CFCL Investment regulation - Austria
Regulatory structure
Regulations
Please refer to the CBL Market infrastructure - Austria for complete information about the Regulatory structure.
Holding restrictions
Holding restrictions – CSD Market – Austria
Holding restrictions
There are no restrictions on foreign investors buying or selling Austrian fund securities.
Transfer and repatriation of capital
The transfer abroad of capital gains, dividends and interest as well as the repatriation of capital by residents or non-residents is not restricted.
Disclosure requirements
Introductory information and categories
This section provides general information about the disclosure requirements for fund securities holdings with which Clearstream Fund Centre must, according to the information available at the time of the present publication, comply with each of the domestic markets and fund markets covered by the Disclosure Requirements.
Fund securities that are held remotely are usually not disclosed by CFCL. A disclosure request received by CFCL with regard to such a holding will be forwarded to the relevant client without assessing its validity and the CFCL client shall handle the request on a voluntary basis.
The description of handling of shareholder identification disclosure requests by CFCL is further described under Shareholder identification.
Disclosure Requirements are only available for those countries where CFCL has a link to the respective domestic market or direct access to local domiciled funds that are held in Clearstream’s name on the register.
For fund securities holdings where CFCL has no such link or direct access to the register, clients must be aware that local laws might provide for mandatory disclosure. A disclosure request in this regard will be forwarded to clients without assessing its validity. Clients commit not to unreasonably withhold their consent to such a request and agree to indemnify CFCL for damages resulting directly from non-compliance with mandatory local disclosure requirements.
In most cases, the obligation to disclose is based on the domestic equivalent of a Companies Act, relevant investment funds act or anti-money laundering act and covers all security types.
In some instances, the obligation to disclose is based on stock exchange laws or regulations and only applies to listed domestic and foreign securities.
The disclosure requirements do not constitute legal advice and the Clients should seek independent professional advice in relation to fund securities deposited with CFCL, especially as, for those jurisdictions in which no disclosure obligation falls on CFCL, there may be separate disclosure requirements that apply directly to clients of CFCL, shareholders and beneficial owners.
Please note that CFCL is not always given comprehensive information or advised of changes affecting local disclosure requirements.
It remains the sole responsibility of the Client to ensure compliance with local disclosure requirements. If a requirement is not met, it is the client who will be liable to any related penalty. Clients are therefore advised to seek independent legal advice on the existence and interpretation of local disclosure requirements.
In the case of a discrepancy between the general information contained in this document and the information provided by CFCL for a specific market, as applicable (irrespective of whether this information has been obtained from an agent of Clearstream Fund Centre, or, as the case may be, a foreign regulator of a branch of CFCL), the information provided by CFCL for the specific market as applicable, shall prevail.
N.B.: In all countries, if it is suspected that a disclosure obligation has been breached (for example, that a threshold of holdings under custody has been crossed without being reported), the regulators and the authorities may have the power to investigate. Moreover, in all countries, disclosure obligations might be triggered by enforceable judgements of the competent jurisdiction of the country in question.
Disclosure categories
Clearstream Fund Centre classifies disclosure scenarios according to the following market categories:
Category 1
Markets where disclosure by Clearstream Banking as custodian of Clearstream Fund Centre to issuers, investment fund managers and/or to regulators or market authorities is mandatory under applicable law;
Category 2
Markets where disclosure by Clearstream Banking as custodian of Clearstream Fund Centre of account holders to issuers, investment fund managers and/or foreign regulators or market authorities is a legal obligation in respect of securities in specific circumstances;
Category 3
Markets where there is no obligation for Clearstream Banking as custodian of Clearstream Fund Centre to disclose account holders to issuers, investment fund managers and/or regulators, notwithstanding any disclosure requirement falling directly on clients of Clearstream Fund Centre, shareholders and/or beneficial owners or notwithstanding disclosure necessary to obey an enforceable judgement of the country in question.
Disclosure requirements – CSD Market - Austria
Disclosure Category: 2
Disclosure of a beneficial owner may be asked by the sub-custodian or the CSD if required by the applicable anti-money laundering (AML) rules.
Investors that hold securities in the Austrian market are required to report if they exceed the set thresholds.
Consent
Clients are hereby deemed to consent to disclosure and to the appointment of the requestor (for example, but not limited to the issuer or its agent) as their attorney-in-fact, under power of attorney, to collect from Clearstream Fund Centre such information as is required to be disclosed. Clients not willing to give this consent cannot hold such fund securities in their account with Clearstream Fund Centre.
Background and legal basis
The obligation to report, which falls on the shareholder, derives from Article 130 of the Austrian Stock Exchange Act dated 4 January 2018. The custodian incurs no disclosure obligation. The Transparency Directive stipulates, within Article 9, Paragraph 4 as implemented in Austrian law in April 2007, that disclosure obligations do not apply to custodians holding shares on behalf of clients.
Nonetheless, disclosure of a beneficial owner may be asked by the sub-custodian or the CSD (prior to or throughout the business relationship), if required by the applicable AML rules (Finanzmarkt-Geldwäschegesetz).
Please refer to the CBL Disclosure Requirements – Austria for more information.