{"id":144260,"date":"2026-07-14T08:56:50","date_gmt":"2026-07-14T08:56:50","guid":{"rendered":"https:\/\/my.legal500.com\/guides\/?post_type=comparative_guide&#038;p=144260"},"modified":"2026-07-14T09:15:30","modified_gmt":"2026-07-14T09:15:30","slug":"austria-capital-markets","status":"publish","type":"comparative_guide","link":"https:\/\/my.legal500.com\/guides\/chapter\/austria-capital-markets\/","title":{"rendered":"Austria: Capital Markets"},"content":{"rendered":"","protected":false},"template":"","class_list":["post-144260","comparative_guide","type-comparative_guide","status-publish","hentry","guides-capital-markets","jurisdictions-austria"],"acf":[],"appp":{"post_list":{"below_title":"<div class=\"guide-author-details\"><span class=\"guide-author\">AKELA Rechtsanw\u00e4ltInnen GmbH<\/span><span class=\"guide-author-logo\"><img src=\"https:\/\/my.legal500.com\/guides\/wp-content\/uploads\/sites\/1\/2026\/06\/Logo.jpg\"\/><\/span><\/div>"},"post_detail":{"above_title":"<div class=\"guide-author-details\"><span class=\"guide-author\">AKELA Rechtsanw\u00e4ltInnen GmbH<\/span><span class=\"guide-author-logo\"><img src=\"https:\/\/my.legal500.com\/guides\/wp-content\/uploads\/sites\/1\/2026\/06\/Logo.jpg\"\/><\/span><\/div>","below_title":"<span class=\"guide-intro\">This country specific Q&amp;A provides an overview of Capital Markets laws and regulations applicable in Austria<\/span><div class=\"guide-content\"><div class=\"filter\">\r\n\r\n\t\t\t\t<input type=\"text\" placeholder=\"Search questions and answers...\" class=\"filter-container__search-field\">\r\n\t\t\t<\/div>\r\n\r\n\t\t\t\r\n\r\n\r\n\t\t\t<ol class=\"custom-counter\">\r\n\r\n\t\t\t\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">Please briefly describe the regulatory framework of equity capital markets in your jurisdiction, including the major regimes, regulators and authorities.<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>Austrian equity capital markets sit on a combination of directly applicable EU law and national implementing statutes. The cornerstone EU instruments are Regulation (EU) 2017\/1129 (the Prospectus Regulation), Regulation (EU) No 596\/2014 (the Market Abuse Regulation, \u201cMAR\u201d) and the transparency regime derived from Directive 2004\/109\/EC. These are supplemented at national level chiefly by the Stock Exchange Act 2018 (B\u00f6rsegesetz 2018, \u201cB\u00f6rseG 2018\u201d), the Capital Markets Act 2019 (Kapitalmarktgesetz 2019, \u201cKMG 2019\u201d), the Securities Supervision Act 2018 (Wertpapieraufsichtsgesetz 2018, \u201cWAG 2018\u201d, implementing MiFID II), the Stock Corporation Act (Aktiengesetz, \u201cAktG\u201d) and the Takeover Act (\u00dcbernahmegesetz, \u201c\u00dcbG\u201d).<\/p>\n<p>Listed equities trade on the Official Market (Amtlicher Handel) operated by Wiener B\u00f6rse AG (the Vienna Stock Exchange), which is Austria\u2019s only EU-regulated market, and on the exchange-operated Vienna MTF. The competent supervisory authority is the Financial Market Authority (Finanzmarktaufsicht, \u201cFMA\u201d), which approves prospectuses and supervises issuer disclosure and market conduct; the exchange itself administers admission to its market segments. Takeovers are overseen by the independent Takeover Commission (\u00dcbernahmekommission).<\/p>\n<p>The framework was materially recalibrated by the EU Listing Act. The financial-markets components (Regulation (EU) 2024\/2809 and Directive (EU) 2024\/2811) were transposed through amendments to the B\u00f6rseG 2018 and WAG 2018 that entered into force on 6 June 2026, with the accompanying KMG 2019 changes effective from 5 June 2026. The reforms simplify prospectus content, broaden exemptions and ease ongoing obligations, while the company-law component on multiple-vote shares (Directive (EU) 2024\/2810) remains to be transposed by 5 December 2026.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">Please briefly describe the regulatory framework of debt capital markets in your jurisdiction, including the major regimes, regulators and authorities, to the extent different from the above.<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>Debt capital markets are governed by the same core architecture as equity: the Prospectus Regulation, MAR, the B\u00f6rseG 2018 and the KMG 2019, with the FMA as competent authority and Wiener B\u00f6rse AG as market operator. Bonds may be admitted to the Official Market or, more commonly for wholesale issuance, to the Vienna MTF, and public offers require a prospectus (or base prospectus) unless an exemption applies.<\/p>\n<p>The principal differences are practical rather than structural. Wholesale debt with a minimum denomination of EUR 100,000 benefits from lighter prospectus and transparency requirements and is typically targeted at qualified and institutional investors. Issuers frequently use base-prospectus\/programme structures (for example EMTN programmes) for repeat issuance. A distinctively Austrian feature is the Curator Act 1874 (Kuratorengesetz), under which a court may appoint a curator (Kurator) to represent the collective interests of bondholders where their rights are affected.<\/p>\n<p>Under the Listing Act, non-equity prospectuses now require only one year of historical financial information, future financial information may be incorporated by reference into a base prospectus without a supplement, and issuers of European Green Bonds incorporate the EU green bond factsheet by reference \u2014 changes that took effect for Austrian issuers from June 2026.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">Are there self-regulatory organizations with delegated regulatory powers? How significant is their role compared to the government regulator?<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>Austria does not operate a system of self-regulatory organisations holding delegated statutory supervisory powers comparable to those found in some common-law markets. Public supervision is concentrated in the FMA, with criminal enforcement reserved to the public prosecutor and the courts.