Stock code: 688082 Stock abbreviation: Shengmei Shanghai Announcement No.: 2025-016

Shengmei Semiconductor Equipment (Shanghai) Co., Ltd

Regarding the confirmation of routine related party transactions in 2024

and the announcement of the expected routine connected transactions in 2025

The board of directors and all directors of the company guarantee that there are no false records, misleading statements or material omissions in the content of this announcement, and assume legal responsibility for the authenticity, accuracy and completeness of its content in accordance with the law.

Important Content Notes:

The expected matters of this daily related party transaction must be submitted to the general meeting of shareholders of the company for deliberation and approval.

The day-to-day related-party transactions between the company and related parties are necessary for normal production and operation.

The principle of reasonableness is that there is no behavior that damages the interests of the company and all shareholders, especially small and medium-sized shareholders, and will not form dependence on related parties and will not affect the independence of the company.

1. Basic information on daily related party transactions

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

1. Deliberations of the Board of Directors and recusal of affiliated directors

CMS Semiconductor Equipment (Shanghai) Co., Ltd. (hereinafter referred to as the "Company") held the 17th meeting of the second session of the board of directors on February 25, 2025, and passed the "Proposal on Confirming the Routine Connected Transactions in 2024 and the Estimated Routine Connected Transactions in 2025" with 5 votes in favor, 0 votes against and 0 abstentions. AT THE BOARD MEETING, ASSOCIATE DIRECTORS HUI WANG, WANG JIAN, HAIPING DUN, AND STEPHEN SUN-HAICHIAO ABSTAINED FROM VOTING ON THE PROPOSAL, AND THE REMAINING NON-AFFILIATED DIRECTORS UNANIMOUSLY AGREED TO THE PROPOSAL.

2. Review opinions of the special meeting of independent directors

On February 24, 2025, the Company held the second meeting of the second session of the special meeting of independent directors of the Board of Directors, deliberated and approved the above proposals, and formed the following opinions: the daily related party transactions that have occurred in the Company in 2024 are fair and reasonable, follow the principles of equality, voluntariness, equivalence and compensation, and do not harm the interests of the shareholders of the Company and other non-related parties. The daily related party transactions expected to occur in 2025 are necessary for the company to carry out normal operation and management, and are based on the needs of the company's business development and production and operation, which are reasonable and necessary. The related party transaction is in line with the company's development needs and will not affect the company's independence, and the company will not be affected by it

This forms a dependence on related parties, which is in line with the China Securities Regulatory Commission, the Shanghai Stock Exchange and the Company's "Management of Related Party Transactions".

Measures, there is no harm to the interests of the company and all shareholders, especially small and medium-sized shareholders. We are one

Agreeing to the proposal and agreeing to submit it to the Board of Directors for consideration, the affiliated directors shall recuse themselves from the above proposal

Decide.

3. Opinions of the company's audit committee

After review, the Audit Committee of the Board of Directors believes that the daily related party transactions that have occurred in 2024 are public

It is fair and reasonable, and there is no harm to the interests of the shareholders of the company and other non-related parties. This is scheduled for FY2025

The day-to-day related-party transactions are in line with the principles of openness, fairness and impartiality, and the transaction pricing is fair and in line with the company's daily life

The production and operation business needs will not lead to the company's dependence on related parties, nor will it affect the company's independence and finances

business conditions. We unanimously agreed to the related party transaction and agreed to submit the matter to the public

Deliberation at the 17th meeting of the second session of the board of directors of the company.

4. Deliberation of the Board of Supervisors

After review, the Board of Supervisors believes that the daily related party transactions that have occurred in 2024 are fair and reasonable.

