70. Federal Law, with which the Company Code, the Stock Corporation Act 1965, the GmbH Act, the SE Law, the Cooperative Act, the Cooperative revision Act, the Spission Act, the Aviation Act, the Banking Act and the Insurance Supervision Act (Company Law Change Act 2008-URÄG 2008)

The National Council has decided:

table of contents

Article I	-Amendment of the Company Code
Article II	-Amendment of the Stock Corporation Act 1965
Article III	-Amendment of the GmbH-Law
Article IV	-Amendment of the SE Act
Article V	-Amendment of the Cooperative Law
Article VI	-Amendment of the Cooperative Revision Act
Article VII	-Amendment of the Spission Act
Article VIII	-Amendment of the Aviation Act
Article IX	-Amendment of the Banking Act
Article X	-Amendment of the Insurance Supervision Act
Article XI	-Statement of implementation

Article I

Amendment of the Company Code

The Company Code, dRGBl. 219/1897, as last amended by the Federal Law of the Federal Republic of Germany (BGBl). N ° 72/2007, is hereby amended as follows:

(1) § 38 is amended as follows:

(a) In paragraph 3, in the second half-sentence, the word "that" by the word "whether" replaced.

(b) According to paragraph 5, the following paragraph 5a is inserted:

" (5a) Not as an acquisition of a company within the meaning of paragraph 1 shall be the continuation in the path of the lease, the corpse, the fruit sweetness, the right of use and the termination of these contracts. In these cases, too, however, a third party or a collateral buyer may make statements with regard to the new entreprenter in relation to a contractual relationship between the former entreptient, company-related and not the highest personal contract and its liabilities as long as it is not aware of the continuation of the undertaking in the course of the lease, the corpse, the fruit sweet, the right of use or the termination of such contracts. "

(2) § 221 is amended as follows:

(a) In paragraph 1, Z 1 and 2 are:

" 1.		4.84 million euro balance sheet total;
2.		EUR 9.68 million in sales revenue in the 12 months preceding the closing date; "

(b) In paragraph 2, Z 1 and 2 are:

" 1.		19.25 million euro balance sheet total;
2.		EUR 38.5 million in revenue in the twelve months preceding the closing date; "

3. Before § 222 the title of the second title is:

"General provisions on the annual accounts, the management report and the corporate governance report"

Section 222 (1) reads as follows:

" (1) In the first five months of the financial year for the previous financial year, the legal representatives of a capital company shall have an annual financial statements, a management report and, where appropriate (§ 243b), an extended annual financial statement. To draw up a corporate governance report and to submit to the members of the Supervisory Board. The annual financial statements, the management report and the corporate governance report shall be signed by all legal representatives. "

5. § 237 is amended as follows:

a) In the introduction rate of the Z 8, the turn "of importance" by the word "essential" replaced.

(b) After Z 8, the following Z 8a and 8b shall be inserted:

" 8a.		The nature, purpose and financial impact of the transactions not shown in the balance sheet and also not to be issued in accordance with Z 8 or § 199, provided that the risks and benefits arising from such transactions are essential and the disclosure of such transactions is essential. the risk and benefits of assessing the financial position of the company is necessary;
8b.		Business of the company with related undertakings and persons within the meaning of the international accounting standards adopted pursuant to Regulation (EC) No 1606/2002, including information on the value of such accounting standards, on the nature of the relationship with the close standing companies and persons, as well as further information on the transactions necessary for the assessment of the financial position of the company, provided that such transactions have been concluded substantially and in accordance with normal market conditions. Information on individual transactions can be summarised by business type, provided that no separate information is required for the assessment of the impact of these transactions on the financial situation of the company. Transactions between affiliated companies within the meaning of Article 228 (3) shall be excluded if the subsidiaries involved in the transactions are directly or indirectly owned by their parent undertaking; "

(c) At the end of Z 13, the point shall be replaced by a stroke, and the following Z 14 shall be added:

" 14.		the expenses incurred by the auditor for the financial year, broken down by expenditure for the audit of the annual accounts, for other audit services, for tax advisory services and for other benefits. This information may not be provided if the company is included in a consolidated financial statements and such information is included in the consolidated financial statements. "

Section 242 (1) reads as follows:

" (1) The information according to § 237 Z 9 can be maintained for small and medium-sized public limited companies (§ 221 (1) and (2)) as well as medium-sized companies with limited liability (§ 221 para. 2). The information according to § 237 Z 8a can be limited to the type and purpose of the companies mentioned in the aforementioned companies, those according to § 237 Z 8b in the case of medium-sized companies with limited liability (§ 221 para. 2) and those pursuant to § 237 Z 14 for small companies. Stock companies (§ 221 para. 1) are not allowed. In the case of small and medium-sized public limited companies (Article 221 (1) and (2)), the information provided for in Article 237 (8b) may be limited to those transactions directly or indirectly between the company and its principal shareholders or the company. and the members of the Board of Management or of the Supervisory Board. The principal shareholders shall be those who are directly or indirectly involved in the amount of at least 10 per hundred in the capital of the company. "

(7) § 243a is amended as follows:

(a) The previous text of section 243a shall be replaced by the sales designation (1).

(b) The entry rate of paragraph 1 shall read:

" (1) A public limited company whose shares are admitted to trading on a regulated market within the meaning of Article 1 (2) BörseG or which exclusively issue other securities as shares in such a market and whose shares with the knowledge of the In addition, in the management report, the management of a multilateral trading system within the meaning of Section 1 Z 9 of the WAG 2007 shall be stated: "

(b) The following paragraph 2 is added to paragraph 1:

" (2) A company whose shares or other securities issued by it are admitted to trading on a regulated market within the meaning of Article 1 (2) of the Austrian Stock Exchange Act shall, in addition, have the most important characteristics of the internal control and control system in the management report. risk management system with regard to the accounting process. "

8. According to § 243a, the following § 243b, together with headline, is inserted:

" Corporate Governance Report

§ 243b. (1) A public limited company whose shares are admitted to trading on a regulated market within the meaning of Article 1 (2) of the Austrian Stock Exchange Act or which exclusively issue securities other than shares on such a market and whose shares with the knowledge of the If a company is traded through a multilateral trading system within the meaning of § 1 Z 9 WAG 2007, it has to draw up a corporate governance report containing at least the following information:

1.		the designation of a corporate governance code generally recognized in Austria or at the respective exchange place;
2.		the indication where it is publicly available;
3.		in so far as it departs from the same, a statement on the points and the reasons why this derogation is made;
4.		if it decides not to comply with a code in the meaning of Z 1, a justification for this.

(2) This report shall also indicate the composition and functioning of the Executive Board and the Supervisory Board and its committees. "

Article 245a (1) reads as follows:

" (1) A parent undertaking, under Article 4 of Regulation (EC) No 1606/2002 on the application of international accounting standards, to establish the consolidated financial statements in accordance with international accounting standards; § 193 (4), second half sentence and § 194, as well as the provisions of the second to ninth titles § 247 (3), § 265 (2) to (4), § 266 Z 2a, 4, 5, 7 and 11 as well as § 267 are to be applied. "

10. In § 246, paragraph 1, in Z 1 lit. a the number "17,52" by the number "21" , in Z 1 lit. b the number "35,04" by the number "42" , in Z 2 lit. a the number "14,6" by the number "17,5" and in Z 2 lit. b the number "29.2" by the number "35" replaced.

(11) § 266 is amended as follows:

a) In the introduction of the Z 2, the turn shall be "of importance" by the term "essential" replaced.