<\/p>\n<p>There are, however, two important quasi-self-regulatory layers. First, Wiener B\u00f6rse AG, as a private market operator, issues binding rulebooks for its market segments (notably the prime market Rules and the rules for the Vienna MTF segments), imposing transparency, quality and disclosure obligations that go beyond the statutory minimum; issuers accept these contractually as a condition of inclusion. Second, the Austrian Working Group for Corporate Governance (\u00d6sterreichischer Arbeitskreis f\u00fcr Corporate Governance) maintains the Austrian Code of Corporate Governance (\u00d6CGK), which applies on a voluntary \u201ccomply-or-explain\u201d basis but is mandatory in practice for prime market issuers. Their role is significant in shaping market standards but supplements rather than replaces the FMA\u2019s statutory mandate.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">Please briefly describe the common exemptions for securities offering without prospectus and\/or regulatory registration in your market.<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>The principal exemptions flow directly from the Prospectus Regulation: offers addressed solely to qualified investors; offers to fewer than 150 non-qualified investors per Member State; offers with a minimum denomination or minimum subscription of EUR 100,000; and certain employee share schemes and consideration shares in mergers and takeovers, subject to an exemption document.<\/p>\n<p>The Listing Act reshaped the small-offer and secondary-issuance exemptions with effect from June 2026:<\/p>\n<ul>\n<li>Under the previous Austrian regime (KMG\u00a02019 as originally enacted), offers below EUR\u00a02\u00a0million were exempt from any prospectus obligation, offers of EUR\u00a02\u00a0million to below EUR\u00a05\u00a0million required only a simplified national prospectus (Schedule\u00a0D to the KMG\u00a02019), and only offers of EUR\u00a05\u00a0million or more triggered a full EU prospectus. Through the amended KMG\u00a02019 (BGBl.\u00a0I Nr.\u00a027\/2026), effective 6\u00a0June\u00a02026, Austria has exercised the Listing Act\u2019s Member State option and raised the threshold for a full EU prospectus from EUR\u00a05\u00a0million to EUR\u00a012\u00a0million. The current Austrian regime remains tiered: offers up to EUR\u00a0250,000 carry no prospectus obligation; offers of EUR\u00a0250,000 to below EUR\u00a02\u00a0million fall under the Alternative Financing Act (Alternativfinanzierungsgesetz, \u201cAltFG\u201d) and require only an information sheet (Informationsblatt); offers of EUR\u00a02\u00a0million to below EUR\u00a012\u00a0million require a simplified national prospectus (Schedule\u00a0D to the KMG\u00a02019, FMA-approved); and only offers of EUR\u00a012\u00a0million or more trigger a full EU prospectus under the Prospectus Regulation. Volumes placed under the AltFG count towards the threshold calculation.<\/li>\n<li>The exemption for admission to trading of securities fungible with those already admitted was increased from less than 20% to less than 30% over 12 months.<\/li>\n<li>New exemptions cover public offers and admissions of fungible securities representing less than 30% of an existing class, and offers\/admissions of securities fungible with securities admitted for at least 18 months, in each case requiring only an 11-page disclosure document in the form of Annex IX (filed with, but not approved by, the FMA), provided the issuer is not in restructuring or insolvency.<\/li>\n<\/ul>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">Please describe the insider trading regulations and describe what a public company would generally do to prevent any violation of such regulations.<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>Insider dealing, unlawful disclosure of inside information and market manipulation are prohibited directly by MAR (Articles 8, 10 and 12, with the prohibitions in Articles 14 and 15). Administrative breaches are sanctioned by the FMA, while intentional insider dealing and manipulation are criminal offences under the B\u00f6rseG 2018, punishable by imprisonment. Issuers must disclose inside information as soon as possible under MAR Article 17 (subject to legitimate delay), maintain insider lists under Article 18 and procure notification of managers\u2019 transactions under Article 19.<\/p>\n<p>Typical preventive measures adopted by a listed company include: an issuer compliance policy based on MAR Articles 17\u201319 and the FMA\u2019s published supervisory expectations; establishing permanent and deal-specific confidentiality areas with information barriers (\u201cChinese walls\u201d); maintaining project and permanent insider lists; defining closed periods and trading windows for persons discharging managerial responsibilities and connected persons; pre-clearance procedures; and regular training and record-keeping. The Listing Act eased certain mechanics \u2014 clarifying that, in a protracted process, the disclosure obligation crystallises at the final event rather than at each intermediate step, and simplifying insider-list requirements \u2014 which Austrian issuers should now reflect in updated ad hoc and compliance procedures.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">Please describe the potential prospectus liabilities in your market. What type of sanctions or disciplinary measures can be imposed by regulators for violations of securities regulations?<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>Prospectus liability is governed by the KMG 2019. Investors who acquire securities in reliance on a prospectus that is incorrect or incomplete in a material respect may claim damages from the issuer, the offeror and, in defined circumstances, the persons responsible for the prospectus and the prospectus auditor (Prospektkontrollor \u2014 note: this role is abolished with effect from 1 January 2027, with the FMA assuming sole approval competence). Liability generally attaches to acquisitions made during the prospectus\u2019 validity and is subject to statutory limitation periods; the standard of fault and the circle of liable persons are calibrated by the KMG 2019.