China Merchants Securities Co., Ltd. Verification Opinion on the Use of Partially Idle Raised Funds for Cash Management by Silan Semiconductor Materials (Shenzhen) Co., Ltd.
China Merchants Securities Co., Ltd. (hereinafter referred to as the "Sponsor") is the sponsor of Silan Semiconductor Materials (Shenzhen) Co., Ltd. (hereinafter referred to as "Silan Semiconductor" or the "Company") for its initial public offering of stocks on the ChiNext market. In accordance with the "Supervision Rules for Raised Funds of Listed Companies," the "Shenzhen Stock Exchange ChiNext Stock Listing Rules," and the "Shenzhen Stock Exchange Listed Company Self-Regulatory Management Guidelines No. 2 - Norms for the Operation of ChiNext Listed Companies," etc., the Sponsor has investigated the matter of the Company's use of partially idle raised funds for cash management and hereby issues this verification opinion. The details are as follows:
I. Basic Situation of Raised Funds
With the approval of the China Securities Regulatory Commission's "Approval on the Registration of the Initial Public Offering of Stocks of Silan Semiconductor Materials (Shenzhen) Co., Ltd." (Zhengjian Xuke (2025) No. 138) and the Shenzhen Stock Exchange, the Company made its initial public offering of RMB ordinary shares to the public, totaling 10,431,819 shares, with a par value of RMB 1.00 per share and an issue price of RMB 52.28 per share. The total amount of raised funds was RMB 545,375,500. After deducting issuance expenses, the net amount of raised funds was RMB 463,528,700.
The aforementioned raised funds were transferred to the Company's special account for raised funds on March 17, 2025. Rongcheng Certified Public Accountants (Special General Partnership) audited the arrival of the raised funds and issued the "Capital Verification Report" (Rongcheng Yanzhi [2025] No. 100Z0015) on the same day. The Company has managed the deposit and use of raised funds in a special account in accordance with relevant regulations, and has signed the "Tripartite Supervision Agreement for Raised Funds" with the Sponsor and the commercial banks where the raised funds are deposited.
II. Use of Raised Funds
According to the "Prospectus for the Initial Public Offering of Stocks of Silan Semiconductor Materials (Shenzhen) Co., Ltd. on the ChiNext Market" and the relevant content of the "Proposal on Adjusting the Amount of Raised Funds to be Invested in Raised Funds Investment Projects" deliberated and approved at the 16th meeting of the second board of directors and the 13th meeting of the second supervisory board, the Company's adjusted plan for the use of raised funds from this issuance is as follows:
| Serial Number | Project | Total Planned Investment | Adjusted Planned Investment of Raised Funds | Adjusted Investment of Raised Funds |
|---|---|---|---|---|
| 1 | Probe Card R&D and Industrial Base Construction Project | 26,127.08 | 26,127.08 | 21,700.00 |
| 2 | Sorting Machine Technology R&D Project | 8,005.71 | 8,005.71 | 6,600.00 |
| 3 | Marketing Service Network Upgrade Project | 5,454.72 | 5,454.72 | 4,500.00 |
| 4 | Supplementary Working Capital | 16,000.00 | 16,000.00 | 13,552.87 |
| Total | 55,587.51 | 55,587.51 | 46,352.87 |
Note: The difference between the sum of each item and the total in the table above is due to rounding.