Verification Opinion
China International Capital Corporation (hereinafter referred to as "CICC" or "Sponsor") serves as the sponsor for Jiangsu Zhuosheng Microelectronics Co., Ltd. (hereinafter referred to as "Zhuosheng Micro" or "Company") during the ongoing supervision phase of the 2025 A-share issuance project to specific targets. In accordance with the relevant laws, regulations, and normative documents, CICC has conducted a verification of Zhuosheng Micro's use of raised funds to replace self-funded investments in projects and paid issuance costs. The specific verification details are as follows:
1. Basic Situation of Raised Funds
According to the China Securities Regulatory Commission's (hereinafter referred to as "CSRC") approval (Document No. [2025] 2905), the company issued 40,043,788 shares of ordinary shares (A-shares) at a price of RMB 86.78 per share, raising a total of RMB 3,474,999,922.64. After deducting issuance costs (excluding VAT) of RMB 12,638,972.63, the actual net amount raised is RMB 3,462,360,950.01. The raised funds have been fully received, verified by Lixin Certified Public Accountants on April 17, 2026, with verification report No. [2026] ZA11702. To standardize the management and use of raised funds and protect investors' rights, the company and its subsidiaries have established relevant special accounts for raised funds. After the funds were received, they were all deposited into the special accounts approved by the board of directors, and a tripartite supervision agreement was signed with the sponsor and the commercial bank holding the raised funds.
2. Investment Project Situation of Raised Funds
According to the "Prospectus for the 2025 A-share Issuance by Jiangsu Zhuosheng Microelectronics Co., Ltd. to Specific Targets," the raised funds, after deducting issuance costs, are intended for the following projects:
| Project Name | Total Investment (10,000 RMB) | Proposed Investment from Raised Funds (10,000 RMB) |
|---|---|---|
| RF Chip Manufacturing Expansion | 418,243.26 | 300,000.00 |
| Supplementing Working Capital | 47,500.00 | 47,500.00 |
| Total | 465,743.26 | 347,500.00 |