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Amendment Of The Banking Act, The Securities Supervision Act 2007, The Stock Exchange Act 1989, The Savings Bank Act, Federal Financing Act Of The Financial Market Authority Act, The...

Original Language Title: Änderung des Bankwesengesetzes, des Wertpapieraufsichtsgesetzes 2007, des Börsegesetzes 1989, des Sparkassengesetzes, des Bundesfinanzierungsgesetzes, des Finanzmarktaufsichtsbehördengesetzes, des ...

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22. Federal Law, with which the Banking Act, the Securities Supervision Act 2007, the Stock Exchange Act 1989, the Sparkassengesetz, the Federal Finance Act, the Financial Market Supervision Act, the Insurance Supervision Act, the The Act on the Law of the State and the Financial Conglomerates Act are amended and the Austrian Stock Exchange Act (Börsefondsgesetz) is repealed in 1993 and the Austrian Stock Exchange Act (Börsefondsüberwiring

The National Council has decided:

Article 1

This federal law is designed to implement Directive 2007 /44/EC of the European Parliament and of the Council of 5 September 2007 amending Council Directive 92/49/EEC and Directives 2002 /83/EC, 2004 /39/EC, 2005 /68/EC and 2006 /48/EC in Reference to procedural rules and evaluation criteria for the prudential assessment of the acquisition and increase of shareholdings in the financial sector (OJ C 327, 30.4.2004, p. No. (OJ L 247, 21.09.2007, p. 1)

Article 2

Amendment of the Banking Act

The Banking Act-BWG, BGBl. No. 532/1993, as last amended by the Federal Law BGBl. I n ° 136/2008, shall be amended as follows:

1. In the table of contents, after the entry " § 20. Qualifying holdings in credit institutions " the following entries are inserted:

" § 20a. Procedure for assessment

§ 20b. Criteria for assessment "

2. § 2 Z 3 reads:

" 3.

Qualifying holding shall be the direct or indirect holding of at least 10 vH of the capital or of the voting rights in a company or the possibility of exercising a significant influence on its management; in the case of the determination the voting rights in respect of § 4 (3) Z 5 and § 5 (1) Z 3 and in the determination of the voting rights with regard to § § 20 to 20b is to be applied in conjunction with Sections 92 and 92a (2) and (3) of the Austrian Stock Exchange Act 1989, whereby in the case of the voting rights in the case of § § 20 to 20b of this Federal Act Voting rights or capital shares, the investment firms or Credit institutions as a result of a takeover of the issument of financial instruments or placement of financial instruments with a firm takeover obligation within the meaning of § 1 Z 2 lit. f of the WAG 2007 are not to be considered, provided that these rights are not exercised or otherwise used to intervene in the management of the issuer, and shall be within one year after the date of acquisition "

3. In § 2 Z 59, the word group shall be "Employee Pension Fund (MV Checkout)" through the word group "Occupational Pension Fund (BV cash register)" replaced.

4. § 2 Z 59a reads:

" 59a.

Self-employment orders: the contributions in accordance with § § 52 and 64 BMSVG, which are actually added to the BV cash register, including any default interest on arrears; "

5. § 20 together with headline reads:

" Qualifying holdings in credit institutions

§ 20. (1) Any person who has decided to acquire, directly or indirectly, a qualifying holding in a credit institution or to increase such a qualifying holding directly or indirectly (interested acquirer), with the result that: Share in voting rights or capital would reach or exceed the limits of 20 vH, 30 vH or 50 vH or the credit institution would be its subsidiary, the FMA has previously written this in writing, indicating the extent of the planned Participation together with the information in accordance with § 20b, para. 3. The obligation to notify shall also apply to persons acting in concert who, taken together, would acquire or achieve a qualifying holding. The display can be made individually by all, several or each of the persons acting in common.

(2) The obligation to notify according to paragraph 1 shall apply in the same way to the task of the direct or indirect qualified participation or the underwriting of the limits referred to in paragraph 1 for holdings in a credit institution.

(3) The credit institutions shall immediately notify the FMA in writing of each acquisition and task of qualifying holdings as well as any attainment of and exceeding the limits of the participation limits within the meaning of para. 1 and 2, as soon as it is of that. In addition, the credit institutions of the FMA shall, at least once a year, notify in writing, in writing, the names and addresses of the shareholders or other members who hold qualifying holdings and the extent to which they are, in particular, of to the Annual General Meeting of Shareholders or other shareholders or to the information received pursuant to Articles 91 to 93 of the Austrian Stock Exchange Act 1989.

(4) The FMA shall take appropriate measures, in particular in accordance with paragraph 5 (1) and (2), against the persons referred to in paragraphs 1 and 2 if they fail to fulfil their obligations to the previous ad or if they do not participate in the proceedings against a Acquisition pursuant to § 20a (2) or without an authorization pursuant to § 21 (2). The voting rights in respect of the shares or other shares held by the shareholders or other members concerned shall be suspended

1.

until the FMA has been established that the acquisition of the holding pursuant to Section 20a (2) would not have been prohibited, or

2.

until the FMA's determination that the reason for the subsatiment was no longer made.

(5) If there is a risk that the influence exercised by qualified owners does not meet the requirements to be met in the interests of sound and prudent management of the credit institution, the FMA shall have the right to repel that risk or take the necessary measures to put an end to such a situation. Such measures shall be in particular:

1.

Measures within the meaning of Section 70 (2) or

2.

Sanctions against directors within the meaning of Section 70 (4) Z 2 or

3.

the application in the case of the Court of Justice in charge of the seat of the credit institution and competent for the exercise of jurisdiction in cases of commercial matters of the first instance, on the order of the glory of the voting rights in respect of the shares or other shares held by the to shareholders or other shareholders in question,

a)

for the duration of this risk, the end of which shall be established by the Court of Justice, or

b)

until the purchase of these shares or other shares by third parties after failure to comply with the provisions of Section 20a (2);

the Court of Justice shall decide in proceedings other than disputes.

(6) If a Court of Justice has the right to vote in accordance with paragraph 5, the Court shall, at the same time, appoint a trustee to comply with the requirements of Section 5 (1) (3) and to delegate the exercise of voting rights. In the case of paragraph 4, the FMA shall, in the case of the Court of Justice in accordance with paragraph 5, request the appointment of a trustee without delay if it becomes aware that the voting rights are resting. The trustee shall be entitled to the replacement of his/her outlays and to remuneration for his activities, the amount of which shall be determined by the court. The credit institution and the shareholders and other shareholders in question shall be liable for the undivided hand. The recourse is open to decisions, which determines the amount of the remuneration of the trustee and of the expenses to be replaced. The decision of the Oberlandesgericht (Oberlandesgericht) does not take place in another legal suit. "

6. In accordance with § 20, the following § 20a and title shall be inserted:

" Procedure for assessment

§ 20a. (1) The FMA shall immediately, at the latest within two working days after receipt of the complete advertisement within the meaning of section 20 (1) and the possible subsequent receipt of the information referred to in paragraph 3, have the interested acquirer. to confirm their receipt and to inform the interested acquirer of the date of the end of the assessment period. If the FMA indicates to the interested acquirer of any documents or information which are manifestly missing on the display, § 13 para. 3 last sentence AVG shall not apply.

