EXHIBIT 10.1



 





SUPPLEMENTAL AGREEMENT TO

JOINT VENTURE AGREEMENT DATED DECEMBER 19, 1997




THIS SUPPLEMENTAL AGREEMENT is made this the 17th day of September, 2004



BETWEEN






	1.	 	CHARTERED SEMICONDUCTOR MANUFACTURING LTD (“CSM”), a company incorporated
under the laws of Singapore and having its registered address at 60
Woodlands Industrial Park D Street 2 Singapore 738406 on the one part; and
	 
	2.	 	AGERE SYSTEMS SINGAPORE PTE LTD (“AGERE”), a company incorporated under
the laws of Singapore and having its registered address at 3 Kallang
Sector, Kolam Ayer Industrial Park, Singapore 349278 on the other part.





WHEREAS





	A.	 	A Joint Venture Agreement relating to the incorporation and management of
SILICON MANUFACTURING PARTNERS PTE LTD (“SMP”) was entered into between
CSM and LUCENT TECHNOLOGIES MICROELECTRONICS PTE LTD (“Lucent”) on 19
December 1997, and subsequently assigned by Lucent to AGERE (the “JVA”) on
1 February 2001.
	 
	B.	 	AGERE and CSM further entered into the SMP Cash Distribution Agreement on
5 March 2004 (“Cash Distribution Agreement”) to address the cash
investment imbalances between AGERE and CSM in SMP, and to achieve a cash
investment in SMP in the proportion of the equity shareholdings of AGERE
and CSM in SMP.
	 
	C.	 	As contemplated under the Cash Distribution Agreement, AGERE and CSM now
desire to make amendments to the JVA and Articles of Association of SMP on
the terms and subject to the conditions set out hereunder.




NOW THEREFORE, the parties hereby agree as follows:






	1.	 	AMENDMENTS TO THE JVA
	 
	 	 	The parties agree that the following Clauses under the JVA shall be
amended as follows:
	 
	1.1	 	Clause 1
	 
	1.1.1	 	Clause 1 shall be amended by inserting the following word and its
corresponding definition after the word “Affiliate” and its corresponding
definition:-
	 
	 	 	“Agere” means Agere Systems Singapore Pte Ltd, a company incorporated in
Singapore with its registered address at 3 Kallang Sector, Kolam Ayer
Industrial Park, Singapore 349278;”
	 
	 	 	In connection thereto, the parties agree that all references to the word
“Lucent” in the JVA, other than in Recital A, the definitions of
“Completion”, “Lucent Fiscal Month”, “Lucent Fiscal Quarter”, “Lucent
Fiscal Year”, Clauses 3(E), 4, 6, 7(A)(vi), 7A(vii), 7A(viii), 7(B),
10(C), 10(E)(ii), 14(A), 14(F), 19(A), 19(F), 19(L) and Schedule A, shall
be deleted and substituted with the word “Agere”.





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	1.1.2	 	Under the definition of “Indebtedness”, sub-clause (iv) shall be amended
by deleting it in its entirety and substituting it with the following:-







	 	“(iv)	 	all obligations of such Person as lessee under leases that
have been or should be, in accordance with Singapore GAAP, U.S. GAAP
or any other accounting principles as approved by the Board,
recorded as capital leases;”







	1.1.3	 	Under the definition of “Net Book Value”, the first paragraph shall be
amended by deleting it in its entirety and substituting it with the
following:-
	 
	 	 	“means the net worth (assets less liabilities) of the Company as of the
most recently audited balance sheet date as updated to the Net Book Value
Request Date or the Termination Date, as applicable. The net worth of
the Company is derived by adding the original cost value of the Company’s
assets less normal charges for depreciation and other adjustments as
prescribed by Singapore GAAP, U.S. GAAP or any other accounting
principles as approved by the Board, and subtracting the liabilities of
the Company.”
	 
