Change Of The Capital Market Law, The Stock Exchange Act 1989, The Real Estate Investment Fund Act, Of The Investment Fund Law 2011 And The Securities Supervision Act 2007

Original Language Title: Änderung des Kapitalmarktgesetzes, des Börsegesetzes 1989, des Immobilien-Investmentfondsgesetzes, des Investmentfondsgesetzes 2011 und des Wertpapieraufsichtsgesetzes 2007

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83. Federal Act to amend the Capital Market Act, the Stock Exchange Act 1989, the Real Estate Investment Fund Act, the Investment Fund Act 2011 and the Securities Supervision Act 2007

The National Council has decided:

Article 1

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 145/2011, shall be amended as follows:

1. Section 1 (1) (5a) is:

" 5a.

Qualified investor: a professional customer according to § 58 or § 59 WAG 2007 or a suitable counterparty according to § 60 WAG 2007, unless they have applied for treatment as non-professional customers; investment firms and credit institutions share their classification without prejudice to the relevant provisions on data protection at the request of the issuer; § 103 Z 3 and Z 4 WAG 2007are to be applied; "

2. The point in accordance with Section 1 (1) (Z) 17 shall be replaced by a line-point and the following Z 18 and 19 shall be added:

" 18.

Key information: basic and appropriately structured information to be made available to investors in order to enable them to identify the nature and risks of the issuer, the guarantor and the securities offered to them. or to be admitted to trading on a regulated market, and without prejudice to Article 7 (2) (2) (2), to decide which investment offers they should continue to pursue. Taking into account the respective offer and the respective securities, the key information shall include the following aspects:

a)

a brief description of the risks and essential characteristics applicable to the issuer and any guarantor, including assets, liabilities and financial position;

b)

a brief description of the risks inherent in the investment in the security in question and of the essential characteristics of the asset, including the rights attaching to the securities;

c)

the general terms and conditions of the offer, including an estimate of the costs charged to the investor by the issuer or the offeror;

d)

details of admission to trading;

e)

Reasons for the offer and use of the proceeds;

19.

Enterprises with low market capitalisation: a company listed on a regulated market whose average market capitalisation on the basis of the quotations at the end of the year for the preceding three calendar years is less than 100 EUR million. '

3. § 1 (2) and (3) shall be deleted.

4. In Section 3, Section 1, Z 3, the number shall be: "50" by the number "75" replaced.

5. § 3 (1) Z 6 reads:

" 6.

Dividends distributed to existing stock holders in the form of shares of the same class as the shares for which such dividends are distributed, provided that a document has been published, the information on the number and nature of the dividends Shares and in which the reasons for and details of the offer are set out; "

6. § 3 (1) Z 8 reads:

" 8.

Securities offered or dispatched on the occasion of a transfer by exchange or being offered or allocated on the occasion of a merger or division, provided that a document is published , the information of which, in the opinion of the competent authority, is equivalent to those of the prospectus, taking into account the requirements of the Union's legislation; "

7. In § 3 para. 1 Z 9 the number shall be "50 000" by the number "100 000" replaced.

8. In § 3 (1) Z 10, after the word "Total Countervalue" the phrase "in the Union" inserted.

9. § 3 para. 1 Z 12 reads:

" 12.

securities offered or assigned to current or former managers or employees by their employer or by a related undertaking, or where the undertaking has its head office or head office in the Union and where a document is made available which contains information on the number and type of the securities and in which the reasons and reasons for such a document are to be allocated. the details of the offer shall be set out; this shall also apply to undertakings established outside the Union whose securities are admitted to trading on a regulated market or on the market of a third country. In the latter case, the exemption shall apply where sufficient information, including the document referred to above, is available at least in a language customary in the international financial world, and where the Commission is responsible for the market of the relevant A third country has adopted a decision on equivalence; the FMA may submit an application for a decision on equivalence to the Commission in this regard; the application shall be based on the reasons for equivalence , these shall be accepted if the legal and supervisory framework of the third country at least the following conditions are met:

a)