<\/p>\n<p>On the public-enforcement side, the FMA may impose administrative fines, issue orders, suspend or prohibit offers and trading, and publish decisions (\u201cnaming and shaming\u201d). MAR provides for substantial maximum administrative fines (for issuers, the higher of fixed ceilings in the millions of euros or a percentage of total annual turnover). Serious market-abuse conduct \u2014 insider dealing and manipulation \u2014 is prosecuted criminally under the B\u00f6rseG 2018 and can result in imprisonment. The FMA also supervises ongoing transparency and may sanction late or defective regulated-information disclosure.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">What are the key remedies available to shareholders of public companies in your market?<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>Shareholder remedies are anchored in the AktG. Shareholders may challenge defective general meeting resolutions by an action to set aside (Anfechtungsklage) or, for fundamental defects, an action for nullity (Nichtigkeitsklage). Qualifying minorities may request a special audit (Sonderpr\u00fcfung) of suspected management irregularities and may pursue, or compel the company to pursue, liability claims against members of the management and supervisory boards.<\/p>\n<p>Structural transactions trigger appraisal-type protections: in squeeze-outs under the Squeeze-Out Act (Gesellschafter-Ausschlussgesetz, \u201cGesAusG\u201d) and in mergers and demergers, dissenting or excluded shareholders may seek judicial review of the adequacy of the cash consideration (\u00dcberpr\u00fcfungsverfahren under the GesAusG and \u00dcbG) or the exchange ratio in mergers (Gremialverfahren under \u00a7 220c AktG). Shareholders may also bring civil damages claims for defective prospectus or ad hoc disclosure. Collective redress in Austria typically proceeds through the assignment-and-bundling model (\u201cclass action of the Austrian type\u201d), as there is no genuine US-style class action.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">What are the key remedies available to debt securities holders in your market?<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>Bondholders\u2019 remedies are primarily contractual, set out in the terms and conditions of the notes: events of default, acceleration rights, cross-default, and enforcement of any security or guarantee. In Austria, collective enforcement is facilitated by the Curator Act 1874, under which a court may appoint a curator to represent the common interests of bondholders where those interests require joint representation \u2014 for example in insolvency, restructuring or enforcement against the issuer.<\/p>\n<p>On issuer insolvency, bondholders rank as unsecured creditors unless they benefit from security or a guarantee, and participate in insolvency proceedings under the Insolvency Code. Where a prospectus or base prospectus was defective, bondholders may also have prospectus-liability claims under the KMG 2019. Structured transactions frequently appoint a contractual fiscal agent, paying agent and, for secured\/guaranteed issues, an agent operating through parallel-debt mechanics to approximate a trustee function.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">Please describe the expected outlook in fund raising activities (equity and debt) in your market in 2026.<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>The Vienna equity market has experienced a subdued IPO pipeline in recent years, with capital raising weighted towards secondary placements, rights issues and capital increases by already-listed issuers rather than new listings. Several of the Listing Act reforms that took effect in June 2026 are specifically aimed at reversing that trend: the reduction of the minimum free float from 25% to 10%, simpler and shorter prospectuses, the new EU Follow-on and EU Growth Issuance Prospectuses, and \u2014 once transposed \u2014 the prospective introduction of multiple-vote shares for growth-market candidates.<\/p>\n<p>On the debt side, activity is expected to remain more resilient, supported by corporate bond programmes, an active green and sustainability-linked bond segment and continued issuance by banks and public-sector issuers. The overall 2026 outlook is cautiously constructive: the regulatory environment is more issuer-friendly than at any point in recent years, although realised volumes will depend on interest-rate conditions, valuations and broader macroeconomic sentiment rather than on the legal framework alone.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">What are the essential requirements for listing a company in the main stock exchange(s) in your market? Please describe the simplified regime (if any) for companies seeking listing or dual-listing in your market. What are the estimated costs and timelines for completing a listing?<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>Admission to the Official Market under the B\u00f6rseG 2018 requires, in essence: a validly incorporated issuer (an AG or SE, or an equivalent foreign company) that has existed for at least three years and has published audited annual financial statements for the three preceding financial years; a minimum share capital of around EUR 1 million; freely tradable securities; an adequate free float (historically 25%, now reduced to a 10% EU minimum, with the prime market additionally requiring a free-float capitalisation of at least EUR 20 million, or EUR 40 million where free float is below 25%); and a prospectus approved by the FMA. The exchange\u2019s management board decides on Official Market admission, in principle within around ten weeks of a complete application.