FEDERAL GAZETTE
FOR THE REPUBLIC OF AUSTRIA
Volume 2017 Issued on January 17, 2017 Part I
20. Federal law: Sustainability and Diversity Improvement Act, NaDiVeG
(NR: GP XXV RV 1355 AB 1406 p. 158. BR: AB 9711 p. 862.)
[CELEX No.: 32014L0095]
20. Federal law amending the Corporate Code, the Stock Corporation Act and the GmbH Act
to improve sustainability and diversity reporting (Sustainability and Diversity Improvement
Act, NaDiVeG)
The National Council has decided:
Table of Contents
Article 1 Amendment of the Company Code
Article 2 Amendment of the Companies Act
Article 3 Amendment of the GmbH Act
Article 1
Amendment of the Corporate Code
The company code - UGB, dRGBl. S. 219/1897, last amended by Federal Law Gazette I No.
43/2016, is amended as follows:
1. In § 242 Para. 4 the reference "§ 243b Para. 2 Z 3" is changed by the reference "§ 243c
Para. 2 Z 3".
2. In Section 243 (5), the phrase “which is not subject to the obligation pursuant to Section
243b” is inserted after the word “corporations”.
3. The previous § 243b is given the designation "§ 243c.", the paragraph heading before the
previous § 243b becomes the paragraph heading before the new § 243c.
4. The previous § 243c is given the designation "§ 243d.", the paragraph heading before the
previous § 243c becomes the paragraph heading before the new § 243d.
5. After § 243a, the following § 243b including the title is inserted:
“Non-Financial Statement, Non-Financial Report
§ 243b. (1) Large corporations that are public interest entities and that meet the criterion of
employing more than 500 employees on the reporting dates on an annual average (Section
221 (6)) have to include in the management report instead of the information pursuant to
Section 243 (5). include a non-financial statement.
(2) The non-financial statement must contain the information that is required for an
understanding of the course of business, the business result, the situation of the company
and the effects of its activities and must at least relate to environmental, social and
employee matters, to respect for human rights and relating to the fight against corruption
and bribery. The analysis shall explain the non-financial performance indicators with
reference to the amounts and disclosures reported in the financial statements.
(3) The information according to paragraph 2 must include:
1. A brief description of the company's business model;
2. a description of the policies pursued by the company in relation to the matters referred
to in paragraph 2;
3. the results of these concepts;
4. the due diligence processes used;
5. The material risks that are likely to have an adverse impact on those matters and the
Company's management of those risks, viz
a. insofar as they arise from the company's own business activities and,
b. when relevant and proportionate to the extent they arise from their business
relationships, products or services;
6. The most important non-financial performance indicators that are important for the
specific business activity.
If the company does not have a policy with regard to one or more of the issues mentioned
in paragraph 2, the non-financial statement must contain a clear justification for this.
(4) In exceptional cases, information on future developments or matters under negotiation
may be omitted where
1. According to reasonable business judgment, such a statement is capable of seriously
damaging the business situation of the company, and
2. such non-inclusion does not prevent a true understanding of the course of business, the
business result, the situation of the company and the effects of its activities.
(5) When preparing the non-financial statement, the company can rely on national, union-
based or international frameworks; if it makes use of this, it must state which frameworks it
relies on. When using such frameworks, it must be ensured that the requirements of
paragraph 2 and paragraph 3 are met.
(6) A company is exempt from the obligation to prepare a non-financial statement in the
management report if it prepares a separate non-financial report that at least meets the
requirements of paragraph 2 to paragraph 5. This must be drawn up by the legal
representatives, signed by all legal representatives, submitted to the members of the
supervisory board, checked by them and disclosed together with the management report in
accordance with Section 277.
(7) A company is also exempt from the obligation to prepare a non-financial statement if it
and its subsidiaries are included in the group management report or separate consolidated
reports