Transitional provisions

(1) The Sales Prospectus Act, as consolidated on 9 September 1998 (Federal Law Gazette I, p. 2701), as last amended by Article 8 of the Act of 16 July 2007 (Federal Law Gazette I, p. 1330), continues to apply to sales prospectuses submitted to BaFin before 1 June 2012 for permission to publish under section 8i(2), first sentence of that Act. The public offer of asset investments within the meaning of the first sentence is deemed to have ended upon expiry of 17 August 2022.
(1a) For asset investments publicly offered before 10 July 2015 on the basis of a sales prospectus approved by BaFin under this Act, and continuing to be publicly offered after 10 July 2015, this Assets Investment Act, in the version in force until 9 July 2015, continues to apply until 10 July 2016, subject to subsections (11) and (13). By way of derogation from the first sentence, this Assets Investment Act, in the version in force until 9 July 2015, continues to apply to asset investments last publicly offered before 10 July 2015 on the basis of a sales prospectus approved by BaFin under this Act. For asset investments within the meaning of the first sentence, section 10a(2), in the version in force until 15 July 2019, applies with the proviso that the public offer is deemed to have ended at the latest from 10 July 2016, unless a sales prospectus is published before that time under this Act in its version in force from 10 July 2015.
(2) For claims for defective sales prospectuses published in Germany before 1 June 2012, the Sales Prospectus Act and sections 44 to 47 of the Stock Exchange Act, in each case in the version in force until 31 May 2012, continue to apply. Where sales prospectuses were not published contrary to section 8f(1), first sentence of the Sales Prospectus Act, in the version in force until 31 May 2012, the Sales Prospectus Act, in the version in force until 31 May 2012, continues to apply to the claims resulting from this that arose by 31 May 2012.
(3) Sections 23 to 26 apply to all issuers of asset investments whose asset investments are publicly offered in Germany after 1 June 2012, and apply for the first time to annual financial statements and management reports for the financial year beginning after 31 December 2013.
(4) Publications and announcements under section 9(2), first sentence, nos. 1 and 2 must, until 31 December 2014, also be made, in addition to the publication or announcement in the Federal Gazette, in a supraregional gazette of record for stock exchange notices.
(5) This Act, in the version in force until 21 July 2013, continues to apply to asset investments that, as a result of the amendment of section 1(2) and the entry into force of the Capital Investment Code, are deemed units in investment assets within the meaning of section 1(1) of the Capital Investment Code and that satisfy the conditions of section 353(1) or (2) of the Capital Investment Code.
(6) This Act, in the version in force until 21 July 2013, with the exception of Division 3, continues to apply to asset investments that, as a result of the amendment of section 1(2) and the entry into force of the Capital Investment Code, are deemed units in investment assets within the meaning of section 1(1) of the Capital Investment Code and that satisfy the conditions of section 353(3) of the Capital Investment Code.
(7) This Act, in the version in force until 21 July 2013, continues to apply to asset investments that, as a result of the amendment of section 1(2) and the entry into force of the Capital Investment Code, are deemed units in investment assets within the meaning of section 1(1) of the Capital Investment Code and that satisfy the conditions of section 353(4) or (5) of the Capital Investment Code, until an application for authorisation under section 22 or an application for registration under section 44 of the Capital Investment Code is submitted to BaFin. From receipt of the application for authorisation under section 22 or the application for registration under section 44 of the Capital Investment Code, this Act, in the version in force until 21 July 2013, continues to apply to asset investments within the meaning of the first sentence, alongside the provisions named in section 353(4) or (5) of the Capital Investment Code.
(8) This Act, in the version in force until 21 July 2013, continues to apply, with the proviso set out below, to asset investments subscribed by at least one investor before 22 July 2013 that, as a result of the amendment of section 1(2) and the entry into force of the Capital Investment Code, are deemed units in investment assets within the meaning of section 1(1) of the Capital Investment Code and that do not satisfy the conditions of section 353(1), (2), (3), (4) or (5) of the Capital Investment Code, until the end of the distribution right for the period named under section 353(6) in conjunction with section 351(3) and (4) and section 345(6) and (7), or section 351(6) and section 345(8) of the Capital Investment Code, with the proviso that approval of the sales prospectus under section 8 can no longer occur after 21 July 2013. "Subscription" within the meaning of this transitional provision means the unconditional and open-ended conclusion of the contractual obligation transaction directed at becoming a shareholder in a publicly offered company.
