § 166 (1) (4), § 167 (1) and (6) to (9), § 168, § 173, including the title, § 190 (1) (2) and (6), subsection (2) (11) to (13), (3) (2), (4) (2), in the version of the Federal Law BGBl (Federal Law). I No 135/2013 shall enter into force with the day following the presentation. § 144 together with the title in the version of the Federal Law BGBl. I n ° 135/2013 will be 1. Jänner 2014 in force. § 175 bis § 185 including transcripts and § 189 paragraph 1 Z 1 and 2 shall expire on the expiry of the 21st of July 2013.

(8) § § 186 and 188 in the version BGBl. I N ° 135/2013 shall apply for the first time for financial years of capital investment funds, which start after 21 July 2013. Section 186, para. 1, second and third sentences in the version BGBl. I n ° 135/2013 may already be applied in financial years starting after 31 December 2012. "

Article 6

Amendment of Real Estate Investment Fund Law

The Real Estate Investment Fund Act-ImmoInvFG, BGBl. I n ° 80/2003, as last amended by the Federal Law BGBl. I No 70/2013, is amended as follows:

1. § 1 (1) reads:

" § 1. (1) A real estate fund is a special fund, consisting mainly of assets within the meaning of § 21, which disintests into equal shares embodied in securities. "

(2) The following paragraphs 1a and 1b shall be inserted in Article 1:

" (1a) § § 2 to 39 shall apply to special assets in accordance with paragraph 1, the shares of which are for sale to private customers in accordance with § 2 para. 1 Z 36 Alternative Investment Fund Manager-Law-AIFMG, BGBl. I No 135/2013.

(1b) § § 40 to 42 apply to special assets pursuant to paragraph 1, for AIF in real estate within the meaning of the AIFMG, as well as for any investment community in real estate which is subject to a foreign law, according to law, statutes or actual practice after the principles of risk-spreading. "

3. § 2 (1) and (2) are:

" § 2. (1) An AIFM (§ 2 para. 1 Z 2 AIFMG), which is entitled to manage real estate funds (§ 1 paragraph 1 Z 13a BWG), is a capital investment company for real estate and is subject to the provisions of this federal law.

(2) Capital investment companies for real estate may, in addition to the transactions necessary for the investment of their own assets, only the real estate fund business and transactions related to the real estate fund business and transactions relating to the property that they are entitled to, according to AIFMG. You can manage multiple real estate funds with different labels. "

4. In § 2, the following paragraphs 12 and 13 are added:

" (12) The costs of the FMA from the Accounting Supervisory Board (Section 19 (1) (3) and (4) FMABG) are to be borne by investment companies for real estate in accordance with paragraph 1 above. To this end, the FMA has, in addition to the provisions of Section 90 (1) of the Securities and Markets Act 2007 (WAG 2007), BGBl. I n ° 60/2007, provided by the subaccounts in the Securities and Supervisory Board, an additional common sub-accounting for investment companies for real estate, management companies (InvFG 2011), BV funds (BMSVG) and AIFM (AIFMG).

(13) The amounts to be paid pursuant to paragraph 12 of this Article shall be required by the FMA and the fixing of flat-rate amounts shall be permitted. The FMA has set out more detailed rules on this division of costs and on its terms of reference with regulation. In particular, the following rules shall apply:

1.

The tax bases for the different types of cost prescriptions;

2.

The dates for the costs and the time limits for the payment of the payer.

The capital investment companies for real estate have to provide the FMA with all necessary information on the fundamentals of cost measurement. "

5. § 40 shall be amended as follows:

(a) para. 1, first sentence reads:

" With payment of the capital gains tax (§ 14 second sentence) apply

1.

Profits in accordance with § 14 and

2.

in accordance with § 14, profits of AIF in real estate as defined by the AIFMG, including real estate special funds within the meaning of Section 1 (3), the Member State of origin of which is Austria, and the do not fall under Section 7 (3) of the Corporate Tax Act 1988 ,

to the unit-holders in the extent to which the share is distributed as distributed (equal to the distribution of the same) ; § 186 (1) last sentence of the Investment Fund Act 2011 shall apply mutatily. "

(b) In paragraph 3, after the word order "of the shareholde" in each case the phrase "or the share of an AIF in real estate" inserted.

(c) In paragraph 4, after the word "Shareholes" the phrase "or shares in an AIF in real estate" inserted.

(6) § 41 is amended as follows:

(a) In paragraph 1, after the word "Shareholders" the phrase "or shares in an AIF in real estate" inserted.

