DIE ERSTE österreichische Spar-Casse ... - ERSTE Stiftung

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GENERAL INFORMATION (1) The Issuer is not aware of any conflicts – including interest conflicts – which would have a material effect on the issuance / offer of the Notes, except as specified in the Final Terms. (2) The establishment of the Programme was authorised by a resolution of the Managing Board of the Issuer passed on 11 October 2010. Single issuances under the Programme will be issued on the basis of separate resolution of the Managing Board made in coordination with the Supervisory Board. (3) Except as disclosed under "Recent developments" in the Prospectus, there has been no significant change in the financial or trading position of the Issuer since 30 September 2011 and no material adverse change in the prospects of the Issuer since 31 December 2010. (4) No governmental, legal or arbitration proceedings (including any such proceedings which are pending or threatened of which the Issuer is aware), during a period of twelve months preceding the date of this Prospectus, may have or have had in the recent past, significant effects on the Issuer and/or the Erste Group's financial position or profitability. (5) The Securities Code and the Securities Identification Number (ISIN) for each Series of Notes will be set out in the Final Terms. (6) The address of Euroclear is 1 Boulevard du Roi Albert II, B-1210 Brussels, Belgium, the address of Clearstream, Luxembourg is 42 Avenue JF Kennedy L-1855 Luxembourg and the address of Oesterreichische Kontrollbank AG is Am Hof 4, A- 1011 Vienna. The address of any alternative clearing system will be specified in the applicable Final Terms. (7) Copies of the latest financial statements and interim financial statements dated 30 September 2010 of the Issuer may be obtained, and copies of the Prospectus (including supplements) and any Final Terms of a respective Series will be available for inspection at the registered office of the Issuer and at the specified office of the Paying Agent during normal business hours as long as any of the Notes of the respective Series are outstanding. (8) Die <strong>Spar</strong>kassen-Prüfungsverband Prüfungsstelle (statutory auditor, two current directors of which are members of the Austrian Institute of Auditors) of Grimmelshausengasse 1, A-1030 Vienna has audited and rendered unqualified audit reports on the financial statements of the Issuer for the years ended on 31 December 2009 (dated 22 March 2010) and the year ended 31 December 2010 (dated 14 April 2011). (9) The holders of the Notes will be represented in any judicial action or bankruptcy proceedings instituted in Austria against the Issuer by an attorney (curator) appointed by and responsible to the Commercial Court of Vienna under the statute of 24 April 1874, Imperial Legislation Gazette no. 49 as amended (Kuratorengesetz). (10) For so long as Notes may be issued pursuant to this Prospectus, the following documents are available, during usual business hours on any weekday (Saturdays and public holidays excluded), for inspection at the registered office of the Issuer and the specified office of the Paying Agent: (i) Foundation Statutes (<strong>Stiftung</strong>serklärung) of the Issuer dated 10 December 2008; Page 92
(ii) the published annual report and audited financial statements of the Issuer for the two most recent financial years ended prior to the date of this Prospectus and any subsequent interim financial statements of the Issuer; and (iii) a copy of this Prospectus. (11) Electronic versions of the following documents will be available on the website of the Issuer under "www.erstestiftung.org" and on the website of the Luxembourg Stock Exchange under "www.bourse.lu": (i) a copy of this Prospectus; and (ii) English translations of the audited financial statements of the Issuer for the financial years ended 31 December 2009 and 31 December 2010 and the unaudited interim financial statements of the Issuer for the third quarter ended 30 September 2011. Page 93
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DIE ERSTE österreichische Spar-Cas
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In this Prospectus, unless otherwis
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SELLING RESTRICTIONS ..............
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DOCUMENTS INCORPORATED BY REFERENCE
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SUMMARY OF THE PROGRAMME This summa
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Credit Risk Credit risk is the risk
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Business of ERSTE Foundation DIE ER
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Risk Factors arising from Erste Gro
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RISK FACTORS Prospective investors
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implementation of the Issuer's stra
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Interest rate fluctuations may adve
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of the Notes. A downgrading of the
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Noteholders are exposed to the risk
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Holders of Fixed Rate Notes are exp
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Investors have to rely on the funct
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epresented by a global note in bear
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exclusive jurisdiction. Consumers w
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Terms and Conditions [Title of Note
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[insert definition of EURIBOR and E
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[in the case of "Actual/365" or "Ac
Page 41 and 42: § 9 Taxation All payments of princ
Page 43 and 44: [In case of early redemption on the
Page 45 and 46: 17. 18. (iii) Partial Redemption: (
Page 47 and 48: General DIE ERSTE ÖSTERREICHISCHE
Page 49 and 50: VolkswagenStiftung 2,457,544,000 (M
Page 51 and 52: The development objective of ERSTE
Page 53 and 54: financial services by other banks d
Page 55 and 56: In the case that funds will be requ
Page 57 and 58: ("AGM") not to pay a dividend for t
Page 59 and 60: Member Boris Marte Other positions:
Page 61 and 62: Member Maximilian Hardegg Privatsti
Page 63 and 64: Sparkassen AG, with the procedure i
Page 65 and 66: The foundation’s auditor is the a
Page 67 and 68: Other assets 7.132 6.898 Subscribed
Page 69 and 70: Revenue reserves 197,597 203,784 -3
Page 71 and 72: The English translation of the repo
Page 73 and 74: MATERIAL CONTRACTS Since 31 Decembe
Page 75 and 76: the taxation of financial instrumen
Page 77 and 78: Private foundations pursuant to the
Page 79 and 80: CZECH REPUBLIC General Czech tax im
Page 81 and 82: interest paid (with the exception o
Page 83 and 84: LUXEMBOURG The following summary is
Page 85 and 86: Luxembourg income tax on interest a
Page 87 and 88: Capital gains Income from the sale
Page 89 and 90: OFFER AND SUBSCRIPTION The Programm
Page 91: SELLING RESTRICTIONS This Prospectu
Page 95 and 96: LIBOR means the London Inter-bank O
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DIE ERSTE österreichische Spar-Casse ... - ERSTE Stiftung

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