<\/p>\n<p>A simplified route is available through the exchange-operated Vienna MTF, in particular the direct market plus segment for smaller and growth companies, which does not require a full EU prospectus and instead relies on a lighter information document and the mandatory appointment of a Capital Market Coach for at least one year. For already-listed issuers, the Listing Act\u2019s EU Follow-on Prospectus (for issuers continuously admitted for at least 18 months) and the EU Growth Issuance Prospectus materially reduce documentation for secondary capital raises and growth-company offers.<\/p>\n<p>Costs vary widely with deal size and complexity. Issuers should budget for exchange admission and FMA prospectus-approval fees plus the substantially larger advisory costs \u2014 legal counsel, auditors, underwriting banks and communications \u2014 which for a regulated-market IPO typically run from several hundred thousand euros into the low millions, with underwriting commissions calculated as a percentage of proceeds. A typical regulated-market IPO timetable runs from roughly four to six months from kick-off to first trading, shorter for an MTF inclusion.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">Are weighted voting rights in listed companies allowed in your market? What special rights are allowed to be reserved (if any) to certain shareholders after a company goes public?<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>Austria has long followed a strict \u201cone share, one vote\u201d principle. Multiple-vote shares (Mehrstimmrechtsaktien) are currently prohibited under the AktG, and this prohibition has been in place for decades. As at 6 June 2026 that position still stands: the company-law component of the Listing Act \u2014 Directive (EU) 2024\/2810 on multiple-vote share structures \u2014 must be transposed only by 5 December 2026 and remained in legislative preparation. Once transposed, it will permit qualifying companies seeking a first admission to a multilateral trading facility (such as the Vienna MTF) to adopt multiple-vote structures, subject to minority safeguards (qualified-majority approval, a maximum voting ratio or neutralisation of enhanced votes for key resolutions, transparency and possible sunset clauses).<\/p>\n<p>Pending that reform, the principal control-enhancing and special-rights mechanisms permitted today are: non-voting preference shares (Vorzugsaktien) carrying a preferential dividend, capped at one half of the share capital (\u00a7 12 AktG); the right of named shareholders to delegate up to one third of supervisory board members (Entsendungsrechte) under the AktG; and contractual arrangements such as shareholders\u2019 agreements, nomination rights and lock-ups disclosed in the prospectus.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">Please describe the key minority shareholder protection mechanisms in your market.<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>Minority protection is built around graduated shareholding thresholds under the AktG and related statutes. Holders of 5% of the share capital (or shares with a nominal value of at least EUR 700,000 in aggregate) can, among other things, request the convening of a general meeting, add items to the agenda and apply for a special audit; holders of 10% can block a squeeze-out, pursue liability claims against board members and request certain court measures. A 25%-plus-one blocking minority can prevent fundamental resolutions that require a 75% capital majority (such as capital reductions, structural changes and exclusions of subscription rights).<\/p>\n<p>Beyond thresholds, minorities benefit from the principle of equal treatment of shareholders, the right to challenge defective resolutions, judicial review of the consideration in squeeze-outs and reorganisations, the mandatory bid regime under the \u00dcbG (protecting minorities on a change of control), and enhanced disclosure of related-party transactions. The Austrian Code of Corporate Governance reinforces these protections through independence and transparency standards for prime market issuers.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">Is there a takeover code available in your jurisdiction? If so, does it provide for the ability to squeeze out minority shareholders?<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>Yes. Public takeovers of companies admitted to the Official Market are governed by the Takeover Act (\u00dcbernahmegesetz, \u201c\u00dcbG\u201d), implementing the EU Takeover Directive and administered by the independent Takeover Commission. A mandatory bid is triggered when a bidder (alone or acting in concert) acquires a controlling interest, defined as more than 30% of the voting rights; the bid must be made to all remaining shareholders at a regulated minimum (equitable) price.<\/p>\n<p>Squeeze-out of minorities is available through two routes. Following a successful takeover bid in which the bidder reaches 90%, a takeover squeeze-out may be effected under the \u00dcbG. Independently of a bid, the Squeeze-Out Act (GesAusG) permits a principal shareholder holding at least 90% of the registered capital to compel the transfer of the remaining shares against fair cash compensation, with the adequacy of that compensation subject to judicial review.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">What are the common types of transactions involving public companies in your jurisdiction that require regulatory scrutiny and\/or disclosure?<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>The principal categories are:<\/p>\n<ul>\n<li>Takeover bids and changes of control, including mandatory bids on crossing the 30% threshold, subject to Takeover Commission scrutiny.<\/li>\n<li>Acquisitions and disposals of major shareholdings, triggering voting-rights notifications under the transparency regime of the B\u00f6rseG 2018 (with notification thresholds beginning at 4% in Austria).