(b) After Z 2, the following Z 2a and 2b shall be inserted:

" 2a.		The nature, purpose and financial impact of the transactions not shown in the consolidated balance sheet and also not listed in accordance with Z 2 or § 251 (1) in conjunction with § 199 and § 237 Z 3, provided that the risks and benefits arising from such transactions , and the disclosure of such risks and benefits is necessary for the assessment of the financial position of the Group;
2b.		non-consolidated transactions of the parent undertaking or other undertakings included in the consolidated financial statements of related undertakings and persons within the meaning of the international undertakings adopted pursuant to Regulation (EC) No 1606/2002 accounting standards, including information on the value of the accounting standards, the nature of the relationship with the related parties and persons, as well as further information on the transactions necessary for the assessment of the financial position of the Group, provided that these transactions are concluded substantially and under normal market conditions . Details of individual transactions may be grouped by business, provided that no separate information is required for the assessment of the impact of these transactions on the financial position of the Group; "

(c) At the end of Z 10, the point shall be replaced by a stroke, and the following Z 11 shall be added:

" 11.		the expenses incurred in the financial year for the consolidated financial auditor, broken down by expenditure for the audit of the consolidated financial statements, for other confirmation benefits, for tax advisory services and for other services. "

(12) § 267 is amended as follows:

(a) (3a)

" (3a) In the case of a parent undertaking whose shares are admitted to trading on a regulated market within the meaning of Article 1 (2) of the Austrian Stock Exchange Act or which exclusively issue other securities as shares in such a market and whose shares with the knowledge of the parent company The Group management report shall also contain the information in accordance with section 243a (1) of the Group Management Report on a multilateral trading system within the meaning of section 1 Z 9 WAG 2007. "

(b) The following paragraph 3b is inserted after paragraph 3a:

" (3b) In the case of a parent company whose shares or other securities issued by him are admitted to trading on a regulated market within the meaning of Section 1 (2) of the Austrian Stock Exchange Act, the group management report shall also contain the information in accordance with Section 243a (2). These have to be related to the Group's internal control and risk management system in connection with the preparation of the consolidated financial statements. "

(13) The following paragraph 4 is added to section 268:

"(4) statutory auditor (auditor) may be auditors or accounting firms."

14. § 269 shall be amended as follows:

(a) the following sentence shall be added to paragraph 1:

"The subject matter of the final examination is also whether the Corporate Governance Report (§ 243b) has been drawn up."

(b) para. 2 reads:

" (2) The auditor of the consolidated financial statements bears the full responsibility for the audit opinion on the consolidated financial statements. It shall also examine the annual accounts drawn up in the consolidated financial statements to see whether they comply with the principles of regular accounting and whether the rules governing the acquisition of the consolidated financial statements have been complied with. If the consolidated financial statements are audited by other auditors, the consolidated financial statements auditor shall monitor their activities in a suitable manner, insofar as this is relevant for the audit of the consolidated financial statements. "

15. In accordance with § 269, the following § 269a and heading is inserted:

" International examination standards

§ 269a. If and to the extent that the European Commission has adopted international auditing standards, final audits and consolidated financial statements shall be carried out in compliance with these principles. "

16. § 270 shall be amended as follows:

(a) para. 1 reads:

" (1) The auditor of the annual financial statements shall be elected by the shareholders; the auditors of the consolidated financial statements shall elect the shareholders of the parent company. If there is a Supervisory Board, the Supervisory Board will have to submit a proposal for the election of the auditor. The members of the Supervisory Board are to be invited to participate in the Annual General Meeting (General Meeting), which has to decide on the appointment of the auditor. The auditor is to be elected before the end of the financial year on which his audit activity extends. The Supervisory Board shall, immediately after the election with the elected auditor, conclude the contract for the performance of the final examination and agree to the remuneration. If there is no Supervisory Board, the Company will be represented by its legal representatives. The remuneration shall be proportionate to the tasks of the auditor and to the probable extent of the examination. The examination contract and the amount of the agreed remuneration must not be subject to any conditions or conditions and shall not depend on whether the auditor, in addition to the audit activity, additional benefits for the audited company "

(b) According to paragraph 1, the following paragraph 1a is inserted:

" (1a) An auditor or an accounting firm which is to be included in an election proposal shall, before repayment of this election proposal by the Supervisory Board or before the election by the shareholders, have a to submit, by category of performance, a statement of the remuneration received from the company for the previous financial year, and to report on its inclusion in a statutory quality assurance system. In addition, he (she) shall disclose and document all circumstances which could justify his or her bias or exclusivity, as well as those protective measures which have been taken to establish an independent and unbiased examination. to ensure. If a Audit Committee exists on the basis of legal obligation, it shall be reported in writing. "

(c) In paragraph 2, the reference "§ 271 (1)" by reference "§ 268 (4)" replaced.

(d) In paragraph 3, in the first sentence, the word order shall be "pursuant to § 271 (2) to (5), § 271a or other federal regulations" deleted and in the last sentence, the twist "§ 271 (2) to (5) or 271a" through the turn "§ § 271 (1) to (5), 271a or 271b" replaced.

(e) In paragraph 4, the turn shall be: "the acceptance of the examination order" through the turn "the conclusion of the examination contract" replaced.

(f) In paragraph 6, in the first sentence, the word order shall be "an approved audit mandate" through the turn "the examination contract" , the following sentences shall be added:

" The company to be audited cannot terminate the examination contract. If, on the part of the examiner, there is an important reason that justifies his dismise, paragraph 3 shall apply accordingly. "

(g) In paragraph 7, the term "Audit Order" by the term "Examination Contract" replaced.

17. § 271 and the heading:

" Befanity and Exclusivity

§ 271. (1) An auditor shall not carry out the final examination if there are grounds, in particular relationships of a commercial, financial or personal nature, in which the concern of partiality exists.

(2) An auditor shall be excluded as auditor if he/she

1.		Shares in the company to be audited or in a company affiliated with or having at least 20% of the shares held by that company, or by the acquisition, management and sale of such shares influence;
2.		is a legal representative or a member of the supervisory board or employee of the company to be audited or a company associated with or having at least 20 per cent of the shares in that company or of a company which is affiliated with that company or The facts have been fulfilled within 24 months before the start of the financial year to be audited;
3.		does not have a certificate in accordance with § 15 A-QSG;
4.		in the case of the company to be audited or for the company to be audited in the financial year to be audited or until the date of issue of the confirmation of confirmation
a)			have participated in the management of the books or the preparation of the annual financial statements to be audited beyond the audit activity,
b)			has been involved in the internal audit,
c)			-has taken over management tasks or has been involved in the meetings of decisions, in particular on the selection of legal representatives or employees in the accounting field,
d)			has provided assessment services or actuarial services which do not only have an insignificant effect on the annual accounts to be audited;
5.		a legal representative, a member of the supervisory board or a member of a legal person or a personal company, an employee of a natural or legal person or a personal company, provided that the natural or legal person is a member of a legal person or a partnership the legal person, the personal company or any of its shareholders, in accordance with Z 4, may not be the auditor of the company to be audited;
6.		in the course of the examination, a person who, according to Z 1, 2, 4 or 5, may not be the auditor;
7.		in each of the last five years, at least 30 per hundred of the total revenue from his/her professional activity from the examination and advising of the company to be audited or of any of its undertakings or of undertakings in which the person to whom he is responsible is responsible for: at least 20 out of a hundred of the shares, if this is to be expected in the current financial year.

(3) An auditor shall also be excluded as auditor if he pursues his profession together with a person excluded pursuant to paragraph 2 (2), (2), (2), (4), (5), (6) or (7), or who, in the course of a joint professional exercise, exercises the Requirement of paragraph 2 Z 7 fulfilled.

(4) An accounting firm shall be deemed to be an audit firm when the auditor, or a person acting as an auditor, who has a significant managerial role in the audit, shall be considered to be the auditor of the audit after the audit has been completed. Paragraph 1. An accounting firm is excluded from the statutory audit if it itself, one of its legal representatives, a shareholder, a company affiliated with it, or a person employed by it in the examination according to paragraph 1. 2, Z 1, 2, 4, 5, 6 or 7 is excluded, or one of its members is involved in an excluded company, or someone who is at least indirectly involved in the accounting firm, also in a excluded Society with more than five hundred people, at least indirectly involved. An audit firm shall also be excluded if it has no attestation in accordance with Section 15 A-QSG.

(5) The provisions of paragraphs 1 to 4 shall apply mutatily to the consolidated financial statements.