Markets are subject to approval and ongoing effective supervision and enforcement;

b)

the markets have clear and transparent rules for the admission of securities to trading, so that these securities can be traded fairly, properly and efficiently and are freely negotiable;

c)

the issuers of securities shall be subject to a permanent obligation to provide information which they have to comply with at regular intervals, thereby ensuring a high level of investor protection; and

d)

Market transparency and integrity are guaranteed by preventing market abuse in the form of insider dealing and market manipulation; "

10. In § 3 (1) Z 14, the number shall be: "100" by the number "150" replaced.

Article 3 (3) reads as follows:

" (3) In the event of any subsequent resale of securities and any final placement of securities by financial intermediaries, no further prospectus shall be published if a valid prospectus is present within the meaning of Section 6a and the The issuer, or the person responsible for drawing up the prospectus, has agreed to use it in a written agreement. Any subsequent resale of securities or apportionments which were previously excluded from the prospectus obligation pursuant to paragraph 1 (1) to (11) or (14) shall be regarded as a separate offer, on the basis of the definition in accordance with § 1 (1) (1) (1) (1) (1) (1) (1) (1) the decision is to decide whether this resale is a public offer. A prospectus shall be published in the case of financial intermediaries ' placement if the final placement does not fulfil the conditions laid down in paragraph 1 (1) (9) to (11) or (14) and if there is a public offer. "

12. § 6 (1) first sentence reads:

" Any important new circumstance or any significant inaccuracy or inaccuracy in relation to the information contained in the prospectus which could affect the valuation of the securities or apportionments and which are between the approval of the prospectus and the final conclusion of the public offer or, if later, the opening of trading on a regulated market is or are to be established, the prospectus must be referred to in a supplement (amending or supplementary information). "

13. § 6 para. 2 reads:

" (2) The prospectus concerns a public offer of securities or predisposition, investors who have already committed to an acquisition or subscription of the securities or apportionments before the supplement is published, the right to withdraw their pledges within two working days of the publication of the supplement, provided that the new circumstance or inaccuracy or inaccuracy referred to in paragraph 1 before the final conclusion of the public offer and the delivery of the securities or apportionment. This period may be extended by the issuer or by the offeror. The time limit for the right of withdrawal shall be stated in the supplement. § 5 shall apply mutatily. If, on the other hand, the investors are consumers within the meaning of Article 1 (1) (1) (2) of the KSchG, the time limit referred to in § 5 (4) shall apply to the offer of apportionment. "

14. In § 6a (1), the word "Publication" by the word "Approval" replaced.

15. § 6a (4) and (5) are:

" (4) A previously filed and approved registration document within the meaning of Section 7 (3) shall not be valid for a maximum of twelve months.

(5) The registration document, which has been updated in accordance with § 6 or § 7a (4), is to be considered together with the securities description and the summary as a valid prospectus. "

16. § 7 (2) reads:

" (2) The prospectus shall contain information on the issuer and on the securities which are to be offered to the public or admitted to trading on a regulated market. It shall also contain a summary containing all the key information in the language in which the prospectus was originally drawn up in a concesce form and in a language which is generally understood. The form and content of the prospectus summary shall, in conjunction with the prospectus, provide useful information on the essential aspects of the securities in question in order to give investors the right to consider whether they are in those securities should be able to invest. The summary shall be drawn up in accordance with a uniform format in order to facilitate the comparability of the summaries of similar securities and shall contain all the key information relating to the securities concerned, in order to provide investors with information on the securities concerned. to assist in considering whether they should invest in these securities. The summary must also contain warnings that:

1.

it should be understood as an introduction to the prospectus, and

2.

the investor should base any decision on the investment in the securities in question for the examination of the entire prospectus; and

3.

where, in the case of a court, claims arising from the information contained in a prospectus are claimed to be the plaintiff investor in application of the national laws of the EEA States Parties may have to be translated for translation of the prospectus before the start of the process, and

4.

may be held liable to those persons who submitted the summary including a translation thereof and whose reporting has been requested, but only in the event that the summary is misleading, incorrect or contradictory if it is read together with the other parts of the prospectus.