<\/li>\n<li>Disclosure of inside information (ad hoc) and managers\u2019 transactions (directors\u2019 dealings) under MAR.<\/li>\n<li>Structural transactions \u2014 mergers, demergers, conversions, capital increases and reductions, and exclusions of subscription rights \u2014 requiring shareholder approval and, often, prospectus or exemption-document disclosure.<\/li>\n<li>Related-party transactions exceeding materiality thresholds (supervisory board approval and publication).<\/li>\n<li>Merger control under the Cartel Act (Kartellgesetz) and foreign direct investment screening under the Investment Control Act (Investitionskontrollgesetz) for investments in critical sectors.<\/li>\n<\/ul>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">Please describe the scope of related parties and introduce any special regulatory approval and disclosure mechanism in place for related parties\u2019 transactions.<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>The related-party transaction regime is set out in the AktG (Section 95a), implementing the Shareholder Rights Directive II. \u201cRelated parties\u201d are determined by reference to the international accounting standards (IAS 24) and accordingly capture, among others, controlling shareholders, members of the management and supervisory boards, their close family members and entities controlled by them.<\/p>\n<p>For listed companies, transactions with related parties that exceed defined materiality thresholds (measured against the company\u2019s most recent financial indicators) require the approval of the supervisory board (or a committee composed of independent members) and must be publicly announced at the latest at the time the transaction is concluded, with the announcement describing the transaction and confirming that it is fair and reasonable from the perspective of the company and its non-related shareholders. Transactions in the ordinary course and on market terms, and certain intra-group transactions, benefit from carve-outs. Related-party transactions are also captured by general disclosure in the financial statements and, where price-sensitive, by MAR ad hoc disclosure.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">What are the key continuing obligations of a substantial shareholder and controlling shareholder of a listed company?<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>Substantial shareholders are subject to the voting-rights transparency regime of the B\u00f6rseG 2018 (derived from the Transparency Directive). They must notify the issuer and the FMA when their holding of voting rights reaches, exceeds or falls below the relevant thresholds \u2014 in Austria beginning at 4% and continuing at 5%, 10%, 15%, 20%, 25%, 30%, 35%, 40%, 45%, 50%, 75% and 90% \u2014 including holdings attributed through financial instruments and persons acting in concert. The issuer in turn publishes the information as regulated information.<\/p>\n<p>Controlling shareholders face additional obligations: the mandatory bid duty under the \u00dcbG on acquiring control (more than 30% of voting rights); the related-party transaction approval and disclosure regime; and, where they discharge managerial responsibilities or are connected persons, directors\u2019 dealings notifications under MAR \u2014 the threshold for which was raised from EUR 5,000 to EUR 20,000 per calendar year with effect from June 2026. Controlling shareholders must also observe the equal-treatment principle and the prohibitions on insider dealing and market manipulation.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">What corporate actions or transactions require shareholders\u2019 approval?<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>Under the AktG, matters reserved to the shareholders&#8217; meeting include: the appropriation of distributable profit and the declaration of dividends; the election and dismissal of supervisory board members and the appointment of the auditor; the formal discharge (Entlastung) of the management and supervisory boards; and amendments to the articles of association.<\/p>\n<p>Fundamental and capital measures require a qualified (generally 75%) majority and shareholder approval, including: ordinary, authorised and conditional capital increases and the exclusion of subscription rights; capital reductions; the issue of convertible and participating instruments; mergers, demergers and conversions; dissolution and liquidation; squeeze-outs; and the conclusion of intercompany agreements. Listed companies must additionally submit the remuneration policy and remuneration report to an advisory vote, and approve material related-party transactions at board (committee) level as described above.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">Are public companies required to engage any independent directors? What are the specific requirements for a director to be considered \u201cindependent\u201d?<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>Austrian listed companies have a mandatory two-tier board structure comprising a management board (Vorstand) and a separate supervisory board (Aufsichtsrat); \u201cdirectors\u201d in the independence sense are members of the supervisory board. There is no general hard statutory rule mandating a fixed number of independent supervisory board members, but the audit committee (Pr\u00fcfungsausschuss) must include a financial expert and members who are independent of the company, and employee representation rules apply to board composition.<\/p>\n<p>In practice, independence is governed by the Austrian Corporate Governance Code on a comply-or-explain basis (mandatory for prime market issuers). The Code requires a sufficient number of independent supervisory board members and, where the free float exceeds defined levels, a minimum number of members who are independent and who do not represent a controlling shareholder. The Code sets out independence criteria \u2014 broadly, the absence of business or personal relationships with the company or its management that could create a material conflict of interest, including guideline \u201clook-back\u201d periods for former board members, advisers, significant business partners and close family relationships. Each issuer adopts and discloses its independence criteria in its corporate governance report.