	1.2	 	Clause 7(A)
	 
	1.2.1	 	Clause 7(A)(v) shall be amended by deleting it in its entirety and
substituting it with the following:







	 	“(v)	 	for each financial year, the Company shall, at its expense,
prepare annual accounts, in each case in accordance with Singapore
GAAP, U.S. GAAP or any other accounting principles as approved by
the Board, and in compliance with all applicable legislation in
respect of such financial year and shall procure that such accounts
are audited as soon as practicable and shall supply copies of the
same, both in draft and final form, to each of the Shareholders
within 90 days (in the case of the draft form) and 120 days (in the
case of the final form) after the end of the financial year of the
Company;”







	1.2.2	 	Clause 7(A)(vi) shall be amended by deleting it in its entirety and
substituting it with the following:







	 	“(vi)	 	the Company shall, at its expense, (a) prepare interim
accounts of the Company covering the period beginning on January 1
and ending on September 30 of each calendar year, (b) procure that
such interim accounts are audited within 60 days after the end of
the Agere Fiscal Year in accordance with Singapore GAAP, U.S. GAAP
or any other accounting principles as approved by the Board, and in
compliance with all applicable legislation in respect of such
interim period and (c) supply copies of such audited interim
accounts in final form to Agere within 60 days after the end of the
Agere Fiscal Year;”







	1.2.3	 	Clause 7(A)(viii) shall be amended by including the words “,U.S. GAAP or
any other accounting principles as approved by the Board” after the words
“in each case in accordance with Singapore GAAP” in the last line.
	 
	1.3	 	Clause 12
	 
	 	 	Clause 12 shall be amended by deleting it in its entirety and
substituting it with the following:







	 	“12.	 	DIVIDEND POLICY





2









 







	 	 	 	The dividends of the Company shall be recommended by the Board
from time to time, and to the extent permitted by law, determined
on a year to year basis and not on a cumulative basis. The Company
shall procure that in making any recommendation therefor, the
Board shall endeavour to distribute by way of dividends as soon as
permissible under applicable laws, the maximum allowable amount of
its profits available for distribution after taking into account
the working capital requirement and growth plans of the Company
and other provisions and reserves as may be required by law. It is
not the intention of the Shareholders for the Company to
accumulate excess retained earnings beyond what is reasonably
required for the needs of the Company. Accordingly, and in
furtherance of the foregoing, each Shareholder shall take such
action as may be necessary to procure that the Company shall
distribute all available cash to and among the Shareholders during
such times and in such amounts as contemplated by this Agreement
and in the Articles.”







	2.	 	AMENDMENT TO THE ARTICLES OF ASSOCIATION
	 
	2.1	 	The parties hereto agree that the Articles of SMP shall be amended in
accordance with Clause 5(I)(g) of the JVA, in substantially the same form
as set out in Annex 1, to ensure that the provisions in the Articles are
consistent with the terms and conditions of the JVA as supplemented by
this Supplemental Agreement.
	 
	2.2	 	For the purposes of Clauses 2.3 and 2.4:







	 	2.2.1	 	“Cumulative Profit” or “Cumulative Loss” means the aggregate
of all Quarterly A Profits and Quarterly A Losses or Quarterly B
Profits and Quarterly B Losses (as the case may be) less any Interim
Dividends declared to the party with respect to such Profits at any
time during any Financial Year;
	 
	 	2.2.2	 	“Financial Year” means any financial year of SMP, commencing
from the financial year beginning on 1 January 2004;
	 
	 	2.2.3	 	“Quarterly A Loss” means, with respect to each quarter of
any Financial Year, the negative figure that results from the
application of the formula contained in Article 119A(4) of the
Articles of SMP save that any reference to “financial year” in the
definitions of “AGS”, “ATMC”, “AO” and “ATAX” shall be replaced with
“quarter of that Financial Year”;
	 