Where the prospectus relates to the admission of non-equity securities with a minimum denomination of EUR 100 000 for trading on a regulated market, no summary shall be drawn up. "

17. § 7 (3) reads:

" (3) The issuer, the offeror or the person who applies for admission to trading on a regulated market may draw up the prospectus as a single document or in several individual documents. Where a prospectus consists of a number of individual documents, the required information shall be divided into a registration document, a securities description and a summary. The registration document shall contain the information on the issuer. The securities description shall contain information on the securities offered to the public or which are intended to be admitted to trading on a regulated market. "

Section 7 (4) reads as follows:

" (4) For the following types of securities, the prospectus may consist of a base prospectus at the choice of the issuer, the offeror or the person applying for admission to trading on a regulated market, who shall provide all the necessary information on the Issuers and securities offered to the public or to be admitted to trading on a regulated market shall include:

1.

non-dividends, including warrants of any kind, which are issued under an offer programme;

2.

non-equity securities issued on a permanent or repeated basis by credit institutions,

a)

provided that the proceeds of the issuance of these securities are applied in accordance with national law in assets which are sufficient to cover the liabilities arising from the securities concerned to the Offer due date, and

b)

where, in the event of the insolvency of the credit institution concerned, such proceeds are, without prejudice to the provisions of Directive 2001 /24/EC, as a matter of priority for the repayment of the capital and the accrued interest.

The information provided in the base prospectus shall be supplemented, if necessary, by updated information on the issuer and on the securities which are to be offered to the public or admitted to trading on a regulated market, in accordance with § 6. If the final terms of the offer are not included in the base prospectus or in a supplement, they shall be transmitted to the investors and shall be provided to the FMA or to a body responsible for appropriate remuneration from the FMA. Deposit and inform the issuer of the competent authority of the host Member State or host Member States as soon as a public offer is submitted and the transmission, deposit or notification is practicable, and if: possible prior to the start of the offer or admission to trading. The final conditions shall contain only information relating to the description of the securities and shall not be used to supplement the basic prospectus. The emission volume and the emission price shall be either included in the final conditions or shall be explained in the final terms within the meaning of paragraph 5 (1). "

19. In § 7 (6) and 7 (7) shall be followed in each case after the word order "Regulation (EC) No 809/2004" the phrase "or in accordance with delegated acts in accordance with Article 7 (1) of Directive 2003 /71/EC" inserted.

20. The following paragraph 7a is inserted in accordance with Article 7 (7):

" (7a) If securities are guaranteed by a Member State, the issuer, the offeror or the person applying for admission to trading on a regulated market shall not be obliged to provide information on the prospectus Guarantors to deliver. "

21. In Section 7a (1), the word order shall be deleted " , in particular according to § 75a BörseG, " .

22. § 7a (4) reads:

" (4) In such a case, the securities description shall contain the information that would normally be indicated in the registration document if significant changes have been made since the approval of the last updated registration document, or new developments likely to affect investors ' assessment, provided that such information is not included in a supplement to the provisions of Section 6. The description of the securities and the summary shall be approved separately. "

23. In Section 7b (2), the number shall be: "50 000" by the number "100 000" replaced.

24. In § 8 para. 2 final part the phrase "liability insurance for insurance undertakings entitled to operate the insurance business in Germany" through the phrase "liability insurance for one or more insurance undertakings authorized to operate the insurance business in Germany" replaced.

25. In Section 8a (8) (4), the word shall be: "Implementing measures" through the phrase "delegated acts" replaced.

(26) The following sentence is added to section 8b (3):

'The issuer or the person responsible for the prospectus shall be sent the certificate of approval at the same time as the competent authority of the host Member State.'