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">What financial statements are required for a public equity offering? When do financial statements go stale? Under what accounting standards do the financial statements have to be prepared?<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>An equity prospectus must contain audited historical financial information. Following the Listing Act, the number of years of audited historical financial information required in an equity prospectus has been reduced from three to two, and the separate operating and financial review is no longer required (the relevant content being drawn from the management report). Consolidated financial statements of listed groups must be prepared under IFRS as adopted by the EU; third-country issuers may use a national GAAP recognised as equivalent by the European Commission.<\/p>\n<p>Financial information must be sufficiently current at the time of approval. As a practical staleness rule, where the balance-sheet date of the last audited annual accounts is more than nine months old, interim financial information must be included; semi-annual and any published quarterly figures must likewise be incorporated. The exchange\u2019s prime market segment additionally requires ongoing IFRS reporting, with annual reports published within four months and half-year reports within two months of period-end.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">Please describe the key environmental, social, and governance (ESG) and sustainability requirements in your market. Additionally, what are the most significant recent changes or potential upcoming changes in this area?<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>The ESG framework is overwhelmingly EU-driven and applies to Austrian issuers directly or through national implementation: the Corporate Sustainability Reporting Directive (CSRD) and the European Sustainability Reporting Standards (ESRS); the Taxonomy Regulation; the Sustainable Finance Disclosure Regulation (SFDR) for financial market participants; and the EU Green Bond Standard for issuers using the European Green Bond label. The Listing Act adds sustainability-related content to prospectuses, including a taxonomy-alignment statement in the summary and incorporation by reference of the EU green bond factsheet.<\/p>\n<p>The most significant recent development is the EU \u201cOmnibus\u201d simplification initiative, which narrows the scope of mandatory sustainability reporting, postpones certain CSRD reporting waves (the \u201cstop-the-clock\u201d measures) and streamlines due-diligence and taxonomy obligations. For Austrian issuers this means a more proportionate but still substantial reporting burden, and counsel should monitor the final scope and timing of the national implementation of these changes, which remain in flux.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">Are trust structures adopted for issuing debt securities in your jurisdiction? What are the typical trustee\u2019s duties and obligations under the trust structure after the offering?<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>Austria is a civil-law jurisdiction and does not recognise the common-law trust. Trust structures are therefore not used in domestic Austrian bond issuances. The Curator Act 1874 (Kuratorengesetz) is sometimes cited in this context but is fundamentally different from a bond trustee: it provides only for a court-appointed curator (Kurator) who may represent bondholders as a class in defined exceptional circumstances (such as insolvency or restructuring), has no ongoing duties, is not a party to the bond documentation and cannot proactively enforce on behalf of holders. The Kurator is not a functional substitute for a trustee.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">What are the typical credit enhancement measures (guarantee, letter of credit or keep-well deed) for issuing debt securities? Please describe the factors when considering which credit enhancement structure to adopt.<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>Common credit-enhancement techniques in the Austrian market include: parent or group guarantees (which may be structured as an independent guarantee on first demand or as an accessory surety\/B\u00fcrgschaft); security packages (pledges over shares, receivables and accounts, and mortgages over real estate); letters of credit and bank guarantees; and softer instruments such as keep-well deeds and letters of comfort (Patronatserkl\u00e4rungen), which range from legally binding hard comfort to non-binding soft comfort.<\/p>\n<p>The choice of structure turns on several factors: the desired strength and enforceability of the credit support and whether a binding payment obligation is required; the insolvency-remoteness and ranking of the support; rating-agency treatment and the resulting pricing benefit; accounting and regulatory-capital consequences for the provider; tax efficiency (including withholding and deductibility); corporate-benefit and financial-assistance constraints under the AktG (which limit upstream guarantees and security from Austrian subsidiaries); and cost and execution time. Hard guarantees and security give investors the most protection; keep-well and comfort instruments are used where a full guarantee is undesirable for accounting, regulatory or capital-structure reasons.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">What are the typical restrictive covenants in the debt securities\u2019 terms and conditions, if any, and the purposes of such restrictive covenants? What are the future development trends of such restrictive covenants in your jurisdiction?