(2) Within a maximum of 60 working days from the date of the written confirmation of receipt of the notification and of all documents to be provided pursuant to § 20b, paragraph 3, the FMA shall prohibit in writing the intended acquisition if it has been examined after the examination the assessment criteria in accordance with § 20b reasonable grounds for doing so or the information provided by the interested acquirer is incomplete. The notice of submission shall be sent within two working days of the decision of the FMA on the submission of the plea. If the acquisition is not prohibited in writing by the FMA within the assessment period, it shall be deemed to have been approved. If the participation is not prohibited, the FMA may prescribe an appointment by which the intended acquisition referred to in § 20 (1) must be completed. This period may be extended if necessary. At the request of the interested acquirer, the FMA shall also issue a communication in the event of non-subsatiation. In the explanatory statement, the FMA has to note any observations or reservations of the authority responsible for the interested acquirer in writing. The communication may be accompanied by conditions and conditions in order to ensure compliance with the criteria set out in § 20b. The FMA may be subject to compliance with the requirements of § 22c Z 3 lit. a to c FMABG make public the communication together with the statement of reasons at the request of the interested acquirer.

(3) The FMA may, if necessary, be up to 50. Working day of the assessment period (para. 2) request in writing further information necessary for the conclusion of the assessment. In this case, the additional information required must be provided. The request for information shall inhibit the continuation of the assessment period for the duration from the date of the request for information to the receipt of the reply of the interested acquirer, but not more than 20 working days. The FMA may request further clarifications or additions to the information, but this does not lead to an inhibition of the assessment period.

(4) The FMA may extend the interruption period from 20 working days to a maximum of 30 working days if the interested acquirer

1.

is established outside the EEA or is supervised outside the EEA, or

2.

is not subject to supervision in accordance with Directives 2006 /48/EC, 85 /611/EEC, 2002 /83/EC, 92 /49/EEC, 2004 /39/EC or 2005 /68/EC.

(5) The FMA works closely with the competent authorities of another Member State or other sector in the assessment of an intended acquisition or increase of a shareholding in accordance with § § 20 to 20b and shall immediately exchange the information which is essential or relevant to the assessment, if the interested acquirer

1.

a credit institution, a life, damage, reinsurance undertaking, an investment firm, or an administrative company within the meaning of Article 1a (2) of Directive 85 /611/EEC, which is, or is, in another Member State or in another the industry other than the one in which the acquisition is intended to be authorised;

2.

a parent undertaking of a credit institution, a life, damage, reinsurance undertaking, an investment firm or an administrative company within the meaning of Article 1a (2) of Directive 85 /611/EEC, the parent undertaking or the parent undertaking in another the Member State or in a sector other than the one in which the acquisition is intended to be authorised;

3.

a credit institution, a life, injury, reinsurance undertaking, an investment firm, or a management company within the meaning of Article 1a (2) of Directive 85 /611/EEC, which controls, or which, in another Member State or in a Member State, controls is approved by a sector other than that in which the acquisition is intended or is intended to be acquired.

(6) In the case of a procedure referred to in paragraph 5, the FMA shall, on request, communicate all relevant information and, on its own behalf, inform the competent authorities of all essential information, including in particular the assessment of the acquisition and acquisition of information on the acquisition and use of the information to inform the participation of the participation in the acquisition. The FMA has to obtain the opinion of the competent authorities on the criteria in accordance with § 20b (1) (1) (1) to (5). "

7. In accordance with § 20a, the following § 20b including the heading is inserted:

" Criteria for assessment

§ 20b. (1) In assessing the notification in accordance with Article 20 (1), the FMA has, in the interest of a sound and prudent management of the credit institution in which the acquisition is intended, and taking into account the likely influence of the interested party. To examine the suitability of the acquirer and the financial soundness of the proposed acquisition to the credit institution with regard to all the following criteria:

1.

The reliability of the interested acquirer;

2.

the reliability and experience of any person who will manage the business of the credit institution as a result of the intended acquisition;

3.

the financial soundness of the acquirer concerned, in particular as regards the nature of the actual and planned operations of the credit institution in which the acquisition is intended;

4.

whether the credit institution will and will remain in a position to comply with the prudential requirements under Directives 2000 /46/EC, 2002 /87/EC, 2006 /48/EC and 2006 /49/EC, and in particular whether the group to which it is a member has a structure; which makes it possible to exercise effective supervision, to carry out effective exchange of information between the competent authorities and to determine the division of responsibilities between the competent authorities (Article 5 (1) (Z) 4). and 4a);

5.

whether there is sufficient suspicion that money laundering or terrorist financing within the meaning of Article 1 of Directive 2005 /60/EC has been carried out in the context of the proposed acquisition, or whether such offences have been attempted or whether the intended acquisition could increase the risk of such behaviour.

(2) In the assessment of the intended acquisition, the economic needs of the market shall not be put to an end.

(3) The FMA, in accordance with Article 19a (4) of Directive 2006 /48/EC, as amended by Directive 2007 /44/EC, has to lay down a list of information in this area, taking account of European practices, that are to be presented to the FMA. This information shall be appropriate and necessary for the prudential assessment of the performance of the criteria referred to in paragraph 1 (1) (1) (1) to (5). The extent of the information to be provided shall be proportionate and adapted to the nature of the acquirer concerned and the nature of the proposed acquisition. The scope and nature of the shareholding and the size and business units of the interested acquirer and the credit institution in which the acquisition is intended shall be taken into account. In the regulation, the FMA also has to regulate the nature and form of the transmission of information in order to enable a rapid and precise identification of the content of the application.

(4) Where the FMA is notified of two or more projects relating to the acquisition or increase of qualifying holdings in the same credit institution, the FMA shall not discriminate against all interested acquirers in a non-discriminatory manner. "

8. § 21 (1) Z 2 reads:

" 2.

for each achievement, crossing or Falling below the limits of 10 vH (qualifying holding), 20 vH, 33 vH and 50 vH of the voting rights or of the capital of a credit institution established in a third country, provided that another credit institution directly or directly or indirectly, acquires, acquires or surrenders; "

9. In Section 21 (4) (3), the point at the end shall be replaced by a stroke; the following Z 4 shall be added:

" 4.

Section 137 (2a) of the Regulation in 1994 shall not apply to credit institutions. "

10. In § 22b para. 2 Z 2 lit. The word sequence shall be deleted "and international organisations" .

11. § 23 (14) Z 7 reads:

" 7.

Short-term subordinated capital exclusively for the fulfilment of the minimum property requirement in accordance with § 22 (1) (3) and (2) (2) (2) (1) to (8) and (Z) and (12) and only up to a level which, together with the eligible own funds according to the para. 1 Z 4 to 8, which the credit institution does not require in order to meet the minimum requirement of own resources pursuant to § 22 (1) Z 1, 4 and 5, 200 vH of the core capital, which the credit institution does not require to meet the minimum requirement of own resources in accordance with § 22 para. 1, 1, 4 and 5, not exceeding; in so far as the credit institution has the possibility of being credited of the short-term subordinated capital, it may supplement it by means of own resources which are no longer eligible in terms of volume according to Z 2 to 6; "

12. § 40c (2) second sentence reads:

" As beneficiaries of these transfers of funds, only associations or other entities which publish their accounts on the basis of statutory provisions or voluntarily, and which have been in possession of a confirmation of the review of the funds shall be eligible for this transfer. The regularity of the accounts required under the law of the association in 2002 or the otherwise applicable statutory provisions are by an economic trader; in the case of cooperatives, this confirmation shall be carried out by a auditor in accordance with § 1 Cooperatives ' revision Act 1997-GenRev 1997, BGBl. I No 127/1997. The Chamber of Economic Scatterers shall certify the existence of these conditions. "

13. In § 61 (2) the word order shall be made in the first half-sentence "or in accordance with § § 271 and 271a UGB [UGB]" through the phrase "exist or have a partiality or exclusion according to § § 271, 271a or 271b UGB" replaced.