27. In § 10 (3) (3) (3) the word "and" by the word "or" replaced.

Section 11 (1) Final section reads as follows:

" If there is a ground of exclusion in the prospectus control gate, the investor does not need to prove the existence of the debt referred to in the Z 1 or 2. The liability according to Z 3 exists only with respect to the investor whose declaration of contract has received an obligation to be liable or the acquisition of securities or apportionment of securities he has conveyed. The summary, including a translation, shall be liable if it is misleading, inaccurate or contradictory, together with the other parts of the prospectus. The same applies if it is read together with the other parts of the prospectus and does not provide all the key information to assist investors in checking whether they should invest in those securities. The summary must contain a clear warning in this respect and with regard to the previous sentence. The persons referred to in Z 1 and 2 and any guarantor of any kind shall be clearly mentioned in the prospectus, indicating their name and status, in the case of legal persons of their name and their registered office; the prospectus shall also have the following particulars: to include the wording of the declarations assigned to the persons referred to in § 8, and also, in the case of the sole guarantor, that the information contained in the prospectus is correct and that the information contained therein shall not be concealed by the information contained in the prospectus; The statement of the prospectus can change. The person who places a prospectus subject in the country without the consent of the issuer in accordance with Section 3 (3) shall be liable to investors who have accepted as part of his bid or his drawing invitation, instead of the issuer to Z 1, provided that the Issuer did not know or had to know that the prospectus was based on an offer in accordance with § 2 without its consent and that it therefore unauthorised use of the Reporting Office and the FMA immediately after it has been accepted by the inadmissible the use of knowledge acquired or had to be aware of the use of the information. The Reporting Office has to proceed with the notifications it has received pursuant to Section 12 (2). "

29. In § 16 Z 9, the point at the end is by the word "or" replaced and the following Z 10 added:

" 10.

in the case of section 3 (3), securities shall be offered without the required consent of the issuer or the person responsible for the preparation of the prospectus. "

30. The following paragraph 15 is added to section 19 (14):

" (15) § 1 (1) (5a), (17), (18) and (19), § 3 (1) Z 3, 6, 8, 9, 10, 12 and 14, § 3 (3), § 6 (1) and (2), § 6a (1), (4) and (5), § 7 (2), (3), (4), (7) and (7a), § 7a (1) and (4), § 7b (2), Article 8 (2), Article 8a (8) (8) (4), § 8b (3), § 10 (3) (3) and (3) and (3), Section 8 (3) and Article 8 Section 11 (1) in the version of the Federal Law BGBl. I No 83/2012 will enter into force on 1 July 2012. Section 1 (2) and (3) shall expire on 30 June 2012. "

Article 2

Amendment of the 1989 Stock Exchange Act

The Stock Exchange Act 1989-BörseG, BGBl. N ° 555/1989, as last amended by the Federal Law BGBl. I No 35/2012, shall be amended as follows:

1. § 48 (1) Z 5 reads:

" 5.

an obligation to notify in accordance with § 6 or a prior obligation pursuant to § 8 not or not legally fulfilled, "

2. In § 48 (1) Z 6 the term " "75a and" .

Section 48 (1) Z 9 reads as follows:

" 9.

A reporting obligation or publication obligation in accordance with § § 91 to 94 not or not fulfilled in time, "

4. § 48 (1) Final part reads:

" is an administrative transgressing and is with regard to Z 1, with a fine of up to EUR 100 000, with regard to Z 2 to 8 with a fine of up to EUR 60 000, and with regard to Z 9 with a fine of up to EUR 150 000 , provided that the action does not constitute the offence of a criminal offence within the jurisdiction of the courts. "

5. In § 48c the word order shall be "or in breach of a FMA regulation issued in accordance with section 48d (12)" is deleted.

6. Section 48d (12) is deleted.

7. In § 48q, the following paragraph 4a is inserted after paragraph 4:

" (4a) The person affected by the publication may request a review of the legality of the publication in accordance with paragraph 4 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 4 is granted suspensive effect, the FMA has to make this known 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. According to § 48t, the following § 48u with headline is inserted:

" Short selling and credit default swaps

§ 48u. (1) FMA is the competent authority of Austria in accordance with Article 32 of Regulation (EU) No 236/2012 on short selling and certain aspects of credit default swaps (OJ L 327, 22.11.2012, p. No. 1) and, without prejudice to the tasks assigned to it in other federal laws, performs the tasks and powers conferred on a competent authority in accordance with Regulation (EU) No 236/2012, and has complied with the rules Regulation (EU) No 236/2012. In particular, the FMA is authorised to fix measures pursuant to Art. 13 (3), 14 (2), 18 (1), 19 (2), 20 (2), 21 (1) or 23 (1) or 23 (1) of Regulation (EU) No 236/2012 by means of regulation or communication.

