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Erste Bank JPMorgan Merrill Lynch International

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THE VIENNA STOCK EXCHANGE<br />

The information relating to the Vienna Stock Exchange set out below is derived from information<br />

obtained from the Vienna Stock Exchange, in particular from the website of the Vienna Stock<br />

Exchange (www.wienerborse.at), the annual report of 2006 and monthly statistics relating to December<br />

2007, and the annual report of the FMA. The website of the Vienna Stock Exchange<br />

(www.wienerborse.at) contains further information about the Vienna Stock Exchange as well as a<br />

range of special services, such as quotations and ad hoc information about the companies listed on<br />

the Vienna Stock Exchange. The information contained in this website is not part of this Prospectus.<br />

The Vienna Stock Exchange is operated by Wiener Börse AG, based on a license under the<br />

Austrian Stock Exchange Act (Börsegesetz). In addition to a securities exchange, Wiener Börse AG<br />

also operates a multilateral trading facility (MTF) and a commodities exchange.<br />

The Vienna Stock Exchange is supervised by the FMA. As the market and stock exchange<br />

supervisory authority, the FMA is responsible, in particular, for supervision of the reporting requirements<br />

for reportable instruments in accordance with the Austrian Securities Supervision Act 2007<br />

(“WAG 2007”), the supervision of market participants and the clarification and investigation of<br />

infringements against the ban on insider trading and the ban on market manipulation, the monitoring<br />

of securities analyses concerning the issue and dissemination of recommendations in Austria, the<br />

regularity and fairness of securities trading, the clarification and investigation of price manipulation,<br />

stock exchange supervision in compliance with the Stock Exchange Act (BörseG) and the monitoring<br />

of issuers and shareholders with respect to their duties of publication.<br />

The FMA is responsible for the supervision of the lawfulness of resolutions of the executive<br />

bodies of the stock exchange operator. For that purpose, it uses the stock exchange commissioner<br />

(Börsekommissär). The stock exchange commissioner and his deputy are appointed by the Federal<br />

Minister of Finance, but act on behalf of the FMA and are bound by the instructions of the FMA, as<br />

the competent supervisory authority. The stock exchange commissioner (at present one stock<br />

exchange commissioner and two deputies) is to be invited to all important meetings of the stock<br />

exchange operator. He monitors Wiener Börse AG as well as the Vienna Stock Exchange, reviews the<br />

resolutions of the executive bodies of Wiener Börse AG with respect to their lawfulness and has the<br />

duty to veto unlawful resolutions.<br />

Wiener Städtische AG holds approximately 3.5016% of the share capital of Wiener Börse AG.<br />

The Markets of the Vienna Stock Exchange<br />

The Austrian Stock Exchange Act provides for two types of admission: the Official Market<br />

(Amtlicher Handel) and the Second Regulated Market (Geregelter Freiverkehr). Classification according<br />

to the type of admission is used as the criterion for admission and classification in the individual<br />

market or trading segments: Prime Market, Standard Market Continuous, Mid Market and Standard<br />

Market Auction.<br />

The Unregulated Third Market that existed prior to the entry into force of WAG 2007, has been<br />

operated by the Wiener Börse AG since November 1, 2007, in the form of a multilateral trading facility<br />

within the meaning of the WAG 2007. A multilateral trading facility is not a regulated market under the<br />

Stock Exchange Act. It is a trading facility operated on the basis of a license from the FMA according<br />

to the provisions of the WAG 2007. However, on the basis of a special FMA approval, the operator of<br />

a regulated market is entitled to operate a multilateral trading facility. Participation takes place on the<br />

basis of the operator’s own general terms and conditions of business, the “Terms and conditions for<br />

operation of the Third Market” which the Wiener Börse AG has drawn up with the approval of the<br />

FMA.<br />

Both the Official Market and the Second Regulated Market of the Vienna Stock Exchange have<br />

been recognized as regulated markets pursuant to the Directive 2004/39/EC on markets in financial<br />

instruments (MiFID). The statutory offense of “misuse of insider information” and the administrative<br />

offense of “market manipulation” are also applicable to multilateral trading facilities. In December<br />

2004, the U.S. Securities and Exchange Commission granted the Vienna Stock Exchange the status<br />

of a “Designated Offshore Securities Market” in accordance with the U.S. Securities Act.<br />

Certain listing criteria set out by the Austrian Stock Exchange Act and—in the Prime Market<br />

trading segment—certain non-statutory criteria set out by the Vienna Stock Exchange must be met by<br />

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