Haitong Securities Co., Ltd., China International Capital Corporation

About SMIC International IC Manufacturing Co., Ltd

Verification Opinions on Estimated Daily Related Transaction Quota in 2023

Haitong Securities Co., Ltd. (hereinafter referred to as "Haitong Securities" or "Joint Sponsor") and China International Capital Corporation (hereinafter referred to as "CICC" or "Joint Sponsor") serve as SMIC Integrated Circuit Manufacturing Co., Ltd. (Hereinafter referred to as "SMIC" or "the company") continuous supervision and joint sponsor institution for initial public offering of shares and listing on the science and technology innovation board, in accordance with the relevant provisions of the measures for the Administration of Securities issuance and listing recommendation Business, the rules for the listing of stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange, and the self-regulatory guidelines No. 1-standardized Operation of listed companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange, the estimated amount of daily related party transactions in 2023 has been verified, and the details are as follows:

Basic information on 1. daily connected transactions

Review procedures (I) the performance of daily related transactions.

On March 28, 2023, the board of directors of the company passed the "Proposal on the Estimated Amount of Daily Related Transactions in 2023". The related director Gao Yonggang abstained from voting on this proposal, and the non-related directors present at the meeting unanimously agreed to the proposal.

According to the company's "Revised and Restated Articles of Association Outline and Articles of Association" and "Related (Connected) Transaction Management System" and other relevant regulations, this related transaction does not meet the criteria for consideration by the general meeting of shareholders and does not need to be submitted to the general meeting of shareholders for consideration.

(II) the estimated amount and type of this daily related transaction.

Combined with the company's business development and production and operation, the company's daily related party transactions in 2023 are expected to be about 921.25 million yuan, as follows:

Unit: RMB ten thousand yuan

At the beginning of this year

This is expected

Amount to 2023 and above

Share of similar industries February 28 2022 Share of similar industries

Actual Issue in 2023

The proportion of related party transactions and the proportion of related party transactions actually incurred.

Estimated amount difference

(%) Cumulative Issued Amount (%)

The difference is larger

A raw transaction.

Reason

Amount

Purchase Goods 22.0 0.0 - 21.7 0.0/

Receiving labor 150.0 0.3 - 152.9 0.3/

Lease of assets to related parties 265.0 1.6 43.5 268.8 1.6/

Sheng Jisheng (Ningbo) semi-buys machines from related parties.

CONDUCTOR TECHNOLOGY LIMITED 16,500.0 0.3 1,100.9 12,438.7 0.3/

Equipment

Sale of machines to related parties/

Equipment 210.0 0.2 - 213.0 0.2

Subtotal 17,147.0 / 1,144.4 13,095.1 / /

SMIC Juyuan Equity Investment Receives Labor 437.5 10.4 70.6 403.1 9.5/

Management (Shanghai) Limited Leases Assets to Related Parties 570.1 3.4 114.7 520.6 3.1/

Company subtotal 1,007.6 / 185 923.7 / /

Purchase of goods 3,214.8 0.3 234.8 1,493.7 0.1/

Letterpress Core Color Crystal Electronics/

Lease of assets to related parties 2,955.6 17.6 496.4 3,065.3 18.2

(Shanghai) Co., Ltd.

Subtotal 6,170.4 / 731.2 4,559.0 / /

Canxin Semiconductor (upper/

Sale of goods 67,800.0 1.5 12,092.4 62,175.9 1.4

Hai) Co., Ltd.

Total 92,125.0 / 14,153.3 80,753.7 / /

Note 1: Percentage of similar business in the above table = occurrence of this related transaction/occurrence of audited similar business in 2022.

Note 2: The above estimated amount allows transfers between legal persons or other organizations where the same affiliated natural person is a director or senior manager.

Note 3: The criterion for explaining the reason for the large difference in amount in the above table is that the difference amount accounts for more than 0.1 per cent of the company's most recent audited total assets.

