The admission to listing to the Official Market and to the Second Regulated Market is defined in the Austrian Stock Exchange Act. The Official Market and the Second Regulated Market differ mainly as regards the quality of the admission criteria.

	Regulated Markets
	Official Market   Art. 66 SEA	Second Regulated Market Art. 68 SEA
Total nominal value	Min. EUR 2.9m	Min. EUR 725,000
Free float nominal value	Min. EUR 725,000 (par value shares)	Min. EUR 181,250
Free float in no. of shares	Min. of 10,000 no-par-value shares	Min. of 2,500 no-par-value shares
Period of existence	Min. of 3 years	Min. of 1 year
Financial statements	For the three preceding full business years	For the preceding full business year
Prospectus	Pursuant to Art. 74 Stock Exchange Act	Pursuant to Art. 74 Stock Exchange Act

 

The Admission Application and Admission Procedures at Wiener Börse

The exchange operating company decides on the admission to the Official Market and Second Regulated Market by issuing an official notice on application. The admission application must be submitted in writing by the issuer and must be co-signed by an exchange member. The application must be accompanied, among other things, by a current excerpt from the Companies Register, the current company by-laws, the company’s compliance guidelines and an approved prospectus in two counterparts in accordance with Article 74 Stock Exchange Act.

	Regulated Market (Official Market and Second Regulated Market )
Publication of financial statements (audited)	At the latest, 4 months after the end of the reporting period pursuant to Article 82 par. 8 Stock Exchange Act, accounting according to IFRS (for consolidated statements)
Publication of half-year financial statements	At the latest, 2 months after the end of the reporting period pursuant to Article 82 par. 8 Stock Exchange Act, accounting according to IFRS (for consolidated statements)
Publication of interim reports or quarterly reports for 1Q and 3Q	Interim reports: At the latest 6 weeks after the end of the reporting period pursuant to Art. 82 par. 8 Stock Exchange Act or optionally quarterly reports: At the latest 2 months after the end of the reporting period  according to IFRS (for consolidated statements)
Ad hoc disclosure	Yes, written advance notification to Wiener Börse and FMA and disclosure pursuant to Art. 82 par. 8 Stock Exchange Act
Measures to prevent inside dealings (Compliance Decree for Issuers)	Yes, Decree issued by FMA
Directors’ dealings, Mandatory reporting of any changes to shares held by members of corporate bodies and senior management	Yes, within 5 days after the threshold of EUR 5,000 is reached
Changes to major holdings (Art. 93 Stock Exchange Act)	Publication within 2 trading days pursuant to Art. 82 par. 8 Stock Exchange Act
Stock buyback program (Art. 93 Stock Exchange Act)	Yes, immediately pursuant to Art 82 par. 8 Stock Exchange Act
Document pursuant to Art. 75a (Stock Exchange Act)	At the latest 20 days after publication of financial statements

In addition to the possibility of admission to listing on the Official Market or Second Regulated Market, shares may also be included in trading in the Third Market. The inclusion of shares in trading on the Third Market is regulated by separate General Terms and Conditions of Business of Wiener Börse AG (Rules for the Operation of the Third Market).

Trading in financial instruments on the Third Market shall not require any formal admission procedures to exchange trading. The requirements of the Stock Exchange Act regarding financial instruments admitted to trading on a regulated market, in particular, the obligations imposed on issuers, do not apply to the financial instruments traded on the Third Market operated as an MTF.

2.1 Requirements for Inclusion in Trading

• The legal status of the issuer and the issuance of the securities must comply with the laws of the country of the company’s registered office or of whichever country the shares have been issued in.
• In the case of private placements: Description of company, financial statements or annual report
• In the case of public placements: Prospectus pursuant to Capital Market Act

The application and the procedure for the inclusion in trading

The inclusion in the Third Market is decided by resolution of the management board of the exchange operating company. A written application of an exchange member, a credit institution or an investment firm is a requirement. The application must be accompanied, among other things, by a current excerpt from the companies register, the current company by-laws and in the case of a public offering an approved prospectus pursuant to the Capital Market Act or in the case of a private placement, a description of the company, the financial statements or an annual report. 

2.2 Ongoing obligations of an inclusion in trading

Throughout the entire period of inclusion in trading, the applicant must immediately provide the exchange operating company with all information regarding the issuer and its securities as well as any material changes. Material changes shall include:

• Changes to the legal framework
• Changes to the company name
• Capital measures

 

2.3 Trading Procedure / Liquidity Provider

	Trading Procedure	Liquidity Provider
other securities	Single intra-day auction	Liquidity providers possible for the auction
	Continuous trading with an opening auction and a closing auction	With market maker

 

3. Market segments of Wiener Börse AG

After allocation of the shares to the Official Market and Second Regulated Market pursuant to the Stock Exchange Act or to the Third Market (MTF) pursuant to the General Terms and Conditions of Business of Wiener Börse, the shares are included in the market segments.  The criteria used for the allocation include transparency and disclosure requirements as well as type of financial instrument, type of market making (specialists, market makers, liquidity provided in auction trading) and the different trading systems (Xetra®, Eurex®) or trading procedures (continuous trading, one-time intraday auction).

