Shenwan Hongyuan Securities Underwriting and Sponsoring Co., Ltd

About Anji Microelectronics Technology (Shanghai) Co., Ltd

Verification opinions on the expected daily related party transactions in 2024

Shenwan Hongyuan Securities Underwriting Sponsor Co., Ltd. (hereinafter referred to as the "Sponsor"), as the sponsor institution of Anji Microelectronics Technology (Shanghai) Co., Ltd. (hereinafter referred to as the "Company", "Anji Technology") in the issuance of shares to specific targets, in accordance with the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, the Administrative Measures for the Sponsorship Business of Securities Issuance and Listing, and the Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange. The expected daily related party transactions of Anji Technology in 2024 were verified, and the details are as follows:

1. Basic information on daily related party transactions

(1) Deliberation procedures for the performance of routine related-party transactions

On September 24, 2024, the Company held the first special meeting of independent directors in 2024 to deliberate and approve

Passed the "Proposal on the Estimation of Daily Related Party Transactions in 2024". The special meeting of the independent directors believes that the related party transactions that the company expects to occur in 2024 are necessary for the company's normal business operations, are normal business activities, comply with the principles of voluntary, equivalent and paid, the pricing is fair and reasonable, and the related party transactions that occur are in line with the interests of the company and do not harm the interests of the company and other shareholders. The special meeting of the independent directors of the company agreed to submit the "Proposal on the Expected Daily Related Party Transactions in 2024" to the board of directors of the company for deliberation.

The company held the 14th meeting of the third board of directors and the third board of supervisors on September 27, 2024

At the 14th meeting, the meeting deliberated and passed the "Proposal on the Estimated Daily Related Party Transactions in 2024".

According to the Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange, the Articles of Association of Anji Microelectronics Technology (Shanghai) Co., Ltd. and other relevant regulations, the estimated quota of daily related party transactions in 2024 is within the approval authority of the board of directors of the company and does not need to be submitted to the general meeting of shareholders for deliberation.

(2) The estimated amount and type of the daily related party transaction

Unit: 10,000 yuan

Arrived at the beginning of this year

Related Correlation is expected to account for the same category in August 2024 and last year in the same category in 2024

Transactions in 2024 are expected to increase from 31 days to related party transactions compared to related party transactions

Category Amount Amount Cumulative Occurrence Reason for Occurrence of Case

(%) Amount of Transaction Funds Generated (%)

forehead

Xiang Guan

Lianren Gong

Purchase Division 1,500.00 2.00 289.62 99.30 0.19 Increased business requirements

Raw material A

material

Total 1,500.00 2.00 289.62 99.30 0.19

Note: 1. The calculation base of "proportion of similar business" is the estimated amount of the company's similar business in 2024 and the audited amount of similar business in 2023;

2. The "cumulative transaction amount with related persons from the beginning of this year to August 31, 2024" in the above table is unaudited;

3. The company is not expected to carry out daily related party transactions in previous years.

2. Basic information and relationship of related persons

(1) The basic information and affiliation of related parties

According to the relevant provisions of the Rules Governing the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange, the counterparty involved Company A is an affiliated legal person of the Company and constitutes a connected transaction. In view of the fact that the contents of the above-mentioned related party transactions are trade secrets of the company, the disclosure of transaction information such as the basic information of the counterparty may adversely affect the operation of the listed company and damage the interests of the company, the company's shareholders and the counterparty. In accordance with the Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange, the Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation, and other laws and regulations, as well as the relevant provisions of the Company's Management System for Suspension and Exemption of Information Disclosure, the Company has fulfilled the internal registration and approval procedures for information exemption disclosure, and in order to safeguard the interests of listed companies and investors, the Company has exempted the disclosure of the basic information and related relationships of the related parties of this related party transaction.

(2) Analysis of performance capacity

The above-mentioned related persons exist in accordance with the law and operate normally, have good performance capabilities, and will not bring operational risks to the company.

3. The main content of daily related party transactions

(1) The main content of the related party transaction

The company is expected to purchase raw materials from related parties in the daily related party transactions mainly for the company to purchase raw materials from related parties, the related party transactions between the company and related parties follow the market principles of openness, fairness and impartiality, the transaction price is determined through negotiation on the basis of market price or fair price, and the payment arrangements and settlement methods are implemented in accordance with the rules and requirements of the company's transactions with other suppliers.

(2) The signing of the related party transaction agreement

In order to safeguard the interests of both parties, the company and the above-mentioned related parties shall sign corresponding contracts or agreements according to the business development situation, and strictly implement the agreements.

Fourth, the purpose of daily related party transactions and the impact on listed companies

(1) The necessity of related party transactions

The Company expects that the daily related party transactions with the above-mentioned related parties belong to the normal business scope of the Company's production and operation activities, which is reasonable and necessary to meet the needs of the Company's business development and production and operation, and is conducive to the Company's sustainable and stable operation and to promote the Company's development.

(2) The fairness of the pricing of related party transactions

The Company expects that the transactions with the above-mentioned related parties will be carried out on a fair basis in accordance with market rules, the transactions are in line with the principles of openness, fairness and impartiality, the transaction prices will be determined through negotiation on the basis of market prices or fair prices, and the payment arrangements and settlement methods will be implemented with reference to the rules and requirements of the Company's transactions with other suppliers, and there will be no harm to the interests of the Company and its shareholders, especially small and medium-sized shareholders.

(3) Continuity of related party transactions

It is expected that the above-mentioned related party transactions will follow the principles of fair trade and mutual benefit, which will be conducive to the continuous development of the Company's normal business, and the Company's main business will not be dependent on related parties and will not have an impact on the Company's independence. 5. Sponsor verification opinions

After verification, the sponsor believes that the company's 2024 daily related party transactions are expected to be in 2024

The first special meeting of independent directors, the 14th meeting of the third board of directors and the 14th meeting of the third board of supervisors were deliberated and approved. This matter does not need to be submitted to the general meeting of shareholders for deliberation. The decision-making procedures for the above-mentioned day-to-day related party transactions are in accordance with relevant laws, regulations and the Articles of Association of Anji Microelectronics Technology (Shanghai) Co., Ltd. The above-mentioned daily related party transactions of the Company are in line with the needs of the Company's normal development and operation, and there is no harm to the interests of the Company and its shareholders, especially small and medium-sized shareholders, and the Company's main business will not be dependent on related parties and will not have an impact on the independence of the Company.

In summary, the sponsor has no objection to the expected matters of Anji Technology's daily related party transactions in 2024.

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