14. § 63a (4) reads:

" (4) In credit institutions of any legal form whose balance sheet total exceeds EUR 1 billion, or which have issued transferable securities admitted to trading on a regulated market in accordance with Article 1 (2) of the Austrian Stock Exchange Act 1989, the The Supervisory Board or the Supervisory Board of the credit institution responsible for the law or the statutes shall appoint a Audit Committee composed of at least three members of the Supervisory Body. The Audit Committee shall hold at least two meetings in the financial year. In any event, the auditor shall be responsible for the meetings of the Audit Committee and shall, at least once a year, report on the most important findings obtained during the audit, and shall report this report at the request of a Oral Members. The Audit Committee must be composed of a person with special knowledge and practical experience in the banking financial and accounting system and reporting in a manner appropriate to the credit institution concerned. (financial expert). The chairman of the audit committee or financial expert must not be the person who has been a business manager or senior employee (§ 80 AktG) or bank examiner of the credit institution for the last three years or who undertook the audit opinion or For other reasons, it is not independent and uncommon. The tasks of the Audit Committee include:

1.

The monitoring of the accounting process;

2.

the monitoring of the effectiveness of the internal control system, the internal audit system and the company's risk management system;

3.

the monitoring of the final audit and the consolidated financial statements;

4.

the verification and monitoring of the independence of the bank auditor, in particular with regard to the additional services provided for the credit institution audited;

5.

the audit of the annual accounts and the preparation of its determination, the examination of the proposal for the distribution of profits, the management report and, where appropriate, the corporate governance report, and the reimbursement of the report on the Examination results to the Board of Supervisors;

6.

where appropriate, the audit of the consolidated financial statements and management report and the refund of the report on the results of the audit to the parent undertaking ' s supervisory body;

7.

the preparation of the proposal by the Board of Supervisors for the selection of the Bank's auditor.

Z 4 and 7 shall not apply to institutions whose bank examiners are statutory audit institutions. "

Section 73 (1) (section of introduction) reads as follows:

" § 73. (1) The credit institutions shall notify the FMA in writing without delay and, in the event of a decision, not to wait for the effectiveness of the decision-making subject to be met: "

16. In Section 73 (2), the reference to "§ 20 (6)" by reference to "§ 20 (4)" replaced.

17. In § 76, para. 4, according to the word group "to the meetings of the Supervisory Board" A dash and then the words "the examination committees" inserted.

18. In § 78 (9) Z 3 the reference to "§ 20 (3)" by reference to "§ 20a (2)" replaced.

19. In § 93b para. 4, the quote shall be: "§ 26 para. 3 Z 2 BMVG" by quoting " § 26 para. 3 Z 2 BMSVG and § 70 2. and 3. BMSVG Set " replaced.

20. In Section 98 (2) (3), the phrase "§ 20 (2) and (4) pursuant to Article 20 (5)" through the phrase "§ 20 (1) and (2) pursuant to Article 20 (3)" replaced.

21. In § 98 (2) (4), the reference to "§ 20 (5)" by reference to "§ 20 (3)" replaced.

22. In § 99 Z 4, the percentage shall be "33 vH" by the percentage "30 vH" and the word "intends" through the phrase "has decided" and the reference to "§ 20 (2)" by reference to "§ 20 (1)" replaced.

23. In § 99 Z 5, the reference to "§ 20 (2)" by reference to "§ 20 (1)" and the reference to "§ 20 (4)" by reference to "§ 20 (2)" and the word "intends" through the phrase "has decided" replaced.

24. According to § 103h the following § 103i is inserted:

" § 103i. § § 20 to 20b in the version of the Federal Law BGBl. I n ° 22/2009 are to be applied for the first time to participation advertisements in accordance with § 20, which will be sent to the FMA on 1 April 2009 pursuant to § 20 (1) of this Federal Act. "

Section 105 (3) reads as follows:

" (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. "

26. § 105 (5) and (6) are:

" (5) Where reference is made in this Federal Act to Directive 2006 /48/EC or Directive 2006 /49/EC, unless otherwise provided, the following text shall be applied in each case:

1.

Directive 2006 /48/EC on the taking up and pursuit of the business of credit institutions (OJ L 177, 30.4.2006, p No. 1), as amended by the Directive 2007 /44/EC amending Directive 92 /49/EEC and Directives 2002 /83/EC, 2004 /39/EC, 2005 /68/EC and 2006 /48/EC as regards procedural rules and evaluation criteria for the prudential assessment of the acquisition and increase of Investments in the financial sector (OJ C 327, No. OJ L 247 of 21.09. 2007, p. 1) and

2.

Directive 2006 /49/EC on the capital adequacy of investment firms and credit institutions (OJ L 196, 27.7.2006, p. No. OJ L 177 of 30.06.2006, p. 201).

(6) Where reference is made in this Federal Act to Directive 2004 /39/EC, unless otherwise provided, Directive 2004 /39/EC on markets in financial instruments, amending Directives 85 /611/EEC and 93 /6/EEC, and Directive 2000 /12/EC and repealing Directive 93 /22/EEC (OJ L 145, 30.4.2000, p. No. 1), as amended by Directive 2007 /44/EC amending Directive 92 /49/EEC and Directives 2002 /83/EC, 2004 /39/EC, 2005 /68/EC and 2006 /48/EC as regards procedural rules and evaluation criteria for the Prudential assessment of acquisitions and increase of shareholdings in the financial sector (OJ C 327, 30.4.2004 No. OJ L 247 of 21.09. 2007, p. 1). "

27. § 107 the following paragraph 61 is added:

" (61) The amendments to the table of contents, § 2 Z 3, § 2 Z 59 and Z 59a, § 20 including title, § 20a including title, § 20b including title, § 21 para. 1 Z 2, § 21 paragraph 4 Z 3, § 22b para. 2 Z 2 lit. c, § 23 para. 14 Z 7, § 40c, § 61 paragraph 2, § 63a para. 4, § 73 (1) and (2), § 76 (4), § 78 (9) (3), § 93b, § 98 (2) (3), § 98 (2) (2) (4), § 99 (4) and (5), § 103h, § 105 (3), (5) and (6) and § 108 (4) (4), as amended by the Federal Law BGBl (Bundesgesetz BGBl). I n ° 22/2009 will enter into force on 1 April 2009. '

28. In § 108 Z 4 the reference to "§ 20 (6) Z 3" by reference to "§ 20 (4) Z 3" replaced.

Article 3

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. No 107/2007, is hereby amended as follows:

1. In the table of contents, after the entry " § 11. Shareholders or other shareholders with qualifying holdings " the following entries are inserted:

" § 11a. Procedure for assessment

§ 11b. Criteria for assessment "

2. § 1 Z 22 reads:

" 22.

Qualified participation: a qualifying holding within the meaning of § 2 Z 3 of the Federal Elections Act; in the determination of the voting rights, § 91 (1a) to (2a) is to be applied in conjunction with sections 92 and 92a (2) and (3) of the Austrian Stock Exchange Act 1989, whereby in the case of § § 11 bis 11b of this Federal Law Voting rights or shares of capital, the investment firms or credit institutions as a result of a takeover of the issue of financial instruments or placement of financial instruments with a firm takeover obligation in the sense of the Z 2 lit. f do not have to be taken into account, provided that these rights are not exercised or otherwise used to intervene in the management of the issuer, and shall be sold within one year of the date of acquisition. "

3. In § 3 para. 6 Z 2 the reference " 2 Z 3 " by reference " 2 Z 2 " replaced.

4. § 11 together with the headline is:

" Shareholders or other shareholders with qualifying holdings

§ 11. (1) The FMA shall not grant investment firms and investment services undertakings the concession to provide investment services or to perform investment activities until it has the names of the natural or legal entities Persons who, as shareholders or other shareholders, directly or indirectly hold qualifying holdings, as well as the level of the respective participations, were indicated.

