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1.2.3Responsibility for compliance in Austria

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In Austria – as in Germany – there is no set of regulations, mandatory for all organisations, governing or requiring the introduction of a compliance management system. In Austria, in accordance with § 18 WAG, only organisations that are subject to the Securities Supervision Act are obliged to introduce a compliance organisation.[17] The Austrian Code of Corporate Governance (compliance with which is voluntary) states that the board of directors (of listed companies) must take appropriate measures to ensure compliance with laws that are relevant to the company (ACCG, IV.15). The audit committee of the governing body must monitor the effectiveness of the internal control system and the risk management system (ACCG, V.40).[18]

Due diligence by a prudent, conscientious manager, as required in § 76 paragraph 1 AktG[19] and § 25 paragraph 1 GmbHG[20], contains an implicit duty to supervise and control compliance with laws. Pursuant to § 82 AktG and § 22 paragraph 1 GmbHG, the board of directors (company management) must ensure that, as well as a proper accounting system, an internal control system corresponding to the requirements of the company is in place. Similar obligations are derived from the Act on Cooperatives (§ 22(1) GenG).[21]

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