(6) The auditor shall be aware that he is excluded or interred, but he shall not be paid for the performance he has received. This also applies if he should have recognized his exclusion or if he has grossly negligently failed to recognize his or her partiality. "

(18) § 271a is amended as follows:

(a) The entry rate of paragraph 1 is:

" (1) An auditor is the statutory auditor of a company in the sense of § 221 (3), second sentence, as well as a large company, in which fivefold one of the size characteristics of a large company expressed in euros (§ 221 para. 3 the first sentence in conjunction with para. 4 to 6) is exceeded, in addition to the reasons referred to in Article 271 (2), if he is "

(b) In paragraph 1, Z 1, the turn shall be "of affiliated companies" through the turn "of those affiliated companies" replaced as well as after the turn "related" Insert a dash and the word "and" by the word "if" replaced.

(c) para. 2 reads:

(2) In addition to the reasons set out in Article 271 (2) and (3), an auditor shall be excluded as the auditor of a company referred to in paragraph 1 above if he/she is a person with a person excluded pursuant to paragraph 1 (1) (2) or (3). , or together with this, in the course of a joint professional exercise, fulfils the condition laid down in paragraph 1 Z 1.

(d) para. 3 reads:

" (3) An accounting firm shall be excluded from the statutory audit of a company referred to in paragraph 1 above, in addition to the reasons set out in Article 271 (4), if it itself, one of its legal representatives, a shareholder, a partner with it , or any person employed by it in the course of the examination shall be excluded in accordance with paragraph 1, or any of its members shall be involved in an excluded company, or any person at least indirectly participating in the Auditing company is also involved in an excluded company with more than five hundred of them at least indirectly involved. Paragraph 1 (1) (4) shall apply, subject to the condition that the auditor under paragraph 1 (4) of the audit shall be excluded from the examination; this shall apply mutaly to a person who is active in the case of an auditor who is the principal officer of the audit. Perform the function of the test. "

(e) The following sentence shall be added to paragraph 4:

" In addition, persons who are excluded from the examination of a significant affiliated undertaking in accordance with paragraph 1 (1) (4) are excluded, as well as accounting firms which, pursuant to paragraph 3 in conjunction with paragraph 1 (4) of this Article, are excluded from the examination of a major affiliated undertaking. significant associated companies. "

19. According to § 271a, the following § § 271b and 271c shall be inserted together with the headings:

" Befanity and Exclusivity in the Network

§ 271b. (1) A network exists where persons cooperate for a certain duration in the pursuit of common economic interests in their professional practice.

(2) A statutory auditor shall be captured if, in the case of a member of his network, the requirements of section 271 (1), (2), (2), (2), (2), (5) or (6), or § 271a (1) (3), are fulfilled, unless protection is ensured by means of protective measures. Network member can not influence the outcome of the final examination. It is excluded if a member of his network is subject to the requirements of section 271 (2) (4) or (§ 271a) (1) (2). If the network member is not a natural person, § 271 (4) second sentence and § 271a (3) are to be applied accordingly.

(3) Paragraph 2 shall apply mutatily to the consolidated auditor.

Temporary ban on activities

§ 271c. (1) In companies with the characteristics of Section 271a (1), the auditor, the group auditor, the auditor of a significant affiliated company and the auditor, which is the subject of the respective audit, may be required to: Within two years of the receipt of the confirmation notice, neither an organ function nor a managerial position (§ 80 of the German Stock Corporation Act).

(2) If one of the persons referred to in paragraph 1 assumes an organ function, it shall be deemed not to be ordered. You should not be charged for any services provided, and this also applies to the taking of a leading position. "

20. § 273 reads:

" § 273. (1) The auditor shall report on the outcome of the examination in writing. In particular, the report states whether the accounting, the annual accounts, the management report, the consolidated financial statements and the group management report comply with the statutory regulations and the corporate governance report (§ 243b) is established , as well as whether the legal representatives have provided the necessary information and evidence. In the audit report on the consolidated financial statements, it is also possible to determine whether the regulations governing the acquisition in the consolidated financial statements have been complied with. The items in the annual accounts shall be broken down and explained. Adverse changes in the assets, financial position and earnings situation as compared to the previous year and losses which did not insignificantly affect the annual result are to be explained and explained. If the facts referred to in paragraphs 2 and 3 are not determined, this shall be expressly stated in the report.

(2) In the performance of its duties, the auditor shall establish facts which may endanger the stock of the audited entity or group or significantly impede its development or the serious infringements of the legal provisions of the statutory auditor. If representatives or employees are able to recognize the law, the social contract or the articles of association, he shall report on them without delay. In addition, it has to report immediately on major weaknesses in the internal control of the accounting process.

(3) The auditor shall also report without delay if, in the examination of the annual financial statements, the existence of the conditions for the presumption of a reorganization requirement is established (Section 22 (1) (1) of the URG); in this case, the report shall: specify the own resources ratio (§ 23 URG) and the fictitious debt cancellation period (§ 24 URG).

(4) The auditor has to sign these reports and submit them to the legal representatives as well as to the members of the Supervisory Board. If a supervisory board is set up in the sense of section 221 (5) with an unrestricted shareholder of a registered partnerships company, the auditor shall also have the report with regard to the personal company submit to the members of this Supervisory Board. "

21. § 274 (5) reads:

" (5) The audit opinion shall also contain a statement as to whether the management report or the group management report is in accordance with the annual financial statements or the consolidated financial statements, in accordance with the auditor's judgment, and whether the statements are in accordance with § 243a. "

(22) § 275 is amended as follows:

(a) the following sentence shall be added to paragraph 1:

"There is no obligation of confidentiality in relation to a statutory auditor appointed by the court pursuant to Section 270 (3) or (4) or a statutory auditor who was elected as a result of the termination of the examination contract in accordance with Section 270 (6)."

(b) In paragraph 2, the last sentence shall be replaced by the following sentence:

"However, they do not apply to the auditor who acted in knowledge or in grossly negligent ignorance of his or her partiality or exclusivity."

23. In § 277 (1), in the first sentence after the turn "the management report" the phrase "and, where appropriate, the Corporate Governance Report" and in the second sentence after the turn "the management report" the phrase "and, where appropriate, the Corporate Governance Report" inserted.

24. The heading according to § 450 "Seventh section Carriage of persons, luggage and goods on all railways used for public transport" No.

25. According to § 450, the following § 451 is inserted:

" § 451. The transport of letters and letter-like consignments shall not be subject to the provisions of the sixth section (freight business), but to those of general civil and corporate law. "

26. The following paragraph 18 is added to § 906:

" (18) § § 38, 221, 222, 237, 242, 243a, 243b, 245a, 246, 266, 267, 268, 269, 269a, 270, 271, 271a, 271b, 271c, 273, 274, 275, 277 and 451 in the version of the Federal Law BGBl. I n ° 70/2008 enter into force on 1 June 2008. Section 38 (5a) shall apply to transfers of undertakings on the basis of a lease, loan, fruit and fruit contract and contract relating to the right of use, agreed or terminated after 31 May 2008. The provisions currently in force shall continue to apply on the basis of the closure or termination of a lease, glut, fruit sweetening contract and contract relating to the right of use. § § 221 (1) and (2) and 246 (1) shall apply to financial years beginning after 31 December 2007. For the entry into force of the legal consequences of § § 221 (1) and (2) and 246 (1), the amended size characteristics shall also apply to observation periods pursuant to § § 221 (4) and (246) (2), which are before this date. § § 222, 237, 242, 243a, 243b, 245a, 266, 267 and 277 shall apply to financial years beginning after 31 December 2008. § § 268, 269, 269a, 270, 271, 271a, 271b, 273, 274 and 275 shall apply to the order for examination and for the examination of financial years beginning after 31 December 2008; Section 271 (2) (3) shall, by way of derogation, apply to statutory auditors, who shall: shall, according to § 4 paragraph 2 A-QSG, undergo an external quality check at a distance of six years in each case, for the first time applying for the appointment to the auditor of companies within the meaning of Section 4 (1) Z 1 A-QSG for financial years, which shall be subject to the following conditions: after 31 December 2011. § § 271c and 451 are to be applied to contracts concluded after 31 May 2008. Contracts concluded before that date shall be subject to the provisions currently in force. "

27. The heading to § 907 reads:

"Transitional provisions on the Trade Law Amendment Act"

Article II

Amendment of the Stock Corporation Act 1965

The Stock Corporation Act 1965, BGBl. No. 98, as last amended by the Federal Law BGBl. N ° 72/2007, is hereby amended as follows:

(1) § 25 is amended as follows:

(a) (4) reads:

"(4) Only auditors or audit firms may be appointed as a founding auditor."