Estimates and performance of previous routine connected transactions of the (III)

Unit: RMB ten thousand yuan

Related party Related transaction category 2022 Estimated amount Actual amount incurred in 2022

Procurement of goods 200.0 21.7

Receiving labor services-152.9

Shengjisheng (Ningbo) semi-oriented related party rental assets 155.0 268.8.

Body Technology Co., Ltd. buys machinery and equipment from related parties 20,000.0 12,438.7.

Sale of machinery and equipment to related parties 1,000.0 213.0

Subtotal 21,355.0 13,095.1

Related party Related transaction category 2022 Estimated amount Actual amount incurred in 2022

Acceptance of labor 504.6 403.1

SMIC Juyuan Equity Investment Management Leases Assets to Related Parties

Li (Shanghai) Co., Ltd. 437 520.6.

Subtotal 942.4 923.7

Purchase of goods 6,750.4 1,493.7

Letterpress Zhongxin Caijing Electronics Leases Assets to Related Parties

(Shanghai) Co., Ltd. 3,130.2 3,065.3

Subtotal 9,880.6 4,559.0

Canxin Semiconductor (Shanghai) Sales of goods

Company Limited 69,922.5 62,175.9

Total 102,100.5 80,753.7

Basic information and relationship of 2. related persons

Basic information of (I) related persons

1. Shengjisheng (Ningbo) Semiconductor Technology Co., Ltd.

Company Name Sheng Jisheng (Ningbo) Semiconductor Technology Co., Ltd.

Nature of the company Limited liability company (Sino-foreign joint venture)

Legal representative Xiang Xifei

Registered capital US $102.276601 million

Date of Establishment March 22, 2018

Address/Main Office Location: Shiqiao Village, Yunlong Town, Yinzhou District, Ningbo City, Zhejiang Province

The main business is semiconductor equipment research and development, production, sales and related technical services; semiconductor equipment and equipment.

Renovation, installation, maintenance and sales of parts, etc.

Tianjin Jisheng Management Consulting Partnership (Limited Partnership): Holding 12.71

SMIC International Holdings Limited: 9.94 per cent shareholding

Ningbo Core Space Shengxin Venture Capital Partnership (Limited Partnership): 9.64 Shareholding Ratio

Major shareholder or actual controlling TRIPLECORES KOREA CO.,LTD.: shareholding ratio 8.28

Xinxin Financial Leasing Co., Ltd.: 8.28 per cent shareholding

Tianjin Jixin Management Consulting Partnership (Limited Partnership): Holding 8.15%

Shanghai Xinyang Semiconductor Materials Co., Ltd.: Holding 7.06

Yangzhou Dinghang Zhensheng Equity Investment Partnership (Limited Partnership): 6.02

2, SMIC Juyuan Equity Investment Management (Shanghai) Co.

Company Name: Zhongxin Juyuan Equity Investment Management (Shanghai) Co., Ltd.

Nature of Company Other Limited Liability Company

Legal Representative Gao Yonggang

Registered capital 100 million RMB

Date of Establishment February 27, 2014

Domicile/Main Office Location: Room 337, Building 1, 738 Guangji Road, Hongkou District, Shanghai

Main Business Investment Management

Shanghai Xinqi Investment Center (Limited Partnership): 35% shareholding

Major shareholder or actual control of SMIC (Shanghai) Co., Ltd.: 19.51 shareholding

Ningbo Dao Zhifeng Investment Management Co., Ltd.: 17.5 per cent shareholding

Ningbo Yuehu Xiangzhuang Cultural Development Co., Ltd.: shareholding ratio of 17.5

Core Space Holdings Limited: Holding 10.49

3, letterpress in the core color crystal electronics (Shanghai) Co., Ltd.

Company Name Letterpress SMIC Electronics (Shanghai) Co., Ltd.

Company nature Limited liability company (foreign joint venture)

Legal representative: Zhelang Ueki

Registered capital US $64 million

Date of Establishment 24 November 2004

Domicile/Main Office Location 1/F, Building 2, No.18 Zhangjiang Road, China (Shanghai) Pilot Free Trade Zone

Main business imaging sensor design, wafer color film and micro lens design, production, processing.