(2) Anyone who has decided to acquire, directly or indirectly, a qualifying holding in an investment firm or an investment service undertaking, or to directly or indirectly increase such a qualifying holding, (interested acquirer), with the result that his share of the voting rights or capital would reach or exceed the limits of 20 vH, 30 vH or 50 vH or be the investment firm or the investment service undertaking subsidiary, the FMA has done so in writing, specifying the size of the the planned participation together with the information in accordance with § 11b para. 3. The obligation to notify shall also apply to persons acting in concert who, taken together, would acquire or achieve a qualifying holding. The display can be made individually by all, several or each of the persons acting in common.

(3) The obligation to notify pursuant to paragraph 2 shall apply in the same way to the task of the direct or indirect qualified participation or the underwriting of the limits referred to in paragraph 2 for holdings in an investment firm, or an investment service undertaking.

(4) shall have investment firms and investment service undertakings

1.

inform the FMA without delay if it is aware of an acquisition or assignment of holdings in its capital, on the basis of which such holdings fall above or below one of the thresholds referred to in paragraph 2 above;

2.

inform the FMA at least once a year of the names of the shareholders or other members who hold qualifying holdings and the amounts of the holdings concerned, which shall, for example, be made from the communications on the occasion of the The annual general meeting of the shareholders and members or the mandatory declarations of the companies whose transferable securities are admitted to trading on a regulated market shall be produced.

(5) In the event that the influence of the persons referred to in paragraph 1 is likely to endanger the prudent and sound management of the investment firm or the investment service undertaking, the FMA shall take the necessary measures to ensure that State to end. Such measures shall be in particular:

1.

requests for injunctions;

2.

Supervisory measures in accordance with § 92;

3.

the application, in the case of the Court of Justice responsible for the seat of the investment firms or of the investment service undertaking and competent in the exercise of jurisdiction in commercial matters of the first instance, on the order of the glory of the voting rights for those shares or other shares held by the shareholders or other shareholders concerned;

a)

for the duration of this risk, the end of which shall be established by the Court of Justice, or

b)

until the purchase of these shares or other shares by third parties after failure to comply with Article 11a (2); the Court of Justice shall decide in proceedings in addition to disputes.

(6) The FMA has to take similar measures with regard to persons who fail to comply with their obligation to provide prior information to the FMA on the acquisition or increase of a qualifying holding. Without prejudice to the penalties to be imposed, if a holding is acquired in spite of the opposition of the FMA, the voting rights shall apply to those shares or other shares held by the shareholders or other members concerned. rest

1.

until the FMA has been established that the acquisition of the holding pursuant to Section 11a (2) would not have been prohibited, or

2.

until the FMA's determination that the reason for the subsatiment was no longer made.

(7) If a Court of Justice has the right to vote in accordance with paragraph 5 (3) (3), the Court shall at the same time appoint a trustee to comply with the requirements of Section 5 (1) (3) of the Federal Elections Act and to delegate the exercise of the voting rights. In the case referred to in paragraph 6, the FMA shall appoint a trustee in the case of the Court of Justice in charge of the registered office of the investment firm or the investment services undertaking and competent in the exercise of jurisdiction in the case of the first instance. request immediately if it becomes known that the voting rights are resting. The trustee shall be entitled to the replacement of his/her outlays and to remuneration for his activities, the amount of which shall be determined by the court. The investment firm or the investment service undertaking and the shareholders and other shareholders in question shall be liable for the undivided hand. The recourse is open to decisions, which determines the amount of the remuneration of the trustee and of the expenses to be replaced. The decision of the Oberlandesgericht (Oberlandesgericht) does not take place in another legal suit. "

5. In accordance with § 11, the following § 11a including the heading is inserted:

" Procedure for assessment

§ 11a. (1) The FMA shall immediately, at the latest within two working days after receipt of the complete advertisement within the meaning of Section 11 (2) and the possible subsequent receipt of the information referred to in paragraph 3, have the interested acquirer. to confirm their receipt and to inform the interested acquirer of the date of the end of the assessment period. If the FMA indicates to the interested acquirer of any documents or information which are manifestly missing on the display, § 13 para. 3 last sentence AVG shall not apply.

(2) Within a maximum of 60 working days from the date of the written confirmation of receipt of the notification and all documents to be provided in accordance with Section 11b (3), the FMA shall prohibit the intended acquisition in writing if it has been examined after the examination. the assessment criteria in accordance with § 11b are reasonable grounds for doing so or the information provided by the interested acquirer is incomplete. The notice of submission shall be sent within two working days of the decision of the FMA on the submission of the plea. If the acquisition is not prohibited in writing by the FMA within the assessment period, it shall be deemed to have been approved. If the participation is not prohibited, the FMA may prescribe an appointment by which the intended acquisition referred to in § 11 (2) must be completed. This period may be extended if necessary. At the request of the interested acquirer, the FMA shall also issue a communication in the event of non-subsatiation. In the explanatory statement, the FMA has to note any observations or reservations of the authority responsible for the interested acquirer in writing or in the form of a notice. The communication may be accompanied by conditions and conditions in order to ensure compliance with the criteria in accordance with § 11b. The FMA may be subject to compliance with the requirements of § 22c Z 3 lit. a to c FMABG make public the communication together with the statement of reasons at the request of the interested acquirer.

(3) The FMA may, if necessary, be up to 50. Working day of the assessment period (para. 2) request in writing further information necessary for the conclusion of the assessment. In this case, the additional information required must be provided. The request for information shall inhibit the continuation of the assessment period for the duration from the date of the request for information to the receipt of the reply of the interested acquirer, but not more than 20 working days. The FMA may request further clarifications or additions to the information, but this does not lead to an inhibition of the assessment period.

(4) The FMA may extend the interruption period from 20 working days to a maximum of 30 working days if the interested acquirer

1.

is established outside the EEA or is supervised outside the EEA, or

2.

is not subject to supervision in accordance with Directives 2006 /48/EC, 85 /611/EEC, 92 /49/EEC, 2002 /83/EC, 2004 /39/EC or 2005 /68/EC.

(5) The FMA shall cooperate closely with the competent authorities of another Member State or other sector in the assessment of an intended acquisition or increase of a shareholding in accordance with § § 11 to 11b and shall immediately exchange the information which is essential or relevant to the assessment, if the interested acquirer

1.

a credit institution, a life, damage, reinsurance undertaking, an investment firm or an administrative company within the meaning of Article 1a (2) of Directive 85 /611/EEC, which is, or is, in another Member State or in another the industry other than the one in which the acquisition is intended to be authorised;

2.

a parent undertaking of a credit institution, a life, damage, reinsurance undertaking, an investment firm or an administrative company within the meaning of Article 1a (2) of Directive 85 /611/EEC, the parent undertaking or the parent undertaking in another the Member State or in a sector other than the one in which the acquisition is intended to be authorised;

3.

a credit institution, a life, injury, reinsurance undertaking, an investment firm, or a management company within the meaning of Article 1a (2) of Directive 85 /611/EEC, which controls, or which, in another Member State or in a Member State, controls is approved by a sector other than that in which the acquisition is intended or is intended to be acquired.