(b) In paragraph 5, the turn shall be: "applies § 271 (2) UGB" through the turn § § 271 and 271a of the German Commercial Code (UGB) shall be replaced.

Section 92 (4a) reads as follows:

" (4a) In companies with the characteristics of Section 271a (1) of the UGB, an examination board is to be ordered. Companies that are directly or indirectly owned by 100% share ownership do not have to appoint an audit committee, provided that the parent company has appointed such a company. The Audit Committee shall hold at least two meetings in the financial year. The auditor is to be assigned to the meetings of the Audit Committee, which deal with the preparation of the statement of the annual financial statements (consolidated financial statements) and its examination, and has to report on the audit. The Audit Committee must include a person who has knowledge and practical experience in the financial and accounting system and reporting on the company's requirements (financial expert). Chairman of the Audit Committee or financial expert must not be the person who has been a member of the Management Board, senior employee (§ 80) or the auditor of the company in the past three years or who undertook or undertook the audit opinion. other reasons are 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, where appropriate the internal audit system, and the company's risk management system;
3.		monitoring of the audit of the financial statements and the audit of the consolidated financial statements;
4.		the audit and monitoring of the auditor's independence (consolidated auditor), in particular with regard to the additional services provided for the audited company;
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 Audit results to the Supervisory Board;
6.		where appropriate, the audit of the consolidated financial statements and the group management report, as well as the reimbursement of the report on the audit results to the supervisory board of the parent company;
7.		the preparation of the proposal of the Supervisory Board for the selection of the auditor (group auditor). "

Article 95 (5) shall be amended as follows:

(a) Z 2 is:

" 2.		the acquisition, sale and loading of real estate, in so far as this is not part of the ordinary business operations; "

(b) At the end of Z 12, the point shall be replaced by a stroke, and the following Z 13 shall be added:

" 13.		the assumption of a leading position (§ 80) in the company within two years after the auditor's receipt of confirmation by the auditor, by the auditor of the consolidated financial statements, by the auditor of a significant affiliated company In so far as this is not prohibited in accordance with Section 271c of the German Commercial Code (UGB), the company or the auditor, which is the subject of the respective audit, and a person acting on behalf of him who has performed a leading role in the examination, shall be the subject of the audit. "

4. In § 96 (1) and (2), in each case after the word "Situation Report" the phrase "and, where appropriate, the Corporate Governance Report" inserted.

5. § 119 shall be amended as follows:

(a) para. 1 reads:

"(1) The court may only appoint auditors or audit firms."

(b) In paragraph 2, in the last sentence, the turn shall be "applies § 271 (2) UGB" through the turn § § 271 and 271a of the German Commercial Code (UGB) shall be replaced.

6. Before § 125, the title of the First Section reads:

"Annual accounts, profit distribution, management report, corporate governance report"

7. § 127 shall be amended with the title as follows:

(a) The heading is:

"Facing the Facing Report and the Corporate Governance Report"

(b) In paragraph 1, after the word "Situation Report" the phrase "and, where appropriate, a corporate governance report" inserted.

(c) In paragraph 2, after the word "Situation Report" the phrase "and, where appropriate, the Corporate Governance Report" inserted.

8. § 211 shall be amended with the title as follows:

(a) The heading is:

"Opening balance sheet, annual accounts, management report and corporate governance report"

(b) In paragraph 1, after the word "Situation Report" the phrase "and, where appropriate, a corporate governance report" inserted.

9. In § 220b, paragraph 3, the reference "§ § 271, 272 and 275 UGB" by reference "§ § 268 (4), 271, 271a, 272 and 275 UGB" replaced.

10. In § 221a (2) (2) (2), after the word "Situation Reports" the phrase "and, where appropriate, the corporate governance reports" inserted.

11. In Section 225f (3), the phrase in the first sentence shall be deleted "and Tax Consultants" and becomes the reference "§ 271 (2) and (3) UGB" by reference "§ § 271 and 271a UGB" replaced.

12. The following paragraph 14 is added to § 262:

" (14) § § 25, 92, 95, 96, 119, 125, 127, 211, 220b, 221a and 225f in the version of the Federal Law BGBl. I n ° 70/2008 enter into force on 1 June 2008. Section 92 (4a) shall apply to financial years beginning after 31 December 2008; to this point, section 92 (4a) shall be applied in the version currently in force. Section 95 (5) Z 13 shall apply to contracts concluded after 31 May 2008. § § 96 (1) and (2), 127 (1) and (2), 211 (1), 221a (2) (2) Z 2 shall apply for financial years beginning after 31 December 2008. § § 25 (5), 220b (3) and 225f (3) are to be applied if the order is made after 31 May 2008. "

Article III

Change of the GmbH-Act

The Act on Companies with Limited Liability, RGBl. No 58/1906, as last amended by the Federal Law BGBl. N ° 72/2007, is hereby amended as follows:

1. In Section 6a (4), the turn shall be "of the German Stock Corporation Act 1965 under § 271 (2) to (4) UGB" through the turn "and 5 Stock Law 1965" replaced.

Section 30g (4a) reads as follows:

" (4a) Companies with the characteristics of § 271a (1) of the German Commercial Code (UGB) are to be ordered to appoint an audit committee in supervisory board (§ 29). Companies that are directly or indirectly owned by 100% share ownership do not have to appoint an audit committee, provided that the parent company has appointed such a company. The Audit Committee shall hold at least two meetings in the financial year. The auditor is to be assigned to the meetings of the Audit Committee, which deal with the audit of the annual financial statements (consolidated financial statements), and has to report on the final examination. The Audit Committee must include a person who has knowledge and practical experience in the financial and accounting system and reporting on the company's requirements (financial expert). The chairman of the audit committee or financial expert must not be the person who has been the managing director, senior employee (§ 80 of the German Stock Corporation Act 1965) or the auditor of the company for the last three years or who undertakes the confirmation of the audit. or, for other reasons, 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, where appropriate the internal audit system, and the company's risk management system;
3.		monitoring of the audit of the financial statements and the audit of the consolidated financial statements;
4.		the audit and monitoring of the auditor's independence (consolidated auditor), in particular with regard to the additional services provided for the audited company;
5.		the audit of the annual financial statements, the proposal for the distribution of profits and the management report, and the reimbursement of the report on the audit findings to the Supervisory Board;
6.		where appropriate, the audit of the consolidated financial statements and the group management report, as well as the reimbursement of the report on the audit results to the supervisory board of the parent company;
7.		the preparation of the proposal of the Supervisory Board for the selection of the auditor (group auditor). "

3. § 30j (5) is amended as follows:

(a) Z 2 is:

" 2.		the acquisition, sale and loading of real estate, in so far as this is not part of the ordinary business operations; "

(b) At the end of Z 10, the point shall be replaced by a stroke, and the following Z 11 shall be added:

" 11.		the acquisition of a leading position (Section 80 of the German Stock Corporation Act 1965) within two years of the auditor's receipt by the auditor, by the auditor of the consolidated financial statements, by the auditor of a significant company , or by the auditor of the respective audit, and a person acting on behalf of the auditor who has performed a leading role in the examination, to the extent that this is not in accordance with Section 271c of the UGB is prohibited. "

(4) The following paragraph 8 is added to § 127:

" (8) § § 6a, 30g and 30j in the version of the Federal Law BGBl. I n ° 70/2008 enter into force on 1 June 2008. § 6a (4) shall apply if the order is placed on the auditor after 31 May 2008. § 30g (4a) shall apply to financial years beginning after 31 December 2008; to this point § 30g (4a) shall be applied in the version currently in force. § 30j (5) Z 11 shall apply to contracts concluded after 31 May 2008. "

Article IV

Amendment of the SE Act

The SE Law, BGBl. I n ° 67/2004, as last amended by the Trade Law Amendment Act, BGBl. I n ° 120/2005, is amended as follows:

1. In Section 7 (2), the reference "§ § 271, 272 and 275 UGB" by reference "§ § 268 (4), 271, 271a, 272 and 275 UGB" replaced.