	 	2.2.4	 	“Quarterly A Profit” means, with respect to each quarter of
any Financial Year, the positive figure that results from the
application of the formula contained in Article 119A(4) of the
Articles of SMP save that any reference to “financial year” in the
definitions of “AGS”, “ATMC”, “AO” and “ATAX” shall be replaced with
“quarter of that Financial Year”;
	 
	 	2.2.5	 	“Quarterly B Loss” means, with respect to each quarter of
any Financial Year, the negative figure that results from the
application of the formula contained in Article 119A(5) of the
Articles of SMP save that any reference to “financial year” in the
definitions of “BGS”, “BTMC”, “BO” and “BTAX” shall be replaced with
“quarter of that Financial Year”;
	 
	 	2.2.6	 	“Quarterly B Profit” means, with respect to each quarter of
any Financial Year, the positive figure that results from the
application of the formula contained in Article 119A(5) of the
Articles of SMP save that any reference to “financial year” in the
definitions of “BGS”, “BTMC”, “BO” and “BTAX” shall be replaced with
“quarter of that Financial Year”;





3









 







	 	2.2.7	 	“Quarterly Loss” means, with respect to each quarter of any
Financial Year, the Quarterly A Loss or the Quarterly B Loss; and
	 
	 	2.2.8	 	“Quarterly Profit” means, with respect to each quarter of
any Financial Year, the Quarterly A Profit or the Quarterly B
Profit.







	2.3	 	To the extent permitted by law and without prejudice to the generality of
Clause 12 of the JVA:







	 	2.3.1	 	in the event that there is a Quarterly A Profit or a
Quarterly B Profit (as the case may be) in respect of any quarter of
a Financial Year, the parties hereto agree that if so requested by
the party entitled to such Quarterly Profit (the “Entitled Party”)
(it being understood that CSM is entitled to the Quarterly A Profit
and AGERE is entitled to the Quarterly B Profit), the Company shall
declare and distribute to the Entitled Party as interim dividends
(the “Interim Dividend”):







	 	(i)	 	the full amount of the Quarterly Profit (or
such lower amount as the Entitled Party may elect) and,
subject to the other provisions hereof, each party agrees to
take such action as may be necessary to procure and ensure
that the Directors appointed by such party shall vote in
favour of a board resolution declaring and distributing such
Interim Dividend to the Entitled Party; or
	 
	 	(ii)	 	the full amount of the Cumulative Profit (or
such lower amount as the Entitled Party may elect) in the
event that there have been no prior application of Clause
2.3.1(i) for any earlier quarter(s) above such that the
Quarterly Profit for any earlier quarter(s) of that Financial
Year had not been declared and distributed, and, subject to
the other provisions hereof, each party agrees to take such
action as may be necessary to procure and ensure that the
Directors appointed by such party shall vote in favour of a
board resolution declaring and distributing such Interim
Dividend to the Entitled Party;







	 	2.3.2	 	in the event that there is a Cumulative Loss and the amount
of such Cumulative Loss for which a party is responsible is greater
than US$5,000,000 (the “Excess Loss”) (it being understood that, for
the purpose of this Clause 2.3.2 and Clause 2.3.4, CSM shall be
responsible for all Quarterly A Losses and AGERE shall be
responsible for all Quarterly B Losses), then the parties hereto
agree that SMP shall bill the party responsible for such Excess Loss
for the purpose of reducing the Excess Loss to zero and the parties
hereto agree that the declaration of any Interim Dividend shall be
made by the Board of Directors only after the Cumulative Loss has
been so reduced. At that point, the Interim Dividend that shall be
declared and distributed to the Entitled Party shall be reduced by
the amount of the Cumulative Loss;
	 
	 	2.3.3	 	in any decision relating to making a declaration of the
Interim Dividend or the amount of Interim Dividend to be declared
pursuant to Clauses 2.3.1 and 2.3.2 above, the Directors shall
ensure that there will be cash in the Company in excess of
US$10,000,000 after the declaration and distribution of such Interim
Dividend, in compliance with Clause 6 of the Cash Distribution
Agreement;
	 