(2) The FMA is authorised to monitor compliance with the provisions of Regulation (EU) No 236/2012:

1.

exercise the powers conferred by section 48q (1) (1) (1) to (4);

2.

in the event of a breach of the provisions of Regulation (EU) No 236/2012, to apply to anyone under threat of a penalty, to establish the lawful condition within that period, which is appropriate with regard to the circumstances of the case.

(3) Anyone who violates the provisions of Regulation (EU) No 236/2012 or FMA measures pursuant to Art. 18 (1), 19 (2), 20 (2), 21 (1) or (23) (1) of Regulation (EU) No 236/2012, shall be subject to the facts of the case, provided that the action does not include the facts of the Jurisdiction of the courts is a criminal offence, an administrative surrender and is punishable by the FMA with a fine of up to 150 000 euros. The VStG is to be applied. The trial is punishable. An asset advantage that is achieved is to be declared forfeit by the FMA. Section 48q (4) and (4a) shall apply in accordance with the provisions of this paragraph in respect of an official act or a sanction for the purpose of infringements.

(4) The FMA shall send an annual summary report to ESMA on all sanctions and administrative measures adopted pursuant to paragraph 3 above. In the event of a public announcement according to the last sentence of paragraph 3, the FMA shall inform ESMA about it at the same time. "

9. § 75 (1) Z 4 reads:

" 4.

securities offered or allocated on the occasion of a merger or division, provided that a document has been published, the information of which, in the opinion of the FMA, is equivalent to those of the prospectus; to comply with the requirements of Union legislation; "

10. § 75a with the title shall be deleted.

11. § 81a (1) Z 7 lit. a is:

" (a)

in the case of issuers of debt securities with denominations of less than EUR 1 000 or an issuer of shares,

aa)

for issuers with registered offices in the EEA, the Member State in which the seat is located,

bb)

for issuers with registered offices in a third country according to § 1 paragraph 1 Z 12 lit. c KMG authoritiy Member State of origin;

the definition of 'home Member State' shall apply to debt securities denominated in a currency other than euro where the denomination value on the date of issue is less than EUR 1 000, provided that it does not correspond to approximately EUR 1 000; '

12. In § 82 (8) the term " "§ 75a (1)," .

13. In § 84 (3) the number shall be "50 000" by the number "100 000" replaced.

14. In accordance with Section 84 (3), the following paragraph 3a is inserted:

" (3a) The possibility provided for in paragraph 3 shall also apply to holders of debt securities with a minimum denomination of EUR 50 000 or, in the case of debt instruments denominated in currencies other than euro, with a minimum denomination on the issue date at least EUR 50 000 which have already been admitted to trading on a regulated market in the Union before 31 December 2010, as long as such debt instruments are issued and where all the Member States elected by the issuer are entitled to the institutions and information held by the holders of debt instruments in order to exercise their Rights need. "

Article 85 (6) reads as follows:

" (6) By way of derogation from paragraphs 1 to 4, the information required shall be the choice of the issuer or the person who has requested the authorisation without the issuer's agreement, either in one of the competent authorities of the issuer a language accepted by the home Member State and the host Member State, or in a language customary in international financial circles, where securities with a minimum denomination of EUR 100 000 or, in the case of securities, Debt instruments denominated in currencies other than euro-with a minimum denomination on the issue day at least equal to EUR 100 000, to be admitted to trading on a regulated market in one or more Member States. The derogation provided for in this paragraph shall also apply to debt securities with a minimum denomination of EUR 50 000 or, in the case of debt instruments denominated in currencies other than euro, to a minimum denomination which shall be at least EUR 50 000 on the date of issue. , which have already been admitted to trading on a regulated market in one or more Member States before 31 December 2010, as long as such debt securities are issued. "