<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>Typical covenants in Austrian and Austrian-related bond terms include: a negative pledge (restricting the grant of security to other creditors); a pari passu undertaking; cross-default and cross-acceleration; limitations on incurrence of additional financial indebtedness and on restricted payments\/distributions; restrictions on disposals, mergers and change of business; a change-of-control put right; and information and reporting covenants. High-yield instruments add a more elaborate incurrence-covenant package, while investment-grade issuance is typically more lightly covenanted. Their purpose is to preserve the issuer\u2019s credit quality, protect the bondholders\u2019 ranking and provide early-warning and exit rights.<\/p>\n<p>Two trends are evident. First, a continued migration towards covenant-lite terms for strong investment-grade and repeat issuers, with protection concentrated in negative pledge, pari passu and change-of-control provisions. Second, the rapid growth of sustainability-linked and green covenants \u2014 use-of-proceeds undertakings for green bonds and KPI\/SPT step-up mechanics for sustainability-linked bonds \u2014 reflecting both investor demand and the EU sustainable-finance agenda, including the EU Green Bond Standard.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">In general, who is responsible for any profit\/income\/withholding taxes related to the payment of debt securities\u2019 interests in your jurisdiction?<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>For Austrian-resident investors, interest from bonds held in a domestic securities account is generally subject to Austrian withholding tax (Kapitalertragsteuer, \u201cKESt\u201d) at 27.5%, deducted at source by the Austrian custodian, which discharges the investor\u2019s income-tax liability (final taxation for individuals).<\/p>\n<p>Non-resident investors are, as a rule, not subject to Austrian withholding on ordinary bond interest where there is no sufficient Austrian nexus, and double-tax treaties and EU directives may further reduce or eliminate source taxation. Internationally placed bonds therefore commonly include a gross-up (tax indemnity) clause, under which the issuer must pay additional amounts so that holders receive the full coupon net of any required withholding, usually paired with an issuer call right if a change in law triggers a gross-up obligation. The precise treatment depends on the investor\u2019s residence, the holding structure and treaty position, and specific tax advice is essential.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">What are the main listing requirements for listing debt securities in your jurisdiction? What are the continuing obligations of the issuer after the listing?<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>Debt securities may be admitted to the Official Market or included on the Vienna MTF. Admission to the Official Market requires an approved prospectus (or base prospectus) under the Prospectus Regulation, freely transferable securities and compliance with the B\u00f6rseG 2018 admission criteria; wholesale debt with a minimum denomination of EUR 100,000 benefits from a lighter disclosure regime. Inclusion on the Vienna MTF is the lighter-touch route, frequently used for programme and wholesale issuance, and does not require a full EU prospectus.<\/p>\n<p>Continuing obligations depend on the venue and the type of debt. Issuers of debt on the regulated market must disclose inside information (ad hoc) under MAR, publish regulated information and notify changes to the terms and rights of the securities; periodic financial reporting under the transparency regime applies to retail-targeted debt but is largely disapplied for wholesale debt of at least EUR 100,000 denomination. MTF issuers are subject to the exchange\u2019s segment rules and to MAR, but to materially reduced periodic-disclosure obligations.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">What are the requirements and restrictions for a foreign issuer to conduct a public offering or list securities in your jurisdiction? Are there any significant differences compared to domestic issuers in terms of disclosure obligations, continuing obligations, or regulatory compliance burdens?<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>Foreign issuers may offer and list securities in Austria on essentially the same terms as domestic issuers. Within the EEA, the Prospectus Regulation\u2019s home-Member-State and passporting mechanism allows a prospectus approved in one Member State to be used in Austria via notification, so an EEA issuer does not need to seek separate FMA approval. Third-country issuers must determine their home Member State for prospectus purposes and may present their financial statements in accordance with IFRS or standards recognized by the European Commission as equivalent.<\/p>\n<p>The substantive disclosure and continuing-obligation standards are the same; the practical differences are operational. A foreign issuer must ensure its securities can be held in central custody for Austrian clearing and settlement (or use Austrian depositary certificates), comply with the rules of the exchange, and align its governance with expectations of Austrian investors. Non-EU\/EEA investors acquiring significant stakes \u2014 and, by extension, certain foreign-controlled issuers \u2014 may also be caught by the Investment Control Act in critical sectors. The chief additional burden is therefore custody, language and structuring rather than a heavier disclosure regime.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">To what extent do public markets remain a viable exit strategy for private equity investors in your jurisdiction?