Major shareholder or actual control of Letterpress Printing Co., Ltd. (Japan): 70% shareholding

China Core International Integrated Circuit Manufacturing Co., Ltd.: 30% shareholding

4. Canxin Semiconductor (Shanghai) Co., Ltd.

Company Name Canxin Semiconductor (Shanghai) Co., Ltd.

Nature of the company Limited by Share Ltd (Hong Kong, Macao and Taiwan investment, unlisted)

Legal Representative ZHIQING JOHN ZHUANG (Zhuang Zhiqing)

Registered capital 90 million RMB

Date of Establishment 17 July 2008

Domicile/Main Office Location: 6th Floor, Building 2, Lide International, 1158 Zhangdong Road, China (Shanghai) Pilot Free Trade Zone

Main Business One-stop chip customization service

SMIC International Holdings Limited: 18.98 per cent shareholding

Major shareholders or actual controlling NORWEST VENTURE PARTNERS X,LP: 13.47 per cent shareholding

Jiaxing Junliu Investment Partnership (Limited Partnership): 5.93 per cent shareholding

BRITE EAGLE HOLDINGS,LLC: 5.43% shareholding

The relationship between (II) and listed companies.

The relationship between the related person and the listed company.

No.

1 Sheng Jisheng (Ningbo) Semiconductor Technology Co., Ltd. Chairman Gao Yonggang served as the chairman of the company.

2 Gao Yonggang, Chairman of SMIC Juyuan Equity Investment Management (Shanghai) Co., Ltd., served as the chairman of the company.

Company

Zhao Haijun, co-CEO of Letterpress SMIC Electronics (Shanghai) Co., Ltd., served as vice chairman of the company.

4 Chanxin Semiconductor (Shanghai) Co., Ltd. Co-CEO Zhao Haijun served as the company's chairman.

The above-mentioned related parties exist and operate normally in accordance with the law, the transactions between the two parties can be settled normally, and the previous similar related transactions have been executed well. The Company will sign relevant agreements with relevant parties on the above-mentioned transactions and execute them in strict accordance with the agreement, and the performance of both parties has legal protection.

Main contents of 3. daily connected transactions

Main contents of (I) related party transactions

The Company's daily connected transactions mainly involve the purchase of raw materials and equipment, foundry of wafers and asset leasing, and the transaction prices are determined by reference to the prices of similar transactions of independent third parties in the market.

Signing of (II) Related Transaction Agreement

1. SMIC International Holdings Co., Ltd., a wholly-owned subsidiary of the company, signed a "lease contract" with Shengjisheng (Ningbo) Semiconductor Technology Co., Ltd. to lease space to Shengjisheng for office space, the term of the agreement is from July 15, 2021 to January 14, 2025. SMIC International Integrated Circuit Manufacturing (Beijing) Co., Ltd. and Sheng Jisheng signed the "Lease Agreement" and "Office/Station Lease Agreement" to lease the office to Sheng Jisheng for use. The term of the agreement is from August 1, 2021 to 2025. July 30, 2022 October 1 to September 30, 2024. SMIC International Integrated Circuit Manufacturing (Shenzhen) Co., Ltd. and Sheng Jisheng signed an UsedEquipmentSalesAgreement to sell used equipment to Sheng Jisheng for a period of December 21, 2021 until the end of the sale process.

2. The company's wholly-owned subsidiary SMIC International Holdings Co., Ltd. and SMIC Juyuan Equity Investment Management (Shanghai) Co., Ltd. signed the "Lease Contract" and "Office Lease Contract" to lease premises to SMIC Juyuan for office use. The terms of the agreement are from May 1, 2020 to October 31, 2023, and from March 1, 2022 to August 31, 2025. SMIC Wafer Equity Investment (Shanghai) Co., Ltd. and SMIC Juyuan signed the "Entrusted Management Agreement" and supplementary agreement to entrust SMIC Juyuan to manage its assets for the period from September 5, 2019 to February 26, 2029.