	 	2.3.4	 	unless otherwise agreed by the parties, in the event that at
the end of any Financial Year, there is a Cumulative Loss, then the
parties hereto agree that SMP shall bill the party responsible for
such Loss for the purpose of reducing the Cumulative Loss to zero no
later than the end of that Financial Year; and





4









 







	 	2.3.5	 	in the event that any Director, in good faith, requests a
legal opinion with respect to the declaration and distribution of an
Interim Dividend, the parties shall procure that SMP shall at its
cost obtain such an opinion for the benefit of the Directors of the
Board prior to any such declaration and distribution.







	2.4	 	In the event of any breach by either party of its obligations under
Clause 2.3, the party in breach covenants with the other party to
indemnify and save harmless the other party from and against any and all
losses arising as a result of the other party receiving an Interim
Dividend or a final dividend (if any) that is less than the amount such
party would receive if the party in breach had complied with its
obligations under Clause 2.3.
	 
	3.	 	This Supplemental Agreement shall constitute an instrument embodying
valid amendments of the JVA. The terms of this Supplemental Agreement
shall prevail over the terms of the JVA to the extent that the terms
thereof are inconsistent or conflict with the terms contained in this
Supplemental Agreement. In all other respects, the JVA remains unchanged
and in full force and effect as between the parties. The terms of the Cash
Distribution Agreement shall prevail over the terms of this Supplemental
Agreement to the extent that the terms hereof are inconsistent or conflict
with the terms contained in the Cash Distribution Agreement.
	 
	5.	 	Unless otherwise expressly defined, words and phrases as used in this
Supplemental Agreement shall have the same meaning attributed to them in
the JVA.
	 
	6.	 	This Supplemental Agreement shall be governed by and construed in
accordance with the laws of Singapore.






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IN WITNESS WHEREOF the parties have executed this Supplemental Agreement on the
date above written.




	 	 	 	 	 	 	 
	Signed by

	 	 	)	 	 	 
	George Thomas

	 	 	)	 	 	 
	for and on behalf of

	 	 	)	 	 	/s/ George Thomas
	Chartered Semiconductor Manufacturing Ltd

	 	 	)	 	 	 
	in the presence of
	 	 	 	 	 	 
	Fidelia Yeo
	 	 	 	 	 	 
	/s/ Fidelia Yeo
	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	Signed by

	 	 	)	 	 	 
	John Docherty

	 	 	)	 	 	 
	for and on behalf of

	 	 	)	 	 	/s/ John Docherty
	Agere Systems Singapore Pte Ltd

	 	 	)	 	 	 
	in the presence of
	 	 	 	 	 	 
	Gary A. Henningsen, Jr.
	 	 	 	 	 	 
	/s/ Gary A. Henningsen, Jr.
	 	 	 	 	 	 







6









 





ANNEX 1




FORM OF AMENDMENTS TO THE

ARTICLES OF ASSOCIATION OF SMP




Article 2


Article 2 shall be amended by deleting the word “Lucent” and its corresponding
definition (and all references thereto in the Articles) in its entirety and
substituting it with the following word and its corresponding definition:-






		
	“Agere” 	(i) Agere Systems Singapore Pte Ltd, a company incorporated in
Singapore with its registered office at 3 Kallang Sector, Kolam
Ayer Industrial Park, Singapore 349278; or (ii) any Permitted
Transferee of Agere Systems Singapore Pte Ltd which holds all the
issued Class B ordinary shares at any time in the capital of the
Company.”





Article 85(7)


Article 85(7) shall be deleted in its entirety.




Article 85(8)


Article 85(8) shall be amended by deleting the words “Notwithstanding paragraph
(7) above,” in the first line of the Article.




Article 105


Article 105 shall be amended by deleting the last sentence in its entirety and
substituting it with the following:-



“The expressions “in writing” and “signed” include approval by any Director by
telefax, telex, cable or telegram or any form of electronic communication
approved by the Directors for such purpose from time to time incorporating, if
the Directors deem necessary, the use of security and/or identification
procedures and devices approved by the Board.”