2. In § 37, the reference "§ 95 (5) Z 1 to Z 12" by reference "§ 95 (5) Z 1 to Z 13" replaced.

3. In § 40 (2), the reference "§ 95 (5) Z 1 to Z 12" by reference "§ 95 (5) Z 1 to Z 13" replaced.

Section 51 (3a) reads as follows:

" (3a) In companies with the characteristics of Section 271a (1) of the UGB, an examination committee shall be appointed, which shall not belong to a managing director. Companies that are directly or indirectly owned by 100% share ownership do not have to appoint an audit committee, provided that the parent company has appointed such a company. The Audit Committee shall hold at least two meetings in the financial year. The auditor is to be assigned to the meetings of the Audit Committee, which deal with the preparation of the statement of the annual financial statements (consolidated financial statements) and its examination, and has to report on the audit. The Audit Committee must include a person who has knowledge and practical experience in the financial and accounting system and reporting on the company's requirements (financial expert). Chairman of the Audit Committee or financial expert may not be who has been a managing director, senior employee (§ 80 AktG) or statutory auditor of the company in the past three years or who undertakes the confirmation of the audit. or, for other reasons, 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, where appropriate the internal audit system, and the company's risk management system;
3.		monitoring of the audit of the financial statements and the audit of the consolidated financial statements;
4.		the audit and monitoring of the auditor's independence (consolidated auditor), in particular with regard to the additional services provided for the audited company;
5.		the audit of the annual accounts and the preparation of its determination, the examination of the proposal for the distribution of profits and the management report, and the reimbursement of the report on the results of the audit to the Management Board;
6.		where appropriate, the audit of the consolidated financial statements and the group management report, as well as the reimbursement of the report on the results of the audit to the management board of the parent undertaking;
7.		the preparation of the proposal of the Board of Directors for the selection of the auditor (group auditor). "

(5) The following paragraph 4 is added to § 67:

" (4) § § 7, 37, 40 and 51 in the version of the Federal Law BGBl. I n ° 70/2008 enter into force on 1 June 2008. Section 7 (2) shall apply if the order is placed on the auditor after 31 May 2008. § § 37 and 40 shall apply to contracts which shall be concluded after 31 May 2008. Section 51 (3a) shall apply to financial years beginning after 31 December 2008; to this point, Section 51 (3a) shall be applied in the version currently in force. "

Article V

Amendment of the Cooperative Law

The Cooperative Law, RGBl. No 70/1873, as last amended by the Federal Law BGBl. I No 104/2006, shall be amended as follows:

1. In § 1, the word in para. 1 shall be: "Vereine" through the phrase "Person associations with legal personality" replaced and the following paragraph 3 added:

" (3) Cooperatives may also be the subject of the provisions of Article 1 (3) of Regulation 2003 /1435/EC on the Statute for a European Cooperative Society (SCE), OJ L 327, 30.4.2003, p. No. 1. '.

2. § 15 reads:

" § 15. (1) Each cooperative must have a board of directors to be elected by the General Assembly on the basis of the number of co-operatives or their representatives of the members of the association. The Cooperative Agreement may, instead, provide for the appointment by the Supervisory Board.

(2) The Board of Management may consist of one or more members, which may be besolded or unsounded. The appointing body may revoke its order at any time, without prejudice to compensation claims arising from existing contracts.

(3) If the Cooperative Agreement provides for the appointment of the Management Board by the Supervisory Board and establishes a period of function for the members of the Management Board, it may also provide that their appointment by the Supervisory Board shall only be due to important reasons. can be revoked. A revocation in this case, without the existence of an important reason, is nevertheless effective, as long as it is not legally decided on its ineffectiveness. The General Assembly may decide to revoke the order even in the event of such a system of statutes and to discontinue the members of the Board of Management without the existence of an important reason. "

(3) § 22 is amended as follows:

(a) para. 1 reads:

" (1) The Board of Management shall ensure that an accounting system is conducted which meets the requirements of the Company. A supervisory board-based cooperative (Section 24 (1)) has to set up an internal control system which corresponds to the requirements of the company. "

(b) (3) reads:

" (3) The Executive Board of a supervisory board-based cooperative (Section 24 (1)) shall report to the Supervisory Board at least once a year on fundamental issues of the company's future business policy as well as the future development of the Assets, income and, where the annual accounts comprise financial statements, to be presented on the basis of a preview statement (Annual Report). The Management Board also regularly reports to the Supervisory Board, at least quarterly, on the course of business and the position of the company in comparison with the preview bill, taking into account the future development (quarterly report). In the event of an important event, the Chairman of the Supervisory Board shall be reported without delay; furthermore, circumstances which are of considerable importance for the profitability or liquidity of the cooperative shall be reported to the Supervisory Board without delay (Special report). The annual report shall be reported in writing and shall be explained orally at the request of the Supervisory Board. "

(c) paragraph 6 reads:

" (6) For cooperatives which exceed at least two of the features referred to in § 221 (1) of the UGB, the provisions of the Fourth Section of the Third Book of the UGB shall apply to the examination, disclosure, publication and penalty of penalties with the In accordance with § 26 (1) of the URG, auditors and verifiers are the auditors appointed in accordance with § § 2 and 3 GenRevG 1997. "

4. § 24, together with the title, reads as follows:

" Appointment and dismise of the Supervisory Board

§ 24. (1) The Cooperative has to appoint a Supervisory Board if it continuously employs at least forty employees. This has to be made up of three members, unless the Cooperative Treaty sets a higher number. The members of the Supervisory Board shall be elected by the General Assembly from among the members of the cooperative and their members, with the exclusion of the members of the Board of Management of the Cooperative. The appointment to the Supervisory Board member may be revoked at any time by the General Meeting.

(2) The Management Board shall, in accordance with the following provisions, each have 1. Jänner shall determine whether the cooperative employs at least forty employees. If he finds this, he shall inform the Company's Court of Appeal for the month of January, which is the date mentioned above; the next determination of the number of employees shall be 1 in each case three years after the date of the first sentence. Jänner to perform. A change in the number of employees within the respective three years is based on the necessity of the existence of a Supervisory Board without any influence. If one of the findings shows that the number of employees does not reach forty, then the next determination shall be made up to 1. Repeat the following years until the number has been reached, forty years.

(3) In other cases than in the case referred to in the first sentence of paragraph 1, the appointment of a Supervisory Board in the Cooperative Treaty may be fixed. The third and fourth sentence of the third and fourth sentences shall apply accordingly to this Supervisory Board. "

5. According to § 24b, the following § § 24c bis e are inserted, which are included with the headings:

" Internal Order of the Supervisory Board

§ 24c. (1) The Supervisory Board shall elect a Chairperson and at least one Deputy from among its members, unless the Cooperative Treaty provides for the election by the General Assembly.

(2) The negotiations and the decisions of the Supervisory Board shall be subject to a minutes of signature to be signed by the Chairman or his deputy.

(3) The Supervisory Board shall, if the Cooperative Treaty does not allow any other type of vote, take its decisions in meetings. Decision-making outside of meetings shall be admissible only if no member is in conflict with this procedure.

(4) Decisions shall require a simple majority of the votes cast. Each member of the Supervisory Board shall have one vote. The Supervisory Board shall be subject to a quorum only if at least half of the members participate in the meeting. The Cooperative Contract, the General Meeting or the Supervisory Board may set a higher number.

(5) The Supervisory Board may form one or more committees from among its members, including for the purpose of preparing its negotiations and decisions, for monitoring the implementation of its decisions, or for taking decisions itself.

(6) An examination board shall be ordered in cooperatives with the characteristics of Section 271a (1) of the UGB. The Audit Committee shall hold at least two meetings in the financial year. The auditor (auditor) is to be assigned to the meetings of the Audit Committee dealing with the audit of the annual financial statements (consolidated financial statements) and has to report on the final examination (revision). The Audit Committee must include a person who has knowledge and practical experience in the financial and accounting system and reporting on the company's requirements (financial expert). The financial expert may, by way of derogation from Section 24 (1), be elected to the Supervisory Board without being a member of the Cooperative. Chairman of the Audit Committee or financial expert may not be who has been a member of the Executive Board, senior employee (§ 80 of the German Stock Corporation Act 1965) or the auditor (auditor) of the cooperative in the past three years, or who has been the auditor of the cooperative or the auditor's opinion has been underwritten or is not independent and untrawable for other reasons.