16. In § 87 (1) Z 3 lit. b becomes the number "2" by the number "4" replaced.

17. In § 90 paragraph 1 Z 2 the number shall be "50 000" by the number "100 000" replaced.

18. The following paragraph 4 is added to § 90:

" (4) By way of derogation from paragraph 1 (2) (2), § 82 (4) and (87) do not apply to issuers who only issue debt securities with a minimum denomination of EUR 50 000 or-in the case of debt securities denominated in other currencies as euro-with a minimum denomination which is shall be at least EUR 50 000 on the date of issue, which have already been admitted to trading on a regulated market in the Union before 31 December 2010, as long as such debt securities are issued. "

19. § 91 (1) first sentence reads:

" In the case of persons who acquire or sell directly or indirectly shares of an issuer whose shares are admitted to trading on a regulated market, they shall immediately, and at the latest after two trading days, the FMA and the stock exchange company and to inform the issuer of the proportion of voting rights that they hold pursuant to that acquisition or disposal, if, as a consequence of such acquisition or disposal, the share of the voting rights is 4 vH, 5 vH, 10 vH, 15 vH, 20 vH, 25 vH, 30 vH, 35 vH, 40 vH, 45 vH, 50 vH, 75 vH and 90 vH, is reached, exceeds or falls below. This also applies to the shareholding threshold, which such an issuer has in sight of § 27 para. 1 Z 1 Takeover Act-ÜbG, BGBl. I n ° 127/1998, in its statutes. '

Article 91 (2a) reads as follows:

" (2a) Voting rights which a credit institution, a credit institution group or an investment firm could exercise in the exercise of the securities business (Article 1 (2) Z 7 BWG) shall not be counted for the purposes of this paragraph, provided that:

1.

the share of voting rights held on the basis of the trading of securities is not higher than 5 vH; and

2.

the credit institution or the credit institution group or the investment firm shall ensure that the voting rights of shares which could be exercised on the basis of the trading of securities are not exercised and are not used in other ways in order to: the management of the issuer. "

(21) The following paragraphs 5 and 6 are added to § 91:

" (5) The realization of a state of transfer or a failure in accordance with § 92 shall be the same as the acquisition or disposal in accordance with paragraph 1.

(6) The issuers in accordance with paragraph 1 of this article may also set a shareholdings threshold of 3 vH as the relevant threshold within the meaning of paragraph 1 in their statutes. As a special condition of effectiveness, this provision must be published on the website of the issuer and the FMA must be notified. "

22. § 91a together with the headline is:

" Financial Instruments

§ 91a. (1) The obligation to provide notification in accordance with § 91 shall also apply to persons who hold, directly or indirectly, financial instruments according to § 1 Z 6 WAG 2007 or other comparable instruments, which

1.

give their holder the right to acquire shares of an issuer which have already been issued under a binding agreement with voting rights and which have already been issued; or

2.

to give their holder a right to conclude an agreement aimed at the acquisition of shares of an issuer which are connected with voting rights and have already been issued; or

3.

whether or not to provide for a cash settlement or a real-life performance,

a)

in whole or in part

aa)

relating to shares of the issuer; or

bb)

refer to a basket or index if the shares of the issuer exceed 20 vH of the total value of the baskets or index

b)

and their owner

aa)

give the right to claim, in whole or in part, the settlement of the difference between the base rate and the settlement rate (reference course of the base value on the day of assessment), or to the holder of a claim to conclude such an agreement communicate or

bb)

in any other way, by contractual arrangement, to participate economically in changes in the share of the issuer's shares, or

4.

give the holder, on the basis of a binding agreement, the right to acquire, at present or in the future, shareholders ' rights in a legal entity the essential purpose of which is to hold shares of the issuer connected with voting rights. This only applies if these shareholders, with the inclusion of already existing shares in this legal entity, impart a dominant influence on these entities and if the acquisition of the shareholders ' rights is subject to a reporting obligation in accordance with § 91 below Consideration of § 92 would trigger.

