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Dutch Statutory Board Report and Financial Statements of Curevac N.V

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Dutch Statutory Board Report and Financial Statements of Curevac N.V Dutch statutory board report and financial statements of CureVac N.V. for the fiscal year ended December 31, 2020 Table of Contents Dutch Statutory Board Report ......................................................................................................... 3 1. Introduction......................................................................................................................................... 3 1.1 Preparation ................................................................................................................................... 3 1.2 Forward-Looking Statements .............................................................................................. 3 2. Company and business overview .............................................................................................. 5 2.1 History and development of the Company .................................................................... 5 2.2 Business overview .................................................................................................................... 5 2.3 Organizational Structure ................................................................................................... 120 2.4 Property, Plant and Equipment....................................................................................... 120 2.5 Material subsequent events ............................................................................................. 123 3. Financial Overview ....................................................................................................................... 124 3.1 Selected financial data ........................................................................................................ 124 3.2 Operating results ................................................................................................................... 125 4. Risk Management and Risk Factors ..................................................................................... 143 4.1 Risk management and control systems...................................................................... 143 4.2 In control statement ............................................................................................................ 143 4.3 Risk factors ............................................................................................................................... 144 5. Corporate Governance ................................................................................................................ 211 5.1 Dutch corporate governance code ................................................................................ 211 5.2 Code of conduct and ethics and other corporate governance practices .... 212 5.3 Risk management and control systems...................................................................... 212 5.4 General meeting of shareholders .................................................................................. 212 5.5 Management Board and Supervisory Board ............................................................. 214 5.6 Supervisory board ................................................................................................................. 216 5.7 Evaluation .................................................................................................................................. 218 5.8 Committees ............................................................................................................................... 218 5.9 Diversity policy ....................................................................................................................... 220 5.10 Corporate values and code of conduct and ethics .............................................. 220 6. Compensation report................................................................................................................... 221 6.1 Compensation policy ............................................................................................................ 221 6.2 Compensation of managing directors.......................................................................... 221 6.3 Compensation of supervisory directors ...................................................................... 223 7. Related party transactions ....................................................................................................... 224 8. Protective measures .................................................................................................................... 231 Financial Statements 2020 ............................................................................................................ 233 9. Consolidated Financial Statement ........................................................................................ 233 10. Company Financial Statement ............................................................................................. 286 Other information .............................................................................................................................. 303 1.1 Independent Auditor's Report ........................................................................................ 303 1.2 Profit appropriation .............................................................................................................. 304 1.3 Special rights of control under our articles .............................................................. 304 1.4 Non-voting shares and shares carrying limited economic entitlement ...... 304 1.5 Other establishments .......................................................................................................... 304 2 Dutch Statutory Board Report 1. Introduction In this report, unless otherwise indicated or the context otherwise requires, all references to “CureVac” or the “Company,” “we,” “our,” “ours,” “ourselves,” “us” or similar terms refer to CureVac N.V. and, where appropriate, its subsidiaries, including CureVac AG. We own or have rights to various trademarks and trade names, including CureVac® and the CureVac logo that we use in connection with the operation of our business. This report may also contain trademarks, service marks and trade names of third parties, which are the property of their respective owners. We do not intend our use or display of other entities’ trademarks, trade names or service marks to imply a relationship with, or endorsement or sponsorship of us by, any other entity. Solely for convenience, the trademarks, trade names and service marks in this report are referred to without the symbols ® and ™, or SM, but the omission of such references should not be construed as any indication that we will not assert, to the fullest extent under applicable law, our rights or the right of the applicable owner of these trademarks, service marks and trade names. 1.1 Preparation This report has been prepared by CureVac's management and has been approved by CureVac's management board (the "management board") and CureVac's supervisory board (the "supervisory board") pursuant to Section 2:391 of the Dutch Civil Code ("DCC"). It also contains (i) CureVac's financial statements within the meaning of Section 2:361(1) DCC and (ii) to the extent applicable, the information to be added pursuant to Section 2:392 DCC. This report relates to the fiscal year ended December 31, 2020 and, unless explicitly stated otherwise, information presented in this annual report is as at December 31, 2020. The financial statements included in sections 9 and 10 of this report have been prepared in accordance with the International Financial Reporting Standards, as adopted by the European Commission ("EU IFRS") and Part 9 of Book 2 of the DCC. The report of CureVac's independent auditor, Ernst & Young Accountants LLP, is included in section 11. The Dutch Corporate Governance Code ("DCGC") recommends that the report includes separate reports from the management board and the supervisory board. The report does also include the information that is required to be included in a supervisory board report. 1.2 Forward-Looking Statements This report contains statements that constitute forward-looking statements. Many of the forward- looking statements contained in this report can be identified by the use of forward-looking words such as “anticipate,” “believe,” “could,” “expect,” “should,” “plan,” “intend,” “estimate” and “potential,” or other similar expressions. Forward-looking statements appear in a number of places in this report and include, but are not limited to, statements regarding our intent, belief or current expectations. Forward-looking statements are based on our management’s beliefs and assumptions and on information currently available to our management. Such statements are subject to risks and uncertainties, and actual results may differ materially from those expressed or implied in the forward-looking statements due to of various factors, including, but not limited to, those identified under the section entitled “Risk Factors” in this report. These risks and uncertainties include factors relating to: x our ability to obtain funding for our operations necessary to complete further development and commercialization of our product candidates; x the initiation, timing, progress, results, and cost of our research and development programs and our current and future preclinical studies and clinical trials, including statements regarding the timing of initiation and completion of studies or trials and related preparatory
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