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, where appropriate the internal audit system, and the cooperative risk management system;
3.		monitoring of the audit of the financial statements and the audit of the consolidated financial statements;
4.		the audit of the annual financial statements, the proposal for the distribution of profits and the management report, as well as the reimbursement of the report on the audit findings to the Supervisory Board;
5.		where appropriate, the audit of the consolidated financial statements and the group management report, as well as the reimbursement of the report on the audit results to the supervisory board of the parent company.

(7) The members of the Supervisory Board cannot be allowed to exercise their obligations by others. The Articles of Association may, however, permit a member of the Supervisory Board to entrust another in writing with his representative at a single meeting; such a member shall not be counted in the determination of the quorum in paragraph 4. The right to chair the Presidency cannot be transferred.

Convening of the Supervisory Board

§ 24d. (1) Any member of the Supervisory Board or the Executive Board may require the Chairman of the Supervisory Board to convene the Supervisory Board without delay, stating the purpose and the reasons for the Supervisory Board. The meeting shall take place within two weeks of the convening.

(2) If a request made by at least two members of the Supervisory Board or the Management Board is not complied with, the Applicants themselves may convene the Supervisory Board on the basis of a notification of the facts.

(3) In a supervisory board-based cooperative (Section 24 (1)), the Supervisory Board must hold a meeting at least quarterly.

Tasks, rights and responsibility of the Supervisory Board

§ 24e. (1) The Supervisory Board shall monitor the Management Board. He may, at any time, request a report from the Executive Board on the affairs of the Cooperative, including its relations with a Group company. A single member of the Supervisory Board may also require a report, but only to the Supervisory Board as such; if the Board of Management rejects the reporting required by a single member, the Member may, at the request of the Supervisory Board, only If another member of the Supervisory Board supports this. The Chairman of the Supervisory Board may also request a report without the support of another Supervisory Board member. The Supervisory Board may consult and examine the books and writings of the Cooperative and its assets, including the stocks of money, securities and commodities; it may thus also include two or more members or with specific tasks. entrusts special experts.

(2) As soon as it becomes necessary, the Supervisory Board may provisionally release members of the Board of Directors and officials until the decision of the General Assembly to be convened in the near future, by their powers and by the temporary continuation of the Supervisory Board. Do business with the necessary institutions. If the General Meeting is responsible for the final dismise of Management Board members, the Supervisory Board shall immediately convene the General Meeting, if necessary after clarification of the facts.

(3) The Cooperative Contract, the General Meeting or the Supervisory Board may order that certain types of transactions may only be made with the consent of the Supervisory Board. At least the following transactions are to be carried out in supervisory cooperatives (Section 24 (1)) only with the approval of the Supervisory Board:

1.		the acquisition and disposal of holdings (§ 228 UGB) as well as the acquisition, sale and decommissioning of companies and businesses;
2.		the acquisition, sale and loading of real estate, in so far as this is not part of the ordinary business operations;
3.		the establishment and closure of branches;
4.		investments which exceed certain acquisition costs in the individual and in total in a financial year;
5.		the inclusion of borrowings, loans and loans, which exceed a certain amount in detail and in total in a financial year;
6.		the granting of loans and loans, in so far as it is not part of the ordinary business operations;
7.		the recording and abandonation of business branches and types of production;
8.		the definition of general principles of business policy;
9.		the determination of principles for the granting of profit or turnover participations and pension pledges to senior employees (Section 80 of the German Stock Corporation Act 1965);
10.		the issuing of the Prokura;
11.		provided that the cooperative contract is the order of the business managers according to § 2 Z 1 lit. b BWG by the Board of Directors, whose order;
12.		the conclusion of contracts with members of the Supervisory Board, through which these contracts outside their activities on the Supervisory Board and outside the scope of purpose transactions towards the Cooperative or a subsidiary (Section 228 (3) of the UGB) of a performance against a non-negligible charge. This shall also apply to such contracts with undertakings in which a member of the Supervisory Board has a significant economic interest;
13.		the assumption of a leading position (§ 80 of the German Stock Corporation Act 1965) in the cooperative within two years after the auditor (auditor) has been drawing the confirmation note, by the auditor of the group (auditor), by the auditor the auditor (auditor) of a significant affiliated undertaking or of the auditor, who is the auditor, and a person who is active in the audit, who has exercised a leading role in the examination, insofar as this is not prohibited in accordance with § 271c UGB.

The Articles of Association or the Supervisory Board may set limits on the transactions referred to in Z 1 and 2; the Articles of Association or the Supervisory Board shall set a limit on the transactions referred to in Z 4, 5 and 6.

(4) The Supervisory Board shall examine the accounts relating to the individual business periods, in particular the annual accounts, balance sheets and any proposals for profit distribution, and shall report thereon annually to the General Assembly.

(5) He has to convene a General Assembly if necessary in the interest of the cooperative.

(6) The members of the Supervisory Board shall be liable for the damage which they cause by the non-performance of their obligations. "

7. In accordance with § 94d, the following § 94e is inserted:

" § 94e. § § 15 (2) and (3), 22, 24, 24c, 24d and 24e in the version of the Federal Law BGBl. I n ° 70/2008 is 1. October 2008, in force. Section 15 (1) shall also apply to the Management Board orders which have taken place prior to its entry into force. Section 22 (6) shall apply to financial years that have begun after 31 December 2007. Section 24c (6) shall apply to financial years beginning after 31 December 2008; to this point, section 24c (6) shall be applied in the version currently in force. "

Article VI

Amendment of the Cooperative revision Act

The Cooperative revision Act, BGBl. I No 127/1997, as last amended by the Trade Law Amendment Act, BGBl. I n ° 120/2005, is amended as follows:

(1) § 3 is amended as follows:

(a) In paragraph 2, the turn shall be: "there is a sufficient reason to cast doubt on their impartiality" through the turn "the concern of the partiality exists or there is an exclusion reason" replaced.

(b) In paragraph 2, the following paragraph 3 is added:

" (3) The mere membership of a board of auditors does not cause any partiality or exclusivity of the revisors appointed by this auditor in carrying out a revision, a final examination or a bank review. The bias or exclusivity of an organ member or employee of an audit association may not give rise to the conclusion that another person who is in the same name with the review board or another person under the same name may not be If the employee or the member of the board is able to influence the outcome of the audit, it would be or would not be possible to do so, or be excluded from the review board. "

2. § 13 together with the title is:

" Requirements

§ 13. (1) General requirements for admission as auditor are:

1.		the full capacity for action,
2.		the university entrance qualification,
3.		the particular trustworthiness and
4.		organized economic conditions.

(2) A further prerequisite for admission as a auditor is the successfully completed technical examination and at least three years of activity at a auditors ' association or with an auditor and tax consultant or an audit and/or auditing and/or auditing and/or auditing and/or auditing and/or auditing and/or auditing and/or auditing and/ tax consulting company or an accountant and tax adviser or a accounting and tax consulting company, where the activity is particularly relevant to the examination of annual accounts and the building of cooperatives or Capital companies.

(3) For persons who have successfully passed the examination for tax advisors, the minimum duration of the activity in accordance with paragraph 2 is shortened to two years.

(4) The duration of the activity referred to in paragraph 2 shall be set off:

1.		Other permissible practical activities which provide the qualified knowledge required for the profession of the supervisor, in the maximum of one year,
2.		Activities as an auditor in the examination office of the Sparkassen-Examination Association in the maximum amount of one year,
3.		the activity as a signatory examiner of the examination office of the Sparkassen-Examination Association in the maximum amount of one year and
4.		a comparable activity abroad with the activities listed in Z 1 for a maximum of one year. "

3. According to § 13, the following § § 13a and 13b together with the headings are inserted:

" Special trustworthiness

§ 13a. The special trustworthiness then does not exist if the revisionist has been legally convicted or punished.