(6) In the case of a procedure as referred to in paragraph 5, the FMA shall, on request, notify all the information and shall inform the competent authorities of all essential information, including in particular the assessment of the acquisition and the use of any To inform the participation of the acquisition. In particular, the FMA has to obtain opinions from the competent authorities on the criteria in accordance with Section 11b (1) (1) (1) to (5). "

6. In accordance with § 11a, the following section 11b and title shall be inserted:

" Criteria for assessment

§ 11b. (1) In assessing the notification in accordance with Article 11 (2), the FMA has, in the interests of sound and prudent management of the investment firm or the investment service undertaking in which the acquisition is intended, and under Taking into account the likely influence of the interested acquirer on the investment firm or the investment service undertaking, the suitability of the acquirer and the financial soundness of the intended acquisition in the To examine all the following criteria:

1.

The reliability of the interested acquirer;

2.

the reliability and experience of any person who will manage the transactions of the investment firm or of the investment service undertaking as a result of the intended acquisition;

3.

the financial soundness of the acquirer concerned, in particular as regards the nature of the actual and planned operations of the investment firm or the investment service undertaking in which the acquisition is intended;

4.

whether the investment firm or the investment service undertaking will remain in a position to comply with the prudential requirements under Directives 2002 /87/EC, 2006 /48/EC and 2006 /49/EC and, in particular, whether the group to which it or she is responsible is responsible for the it has a structure enabling it to exercise effective supervision, to exchange information effectively between the competent authorities and to share the responsibilities between the competent authorities and the competent authorities. competent authorities (Article 5 (1) (4) and (4a) of the BWG);

5.

whether there is sufficient suspicion that money laundering or terrorist financing within the meaning of Article 1 of Directive 2005 /60/EC has been carried out in the context of the proposed acquisition, or whether such offences have been attempted or whether the intended acquisition could increase the risk of such behaviour.

(2) In the assessment of the intended acquisition, the economic needs of the market shall not be put to an end.

(3) The FMA, in accordance with Article 10b (4) of Directive 2004 /39/EC, as amended by Directive 2007 /44/EC, has to establish a list of information in this area, taking into account European practice, that are to be presented to the FMA. This information shall be appropriate and necessary for the prudential assessment of the performance of the criteria referred to in paragraph 1 (1) (1) (1) to (5). The extent of the information to be provided shall be proportionate and adapted to the nature of the acquirer concerned and the nature of the proposed acquisition. The scope and nature of the shareholding and the size and business units of the interested acquirer and the investment firm or the investment service undertaking in which the acquisition is intended shall be taken into consideration. In the regulation, the FMA also has to regulate the nature and form of the transmission of information in order to enable a rapid and precise identification of the content of the application.

(4) Where the FMA is notified of two or more projects relating to the acquisition or increase of qualifying holdings in one and the same investment firm or to the same investment service undertaking, the FMA shall have all interested acquirers in a non-discriminatory manner. "

7. In § 41 (3) the word order shall be added in the final part "that of Directive 2006 /73/EC" through the phrase "Directive 2006 /73/EC" replaced.

8. In § 42 (2), the reference " § 40 para. 1 Z 3 lit. a and b " by reference "§ 40 (1) Z 3" replaced.

9. In § 91 (2) (3), after the word "Grant" the phrase " and in order to cooperate and exchange information according to paragraphs 5, 6 and 4. Section to be ensured " inserted.

10. In § 91 (4) Z 11, after the word "according to" the sales names " 3 and 7 " and after "§ 48q para. 1 BörseG" a dash and the phrase "§ 86 (6) BörseG, § 8a sec. 2 KMG" inserted.

11. In § 91 (4) (12) (12), the "§ 86 (8) and 9 BörseG" the phrase "or in the way of § 21 FMABG" inserted.

12. § 91 (5) reads:

" (5) The transmission of data as referred to in paragraph 4 shall be admissible within the framework of mutual assistance as well as to the authorities of Member States responsible for securities supervision, insofar as this is necessary for the performance of tasks which are the tasks of the FMA under this Federal Law, the The Stock Exchange Act 1989, of Regulation (EC) No 1287/2006 or of Commission Regulation (EC) No 2273/2003, is required, or for other statutory tasks in the context of the supervision of the financial market of the requesting persons for the competent authority shall be required, and where a reasoned request and the forwarded data shall be subject to the obligation of professional secrecy pursuant to Article 54 of Directive 2004 /39/EC in the case of such authorities. "

13. In § 91 (6), the sales designation shall be " 3 " by the sales designation " 5 " replaced.

14. The following sentences are added to Article 91 (7):

" FMA may, for the purposes of cooperation and exchange of information in accordance with paragraphs 5 and 6, insofar as this is for the performance of tasks which are the tasks of the FMA under this Federal Act, the Stock Exchange Act 1989, the KMG, the Regulation (EC) No. 1287/2006 or Regulation (EC) No 2273/2003, or in respect of the exercise of other statutory tasks under the supervision of a financial market of a person seeking securities supervision and the applicant authority shall have a similar request for cooperation and The exchange of information would also be exercised by its powers exclusively for the purposes of such cooperation, even if the conduct which is the subject of the investigation does not infringe any one in Austria. shall be in force. The FMA may, for the purposes of such cooperation, also make use of all its powers under paragraph 3 (1), (2), (2) and (4) vis-à-vis natural and legal persons who do not or in their country of origin for the purpose of providing investment services or activities within the meaning of Directive 2004 /39/EC. "

15. § 103 Z 9 is added to the following Z 10:

" 10.

(to § 11 para. 2):

§ § 11 bis 11b in the version of the Federal Law BGBl. I n ° 22/2009 are to be applied for the first time to participation advertisements in accordance with § 11, which will be sent to the FMA on 1 April 2009 pursuant to § 11 paragraph 2 of this Federal Act. "

16. In § 104 (2) (1), the word order shall be " as amended by Directive 2006 /31/EC of the European Parliament and of the Council amending Directive 2004 /39/EC on markets in financial instruments with regard to certain time limits (OJ L 327, 30.12.2006, p. No. OJ L 114, 27.04.2006, p. 60) through the phrase " as amended by Directive 2007 /44/EC amending Directive 92 /49/EEC and Directives 2002 /83/EC, 2004 /39/EC, 2005 /68/EC and 2006 /48/EC as regards procedural rules and evaluation criteria for the prudential assessment of the Acquisition and increase of shareholdings in the financial sector (OJ C 327, 30.4.2004 No. (OJ L 247, 21.09.2007, p. 1) replaced.

17. § 104 (3) reads:

" (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. "

Section 108 is added to the following paragraph 3:

" (3) The amendments to the table of contents, § 1 Z 22, § 3 para. 6 Z 2, § 11, § 11a, § 11b, § 41 para. 3, § 42 para. 2, § 91 para. 2 Z 3, para. 4 Z 11 and 12, para. 5, para. 6 and 7, § 103 Z 10 and § 104 paragraph 2 Z 1 and para. 3 in the version of the Federal Act BGBl. I n ° 22/2009 will enter into force on 1 April 2009. '

Article 4

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 n ° 136/2008, shall be amended as follows:

1. In Section 14 (1) (4) of the Statute, the first sentence of the first sentence shall be: "§ 48" through the paragraph "§ § 48, 48b and 48c" replaced and in the second sentence the word "Administrative Penalty" by the word "Punishment" replaced.