(9) Applications directed at approval by BaFin of the sales prospectus of asset investments that, as a result of the amendment of section 1(2) and the entry into force of the Capital Investment Code, are deemed units in investment assets within the meaning of section 1(1) of the Capital Investment Code, and on which no decision had yet been given as at 21 July 2013, lapse free of charge upon expiry of 21 July 2013. BaFin draws the applicant's attention to this circumstance and to the applicability of the Capital Investment Code. Approval of the sales prospectus of asset investments within the meaning of the first sentence granted before 22 July 2013 lapses on 22 July 2013, where the asset investment has not yet been subscribed by at least one investor before 22 July 2013. Subsection (8), third sentence applies accordingly.
(10) This Act applies, from 1 July 2015, to asset investments within the meaning of section 1(2) nos. 3, 4 and 7, in the version in force from 10 July 2015, first publicly offered after 9 July 2015. This Act applies, from 1 January 2016, to asset investments within the meaning of section 1(2) nos. 3, 4 and 7, in the version in force from 10 July 2015, publicly offered before 10 July 2015. Public offers of asset investments under the second sentence must, until 1 January 2016, indicate the circumstance named in the second sentence. With regard to the obligations under sections 11 and 11a, the public offer for asset investments within the meaning of the second sentence is deemed to have ended from 1 January 2016, unless a sales prospectus is published before that time under this Act in its version in force from 10 July 2015.
(11) Section 31(1), first sentence, in the version of the Small Investor Protection Act of 3 July 2015 (Federal Law Gazette I, p. 1114), applies for the first time to annual and consolidated financial statements for financial years beginning after 31 December 2014.
(12) This Act does not apply to asset investments within the meaning of section 1(2), in the version in force from 10 July 2015, that were last publicly offered before 1 July 2005.
(13) Sections 23, 26, 30 and 31, in the version of the Accounting Directive Implementation Act of 17 July 2015 (Federal Law Gazette I, p. 1245), apply for the first time to annual financial statements and management reports for financial years beginning after 31 December 2015. Sections 23, 26, 30 and 31, in the version in force until 9 July 2015, continue to apply to annual financial statements and management reports for financial years beginning before 1 January 2015. Sections 23, 26 and 30, in the version in force until 9 July 2015, and section 31, in the version in force until 22 July 2015, continue to apply to annual financial statements and management reports for financial years beginning after 31 December 2014 and before 1 January 2016.
(14) Section 23, in the version of the CSR Directive Implementation Act of 11 April 2017 (Federal Law Gazette I, p. 802), applies for the first time to annual and consolidated financial statements, management reports and group management reports for the financial year beginning after 31 December 2016. Section 23, in the version in force until 18 April 2017, applies, without prejudice to subsection (13), for the last time to management reports and group management reports for the financial year beginning before 1 January 2017.
(15) Incomplete sales prospectuses approved before 16 July 2019 continue to be subject, until the expiry of their validity, to the Assets Investment Act in the version in force until 15 July 2019.
(16) Sections 23 and 24, in the version in force from 19 August 2020, apply for the first time to annual reports, annual financial statements, management reports, and declarations under section 264(2), third sentence and section 289(1), fifth sentence of the Commercial Code, for the financial year beginning after 31 December 2019. The provisions named in the first sentence, in the version in force up to and including 18 August 2020, apply for the last time to annual reports, annual financial statements, management reports, and declarations under section 264(2), third sentence and section 289(1), fifth sentence of the Commercial Code, for the financial year beginning before 1 January 2020.
(17) This Assets Investment Act, in the version in force until 16 August 2021, continues to apply, for twelve months after approval of the sales prospectus or permission of the asset investment information sheet, to asset investments that were publicly offered before 17 August 2021 on the basis of a sales prospectus approved by BaFin, or an asset investment information sheet permitted by BaFin, and continue to be offered after 17 August 2021.
(18) Section 26, in the version of the Act to Further Strengthen Investor Protection of 9 July 2021 (Federal Law Gazette I, p. 2570), applies for the first time to annual financial statements and management reports for the financial year beginning after 31 December 2020.
(19) Sections 23 and 31, in the version in force from 1 August 2022, apply for the first time to annual reports for the financial year beginning after 31 December 2021. The provisions named in the first sentence, in the version in force up to and including 31 July 2022, apply for the last time to annual reports for the financial year beginning before 1 January 2022.