(b) In paragraph 2, after the words "Shares in a real estate fund" the phrase "or on an AIF in real estate" inserted.

§ 42 reads:

" § 42. The provisions of § 40 shall also apply to foreign real estate funds. The following shall apply:

1.

AIF in real estate within the meaning of the AIFMG, the home Member State of which is not Austria, with the exception of entities comparable to a domestic body covered by Article 7 (3) of the Corporate Tax Law.

2.

Any investment community in real estate which is subject to a foreign law, irrespective of its legal form, the assets of which are laid down in accordance with the law, the statutes or the actual exercise according to the principles of risk-spreading, if they do not falls under Z 1 and meets one of the following conditions:

a)

The assessment community shall in fact be subject, directly or indirectly, to any tax comparable to the Austrian corporation tax abroad.

b)

The profits of the investment community are subject, abroad, to a tax comparable to the Austrian corporation tax, the applicable tax rate of which is more than 10 percentage points lower than the Austrian corporation tax according to § Article 22 (1) of the KStG 1988.

c)

The assessment community shall be subject to a comprehensive personal or factual waiver abroad.

In the case of AIF in real estate within the meaning of the AIFMG, the assets shall always be deemed to be in accordance with the principles of risk spreading. "

8. In accordance with § 43, the following § 43a shall be inserted with the title:

" Transitional provisions

§ 43a. Capital investment companies for real estate which carry out activities under this Federal Act before 22 July 2013 shall take all necessary measures to comply with the provisions adopted pursuant to the AIFM Act and shall have within a request for concession as AIFM shall be submitted one year after the end of that date. Otherwise, the authority to administer the real estate funds is not permitted. "

9. The following paragraphs 11 and 12 are added to § 44:

" (11) § 1 (1), (1a) and (1b), § 2 (1) and (2) and § 43a with title in the version of the Federal Law BGBl. I N ° 135/2013 will enter into force on 22 July 2013. Section 2 (12) and (13) in the version of the Federal Law BGBl. I n ° 135/2013 will be 1. Jänner 2014 in force.

(12) § 40 bis § 42 in the version of the Federal Law BGBl. I n ° 135/2013 shall apply for the first time for financial years of real estate funds and AIF in real estate in the sense of the AIFMG, which start after 21 July 2013. "

Article 7

Amendment of the Financial Market Supervisory Authority Act

The Financial Market Supervisory Authority Act-FMABG, BGBl. I n ° 97/2001, as last amended by the Federal Law BGBl. I No 70/2013, is amended as follows:

1. In Section 2 (1), the following phrases shall be deleted: " in the investment fund law 2011, BGBl. I No 77/2011 Art. II, " " in the Equity Fund Act, BGBl. No 111/1982, " " in the company's employee and self-employment welfare law, BGBl. I n ° 100/2002, in the Real Estate Investment Fund Act, BGBl. I No 80/2003, .

2. § 2 (3) reads:

" (3) The exercise of regulatory functions and powers is one of securities supervision, which is provided in the Securities and Markets Act 2007-WAG 2007, BGBl. I n ° 60/2007, in the 1989 Stock Exchange Act-BörseG, BGBl. N ° 555/1989, in the company employee and self-employment law-BMSVG, BGBl. I n ° 100/2002, in the Real Estate Investment Fund Act-ImmoInvFG, BGBl. I No 80/2003, in the financial conglomerate law, BGBl. I n ° 70/2004, in the "Ratingagenturenvolltraction Act" - RAVG, BGBl. I No 68/2010, in the investment fund law 2011-InvFG 2011, BGBl. I No 77/2011 Art. II, In the Central Counterparty Enforcement Act - ZGVG, BGBl. I n ° 97/2012, in the Accounting Control Act - RL-KG, BGBl. I No 21/2013, in the Alternative investment fund manager law-AIFMG, BGBl. I No 135/2013, and in the Capital Markets Act, BGBl. No 625/1991, regulated and assigned to the FMA. "

3. § 19 (4) last sentence reads:

" After deduction of the authorization fees received on the basis of paragraph 10, the amounts each resulting from this shall constitute the costs of the natural and legal persons subject to the supervision of the FMA in accordance with the terms of the Provisions of the BWG, the VAG, the ImmoInvFG, the WAG 2007, the ZaDiG, the E-Money Act 2010 , the InvFG 2011, the ZGVG, the AIFM-G and replace the PKG with the FMA after the pre-enrollment. "

4. § 19 (10) last sentence reads:

" The authorization fees are to be allocated to the accounting district and in the respective accounting district, taking into account the subaccounts according to § 90 para. 1 WAG 2007, § 45a para. 1 BMSVG, § 144 Abs. 1 InvFG 2011, § 2 Abs. 13 ImmoInvFG, § 5 Abs. 1 ZGVG and Section 56 (5) of the AIFMG, to reduce costs; the more detailed rules on implementation shall be fixed in the Regulation provided for in paragraph 7. "

5. In § 22b, paragraph 1, after the expression "§ 29 (10) E-Money Act 2010" the expression "§ 60 para. 1 Z 1 AIFMG," inserted.

