Corporate Governance Code Declaration of Conformity
We at BioNTech believe that adhering to the highest Corporate Governance standards positively impacts our performance and we put great importance on building trust with investors, the public and other stakeholders. We are committed to transparency of corporate communication and cooperation between our Management and Supervisory Board aimed at increasing shareholder value over the long term.
Declaration of Conformity of the Management Board and the Supervisory Board of BioNTech SE with the German Corporate Governance Code (“Code”)
The Management Board and Supervisory Board of BioNTech SE declare the following pursuant to Section 161 of the German Stock Corporation Act (AktG):
With the exception of the points listed below, BioNTech SE has complied with all recommendations of the German Corporate Governance Code (“Code”) in the version from December 16, 2019 and will continue to comply with them in the future.
- In the few months since its IPO on NASDAQ, the Supervisory Board did not carry out a self-evaluation of its activities (see Item D.13 of the Code), since a large number of matters had to be dealt with as a matter of priority and the Supervisory Board considers that it should undergo such a measure at most once a year. It intends to carry out such an assessment later in 2020.
- Contrary to Item F.2 of the Code, the Group management report has not been made available within 90 days of the end of the financial year. In light of its presence on the capital market in the USA, the Company has initially focused on the publication of its annual report on Form 20-F within this period, which contains comparable information. For the future, the Company intends to publish the Group management report within the above-mentioned period.
- The variable remuneration for the Management Board is only payable if the defined stringent performance criteria are met. If necessary, the Supervisory Board is authorized to reduce the remuneration pursuant to Section 87 para. 2 of the German Stock Corporation Act (AktG). Furthermore, the Company does not consider it appropriate to provide for the possibilities of withholding or even repayment of the remuneration (see Item G.11 of the Code).
Mainz, May 4, 2020
For the Supervisory Board
Prof. Ugur Sahin, M.D.
Chairman of the Management Board and Chief Executive Officer
Dr. Sierk Poetting
Chief Financial Officer and Chief Operating Officer
For the Supervisory Board
Chairman of the Supervisory Board