Article 118


Article 118 shall be amended by deleting it in its entirety and substituting it
with the following:



“118. Subject to the provisions of Article 109, the Company may by Ordinary
Resolution declare dividends but (without prejudice to the powers of the
Company to pay interest on share capital as hereinbefore provided) no dividend
shall be payable except out of the profits of the Company, to the extent
permitted by law, determined on a year to year basis and not on a cumulative
basis, or in excess of the amount recommended by the Board.”




Article 119A(2)


Article 119A(2) shall be amended by deleting the following words and their
corresponding definitions:



“FY Loss” means the overall net loss of the Company for a financial year as
disclosed in the audited accounts of the Company for that financial year;




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“A Loss” means the negative figure derived from the application of the formula
contained in paragraph (4) below;



“B Loss” means the negative figure derived from the application of the formula
contained in paragraph (5) below;



“Apportioned Loss” means, with respect to any financial year, in the case of
CSM, the A Loss or, in the case of Lucent, the B Loss, as applicable;”




Article 119A(3)


Article 119A(3) shall be amended by deleting it in its entirety and
substituting it with the following:



“119A(3) Except for the financial years of the Company prior to the financial
year beginning on 1 January 2004 for which the FY Profit for each such
financial year shall be apportioned between CSM and Agere in the manner agreed
by the Board, the FY Profit for each financial year of the Company shall be
apportioned between CSM and Agere in accordance with sub-paragraph 7(iii)
below.”




Article 119A(4)


Article 119A(4) shall be amended by deleting it in its entirety and
substituting it with the following:






	“119A(4)	 	The A Profit for a financial year shall be determined by applying the formula:-






AP = AGS - ATMC - AO - ATAX




where:-




“AP” means the A Profit, where AGS - ATMC - AO is a positive figure;




“AGS” means the total Net Sales derived in that financial year from sales of wafers (including Net Sales
derived from sales of wafers to CSM that are subsequently sold by CSM to Agere or any other person), or the provision
of services, by the Company to, or at the direction of, CSM;




“ATMC” means the cost of goods sold incurred by the Company
in that financial year in respect of the AGS, and ATMC
shall, in turn, be determined by applying the following
formula:




ATMC = Material Cost + Depreciation + Fixed
Overheads + Semi-Fixed Overheads + Variable Overheads
+/(-) Inventory Change




where:




“Material Cost” means the cost of raw wafers used by CSM;




“Depreciation” and “Fixed Overheads” means CSM’s
proportionate share of the total depreciation and
fixed Overheads which shall be the sum equal to the
total depreciation and fixed Overheads multiplied by
CSM’s Shareholding Percentage;




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“Semi-Fixed Overheads” means the amount obtained
by multiplying 70% of total semi-fixed Overheads by
CSM’s Shareholding Percentage and 30% of total
semi-fixed Overheads by CSM’s proportionate share of
equivalent wafer starts and is to be calculated by
month for each month. The total amount for the
financial year is the aggregate amount of all the
months in the financial year;




“Variable Overheads” means CSM’s proportionate
share of equivalent wafer starts by month for each
month for shared Overheads and 100% of Overheads
incurred by CSM. The total amount for the financial
year is the aggregate amount of all the months in the
financial year;




“Inventory Change” means the income statement
impact of the value of CSM’s inventory holdings for
the period. Inventory change is calculated using
Standard Cost and adjusted via the capitalisation of
variances on a monthly basis. The total amount for
the financial year is the aggregate amount of all the
months in the financial year;




“AO” means the amount obtained by multiplying CSM’s
Shareholding Percentage by the Overheads for that financial
year; and




“ATAX” means CSM’s proportionate share of the total income
tax payable on shared income subject to income tax, which
shall be based on CSM’s Shareholding Percentage, as well as
100% of income tax payable on any of CSM’s income subject
to income tax.”



