Everbright Securities Co., Ltd.

About Suzhou Nanxin Microelectronics Co., Ltd.

Verification Opinions on the Use of Part of Over-raised Funds to Permanently Supplement Liquidity

Everbright Securities Co., Ltd. (hereinafter referred to as "Everbright Securities" or "sponsor") as Suzhou Naxin Microelectronics Co., Ltd. (hereinafter referred to as "the company" or "Naxin micro") initial public offering of A shares and listed on the science and technology board of the sponsor and continuous supervision organization, according to the "Administrative Measures for the Sponsorship Business of Securities Issuance and Listing", "Shanghai Stock Exchange Science and Technology Innovation Board Stock Listing Rules", "Listed Company Supervision Guidelines No. 2-Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies" and "Shanghai Stock Exchange Science and Technology Innovation Board Self-discipline Supervision Guidelines No. 1-Standardized Operation" and other relevant laws, regulations and normative documents, A prudent verification of the use of some of the over-raised funds to permanently replenish liquidity by Naxiwei has been carried out, and the verification and opinions are as follows:

Basic situation of 1. raised funds

According to the "Approval for the Registration of the Initial Public Offering of Shares of Suzhou Naxin Microelectronics Co., Ltd." (Securities Regulatory Commission License [2022] No. 427) issued by the China Securities Regulatory Commission, the company is approved to publicly issue 25.266 million RMB ordinary shares to the public. The issue price per share is RMB 230.00, and the total amount of raised funds is RMB 5,811.18 million; after deducting the underwriting and recommendation fees, issuance registration fees and other issuance expenses totaling 229.9334 million yuan (excluding the amount of value-added tax), the net amount of raised funds is 5,581.2466 million yuan, and all the above funds have been in place. Tianjian Certified Public Accountants (Special General Partnership) Verified and issued the "Tianjian Inspection 2022 No. 148" "Capital Verification Report" on April 19, 2022.

After the fund-raising funds have been received, all of them have been deposited in the special fund-raising account approved by the company's board of directors. The company has signed a tripartite supervision agreement with the sponsor institution and the commercial bank that deposits the fund-raising funds.

2. raised funds investment projects

According to the Company's disclosure of the "Suzhou Naxin Microelectronics Co., Ltd. initial public offering of shares and listing on the board prospectus", the initial public offering of shares to raise funds to use the plan is as follows:

Unit: ten thousand yuan

No. Project Name Project Total Investment Amount Raised Funds Proposed Investment Amount Implementation Subject

1 Signal Chain Chip Development and System 43,900.00 43,900.00 Nanocore Micro

Application Project

2 R & D Center Construction Project 8,900.00 8,900.00 Nanocore Micro

3 Supplementary working capital project 22,200.00 22,200.00 nano core micro

Total 75,000.00 75,000.00-

3. the plan to use the over-raised funds to permanently supplement the working capital.

On the premise of ensuring the capital demand for the construction of fund-raising investment projects and the normal progress of fund-raising projects, in order to meet the company's liquidity needs, improve the efficiency of the use of fund-raising, reduce financial costs, further enhance the company's profitability, and safeguard the interests of listed companies and shareholders, according to the "Guidelines for the Supervision of Listed Companies No. 2-Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies", "Shanghai Stock Exchange Science and Technology Innovation Board Listed Companies Self-Regulatory Guidelines No. 1-Standardized Operation" and the company's "Raised Funds Management System" The company intends to use part of the over-raised funds to permanently supplement working capital for the company's production and operation, which meets the needs of the company's actual operation and development, and interests of all shareholders.

The total amount of funds raised by the company this time is 5,811.18 million yuan, of which the over-raised amount is 4,831.2466 million yuan. This time, it is proposed to use the over-raised funds of RMB 1.4 billion to permanently supplement the working capital, accounting for 28.98 of the total over-raised funds. The company's cumulative use of over-raised funds to permanently supplement working capital in the past 12 months does not exceed 30% of the total over-raised funds, and does not violate the relevant regulations of the China Securities Regulatory Commission and the Shanghai Stock Exchange on the use of funds raised by listed companies.

4. related commitments and statements

The company promises that the cumulative use of over-raised funds to supplement working capital every 12 months will not exceed 30% of the total over-raised funds; the use of over-raised funds to permanently supplement working capital will not affect the normal progress of the company's raised capital investment plan; within 12 months after supplementing working capital, no high-risk investment will be made and financial assistance will be provided to objects other than holding subsidiaries.

Procedures for the consideration of 5. implementation

The company held the ninth meeting of the third board of directors and the ninth meeting of the third board of supervisors on June 19, 2024

At the second meeting, the proposal on using part of the over raised funds to permanently supplement the working capital was deliberated and passed, and it was agreed that the company should use the over raised funds of RMB 1.4 billion yuan to permanently supplement the working capital, accounting for the proportion of the total amount of the over raised funds

of 28.98 percent. The motion is still to be submitted to the company's shareholders' meeting for consideration.

Special Opinions of the Supervisory Board of the 6. Company

The board of supervisors of the company believes that the use of over raised funds to permanently supplement working capital is in line with the provisions of the regulatory guidelines for listed companies No. 2-regulatory requirements for the management and use of funds raised by listed companies, the self regulatory guidelines for listed companies on the science and Technology Innovation Board of Shanghai Stock Exchange No. 1-standardized operation and other relevant laws, regulations, normative documents, as well as the articles of association and the management system of raised funds. The company will use the over raised funds to permanently supplement the working capital and use them for the production and operation related to the main business. There is no situation of changing the use of the raised funds and harming the interests of shareholders, which is conducive to improving the use efficiency of the raised funds, reducing the company's financial costs, and further improving the company's profitability, which is in the interests of the company and all shareholders. In summary, the Supervisory Board agreed to the company's use of part of the over-raised funds to permanently replenish liquidity matters.

Verification opinions of 7. sponsor institutions

After verification, the sponsor believes that: the company's use of part of the over-raised funds to permanently supplement working capital has been reviewed and approved by the company's board of directors and board of supervisors, and the necessary procedures have been fulfilled, and it still needs to be submitted to the company's shareholders meeting for deliberation. This matter is in line with the "Guidelines for the Supervision of Listed Companies No. 2-Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies", "Guidelines for the Self-Regulation of the Shanghai Stock Exchange's Science and Technology Board No. 1-Standardized Operation" and other relevant provisions and the Company's "Fund Raising Management System. This time, the company uses part of the over raised funds to permanently supplement the working capital and use it for the production and operation related to the main business. There is no situation of changing the use of the raised funds and harming the interests of shareholders, which is conducive to improving the use efficiency of the raised funds, reducing the company's financial costs, and further improving the company's profitability, which is in the interests of the company and all shareholders.

In summary, the sponsor has no objection to the company's use of part of the over-raised funds to permanently replenish liquidity.

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