0001104659-15-031004 Sample Contracts

SHARE PURCHASE AGREEMENT
Share Purchase Agreement • April 28th, 2015 • Semiconductor Manufacturing International Corp • Semiconductors & related devices • Hong Kong

SHARE PURCHASE AGREEMENT (the “Agreement”), dated as of 12 February 2015, by and among Semiconductor Manufacturing International Corporation, a company established under the laws of Cayman Islands (the “Company”), and China Integrated Circuit Industry Investment Fund Co., Ltd. (国家集成电路产业投资基金股份有限公司), a company established under the laws of the People’s Republic of China (the “Buyer”).

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Dated 25 September 2014 SEMICONDUCTOR MANUFACTURING INTERNATIONAL CORPORATION and DEUTSCHE BANK AG, SINGAPORE BRANCH and J.P. MORGAN SECURITIES PLC SUBSCRIPTION AGREEMENT relating to US$500,000,000 4.125 per cent. Bonds due 2019
Subscription Agreement • April 28th, 2015 • Semiconductor Manufacturing International Corp • Semiconductors & related devices

The Issuer and the Managers wish to record the arrangements agreed between them in relation to an issue of US$500,000,000 4.125 per cent. Bonds due 2019 (the “Bonds”). The Bonds will be in registered form in denominations of U.S.$200,000 and integral multiples of U.S.$1,000 in excess thereof. The Bonds will only be offered and sold outside the United States (as defined below) in reliance on Regulation S (“Regulation S”) under the United States Securities Act of 1933 (the “Securities Act”) and in the United States to qualified institutional buyers (as defined in the Securities Act) in reliance on Rule 144A (“Rule 144A”) under the Securities Act. The Bonds will be represented by separate global certificates (the “Rule 144A Global Bond Certificate” and the “Regulation S Global Bond Certificate” and, together, the “Global Bond Certificates”). The Rule 144A Global Bond Certificate will represent Bonds which are offered and sold in the United States in reliance on Rule 144A and are “restrict

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