82
As at 31 December 2006, the share capital of Bank Austria Creditanstalt AG was divided into 147,021,640 no-par value bearer shares and 10,100 registered shares. The registered shares (10,000 registered shares are held by “Privatstiftung zur Verwaltung von Anteilsrechten”, a private foundation under Austrian law; 100 registered shares are held by “Betriebsratsfonds des Betriebsrats der Angestellten der Bank Austria Creditanstalt AG Großraum Wien”, the Employees’ Council Fund of the Employees’ Council of employees of Bank Austria Creditanstalt AG in the Vienna area) have been a long-standing tradition and have a special status based on historical developments: for resolutions concerning spin-offs and specific mergers or specific changes in the bank’s Bye-laws (Articles of Association) to be adopted at a general meeting of shareholders, the registered shareholders have to be present when the resolutions are adopted. The relevant resolutions are specified in Article 20 (13) and (14) of Bank Austria Creditanstalt’s Bye-laws (Articles of Association).
As part of the bank’s securities business with its customers, Bank Austria Creditanstalt acquired 4,201,654 bearer shares in Bank Austria Creditanstalt AG at the average price of € 103.77 and sold 4,191,119 shares at the average price of € 103.98. At the end of 2006, Bank Austria Creditanstalt AG and consolidated subsidiaries held shares in Bank Austria Creditanstalt AG and shares in a controlling company worth € 24,019.
Pursuant to a resolution passed at the Annual General Meeting on 19 May 2005, the Management Board is authorised, in accordance with Section 169 of the Austrian Joint Stock Companies Act, to increase the share capital by up to € 534,460,374.90 by issuing up to 73,515,870 new no-par value shares against contributions in cash or in kind, excluding or not excluding subscription rights, until 21 June 2010. On 4 December 2006, the Management Board passed a resolution, with the consent of the Supervisory Board on 21 December 2006, to make partial use of the additional authorised capital and to increase the share capital by € 399,850,000 by issuing 55,000,000 no-par value shares in exchange for the contribution in kind of the “CEE Business Unit of UniCredit”, excluding subscription rights.