2. § 15 para. 1 Z 6 reads:

" 6.

Companies that are trading on their own or foreign invoice with derivative contracts in accordance with § 1 Z 6 lit. e to g and j WAG 2007 are entitled, even if their entitlement is not based on the BWG. "

3. In § 26 (3) the word group shall be published in the third sentence "Options and financial futurist trade" by the word "Trade" , and in the fourth sentence after the word group "The same is true" the word group "to the extent that settlement agencies are required to trade an MTF operated by a stock exchange company, as well as" inserted.

4. § 48a (1) (1) (1) lit. b last sentence is:

" In relation to commodity derivatives that are not financial instruments according to WAG 2007, the responsibilities assigned to FMA under this federal law are exercised by the Federal Ministry of Economics and Labour, but § § 48i to 48p are not "

5. § 81a (1) Z 3 reads:

" 3.

"Shares" means shares and certificates representing the shares, to the extent that such shares provide for the exercise of voting rights. "

6. In § 82 (9), the word group is deleted in the first sentence. "which are admitted to official trading or to regulated free circulation," and it in the first sentence and in the previous fourth sentence after the word "Shares" the word group "and certificates" inserted.

7. In Article 82 (9), the following sentence shall be inserted between the second sentence and the third sentence:

" The publication obligations regarding the granting of share options, repurchase programs and the sale of treasury shares shall also apply to issuers who are not subject to the AktG, but for which Austria's home Member State according to § 81a Paragraph 1 Z 7. "

8. § 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 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 reached, exceeds or falls below. "

9. The heading to § 95 is:

"Derivative Contracts"

10. § 95 (1) reads:

" (1) If a member of the stock exchange has submitted an application for the admission of derivative contracts in accordance with § 1 Z 6 lit. d to j WAG 2007 to the stock exchange trading, § 72 shall apply mutatily. "

Section 102 (27) is added to the following paragraph 28:

" (28) § 14 para. 1 Z 4, § 15 para. 1 Z 6, § 26 para. 3, § 48a para. 1 Z 1 lit. b Last sentence, § 81a (1) Z 3, § 82 (9), section 91 (1), the title of § 95 and § 95 paragraph 1 in the version of the Federal Law BGBl. I n ° 22/2009 will enter into force on 1 April 2009. '

Article 5

Amendment of the Sparkassengesetz

The Sparkassengesetz-SpG, BGBl. No 64/1979, as last amended by the Federal Law BGBl. I n ° 108/2007, is amended as follows:

1. § 13 para. 2 Z 5 reads:

" 5.

in the case of parish parking lots with several liability communities, the number of members of the Savings Bank Council, which is the subject of the individual liability congregation; "

2. § 42 the following paragraph 9 is added:

" (9) § 13 para. 2 Z 5 in the version of the Federal Law BGBl. I n ° 22/2009 will enter into force on 1 April 2009. '

Article 6

Repeal of the Austrian Stock Exchange Act 1993 and the Austrian Stock Exchange Act

The Federal Act on the Reregulation of Contribution to the Vienna Stock Exchange Fund-Börsefondsgesetz 1993, BGBl. No. 529/1993 Art. II, as well as the Federal Act on the transfer of the Vienna Stock Exchange Fund and the Vienna Stock Exchange into a limited liability company-Börsefondsüberleitung G, BGBl. I No 11/1998 Art. II, are repealed.

Article 7

Amendment of the Federal Finance Act

The Federal Finance Act, BGBl. No. 763/1992, as last amended by the Federal Law BGBl. I n ° 24/2007 and by the Federal Constitutional Law BGBl. I n ° 2/2008, shall be amended as follows:

1. § 1 (3) reads:

"(3) The provisions of the Banking Act, of the Securities and Markets Act 2007 and of the Industrial Code shall not apply to the activities of the ÖBFA."

2. § 11 is added to the following paragraph 7:

" (7) § 1 para. 3 in the version of the Federal Law BGBl. I n ° 22/2009 will enter into force on 1 April 2009. '

Article 8

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 n ° 136/2008, shall be amended as follows:

1. In Article 21 (2), after the word "Takeover Commission" A dash followed by the word group "E-Control GmbH, the Federal Competition Authority" inserted.

2. § 28 is added to the following paragraph 15:

" (15) § 21 (2) in the version of the Federal Law BGBl. I n ° 22/2009 will enter into force on 1 April 2009. '

Article 9

Amendment of the Insurance Supervision Act

The Insurance Supervision Act-VAG, BGBl. No 569/1978, as last amended by the Federal Law BGBl. I n ° 138/2008, shall be amended as follows:

1. § 11b (1) to (3) are:

" (1) persons (interested acquirers) who are alone or together with other persons

a)

acquire, directly or indirectly, a holding in a domestic insurance undertaking which has the effect of holding at least 10 vH of the share capital or of the voting rights, or in any other way, having a significant influence on the management, or

b)

already have such participation, and increase their share directly or indirectly in such a way that they reach or exceed the limit of 20 vH, 30 vH or 50 vH of the share capital or of the voting rights, or increase in a manner such as: that the insurance undertaking will become its subsidiary in the sense of Section 244 of the UGB,

To notify the FMA in writing, specifying the amount of such participation and the information in accordance with § 11d (3). The display can be made individually by all, several or each of the persons acting in common. Article 91 (1a) to (2a) shall apply to the determination of the voting rights in conjunction with Articles 92 and 92a (2) and (3) of the Austrian Stock Exchange Act, whereby voting rights or shares of capital employed by investment firms or credit institutions as a result of the acquisition of the emission of Financial instruments or placement of financial instruments with a firm takeover obligation within the meaning of § 1 Z 2 lit. f Securities and Markets Act 2007-WAG 2007, BGBl. I No 60/2007 (WAG 2007), provided that these rights are not exercised or otherwise used to intervene in the management of the issuer, and shall be made within one year after the date of the Purchase sold.

(2) The FMA has an acquisition of shares as indicated in paragraph 1, subject to § 11c (2) and (3) within an assessment period of 60 working days from the date of the written confirmation of receipt of the advertisement in accordance with § 11c (1) and to prohibit the information to be provided in accordance with Section 11d (3) if, after examination of the criteria in accordance with § 11d (1), there are reasonable grounds for doing so or if the information provided by the interested acquirer is incomplete. If the acquisition is not prohibited in writing by the FMA within the assessment period, it shall be deemed to have been approved. If the acquisition is not prohibited, the FMA may set a time limit within which the acquisition must take place. This period may be extended if necessary.

(3) The shareholder shall notify the FMA in writing, indicating the scope of the participation, if any participation referred to in paragraph 1 is to be abandoned or reduced in such a way that the share of 20 vH, 30 vH or 50 vH of the shareholeser the insurance company is no longer a subsidiary within the meaning of § 244 of the German Commercial Code (UGB). "

2. According to § 11b, the following § § 11c and 11d together with the headings are inserted:

" Procedure for the evaluation of the acquisition

§ 11c. (1) The FMA shall immediately, in any event within two working days after receipt of the complete notification in accordance with Section 11b (1) and any subsequent receipt of the information referred to in paragraph 2, inform the interested acquirer in writing of its receipt. shall, at the same time, confirm the date of the expiry of the assessment period. If the FMA indicates to the interested acquirer of any documents or information which are manifestly missing on the display, § 13 para. 3 last sentence AVG shall not apply.