6. In Section 22c (1), after the expression "§ 29 (10) E-Money Act 2010," the expression "§ 60 para. 1 Z 1 AIFMG," inserted.

7. In § 22d (1), after the expression "§ 28 (1) E-Money Act 2010," the expression "§ 60 para. 1 Z 1 AIFMG," inserted.

8. According to § 26b, the following § 26c is inserted:

" § 26c. Until 31 December 2013, the supervision of banking supervision is also included in the exercise of regulatory functions and powers, which are in the Alternative Investment Fund Manager Law-AIFMG, BGBl. I N ° 135/2013, and assigned to the FMA. "

9. The following paragraph 24 is added to § 28:

" (24) § 26c in the version of the Federal Law BGBl. I N ° 135/2013 will enter into force on 22 July 2013. § 22b para. 1, § 22c and § 22d para. 1 in the version of the Federal Law BGBl. I No 135/2013 shall enter into force with the day following the presentation. § 2 (1) and (3) and § 19 (4) and (10) shall take place with 1. January 2014 will be in force and will be applied to the financial years of the FMA, which will start after 31 December 2013. The terms of section 2 (1) shall be deleted at the end of 31 December 2013. "

Article 8

Amendment of the Securities and Markets Act 2007

The Securities and Markets Act 2007-WAG 2007, BGBl. I n ° 60/2007, as last amended by the Federal Law BGBl. I No 70/2013, is amended as follows:

1. § 1 Z 6 lit. c is:

" (c)

Shares in UCITS pursuant to § 2 InvFG and shares in AIF according to § 2 para. 1 Z 1 Alternative investment fund manager-law-AIFMG, BGBl. I No 135/2013, in so far as it is an open type in accordance with Article 1 (2) (2) (1) of the AIFMG; "

2. § 2 para. 3, first sentence reads:

" On management companies according to § 5 paragraph 1 InvFG 2011, which provide services according to § 5 paragraph 2 Z 3 or 4 InvFG 2011 and on AIFM according to § 4 AIFMG, the services according to § 4 paragraph 4 Z 1 or Z 2 lit. a or c AIFMG shall apply the provisions of Sections 16 to 26 and 29 to 51, 52 (2) to (4), 54 (1) and (94) to 96 (94) to 96. "

3. The following paragraph 10 is added to § 3:

"(10) The distribution of shares in AIF within the scope of an entitlement under paragraph 2 shall only be permitted if the shares may be distributed according to AIFMG."

4. § 40 (5) reads:

" (5) As appropriate information with regard to paragraph 1 (2) and (5) and with regard to costs and ancessual costs, including the surcharges of expenditure and withdrawal (paragraph 1). 1 Z 4),

1.

in the case of units of a UCITS subject to Directive 2009 /65/EC, a customer information document (KID) within the meaning of Section 134 InvFG 2011 and in accordance with Article 78 of Directive 2009 /65/EC,

2.

in the case of shares of an AIF subject to Directive 2011 /61/EU, a customer information document (KID) or a simplified prospectus within the meaning of 48 (5) Z 7 AIFMG as well as with professional investors the information according to § 21 para. 1 AIFMG.

The KID or the simplified prospectus shall be made available to investors free of charge in paper form or on any other durable medium. "

(5) The following paragraph 17 is added to § 108:

" (17) § 1 Z 6 lit. c in the version of the Federal Law BGBl. I N ° 135/2013 will enter into force on 22 July 2013. § 3 (10) and § 40 (5) in the version of the Federal Law BGBl. I No 135/2013 shall enter into force with the day following the presentation. Section 2 (3) in the version of the Federal Law BGBl. I n ° 135/2013 will be 1. Jänner 2014 in force. "

Article 9

Amendment of the Capital Market Act

The Capital Market Act-KMG, BGBl. N ° 625/1991, as last amended by the Federal Law BGBl. I No 70/2013, is amended as follows:

1. § 3 (1) Z 4 reads:

" 4.