There is no harm to the interests of shareholders of the company and other non-related parties. Expected daily related party transactions in FY2025

In line with the actual situation of the company's daily production and operation, the related party transactions between the company and related parties follow the principles of fairness, impartiality, and

The principle of open market, the pricing basis of related party transactions is sufficient, the price is fair and reasonable, and the company and all shares are not harmed

East in particular the interests of small and medium-sized shareholders. The deliberation and voting procedures for this related party transaction are in accordance with the Company Law

The Securities Law and other laws and regulations, as well as the relevant provisions of the Articles of Association. The Board of Supervisors approved the company's daily routine

Expected related party transactions.

5. This proposal still needs to be submitted to the general meeting of shareholders for deliberation, and related shareholders need to recuse themselves from this proposal at the general meeting of shareholders

Vote.

(2) The projection and implementation of the company's daily related party transactions in 2024

Unit: RMB 10,000 yuan

Estimated in 2024 Actual amount in 2024 Estimated amount and actual issuance

Category of related party transaction Related party Amount Amount Amount Amount

cause

Silicon Technology Co., Ltd. 50.00 53.20

Sales to related parties Shanghai Crystalline Silicon Materials Co., Ltd. 2,500.00 37.27 Subject to customer machine purchases

Goods, Goods and Services Division and its subsidiaries Impact of Zoning Changes

ACM RESEARCH, INC. 6,600.00 - The machine is being verified

Shanghai Jita Semiconductor Co., Ltd

(Hereinafter referred to as "Jita Semiconductors 23,000.00 5.04 Note 2.")

body")

Subtotal 32,150.00 95.51

Ninebell Co., Ltd. 39,000.00 38,297.26

Shengyi Semiconductor Technology (Wuxi) has 5,400.00 5,289.17

Accept the provision of related persons limited to the company

Products and Services of ACM RESEARCH, INC. 2,500.00 1,681.60

Subtotal 46,900.00 45,268.03

Remarks: 1. The above is the amount excluding tax, if there is a difference in the mantissa between the total number of the part and the sum of the detailed numbers in the table, it is

Rounded.

2. Mr. Li Jiang, the former director of the company, ceased to be a director of Jita Semiconductor in February 2023, so Jita will be in February 2024

Semiconductors are no longer company-related.

(3) The company's daily related party transactions in 2025 are expected

Unit: RMB 10,000 yuan

From the beginning of the year to this time it is expected to be 2025

Related party transactions are expected to account for the same year in 2025.1.31 and 2024

Easy Category Related Person 2025 Business Ratio Cumulative Amount of Related Person Business Ratio 2024 Actual

Amount Example Transaction amount incurred Amount Difference Occurrence

The reason for the large amount

Silicon Technology Co., Ltd. 2,900.00 0.43% - 53.20 0.01% Purchased by customers

Increase the impact of related purchases

People sell Shanghai Synthetic Silicon Materials Co., Ltd. by the customer

Products, Ltd. and its subsidiaries 1,300.00 0.19% - 37.27 0.01% Purchase increase impact

Commodities and ACM RESEARCH, INC. 12,000.00 1.76% - - 0.00% Business growth

Services Subtotal 16,200.00 2.38% - 90.47 0.02%

Accept about Ninebell Co., Ltd. 55,000.00 13.21% 1,030.31 38,297.26 11.96% Business growth

Lianren Shengyi Semiconductor Technology (N/A 10,000.00 2.40% 372.81 5,289.17 1.65% Business growth

for the production of tin) Ltd

PRODUCT KIMONO ACM RESEARCH, INC 2,100.00 0.50% 1,681.60 0.53%

Subtotal 67,100.00 16.11% 1,403.11 45,268.03 14.13%

Note: 1. The above is the amount excluding tax, and if there is a difference between the sum of the total number of parts in the table and the sum of the detailed numbers in the mantissa number, it is

due to rounding;

2. The calculation base of the proportion of similar business in 2025 is the estimated amount of similar business in 2025, and the same amount in 2024

The calculation base of the proportion of similar businesses is the actual amount of similar businesses in 2024.