(2) The FMA may be up to 50 years. Ask for further information in writing on the working day of the assessment period, insofar as this is necessary for the assessment. The assessment period referred to in Article 11b (2) shall be inhibited from the date of this requirement until the receipt of the reply of the interested acquirer, but highest for 20 working days.

(3) The FMA may extend this period from 20 working days to 30 working days, if the interested acquirer

1.

has its head office outside the EEA or is supervised outside the EEA; or

2.

non-supervision in accordance with Directives 85 /611/EEC (OJ L 175, 5.7.1985, p. No. OJ L 375 of 31 December 1985), 92 /49/EEC, 2004 /39/EC (OJ L 375, 31.12.1985, p. No. L 145 of 30 April 2004), 2005 /68/EC or 2006 /48/EC (OJ L 145, 30.4.2004, p. No. OJ L 177, 30.6.2006).

(4) The request for further additions or clarifications on this information does not lead to any further inhibition of the assessment period.

(5) The decision to discontinue the intended acquisition is to be sent within two working days of the decision by the FMA. At the request of the interested acquirer, the FMA shall also issue a communication in the event of non-subsatiation. In the event that the acquirer concerned is a regulated financial undertaking in accordance with paragraph 6, the FMA shall, in the explanatory statement of the decision, have all the comments or reservations on the part of the competent authority responsible for the interested acquirer. -note. The communication may be accompanied by conditions and conditions in order to ensure compliance with the criteria in accordance with § 11d. The FMA may be subject to compliance with the requirements of § 22c Z 3 lit. a to c Financial Market Supervisory Authorities Act, BGBl. No 97/2001 (FMABG), the communication and the explanatory statement shall be made public at the request of the interested acquirer.

(6) The FMA shall cooperate closely with the competent authorities of the other Member States in the assessment of an intended acquisition or increase of a shareholding in accordance with Section 11b (1) and shall immediately exchange the information provided for: the assessment is essential or relevant if the interested acquirer

1.

a credit institution, a life, damage or reinsurance undertaking, an investment firm or an administrative company within the meaning of Article 1a (2) of Directive 85 /611/EEC (UCITS management company),

2.

is a parent undertaking of a credit institution, a life, damage or reinsurance undertaking, an investment firm or a UCITS management company,

3.

a credit institution, a life, damage or reinsurance undertaking, an investment firm or a UCITS management company,

which is authorised in a Member State other than the one in which the acquisition is intended, or by a competent authority for another sector.

(7) In the case of a procedure referred to in paragraph 6, the FMA shall, at the request of a competent authority, communicate all essential or relevant information to the competent authority and shall, on its own behalf, inform the competent authorities of all essential information, including in particular: inform the assessment of the acquisition and of any ominy of the acquisition. In particular, the FMA has to request the opinion of the competent authorities on the criteria in accordance with Section 11d (1) (1), (2) and (5).

Criteria for the assessment of the acquisition

§ 11d. (1) The FMA has, in the interests of sound and prudent management of the insurance undertaking in which the acquisition is intended, in the assessment of the notification and the information in accordance with Section 11b (1), taking into account the the probable influence of the acquirer on the insurance undertaking on the suitability of the acquirer concerned and the financial soundness of the intended acquisition with regard to all the following criteria:

1.

the reliability of the acquirer;

2.

the reliability and experience of any person who will manage the business of the insurance undertaking as a result of the intended acquisition in accordance with Article 4 (6) (1) and (1a;

3.

the financial soundness of the acquirer concerned, in particular as regards the nature of the actual and planned operations of the insurance undertaking in which the acquisition is intended;

4.

whether the insurance undertaking will remain in a position to comply with the prudential requirements under Directives 92 /49/EEC, 98 /78/EC, 2002 /83/EC, 2002 /87/EC and 2005 /68/EC and, in particular, whether the group to which the group is responsible Insurance undertakings shall have a structure enabling effective supervision, effective exchange of information between the competent supervisory authorities and the division of the determine responsibilities between competent supervisory authorities (Article 4 (6) (6) (6));

5.

whether there is sufficient suspicion that money laundering or terrorist financing within the meaning of Article 1 of Directive 2005 /60/EC has been carried out in connection with the proposed acquisition, or whether such offences have been attempted or have been attempted; whether the intended acquisition could increase the risk of such behaviour.

(2) In the assessment of the intended acquisition, the economic needs of the market shall not be put to an end.

(3) The FMA has, by means of a regulation, to set out a list of the information to be provided in accordance with Article 11b (1), taking account of European practices in this area. The information must be appropriate and necessary for the prudential assessment of the performance of the criteria referred to in paragraph 1 (1) (1) (1) to (5). The extent of the information to be provided shall be proportionate and adapted to the nature of the acquirer concerned and the nature of the proposed acquisition. The scope and nature of the shareholding and the size and business areas of the interested acquirer and of the insurance undertaking in which the acquisition is intended shall be taken into account. In the regulation, the FMA also has to regulate the nature and form of the transmission of information in order to enable a rapid and precise identification of the content of the application.

(4) Where the FMA is notified to one and the same insurance undertaking two or more projects relating to the acquisition or increase of shareholdings in accordance with Section 11b (1), the FMA shall have all interested acquirers in a non-discriminatory manner and how to treat it. "

3. § 18 para. 1 second sentence reads:

" In the fund-linked, in the index-linked and in the capital investment-oriented life insurance as well as in the premium-favored future provision according to § § 108g to 108i of the Income Tax Act 1988, BGBl. No. 400 (EStG 1988), the principles of the capital investment are also part of the actuarial basis. "

4. § 18b (1) Z 8 to 10 are:

" 8.

the nature of the capital investment, the agreed investment strategy and the conditions for a change in the investment strategy in the capital investment-oriented life insurance policy,

9.

the tax rules applicable to insurance, and it must be made clear that the tax treatment in question depends on the personal circumstances of the client and may be subject to changes in the future,

10.

existing security systems and their access possibilities. "

5. § 18b (2) (1) and (2) are:

" 1.

concerning changes in the information referred to in paragraphs 1 to 6 and 8, in the fund-linked life assurance, furthermore, a substantial change in the classification of the risk of a capital investment fund by the insurance undertaking,

2.

Yearly on the level of an acquired profit-sharing in connection with the information in accordance with § 81n para. 2 Z 20, in the fund-linked life insurance on the value of the fund parts allocated to the policyholder, in the index-bound Life assurance on the value development of the insurance contract's reference value as well as in the capital investment-oriented life assurance on the state of the allocated profit sharing and on the composition of the capital investments. "

6. In § 18b the following paragraph 4 is added:

" (4) Any information that insurance undertakings have or disseminate to policyholders that they are likely to be aware of, must be both honest and unambiguous and should not be misleading. Furthermore, in all such information, the name of a supervisory authority may not be mentioned in a manner which indicates or suggests that the products or services of the insurance undertaking are authorised by that supervisory authority. "

Section 18f (2) reads as follows:

"(2) In-company collective insurance may not be operated as a fund-linked, index-linked or capital-based life insurance."

8. The following paragraphs 3 to 6 are added to § 18f:

" (3) Company collective insurance may also be concluded for:

1.

employers who have entered into an occupational collective insurance scheme for their employees;

2.

persons who are entitled to a future benefit in accordance with the insurance contract on the basis of § 1 (2) BPG as a result of the employer's premiums and, if applicable, their own premiums;

3.

Members of the representative bodies of legal persons of private law who derive from this activity other income other than those of non-self-employed activity in accordance with Article 25 of the EStG 1988 if the employer for his employees has an operational collective insurance has been completed;

4.