Equity securities of investment funds according to § 3 paragraph 2 Z 30 investment fund law 2011-InvFG 2011, BGBl. I n ° 77/2011 as well as share certificates according to § 1 of the Real Estate Investment Fund Act-ImmoInvFG, BGBl. I No 80/2003; "

1a. In Section 3 (1) Z 10, the amount shall be: "100 000 euro" by the amount "EUR 250 000" replaced.

2. In Section 3 (1) Z 14, the point at the end shall be replaced by a stroke point and the following Z 15 shall be added:

" 15.

an offer of business shares in a cooperative with a registered office in the territory of the country or another Member State which is a member of a board of reviser, of a total value of less than EUR 750 000 in the Union, with this ceiling being exceeded by the period of twelve months. '

3. In Section 8a (2) Z 9, the point at the end is replaced by a line-point and the word order "§ 16a (2) shall apply." .

(4) The following paragraph 2 is added to Article 16a:

" (2) The person affected by the publication or communication may request a review of the legality of the publication or of the information provided pursuant to paragraph 1 in a procedure to be carried out in a modest way at the FMA. The FMA has to make known the introduction of such a method in the same way. If, in the course of the review, the unlawfulness of the publication or information is determined, the FMA shall have the right to issue the publication or the information or, at the request of the person concerned, either to withdraw from the publication or to withdraw from the Remove Internet presence. If a complaint against a communication which has been made known in accordance with paragraph 1 is granted suspensive effect in proceedings before the courts of the courts, the FMA shall disclose this in the same way. The publication or disclosure shall be correct or, at the request of the person concerned, either to be revoked or to be removed from the internet presence if the communication is cancelled. "

5. The following paragraph 17 is added to § 19:

" (17) § 3 (1), § 8a (2) Z 9 and § 16a (2) in the version of the Federal Law BGBl (Federal Law Gazette). I N ° 135/2013 will enter into force on 22 July 2013. "

Article 10

Amendment of the Income Tax Act 1988

The Income Tax Act 1988-EStG 1988, BGBl. No. 400, as last amended by the Federal Law BGBl. I No 53/2013, shall be amended as follows:

1. In § 3 para. 1 Z 13 lit. b becomes the amount "500 Euro" by the amount "1 000 euro" replaced.

2. In § 14 para. 7 Z 4 lit. e do not include the phrase, including the punctuation ", with the exception of alternative investment funds within the meaning of § 3 paragraph 2 Z 31 lit. c of the Investment Fund Act 2011, " .

3. In § 14 para. 7 Z 4 lit. f will be the phrase "Shareholes in real estate funds" through the phrase "Shareholes in domestic real estate funds" replaced.

4. In § 27a (2) (2), the word order shall be "Shares in a real estate fund within the meaning of the Real Estate Investment Fund Act as well as in a foreign real estate fund (§ 42 of the Real Estate Investment Fund Act)" through the phrase "Shares and shares in a structure subject to § 40 or § 42 of the Real Estate Investment Fund Act" replaced.

4a. § 63 (1) Z 2 reads as follows:

" 2.

Special expenses within the meaning of section 18 (1) (2) and (3), insofar as they exceed the annual amount of compensation in accordance with Article 18 (2), as well as contributions for voluntary further insurance, including the repayment of insurance periods in the statutory period. Pension insurance and comparable contributions to the supply and support facilities of the chambers of self-employed persons, as well as special expenses as defined in § 18 (1) Z 1, 6 and 7. "

5. In § 93, para. 4, fifth sentence, the word order shall be "Shareholes in investment funds within the meaning of the Investment Fund Act and in real estate funds in the sense of the Real Estate Investment Fund Act" through the phrase "Shares and shares in § 186 or § 188 of the Investment Fund Act 2011 and entities subject to § 40 or § 42 of the Real Estate Investment Fund Act" replaced.

6. § 94 shall be amended as follows:

(a) Z 6 lit. b is deleted.

(b) in Z 10 and 11, the word order shall be "Investment funds within the meaning of the investment fund law" through the phrase "Section 186 or Section 188 of the Investment Fund Act 2011" as well as the phrase "Real estate funds in the sense of the real estate investment fund law" through the phrase "§ 40 or § 42 of the Real Estate Investment Fund Act" underlying entities " replaced.

7. In § 95 para. 2 Z 1 the phrase "Investment fund within the meaning of the investment fund act or a real estate fund in the sense of the real estate investment fund law" through the phrase "§ 186 or § 188 of the Investment Fund Act 2011 or a Section 40 or § 42 of the Real Estate Investment Fund Act, entities subject to the investment fund act" replaced.