(2) The proportion of the voting rights referred to in paragraph 1 (1) (1) and (2) shall be determined on the basis of those shares for which the financial instruments entitle them to acquire. The proportion of the voting rights referred to in paragraph 1 Z 3 shall be determined on the basis of the number of shares of the issuer, which shall be determined on the basis of the number of shares held by the issuer, on the basis of the number of shares held by the issuer on the basis of the payment profile of the issuer. Financial instrument would correspond to the average stock exchange rate of the respective month. Section 91 (2), (2a) and (3) shall apply.

(3) In the case of a number of the financial instruments referred to in paragraph 1 on shares of the same issuer, the voting rights arising from these shares shall be combined.

(4) In so far as the right to acquire shares or financial instruments as referred to in paragraph 1 is not securitised in transferable securities, the emergence or omission of the right shall be deemed to have been acquired or sold pursuant to this provision. In such cases, the holder, acquirer or transferee shall be entitled to the righthand.

(5) The reporting obligation pursuant to paragraph 1 shall also be subject to debt securities which, in lieu of or in addition to a redemption, entitle to a partial or total purchase of shares connected with voting rights. The proportion of the voting rights shall be based on the shares which the holder is entitled to acquire through the exercise of the right of exchange or subscription in proportion to the shares of the shares already issued at the time of the acquisition or disposal of the shares of the Issuers determined.

(6) The obligation to provide notification in accordance with § 91 shall also be triggered by the attainment or transfer of reporting thresholds as a result of the exercise of rights to the acquisition of voting rights.

(7) In the calculation of the voting rights, all voting rights arising from § 91 to § 92 shall be counted together. "

23. In § 92a (1) (4), the point at the end is replaced by a line-point and the following Z 5 to 7 are added:

" 5.

in the case of § 91a, the number of shares to which the financial instruments relate and the indication of the date or period in which the shares may be acquired or may be acquired and, in the case of Section 91a (1) (3), the the duration of the financial instrument;

6.

the number of shares which may be acquired through the exercise of the right of exchange or subscription on the basis of debt securities which, instead of or in addition to a redemption, entitle to the partial or total purchase of shares in which voting rights are concerned, can be acquired;

7.

in the case that holdings are held pursuant to § 91 and § 91a, an exact breakdown of the respective holdings. "

24. In accordance with § 94, the following § 94a shall be inserted with the title:

" Resting of the voting rights

§ 94a. (1) If a person violates a reporting obligation in accordance with § § 91 to 92, all voting rights in the issuer which belongs to that person or which are to be attributed to it in accordance with § 92 shall be suspended in the extent of the difference between the new voting rights share and the the last percentage of the voting rights notified to it. The voting rights may be exercised again after six months from the date of compliance with the reporting obligation.

(2) If, in spite of the breach of the obligation to notify pursuant to paragraph 1, the person has to obtain the notification in accordance with § § 91 to 92 within two trading days, even if the issuer is requested to do so, the legal sequence shall not enter into force in accordance with paragraph 1 if the total part of the person is not of the reporting person at the issuer 15 vH and the number of non-reported voting rights 3 vH not reached. "

25. In accordance with § 96 Z 21, the following Z 22 is added:

" 22.

On the entry into force of the Federal Network BGBl. I No 83/2012, any person holding voting rights in accordance with § § 91 and 92 or financial instruments pursuant to Section 91a (1) has reached or exceeds a threshold referred to in Article 91 (2), within two months of the FMA, to which: Stock exchange companies and issuers. This shall not apply if a notification with an even threshold has already been reported prior to that date. "

26. The following paragraphs 33 to 35 are added to § 102:

" (33) § 75 para. 1 Z 4, § 81a (1) Z 7 lit. a, § 84 para. 3 and 3a, § 82 para. 8, § 85 para. 6, § 87 Abs.1 Z 3 lit. b and § 90 (1) (2) and (4) in the version of the Federal Law BGBl. I No 83/2012 will enter into force on 1 July 2012. Section 75a, together with the title, shall expire on 30 June 2012.

(34) § 48 (1), § 91 (1), (2a), (5) and (6), § 91a including the title, § 92a (1) (5) to (7), § 94a and § 96 (Z) 22, together with the title in the version of the Federal Law BGBl (Federal Law). I No 83/2012 will be 1. Jänner 2013 in force.