Persons who, on the basis of an existing employment relationship or as members of representative bodies of legal persons of private law, derive from this activity income from non-self-employed work pursuant to Article 25 of the EStG 1988, provided that in the course of the termination of the employment or service relationship will transfer a direct benefit commitment in accordance with § 18i into a company collective insurance.

(4) For the persons referred to in paragraph 3 (3) (1) and (3), an occupational collective insurance may only be concluded if the design of the insurance contract has taken into account the provisions of Section 18 (2) of the BPG and the rights and obligations of these persons. persons in their entirety correspond to those of persons referred to in paragraph 1 (1) (1), and in any case,

1.

all insured persons in the VAG and BPG shall be subject to the same time limits for all insured persons; and

2.

No differentiation by reference date for inclusion in the company collective insurance or the exclusion from the company collective insurance may exist.

(5) Insofar as persons referred to in paragraph 3 (1) and (3) are involved,

1.

the insurance contract shall also contain the following provisions:

a)

the amount of the basis of assessment of the contribution for persons under subsection 3 (1) and (3), where the basis of assessment is the maximum of the double annual ASVG maximum contribution basis and 150 vH of the basis of assessment of the best-performing worker may not exceed;

b)

the retirement age, which shall be in accordance with the retirement age fixed in the insurance contract for the employees;

c)

the conditions for the granting of an invalidity pension, whereby a benefit may be provided only if a legally binding decision by a statutory pension insurance institution or an occupational pension scheme is provided is available for the recognition of an occupational disability;

2.

the following provisions shall be applied in addition:

a)

§ 6a (4) of the BPG with regard to additional own premiums;

b)

§ 6b BPG with regard to the restrictions on the availability and the executive orders of non-subservient charges pursuant to § 6c BPG;

c)

§ 6c BPG with regard to the intangibility of contribution performance; the termination of the function within the meaning of paragraph 3 Z 1 or 3 is equivalent to an end of the service relationship;

d)

§ 6d BPG with regard to the adjustment, discontinuation or restriction of premium performance.

(6) For the persons referred to in paragraph 3 Z 4, the insurance contract shall, on the basis of an individual agreement to be concluded between these persons and the employer, in particular the level of the cover requirement in accordance with § 18i and the to contain the right to power. "

9. In accordance with § 20 (2) Z 4 the following Z 4a shall be inserted:

" 4a.

in the case of capital-based life assurance, where the policyholder has at least one entitlement to the prepaid premiums guaranteed by the insurance undertaking, "

(10) § 75 is amended as follows:

a)

Paragraph 2 Z 7 is deleted.

b)

The second sentence of paragraph 3 is deleted.

11. The title before § 79 reads:

"Fund-linked, index-based and capital-based life insurance"

12. In accordance with § 79 (2), the following paragraph 2a is inserted:

"(2a) In the capital investment-oriented life insurance, the cover shall be covered by the assets corresponding to the agreed investment strategy."

Section 79 (3) reads as follows:

" (3) The FMA shall, in so far as this is necessary, lay down detailed rules for covering the technical provisions in the fund-linked, index-linked and capital-based life insurance schemes. in order to take account of the principles and standards laid down in Article 25 of Directive 2002/83/EC or otherwise to ensure the permanent fulfilment of the obligations arising from the insurance contracts. "

14. § 81o (4) reads:

" (4) In the case of the breakdown by business unit in life assurance, the appendix contains the calculated premiums for individual insurance, for group insurance, for contracts with one-off premiums, for contracts with current premiums, for contracts with Profit participation, for non-profit-sharing contracts, for contracts of life insurance tied to the fund, for contracts of index-linked life insurance and for contracts of capital investment-oriented life insurance as well as for the indirect Specify the store. "

15. In Section 82b (1), the word order shall be "no exclusion ground pursuant to § § 271 or 271a HGB" through the phrase "no partiality or exclusivity according to § § 271, 271a or 271b UGB" replaced.

16. In Section 82b (4), the phrase "was a senior employee or auditor of the company, or undertook the endorsement" through the phrase "senior employee (§ 80 of the German Stock Corporation Act) or statutory auditor of the insurance undertaking has been or has been subject to the confirmation notice or is not independent and uncaught for other reasons". According to the third sentence, the sentences " The Audit Committee shall hold at least two meetings in the financial year. The auditor shall be responsible for the meetings of the Audit Committee, which shall deal with the preparation of the conclusion of the annual financial statements (consolidated financial statements) and its examination, and shall report on the audit. " inserted.

17. In Section 82b (4) (1), the word order shall be "accounting" through the phrase "the accounting process" replaced.

18. In § 82b (4) Z 2, after the phrase "internal control system" a dash and the phrase "where appropriate, the internal audit system, and the company's risk management system" inserted.

19. In § 82b (4) (4) and (Z) 7, after the phrase "the auditor" the parenthesis expression "(group auditor)" inserted.

20. In § 107b (1) and (2) and in § 108 the word order shall be "10 000 euro" through the phrase "30 000 euro" replaced.

21. The following paragraph 23 is added to § 119i:

" (23) § 11b para. 1 to 3, the title before § 11c and § 11c, the title before § 11d and § 11d, § 18 paragraph 1, § 18b para. 1, 2 and 4, § 18f para. 2 to 6, § 20 para. 2, § 75 para. 2 and 3, the headline before § 79, § 79 para. 2a and 3, § 81o para. 4, § 82b, § 107b (1) to (2) and § 108 in the version of the Federal Law BGBl. I n ° 22/2009 will enter into force on 1 April 2009. § 11b (1) to (3), § 11c and § 11d in the version of the Federal Law BGBl. I n ° 22/2009 shall be applied for the first time on indications in accordance with Section 11b (1) and (3), which were received by the FMA on 1 April 2009. Regulations pursuant to Section 11d (3) of this Federal Law, as amended by the Federal Law BGBl. I n ° 22/2009 may already be adopted from the date of its presentation, but shall not enter into force before 1 April 2009. '

Article 10

Amendment of the Law on the Law of the State

The Law on Operations, BGBl. No 282/1990, as last amended by the Federal Law BGBl. I n ° 82/2008, shall be amended as follows:

1. § 1 (2) reads:

" (2) This federal law shall also apply to the undertakings referred to in Section 2 or 2a to the members of the representative bodies of legal persons of private law, provided that:

1.

they derive from this activity income from non-self-employed labour (§ 25 EStG 1988) and

2.

the employer is the institution of an occupational pension fund or has joined in favour of its employees in an external pension fund or has concluded an occupational collective insurance scheme for its employees. "

2. The following Z 9 shall be added to Article VI (1):

" 9.

Section 1 (2) in the version of the Federal Law BGBl. I n ° 22/2009 will enter into force on 1 April 2009. '

Article 11

Amendment of the Financial Conglomerate Act

The Financial Conglomerates Act-FKG, BGBl. I n ° 70/2004, as last amended by the Federal Law BGBl. I n ° 141/2006, is amended as follows:

1. In § 9 (3) and § 10 (3), the word order shall be "Legally Required Own Resources" through the phrase "eligible own resources at the financial conglomerate level" replaced.

2. In Section 14 (3), the word order shall be deleted "within four weeks" .

3. In § 14 (5), after the word order "The FMA has" the phrase "the Meldefrist and" inserted.

4. In § 18, the following paragraph 4 is added:

" (4) § 9 para. 3, § 10 para. 3 and § 14 para. 3 and paragraph 5 in the version of the Federal Law BGBl. I n ° 22/2009 will enter into force on 1 April 2009. '

Fischer

Faymann