8. § 97 shall be amended as follows:

(a) In paragraph 1, second sentence, the word order shall be "Shareholes in an investment fund within the meaning of the Investment Fund Act" through the phrase "Shares and shares of entities subject to § 186 or § 188 of the Investment Fund Act 2011" as well as the phrase "Real Estate Investment Funds" through the phrase "Shares and shares in a structure subject to § 40 or § 42 of the Real Estate Investment Fund Act" replaced.

(b) In paragraph 1, lit. b becomes the reference " § 93 (6) Z 5 lit. a and b " by reference " § 93 (6) Z 4 lit. a and b " replaced.

9. In § 108b (1) (3), the phrase, including the punctuation, shall be deleted. ", with the exception of alternative investment funds within the meaning of § 3 paragraph 2 Z 31 lit. c of the Investment Fund Act 2011, " .

(10) § 124b is amended as follows:

(a) Z 212 is:

" 212.

Section 4 (10) Z 3 in the version before the 1. Stability Act 2012, BGBl. I n ° 22/2012, shall be used for the last time if the change of profit is carried out prior to 1 April 2012. On March 31, 2012, existing reserves or tax-free amounts within the meaning of Section 4 (10) Z 3 lit. b in the version before the 1. Stability Act 2012, BGBl. I n ° 22/2012, shall be taxed at the time of the expelling of the land from the operating assets or at the time of the disposal or abandonment of the holding in accordance with § 30a as the silent reserves still present at this time "

(b) The following Z 212a shall be inserted:

" 212a.

Section 5 (1) in the version of the 1. Stability Act 2012, BGBl. I n ° 22/2012, will enter into force on 1 April 2012. "

(c) The following Z 247 shall be added:

" 247.

§ 3 para. 1 Z 13 lit. b in the version of the Federal Law BGBl. I No 135/2013 shall apply for the first time in respect of pay periods ending after 31 December 2012. "

Article 11

Amendment of the EU withholding tax law

The EU's Source Tax Law, BGBl. I n ° 33/2004, as last amended by the Federal Law BGBl. I No 77/2011, is amended as follows:

1. In § 2 para. 1 Z 2, § 4 paragraph 2 Z 3 and § 6 para. 1 Z 3 lit. a and Z 4 lit. a becomes the quote "85/611/EEC" by quoting "2009/65/EC" replaced.

2. In § 7 (7) and § 8, the quote shall be "Section 40 (2) (1) of the Investment Fund Act" by quoting "§ 186 (2) (1) of the Investment Fund Act 2011" replaced.

Article 12

Amendment of the Corporate Tax Act 1988

The Corporate Tax Act 1988-KStG 1988, BGBl. No. 401, as last amended by the Federal Law BGBl. I No 109/2013, shall be amended as follows:

1. § 5 Z 4 is deleted.

1a. In Section 6a (5), the word shall be replaced by the word "fifth" the word "third" .

2. § 6b (2) (2) 2 lit. d is:

" (d)

A shareholding in a group company of a shareholder of the SME financing company is excluded. The assessment of holdings in a single undertaking shall not exceed 20% of the capital admitted to the investment. As a single undertaking, all undertakings in which the same person is involved, directly or indirectly, with at least 25%, as well as the undertaking of that person, shall also apply to all undertakings in respect of which an exclusive or predominant undertaking is The identity of the person in the management is available. The acquisition of shareholdings in a company in which shareholders of the SME finance company are involved directly or indirectly with at least 25% at the time of the acquisition of the shareholding is inadmissible. "

3. § 21 para. 2 Z 2 is deleted.

3a. In § 23 (1) the amount shall be "7,300 Euro" by the amount "10 000 euro" replaced.

4. In § 26c, the following Z 40 to 42 shall be added:

" 40.

§ 5 Z 4 and section 21 (2) Z 2 are no longer required with 22 July 2013. § 6b para. 2 c 2 lit. d in the version of the Federal Law BGBl. I N ° 135/2013 will enter into force on 23 July 2013.

41.

§ 6a (5) in the version of the Federal Law BGBl. I N ° 135/2013 shall be applied for the first time in the case of the apportionment for the calendar year 2014.

42.

Section 23 (1) in the version of the Federal Law BGBl. I N ° 135/2013 shall be applied for the first time in the event of the calendar year 2013. "

Article 13

Repeal of the Investment Fund Act

The BGBl Investment Fund Act. I n ° 111/1982, as last amended by the Federal Law BGBl. I n ° 97/2001, will not enter into force on 22 July 2013.

Fischer

Faymann