2. Basic information and relationship of related persons

(1) Jingjing Technology Co., Ltd

Company name: Crystal Technology Co., Ltd

Type of business: Listed company

Founded in July 1997

Person in charge: Jiao Pinghai

Capital: NT$5,736,137,300 (Last updated Nov 26, 2024)

Residence & Major: No. 100, Longyuan 1st Road, Longtan Science Park, Taoyuan City, Taiwan, China

Office location

Main products: Semiconductor-grade polished silicon wafers, semiconductor-grade epiwafers

2023 Main Total Assets Net Assets Operating Income Net Profit

To financial data

(Unit: New 26,430,776 18,162,593 10,047,814 1,108,272.)

NT$1,000)

AFFILIATIONS STEPHEN SUN-HAI CHIAO'S BROTHER JIAO PINGHAI IS THE CHAIRMAN OF JINGJING TECHNOLOGY CO., LTD.

The Company identified Zyjing Technology Co., Ltd. as a related party of the Company.

Zyjing Technology Co., Ltd. exists in accordance with the law and operates normally, with good financial status, and is a professional semiconductor silicon material

Performance Ability The material R&D, design, manufacturing and processing company has good performance ability and payment ability, and the previous similar related party transaction was executed

In good condition. The Company will sign relevant contracts or orders with relevant parties for the above transactions and execute them in strict accordance with the agreement.

There is a legal guarantee for the performance of the contract by both parties.

(2) Shanghai Crystalline Silicon Materials Co., Ltd

Company name: Shanghai Synthetic Silicon Materials Co., Ltd

Type of enterprise: Company limited by shares (foreign-invested, listed)

Legal representative: Liu Susheng

Registered capital 66,5458,353 (yuan)

Date of establishment December 1, 1994

Residence and main No. 558 Changta Road, Shihudang Town, Songjiang District, Shanghai

Office location

Production of electronic materials, sales of self-produced products, as well as the wholesale and import and export trade of the above-mentioned similar products (except for auctions,

The main business involves the licensed operation of the license), road general cargo transportation. [Projects subject to approval in accordance with the law, by

Business activities can only be carried out after approval by relevant departments]

As of September 30, 2024, Silicon Technology Investment (Cayman) Corp. holds shares

The main shareholders or 48.03%, Henan Nanjing Port Equity Investment Fund Management Co., Ltd. - Henan Xinggang Sunac Venture Capital Development Fund (with actual controller limited partnership) holds 29.86% of the shares, CLP CICC (Xiamen) Intelligent Industry Equity Investment Fund Partnership (limited partnership).

3.22% of the shares.

2023 Main Total Assets Net Assets Operating Income Net Profit

To financial data

(Unit: 367,344.18 278,881.78 134,817.37 24,686.10.)

RMB 10,000)

STEPHEN SUN-HAI CHIAO'S BROTHER JIAO PINGHAI IS THE DIRECTOR OF THE COMPANY, AND HE IS APPOINTED BY SHANGHAI SYNTHETIC SILICON MATERIALS CO., LTD

Director, the company identified Shanghai Crystalline Silicon Materials Co., Ltd. as a related party of the company.

Affiliations Shanghai Jingmeng Silicon Materials Co., Ltd. is a wholly-owned subsidiary of Shanghai Jingmeng Silicon Materials Co., Ltd. and a director of the company

STEPHEN SUN-HAI CHIAO'S BROTHER JIAO PINGHAI IS A DIRECTOR OF SHANGHAI JINGMENG SILICON MATERIALS CO., LTD., AND THE COMPANY WILL

Shanghai Jingmeng Silicon Materials Co., Ltd. was identified as a related party of the company.

Shanghai Crystalline Silicon Materials Co., Ltd. exists in accordance with the law and operates normally, with good financial status and is a professional semiconductor

Performance ability R & D, design, manufacturing and processing company of bulk silicon materials, with good performance ability and payment ability. The Company will make the above payment

It is easy to sign relevant contracts or orders with relevant parties and strictly implement them in accordance with the agreement, and the performance of both parties has legal guarantees.