3.1 Transparency and Disclosure Obligations by Market Segment

prime market

The companies listed on the prime market are under the contractually agreed-on obligation to comply with the provisions of the Stock Exchange Act as well as with higher transparency, quality and disclosure criteria. This ensures greater recognition among investors.

Key requirements/ongoing obligations according to the Stock Exchange Act and applicable rules and regulations:
Admission	Official Market or Second Regulated Market
Share category	Ordinary shares*
Period of existing	3 years, financial statements for the 3 full financial years preceding the admission*
Free float	Free float over 25% and market capitalization min. EUR 20 million or free float of less than 25% and market capitalization over EUR 40 million
Publication of financial statements (audited)	At the latest 4 months after the end of the reporting period, accounting according to IFRS
Publication of half-year financial statements	At the latest 2 months after the end of the reporting period, accounting according to IFRS
Publication of interim reports or quarterly reports for 1Q and 3Q	At the latest 2 months after the end of the reporting period, according to IFRS (IAS 34)*
Ad hoc disclosure	Link to an electronic system (ad hoc disclosure)*
Calendar of corporate events	Obligation to submit in 2 months before start of the respective financial year*
Language of publication	German and English*
Code of Corporate Governance	Yearly CG statement (Art. 243 Commercial Code) incl. declaration of commitment*
Listing Prospectus (Art. 74 Stock Exchange Act)	Disclosure on website for one year after the end of the offer period*
Measures to prevent insider dealings (Compliance Decree for Issuers)	Yes
Directors’ dealings, reporting to FMA of any changes to shares held by members of corporate bodies and by management-level employees	Yes
Changes to major shareholdings	Yes
Trading procedure/ Liquidity provider	Continuous trading Specialist is mandatory; further market makers possible

* Pursuant to the prime market rules of Wiener Börse AG

mid market

The mid market offers companies with low capital requirements the option of raising capital through the capital market. A company has a choice of admission to listing on the Official Market or Second Regulated Market or of inclusion in the Third Market as an MTF. An essential feature is the function of Capital Market Coach, who supports the company before and as long as it is included in trading.

Key requirements/ongoing obligations according to the Stock Exchange Act and applicable rules and regulations:
Admission to listing or inclusion in trading	Official Market or Second Regulated Market	Third Market (MTF)
Share category	Ordinary shares*	Ordinary shares*
Period of existence	Official Market: 3 years Second Regulated Market: 1 year	1 year
Accounting standards	IFRS	National accounting standards or IFRS
Publication of financial statements (audited) or annual reports including the management report	At the latest 4 months after the end of the reporting period Accounting according to IFRS	Publication within 5 months after the end of the reporting period
Publication of half-year financial statements or interim reports for the half year	At the latest 2 months after the end of the reporting period Accounting according to IFRS	Publication within 3 months after the end of the first half-year
Publication of interim reports or quarterly reports for 1Q and 3Q	Interim reports: At the latest 6 weeks after the end of the reporting period or optionally quarterly reports at the latest 2 months after the end of the reporting period according to IFRS (IAS34)	No
Obligation to disclose price-sensitive company information	Ad hoc disclosure obligation	Publication of price sensitive company information*
Calendar of corporate events	Yes*	Yes*
Language of publication	German for issuers with their registered office only in Austria	German or English
Measures to prevent insider dealings (Compliance Decree for Issuers)	Yes	No
Directors’ dealings, reporting to FMA of any changes to shares held by members of corporate bodies and by management-level employees	Yes	No
Changes to major shareholdings	Yes	No
Annual information talk with CMC	Yes*	Yes*
Trading procedure/ Liquidity provider	Continuous trading: with market makers Single intra-day auction: mandatory market maker or liquidity provider Mandatory Capital Market Coach*	Continuous trading: with market makers Single intra-day auction: mandatory market maker or liquidity provider Mandatory Capital Market Coach*

* Pursuant to the mid market rules of Wiener Börse AG

standard market

The segment standard market includes all stocks admitted to the Official Market or the Second Regulated Market that do not meet the criteria of the prime market. A listing does not require any additional transparency or disclosure obligations beyond those set out in the Stock Exchange Act.

Key requirements/ongoing obligations according to the Stock Exchange Act and applicable rules and regulations:
Admission	Official Market or Second Regulated Market
Share category	Ordinary shares, preferred shares
Publication of financial statements	At the latest 4 months after the end of the reporting period, accounting according to IFRS
Publication of half-year financial statements	At the latest 2 months after the end of the reporting period, accounting according to IFRS
Publication of interim reports or quarterly reports for 1Q and 3Q	Interim reports: At the latest 6 weeks after the end of the reporting period or optionally quarterly reports: at the latest 2 months after the end of the reporting period according to IFRS (IAS34)
Ad hoc disclosure	Yes
Language of publication	German for issuers with their registered offi ce only in Austria
Measures to prevent insider dealings (Compliance Decree for Issuers)	Yes
Directors’ dealings, reporting to FMA of any changes to shares held by members of corporate bodies and by management-level employees	Yes
Changes to major shareholdings	Yes
Trading procedure/ Liquidity provider	Continuous trading: with market maker Single intra-day auction: market making possible in the auction