1.		(a) a court or tribunal for a criminal offence committed in the course of a sentence of more than one year's imprisonment; or
b)			by a court of law on the grounds of a criminal offence committed under the scope of an enrichment-related clause; or
c)			by a court or tribunal on the grounds of a financial error, or
d)			by a financial criminal authority on the grounds of an intentional financial offence, with the exception of a financial regulation, and
2.		this conviction or punishment is not yet satisfied, or as long as the restriction of the information pursuant to § 6 para. 2 or paragraph 3 of the Tilgungsgesetz 1972, BGBl. No. 68, has not yet occurred.

Orderly economic conditions

§ 13b. There is no need for an orderly economic situation if:

1.		the assets of the revisionist in the course of the last ten years have been legally opened, unless the bankruptction has been lifted after a forced compensation, or
2.		on the assets of the revisionist within the last ten years, a countervailing procedure has been opened in a legally binding manner and, in the meantime, not all of the liabilities on which this procedure is based have been omitted or settled , or
3.		A request for bankruptcy has been lodged against the revisionist within the last ten years, but the application has been rejected due to a lack of sufficient assets and the insolvency has not been removed. "

4. § 14 together with the title is:

" Admission to the technical examination

§ 14. The Association of Austrian Audit Associations has a revisionist who fulfils the conditions laid down in Article 13 (1) and has sufficient practical experience (§ 13 para. 2), on his application for the examination of the subject To allow and to inform the auditor's auditor in writing and, if necessary, the revisionist and, where appropriate, the auditor's association, from the date of the examination. "

5. § 15 together with headline reads:

" Examination Commission

§ 15. (1) For the purpose of holding the examination, the Association of Austrian Audit Associations has to appoint an Examination Commission.

(2) The functional duration of this Commission shall be five years. As members of the Commission, auditors, accountants and university lecturers can be appointed to those subjects listed as subject areas in § 16. Members shall receive compensation for their audit work.

(3) The examination committee shall consist of a chairperson and at least two audit commissioners. For each Commissioner, at least one alternate shall be appointed with the same technical conditions and in the same manner as the ordinary Members.

(4) The decision-making capacity of the Commission requires the presence of all members. Members may be represented by their alternates. "

6. § 16 (2) and (3) are:

" (2) The examination of the theoretical knowledge must include, with special attention to the cooperative and revision law, the following areas of expertise:

1.		Theory and principles of general accounting,
-				Rules and principles governing the preparation of annual accounts and consolidated accounts, as well as evaluation and success assessment,
-				company accounting and cost accounting,
-				international accounting standards,
-				economic audit,
-				Analysis of the annual accounts,
-				international audit principles,
-				Gebar test,
-				risk management and internal control,
-				Statutory and state-of-the-art regulations for statutory audit and statutory auditor, professional principles and independence, and,
2.		to the extent that the audit and the revision thereof are affected,
-				company law and corporate governance,
-				insolvency law,
-				tax law,
-				civil law and corporate law,
-				Labour law and social security law,
-				information systems and computer science,
-				business administration,
-				Economics and Public Finance,
-				Mathematics and Statistics and
-				basic principles of operational financial management.

(3) The written examination consists of three examination papers, one of which focuses on the accounting and statutory audit of annual accounts and consolidated financial statements of cooperatives and/or capital companies. , one with business administration and one with legal doctrine including tax law. The examination questions for each written exam are to be prepared in such a way that they can be prepared by the examination candidate in six hours. The respective written exam is to be complete after seven hours. "

Z 6a. In Section 16 (4), the term " "Committee Members" by the term "Commissioners" replaced

7. § 17 together with the title is:

" Examination Regulation

§ 17. (1) The Association of Austrian Audit Confederations has to settle the details of the examination procedure with a regulation.

(2) This Regulation has in particular provisions on the duty of the members of the examination commissions to ensure an impartial and appropriate examination procedure, on the implementation and duration of the written and oral proceedings. Examination, the minutes of the transcript of the examination as well as the amount of the compensation for the members of the examination committees and of the members of the examination candidates of the Association of Austrian Auditing Associations Examination fees must be included. The Regulation may also provide that candidates for admission to the examination may participate in theoretical training courses for the examination of the building (including examination of the cooperative funding application and under special consideration of the cooperative law and the right of association of cooperatives) to a maximum of 40 teaching units of 50 minutes each, provided that such training events are required, at least all of them two years, offered.

(3) The examination regulation, after the approval of the Federal Minister for Economic Affairs and Labour, is in a position for inspection at the Association of Austrian Audit Associations and in all audit associations during office hours. Printed copy and on the Internet on the website of the Association of Austrian Revisionassociations. The content made available on the Internet must be accessible at any time without proof of identity and free of charge, and must be able to be determined completely and in the long term in its written form. "

8. According to § 17, the following § § 17a and 17b are inserted with the title:

" Admission as auditor

§ 17a. (1) The Association of Austrian Audit Confederations has a revisionist who successfully filed the examination of the cooperative auditor and fulfils the conditions laid down in § 13 para. 1, to admit on his application as a auditor and in to enter the list in accordance with paragraph 2.

(2) The Association of Austrian audit associations shall have a publicly accessible list of authorised revisers under the supervision of the Federal Minister for Economic Affairs and Labour.

(3) The list shall include the name and date of birth of the supervisor, the address of his or her job, the date of the authorisation and, if he is employed by a review board, the name and address of this revision association. Changes to these data shall be immediately communicated to the Association of Austrian Audit Associations for the official status of the list. "

Professional principles

§ 17b. (1) The Association of Austrian Audit Associations has to draw up a regulation laying down the principles governing the profession, at least the function of the revisers for the public interest, their integrity and impartiality, their training obligation, and have their expertise and diligence on the subject.

(2) This Regulation, after obtaining the agreement of the Federal Minister for Economic Affairs and Labour, shall be in a printed copy which is to be viewed by the Association of Austrian audit associations and in the case of all audit associations during office hours for inspection purposes; and in the Internet on the website of the Association of Austrian RevisionsAssociations. The content made available on the Internet must be accessible at any time without proof of identity and free of charge, and must be able to be determined completely and in the long term in its written form. "

9. In § 18 (1) the parenthesis shall be deleted "(§ 23 (2) and (3))" .

10. In accordance with § 18, the following § 18a and title shall be inserted:

" Site

§ 18a. (1) The nationals of another Member State of the EU or of another Contracting State of the Agreement on the European Economic Area or the Swiss Confederation shall be entitled, under the conditions laid down in paragraph 2, to participate in the field of Republic of Austria for the exercise of the profession of auditor.

(2) The conditions for the establishment referred to in paragraph 1 are:

1.		the nationality of another Member State of the EU or of another Contracting State of the Agreement on the European Economic Area or the Swiss Confederation,
2.		the right to exercise the profession of auditor in the Member State of origin,
3.		the existence of the general requirements in accordance with § 13 (1),
4.		the existence of an equivalent professional qualification and
5.		the approval by the Association of Austrian Revisional Associations.

(3) The application for authorisation shall be connected:

1.		proof of identity,
2.		the proof of nationality;
3.		proof of professional qualifications, which entitles the holder to receive the appeal in the Member State of origin, and
4.		Certificates issued by the competent authorities of the home Member State concerning the existence of the special trustworthiness and the economic situation as well as the absence of any serious unfavourable behaviour. These certificates may not be older than three months in the case of their submission.

(4) The authorisation must be granted if the general conditions for admission are fulfilled and the professional qualification claimed is equivalent to that of the desired professional auditor. The professional competence shall be certified by the submission of appropriate evidence. These evidence of formal qualifications shall be equivalent to any evidence of formal qualifications or any set of professional qualifications issued by a competent authority in a Member State, provided that they have acquired a Community acquired in the Community. training and being recognised as equivalent by that Member State and giving the same rights or preparing for the exercise of that profession in respect of the taking up or pursuit of the profession of auditor.

(5) A lack of equivalence of the professional qualification claimed must be compensated by the completion of an aptitude test. An aptitude test shall be carried out in accordance with Articles 14 and 44 of Directive 2006 /43/EC on statutory audits of annual accounts and consolidated accounts of 17 May 2006, OJ L 327, 30.4.2006, p. No. 87, p. 87.