(35) § 48c in the version of the Federal Law BGBl. I No 83/2012 will enter into force on 1 November 2012. § 48q (4a) and § 48u, together with the title in the version of the Federal Law BGBl. I No 83/2012 shall enter into force with the day following the event. Section 48d (12) enters into force at the end of the 31. October 2012. "

Article 3

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 35/2012, shall be amended as follows:

1. According to Article 35 (1), the following paragraph 1a is inserted:

" (1a) If a government commissioner has been appointed to a custodian bank pursuant to Section 70 (2) (2) of the Federal Elections Act (BWG) or a supervisory entity pursuant to Section 84 of the Federal Elections Act (BWG) and if the custodian bank is changed, the custodian bank's consent required pursuant to Section 34 (3) shall be agreed to this To change the Fund's provisions only from the new custodian bank to be ordered and to change the custodian bank, but not any further changes to the Fund's provisions, with the date indicated in the publication irrespective of the delay in force referred to in Article 34 (3). "

(2) The following paragraph 9 is added to § 44:

" (9) § 35 (1a) in the version of the Federal Law BGBl. I N ° 83/2012 will enter into force on 1 July 2012. "

Article 4

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 35/2012, shall be amended as follows:

1. § 53 (4) reads:

" (4) The management company may amend the Fund's provisions with the consent of its Supervisory Board and with the approval of the depositary bank; the amendment shall require the approval of the FMA. This authorisation shall be granted if the modification of the Fund's provisions does not conflict with the legitimate interests of the unit-holders. The amendment shall be published in accordance with Section 136 (4). It shall enter into force with the date indicated in the publication, but not earlier than three months after its publication. The publication may not be published if the modification of the Fund's provisions is notified to all the unit holders in accordance with Section 133; in this case, the interests of the unit-holders shall be deemed to be sufficiently protected and the change shall be deemed to have been made in the Notice given day, but not earlier than 30 days after notification to the unit-holders. "

2. § 61 (2) reads:

" (2) The transfer of the depositary bank shall also require the approval of the FMA and shall enter into force with the date indicated in the publication where no further amendments to the Fund provisions have been applied for. In the event of this change, consideration should be given to the protection of the unit-holders. If a government commissioner has been appointed by a custodian bank pursuant to Section 70 (2) (2) of the Federal Elections Act or a supervisory entity pursuant to Section 84 of the Federal Elections Act (BWG) and if the custodian bank is changed, the approval of the custodian bank required pursuant to Section 53 (4) is to be amended by To grant fund provisions only from the new custodian bank to be ordered. "

(3) The following paragraph 5 is added to § 200:

" (5) § 53 (4) and § 61 (2) in the version of the Federal Law BGBl. I N ° 83/2012 will enter into force on 1 July 2012. "

Article 5

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 35/2012, shall be amended as follows:

1. In accordance with § 91, the following § 91a and heading is inserted:

" Form of communication with the FMA-electronic transmission

§ 91a. The FMA may prescribe, by means of a regulation, that the advertisements and other transfers pursuant to § 3 paragraph 8 in conjunction with Section 4 (3) of the Federal Elections Act (BWG), § 6 in conjunction with Section 21 (2) in conjunction with Section 4 (3) and Section 73 (1) Z 1 to 8 and 11 BWG, § 10 Abs. 2, § 11 (1), 5, 7 and 9, § 14 (1), § 25 (4), § 26 (2), § 33, § 73 (2), § 74 (2), and § 91 (3) (1), (2) and (4) of this Federal Act are to be made exclusively in electronic form, as well as certain sections, the minimum technical requirements and the transmission modalities. 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. Furthermore, in this Regulation the FMA may provide auditors for reports and advertisements pursuant to § 93 (1) and (2) as well as for transfers pursuant to § 91 (3) (8) of this Federal Act to an optional participation in the electronic system of the Allow transmission according to the first sentence. 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 provide information. "

(2) The following paragraph 14 is added to § 108:

" (14) § 91a together with the title in the version of the Federal Law BGBl. I N ° 83/2012 will enter into force on 1 July 2012. "

Fischer

Faymann