<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>For Austrian portfolio companies, trade sales and secondary buyouts have in recent years been the dominant exit routes, with IPOs comparatively rare. Sponsors frequently run dual-track processes, preparing an IPO in parallel with an M&amp;A sale to preserve optionality and competitive tension, but ultimately complete the sale more often than the listing.<\/p>\n<p>The viability of a public-markets exit has nonetheless improved with the Listing Act reforms \u2014 including the possibility of admission with a minimum 10% free float, subject to exchange requirements and sufficient market liquidity, lighter prospectus regime, follow-on and growth-issuance prospectuses, and the forthcoming ability to use multiple-vote shares for growth-market candidates \u2014 all of which reduce execution cost and friction and allow founders and sponsors to retain influence post-IPO. Public markets therefore remain a credible\u2014though selective and cyclical\u2014exit route for Austrian companies, particularly larger and well-scaled businesses, while trade sales and sponsor-to-sponsor transactions continue to represent the dominant exit channels.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">What is the current regulatory trend in your jurisdiction \u2013 are regulators and stock exchanges taking steps to expand oversight, simplify requirements, or both? Please elaborate on recent initiatives.<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>The dominant trend is deliberate simplification within a maintained supervisory perimeter \u2014 \u201cboth\u201d, but with the emphasis on reducing burden. The Listing Act, transposed with effect from June 2026, is the clearest example: shorter and standardised prospectuses, broader exemptions, a lower free float, higher directors\u2019-dealings thresholds, and a recalibrated ad hoc disclosure obligation for protracted processes, all designed to make public markets more accessible, particularly for SMEs, without diluting market-integrity protections.<\/p>\n<p>Parallel initiatives point the same way: the forthcoming transposition of the multiple-vote share Directive, the EU Benchmarks Regulation review narrowing the scope of supervised benchmarks, and the Omnibus simplification of sustainability reporting. At the same time, oversight is expanding into newer areas \u2014 crypto-assets (MiCA) and digital\/DLT-based instruments, and continued emphasis on sustainable-finance integrity and enforcement of MAR. The Vienna Stock Exchange has likewise focused on lowering barriers for smaller issuers through the direct market plus segment and the Capital Market Coach model. The net direction is a more proportionate, growth-oriented framework combined with targeted expansion of supervision where new risks arise. The commercial result is measurable: the Vienna Stock Exchange recorded around 31,500 primary debt listings in 2025 alone \u2014 positioning itself as Europe\u2019s most active bond listing venue (Wiener B\u00f6rse AG Annual Results, June 2026) \u2014 serving more than 1,000 active issuers from approximately 38 countries with an aggregate issuance volume of around EUR 800 billion. These figures reflect the exchange\u2019s deliberate positioning of the Vienna MTF as a fast, cost-efficient and predictable listing venue, competing directly with Luxembourg, Dublin and Frankfurt on process quality rather than on secondary-market liquidity.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\t\t\t\t\t<li class=\"question-block filter-container__element\">\r\n\t\t\t\t\t\t<h3 class=\"filter-container__match-html\">Is there active consideration or development of a regulatory framework for crypto assets in your jurisdiction's capital markets?<\/h3>\r\n\t\t\t\t\t\t<button id=\"show-me\">+<\/button>\r\n\t\t\t\t\t\t<div class=\"question_answer filter-container__match-html\" style=\"display:none;\"><p>Yes, and it is now largely settled at EU level and operational in Austria. The Markets in Crypto-Assets Regulation (Regulation (EU) 2023\/1114, \u201cMiCA\u201d) is directly applicable and has been fully in force since the end of 2024, with the FMA designated as the competent national authority. MiCA establishes authorisation and conduct requirements for issuers of asset-referenced and e-money tokens and for crypto-asset service providers (CASPs), with transitional arrangements for entities previously registered with the FMA under anti-money-laundering rules migrating to full CASP authorisation.<\/p>\n<p>For capital-markets instruments specifically, tokenised financial instruments that qualify as transferable securities remain subject to MiFID II\/WAG 2018, the Prospectus Regulation and MAR rather than MiCA, and the EU DLT Pilot Regime provides a sandbox for trading and settlement of tokenised securities on distributed-ledger market infrastructures. Austria has implemented the necessary supervisory and enforcement adjustments, and the FMA has published guidance and engages with market participants on questions relating to crypto-assets and tokenisation. The regulatory framework is therefore no longer merely under consideration but is fully operational, with further refinement expected through supervisory practice and future EU implementing and delegated measures.<\/p>\n<\/div>\r\n\r\n\r\n\t\t\t\t\t<\/li>\r\n\r\n\t\t\t\t\r\n<div class=\"word-count-hidden\" style=\"display:none;\">Estimated word count: <span class=\"word-count\">5791<\/span><\/div>\r\n\r\n\t\t\t<\/ol>\r\n\r\n<script type=\"text\/javascript\" src=\"\/wp-content\/themes\/twentyseventeen\/src\/jquery\/components\/filter-guides.js\" async><\/script><\/div>"}},"_links":{"self":[{"href":"https:\/\/my.legal500.com\/guides\/wp-json\/wp\/v2\/comparative_guide\/144260","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/my.legal500.com\/guides\/wp-json\/wp\/v2\/comparative_guide"}],"about":[{"href":"https:\/\/my.legal500.com\/guides\/wp-json\/wp\/v2\/types\/comparative_guide"}],"wp:attachment":[{"href":"https:\/\/my.legal500.com\/guides\/wp-json\/wp\/v2\/media?parent=144260"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}