(3) ACM RESEARCH, INC.

COMPANY NAME: ACM RESEARCH, INC.

Type of business: Listed company

CHAIRMAN HUI WANG

Date of establishment January 18, 1998

The office address is 42307 Osgood Road, Suite #I, ROOM A, Fremont, CA 94539

Registered address is c/o Corporation Service Company, 251 Little Falls Drive, County of New

Castle, Wilmington, Delaware 19808

2023 Main Total Assets Net Assets Operating Income Net Profit

To financial data

(Unit: 1,490,908 926,162 557,723 96,852.)

USD)

Affiliation ACM RESEARCH, INC. is the controlling shareholder of the company, with a shareholding ratio of 81.53%.

Identified as a related party of the company.

ACM RESEARCH, INC. is the controlling shareholder of the company, which is legally existing and operating normally, and has a good financial position

Ability to perform the contract Prepare good performance ability, and the performance of the previous similar related party transaction is good. The Company will enter into a contract with the relevant parties in connection with the above transactions

The relevant contracts or orders shall be executed in strict accordance with the agreement, and the performance of the contract by both parties shall be legally guaranteed.

(4) Ninebell Co., Ltd.

Company name Ninebell Co., Ltd.

It was capitalized at KRW 500 million

Date of establishment October 15, 1997

Residence & Main B-101, 122~132, 614~616, Building 2, Seongnam Center Business Building, Seongnam-gu, Seongnam-si, Gyeonggi-do, South Korea

Office location

Main business Design and manufacture of semiconductor/industrial robots, semiconductor equipment front-end modules, deep learning backbone networks; Semiconductor

Automation and equipment for the body, solar and biological industries.

Major shareholders or Choi Moon-so hold 40%, ACM RESEARCH, INC. 20%, Choi Dong-Won 20%,

The actual controller is 20% owned by the company.

In 2023, the financial data of the counterparty was kept confidential and could not be obtained.

To financial data

Affiliations The company holds a 20% stake in Ninebell Co., Ltd., and the chairman of the company, HUI WANG, serves as Ninebell

Director of Co., Ltd., which recognizes Ninebell Co., Ltd. as an affiliate of the Company.

Ability to perform Ninebell Co., Ltd. is legally existing and operating normally, with a good financial position, and is mainly engaged in semiconductor special equipment

The production and sales of spare parts have good performance capabilities, and the execution of the previous similar related party transactions is good. firm

The relevant contracts or orders will be signed with the relevant parties for the above transactions and executed in strict accordance with the agreement, and the performance of the contract by both parties shall be lawful

Legal Protection.

(5) Shengyi Semiconductor Technology (Wuxi) Co., Ltd

Company name: Shengyi Semiconductor Technology (Wuxi) Co., Ltd

Type of business: Limited liability company

Legal representative: Wang Beiyi

The registered capital is 5,486,554 RMB

Date of Establishment October 29, 2018

Residence and main No. 200 Linghu Avenue, Xinwu District, Wuxi City, No. F7, China Internet of Things International Innovation Park

Office location

semiconductor technology development, technical services, technical consulting, technology transfer; Production, sales, and safety of semiconductor equipment

installation, maintenance and testing; Electronic products, mechanical and electrical equipment, mechanical equipment and accessories, instrumentation, chemical raw materials and

Products (hazardous chemicals business license), metal materials, environmental protection equipment, metal products, rubber and plastic products,

Mechanical and electrical equipment, Wujinjiaodian, building materials, chemical raw materials (except dangerous goods), fire-fighting equipment, packaging materials,

Main business Sales of furniture supplies, office supplies, daily necessities and cleaning supplies; Self-management and agency of various commodities and technologies

Import and export (except for commodities and technologies that are restricted or prohibited from being imported or exported by the state). (Subject to approval in accordance with law.)

projects, business activities can only be carried out after approval by relevant departments) Licensed projects: all kinds of engineering construction activities (according to

The law requires the approval of the project, the relevant departments approved before the business activities can be carried out, the specific business project to the examination and approval

General projects: project management services (except for projects subject to approval in accordance with the law, with a business license in accordance with the law.)