3, PublicCompany's wholly-owned subsidiaries, SMIC International Integrated Circuit Manufacturing (Shanghai) Co., Ltd., SMIC International Integrated Circuit Manufacturing (Beijing) Co., Ltd., SMIC International Integrated Circuit Manufacturing (Tianjin) Co., Ltd., and its holding subsidiaries SMIC Southern Integrated Circuit Manufacturing Co., Ltd., SMIC International Integrated Circuit Manufacturing (Shenzhen) have

The limited company has signed the "Chip OEM Agreement" with Canxin Semiconductor (Shanghai) Co., Ltd. The terms of the agreement are May 4, 2022 to May 3, 2027, August 17, 2021 to August 16, 2026, January 1, 2022 to December 31, 2026, April 1, 2020 to March 31, 2025, and June 2, 2021 to June 1, 2026.

4. SMIC International Integrated Circuit Manufacturing (Shanghai) Co., Ltd., a wholly-owned subsidiary of the company, signed a "Lease Contract" and a supplementary agreement with Ticonet SMIC Caijing Electronics (Shanghai) Co., Ltd. to lease the plant to Ticonet for production and operation. The term of the agreement is from August 1, 2020 to July 31, 2023.

In addition to the signed agreements, the Company and the aforementioned related parties will enter into corresponding contracts or agreements based on the conduct of their business after the Board of Directors has resolved in writing to approve the expected amount of daily connected transactions in 2023.

Purpose of 4. daily connected transactions and their impact on listed companies

Necessity of (I) Related Transactions

The daily related transactions between the company and related parties are necessary for the company's normal business activities and are conducive to promoting the development of the company's related business.

(II) the fairness and reasonableness of the pricing of related transactions.

The transactions between the Company and its related parties are based on general commercial terms in the course of daily business, and the related transactions are priced fairly and follow the principles of openness, fairness and impartiality, and there is no harm to the interests of the Company and all shareholders, especially the small and medium shareholders.

Continuity of (III) related transactions

The expected daily related party transactions will not affect the independence of the company. The company's main business will not rely on related parties due to the above transactions, and will not adversely affect the company's financial status and operating results.

Verification opinions of 5. sponsor institutions

Upon verification, the joint sponsors Haitong Securities and CICC believe that:

The related party transaction has been deliberated and approved by the board of directors of the company, and the related directors have avoided voting, and the decision-making process is in line with the Listing Rules of Shanghai Stock Exchange and the revised and restated articles of association of the company.

The outline and articles of association, the management system of related party (connected) transactions and other relevant provisions; this related party transaction is required by the company's normal business activities and is conducive to promoting the development of the company's related business. The related party transaction is based on the general commercial terms in the daily business process, and the pricing of related party transactions is fair and follows the principles of openness, fairness and impartiality, There is no behavior that harms the interests of the company and all shareholders, especially the minority shareholders, related party transactions will not affect the independence of the company, and the company's main business will not rely on related parties as a result of the above transactions, and will not adversely affect the company's financial status and operating results. The joint sponsor has no objection to the expected amount of daily related transactions in 2023.

(No text below)

(There is no text on this page. It is the signed and sealed page of Haitong Securities Co., Ltd. on the "Verification Opinions on the Estimated Amount of Daily Related Party Transactions of SMIC Manufacturing Co., Ltd. in 2023")

Signature of Sponsor Representative:

Zheng Yu Chen Cheng

Haitong Securities Co., Ltd.

Year Month Day

(There is no text on this page. It is the signature and seal page of China International Capital Corporation on the "Verification Opinions on the Estimated Amount of Daily Related Party Transactions of SMIC Manufacturing Co., Ltd. in 2023")

Signature of Sponsor Representative:

Wei Xianyong Li Yang

China International Capital Corporation Limited

Year Month Day