(6) The items of the aptitude test for revisors are:

-				professional principles and independence and,
-				to the extent that the audit and the revision thereof are affected, - company law,
-				insolvency law,
-				tax law,
-				Civil and corporate law and
-				Labour law and social security law.

(7) The aptitude test is to be taken orally. The provisions of § § 15 to 17 on oral examinations shall apply to the examination procedure. "

11. § 19 (5) reads:

" (5) The service relationship of a supervisor, the employee of a recognised audit association in the sense of the Federal Act of Andes, BGBl. No. 292/1921, as amended, can only be terminated by the association for an important reason. Without prejudice to the right of early dismissal in accordance with § 27 of the German Act on the employment of employees, there are important reasons which entitle the association to dissolve the employment relationship, in particular:

1.		lack of activity in continuing vocational training,
2.		Gross and sustainable neglect of the service-related obligations as auditor,
3.		failure to comply with professional principles;
4.		The acceptance of the admission requirements,
5.		Sustainable non-compliance with quality assurance measures in accordance with § 2 para. 2 A-QSG,
6.		Realization of circumstances justifiable in his/her person, through which the auditor, from the acceptance of revisions, final examinations and/or bank audits, not only in relation to a single member of the Audit Association, but to all Members or a whole group of members is legally excluded.
7.		the entry into force of a change in the working environment or the organisation of the revisionist activity; and
8.		the right to a legal age pension. "

12. § 23 (2) reads:

" (2) As far as the association of Austrian audit associations in this law is delegated to administrative tasks (§ § 14, 15, 17, 17a, 17b, 18 and 18a), it is subject to the supervision and authority of the Federal Minister of Economics and Labour. The appeal to the Federal Minister of Economics and Labour is admissible against a humble decision of this association in the sphere of action transferred to it. "

(13) The following paragraphs 5, 6, 7, 8 and 9 shall be added to § 32:

" (5) § § 3, 13, 13a, 13b, 14, 15, 17, 17a, 17b, 18a, 19 and 23 in the version of the Federal Law BGBl. I n ° 70/2008 enter into force on 1 June 2008. § 3 (2) and (3) shall apply to the appointment of revisors and to the examination of financial years which commend after 31 December 2008.

(6) Those at the time of the entry into force of the Federal Law BGBl. I n ° 70/2008, the Federal Minister of Justice of the Federal Republic of Germany, on the examination regulations for cooperative revisers (GenRevPO), BGBl. II No. 122/1998, after the entry into force of this Federal Act, the federal legislation shall apply. It shall enter into force with the new release by the Association of Austrian audit associations, but at the latest by the end of 31 December 2008.

(7) The BGBl Act at the time of the entry into force of the Federal Law. I n ° 70/2008, pending proceedings for authorisation as auditor, must be completed in accordance with the legal situation in force until 31 May 2008.

(8) At the time of the entry into force of the Federal Law BGBl. I n ° 70/2008 Revisors registered in the EU remain authorised. The admission is to be revoked only if a general condition is not complied with in accordance with § 13.

(9) Those at the time of the entry into force of the Federal Law BGBl. I n ° 70/2008, existing audit committees, which have been appointed after the legal situation in force until 31 May 2008, shall remain in force for the period of operation envisaged. "

Article VII

Amendment of the Spission Act

The Spission Act, BGBl. N ° 304/1996, as last amended by the Federal Law BGBl. I No 75/2006, is hereby amended as follows:

1. In § 5 (3), the reference "§ § 271, 272 and 275 UGB" by reference "§ § 268 (4), 271, 271a, 272 and 275 UGB" replaced.

2. The previous text of § 19 contains the sales designation (1); the following paragraph 2 is added:

" (2) § 5 in the version of the Federal Law BGBl. I n ° 70/2008 enters into force on 1 June 2008 and shall apply to the appointment of auditors after 31 May 2008. "

Article VIII

Amendment of the Aviation Act

The Aviation Act, BGBl. N ° 253/1957, as last amended by the Federal Law BGBl. I No 149/2006, is amended as follows:

1. § 147 reads:

" § 147. The transport of letters and letter-like consignments shall not be subject to the provisions of this Federal Law, but to those of general civil and corporate law. "

2. The following paragraph 28 is added to § 173:

" (28) § 147 in the version of the Federal Law BGBl. I No 70/2008 will enter into force on 1 June 2008 and shall apply to contracts concluded thereafter. Contracts concluded before that date shall be subject to the provisions currently in force. "

Article IX

Amendment of the Banking Act

The Banking Act, BGBl. No. 532/1993, as last amended by the Federal Law BGBl. I n ° 108/2007 and by the Federal Constitutional Law BGBl. I n ° 2/2008, shall be amended as follows:

1. § 21d (7) reads:

" (7) With the approval of the FMA, higher-level credit institutions and subordinate institutions of a credit institution group can apply the advanced measurement approach in a uniform manner. The admissions requirements of paragraph 1 can be met jointly by the institutes of the credit institution group. The applicant shall attach the following documents and particulars to the application for a uniform application of the advanced measurement approach:

1.		a description of the allocation methodology, according to which the own resources reserved for operational risk are distributed among the various units of the credit institution group;
2.		the indication as to whether and how diversification effects are taken into account in the risk measurement system. "

2. In § 61 (2) the turn is made in the third half-sentence of the first sentence. "§ 271 (1) of the German Commercial Code (HGB)" by the phrase "§ 268 para. 4 UGB" replaced.

3. In accordance with § 63a, the following § 63b together with the heading is inserted:

" Deadline for action

§ 63b. (1) In companies according to § 60 (1), the bank auditor, the auditor of a significant affiliated company and the auditor, which undertakes the respective audit report, may, within two years of the drawing of the Confirmation of confirmation neither an organ function nor a managerial position (§ 80 of the German Stock Corporation Act).

(2) If one of the persons referred to in paragraph 1 assumes an organ function, it shall be deemed not to be ordered. You should not be charged for any services provided, and this also applies to the taking of a leading position. "

(4) The following paragraph 59 is added to § 107:

" (59) § § 61 (2) and 63b in the version of the Federal Law BGBl (Federal Law Gazette). I n ° 70/2008 enter into force on 1 June 2008. § 63b is to be applied to contracts concluded after 31 May 2008. Contracts concluded before that date shall be subject to the provisions currently in force. "

Article X

Amendment of the Insurance Supervision Act

The Insurance Supervision Act, BGBl. No 596/1978, as last amended by the Federal Law BGBl. No 107/2007, is hereby amended as follows:

1. In accordance with § 82b the following § 82c shall be inserted with the title:

" Deadline for action

§ 82c. (1) The auditor, the group auditor, the auditor of a significant affiliated undertaking and the auditor, which is the auditor, may, within two years of the drawing of the Confirmation of confirmation neither an organ function nor a managerial position (§ 80 of the German Stock Corporation Act).

(2) If one of the persons referred to in paragraph 1 assumes an organ function, it shall be deemed not to be ordered. You should not be charged for any services provided, and this also applies to the taking of a leading position. "

(2) The following paragraph 3 is added to § 119j:

" (3) § 82c in the version of the Federal Law BGBl. I No 70/2008 shall enter into force on 1 June 2008 and shall apply to contracts concluded after 31 May 2008. Contracts concluded before that date shall be subject to the provisions currently in force. "

Article XI

Implementation note

§ 1. This federal law stipulates that Directive 2006 /43/EC of the European Parliament and of the Council of 17 May 2006 on statutory audits of annual accounts and consolidated accounts, amending Council Directives 78 /660/EEC and 83 /349/EEC Council and repealing Council Directive 48 /253/EEC, OJ L 48, 17.2.48, p. No. 87 of 9 June 2006, and to Directive 2006 /46/EC of the European Parliament and of the Council of 14 June 2006 amending Council Directives 78 /660/EEC on the annual accounts of certain types of companies, 83 /349/EEC on the annual accounts of certain types of companies Consolidated accounts, 86 /635/EEC on the annual accounts and consolidated accounts of banks and other financial institutions and 91 /674/EEC on the annual accounts and the consolidated accounts of banks and other financial institutions

Consolidated financial statements of insurance undertakings, OJ C No. OJ L 224, 16.8.2006, p.

Fischer

Gusenbauer