In-house business activities)

The main shareholder or Wang Beiyi holds 77.46% of the shares, the company holds 15.00% of the shares, Wuxi Zhonghe Yiming Consulting Management Partnership (limited joint actual controller) holds 5.47% of the shares, Wuxi Xinchuang Xingchen Phase I Investment Fund (Limited Partnership) holds 1.97% of the shares, and Wuxi Dianshi

Win-Win Advisory Services Partnership (Limited Partnership) holds 0.10% of the shares.

In 2023, the financial data of the counterparty was kept confidential and could not be obtained.

To financial data

Affiliation The company holds 15.00% of the shares of Shengyi Semiconductor Technology (Wuxi) Co., Ltd., and the company's executive Luo Mingzhu is in charge

As its director, the company identified Shengyi Semiconductor Technology (Wuxi) Co., Ltd. as a related party of the company.

Shengyi Semiconductor Technology (Wuxi) Co., Ltd. exists in accordance with the law and operates normally, with good financial conditions, and is mainly engaged in half

Performance ability The production and sales of parts and components of special equipment for conductors have good performance ability, and the execution of the previous similar related party transactions

In good condition. The Company will sign relevant contracts or orders with relevant parties for the above transactions and execute them in strict accordance with the agreement

There is a legal guarantee for the performance of the contract.

3. The main content of daily related party transactions

(1) The main content of the related party transaction

The Company sells products, goods and services to related parties based on the needs of business development, and accepts the provision of related parties

The pricing of related party transactions follows the principles of equality, voluntariness, equivalence and compensation, and the relevant agreements

or the terms determined in the contract are fair and reasonable, and the price of the related party transaction is determined in accordance with the principle of market pricing.

(2) The signing of the related party transaction agreement

After being deliberated and approved by the board of directors and the general meeting of shareholders of the company, the company will discuss the specific content of the transaction with related parties.

According to the development of the business, sign specific daily related party transaction contracts or orders.

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

The daily transactions between the Company and the above-mentioned related parties are normal business activities, which support the production, operation and sustainable development of the Company to a certain extent, and are conducive to the stability of the Company's normal operation. The above-mentioned daily related party transactions of the Company follow the principles of openness, fairness and impartiality, negotiate pricing with reference to market prices, and will not harm the interests of the Company and all shareholders, especially small and medium-sized shareholders, and the Company shall maintain independence from the above-mentioned related parties, and the above-mentioned 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 such transactions.

5. Verification of the sponsor institution

After verification, the sponsor believes that the related party transaction has been deliberated and approved by the special meeting of the board of directors, the board of supervisors and independent directors of the company, and the affiliated directors and affiliated supervisors have abstained from voting, and will be submitted to the general meeting of shareholders for deliberation, and the decision-making procedures are in accordance with the "Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange", "Self-Regulatory Guidelines for Listed Companies on the Shanghai Stock Exchange No. 11 - Continuous Supervision", "Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation" and "Articles of Association" and the company's related party transaction management system and other relevant regulations; The aforesaid related-party transactions are carried out based on the needs of the company's operation and management, and the pricing of related-party transactions follows the principle of marketization. The sponsor has no objection to the company's related party transaction, which needs to be reviewed and approved by the company's general meeting of shareholders before it can be implemented.

6. Attachment to the online announcement

"Haitong Securities Co., Ltd.'s Verification Opinion on Shengmei Semiconductor Equipment (Shanghai) Co., Ltd.'s Confirmation of Routine Connected Transactions in 2024 and Expected Routine Connected Transactions in 2025"

The announcement is hereby made.

Shengmei Semiconductor Equipment (Shanghai) Co., Ltd

board of directors

February 27, 2025