Article 119A(5)


Article 119A(5) shall be amended by deleting it in its entirety and
substituting it with the following:






	“119A(5)	 	The B Profit for a financial year shall be determined by applying the formula:-






BP = BGS - BTMC - BO - BTAX




where:-




“BP” means the B Profit, where BGS - BTMC -BO is a positive figure;




“BGS” means the total Net Sales in that financial year
derived from sales of wafers (including Net Sales derived
from sales of wafers to Agere that are subsequently sold by
Agere to CSM or any other person), or the provision of
services, by the Company to, or at the direction of, Agere;




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“BTMC” means the cost of goods sold incurred by the
Company in that financial year in respect of the BGS, and
BTMC shall, in turn, be determined by applying the following
formula:




BTMC = Material Cost + Depreciation + Fixed
Overheads + Semi-Fixed Overheads + Variable Overheads
+/(-) Inventory Change




where:




“Material Cost” means the cost of raw wafers used by Agere;




“Depreciation” and “Fixed Overheads” means
Agere’s proportionate share of the total depreciation
and fixed Overheads which shall be the sum equal to
the total depreciation and fixed Overheads multiplied
by Agere’s Shareholding Percentage;




“Semi-Fixed Overheads” means the amount obtained
by multiplying 70% of total semi-fixed Overheads by
Agere’s Shareholding Percentage and 30% of total
semi-fixed Overheads by Agere’s proportionate share
of equivalent wafer starts and is to be calculated by
month for each month. The total amount for the
financial year is the aggregate amount of all the
months in the financial year;




“Variable Overheads” means Agere’s proportionate
share of equivalent wafer starts by month for each
month for shared Overheads and 100% of Overheads
incurred by Agere. The total amount for the financial
year is the aggregate amount of all the months in the
financial year;




“Inventory Change” means the income statement
impact of the value of Agere’s inventory holdings for
the period. Inventory change is calculated using
Standard Cost and adjusted via the capitalisation of
variances on a monthly basis. The total amount for
the financial year is the aggregate amount of all the
months in the financial year;




“BO” means the amount obtained by multiplying Agere’s
Shareholding Percentage by the Overheads for that financial
year; and




“BTAX” means Agere’s proportionate share of the total income
tax payable on shared income subject to income tax, which
shall be based on Agere’s Shareholding Percentage, as well
as 100% of income tax payable on any of Agere’s income
subject to income tax.”



Article 119A(6)


Article 119A(6) shall be amended by deleting it in its entirety and
substituting it with the following:






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“119A(6)    Notwithstanding anything contained in the foregoing paragraphs, the
amount derived from AP + BP for a financial year must be equal to the FY Profit
for that financial year.”




Article 119A(7)(iii)


Article 119A(7)(iii) shall be amended by deleting it in its entirety and
substituting it with the following:



“119A(7)(iii)    To the extent permitted by law, the aggregate amount
distributable as dividends pursuant to sub-paragraphs (i) and (ii) above with
respect to any financial year in which there is a FY Profit shall be
distributed such that CSM, as holder of the Class A Shares, shall be entitled
to have distributed to it dividends based on the A Profit and Agere, as holder
of the Class B Shares, shall be entitled to have distributed to it dividends
based on the B Profit.”




Article 119A(8)


Article 119A(8) shall be amended by deleting it in its entirety and
substituting it with the following:



“119A(8)    The Members shall procure that the Company shall maintain at all times
a memo account to track the Apportioned Profits and distributions with respect
to each Member for each financial year of the Company, which account shall be
made available at all reasonable times for inspection by the Members or their
representatives by prior appointment during office hours.”




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ANNEX 2




DEFINITIONS IN RELATION TO ARTICLES 119A(4) AND 119A(5)




SMP COST STRUCTURE:



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	BASIS OF PARTNERS’ SPLIT

	 	 	 	 	 	 	 	 	 	 	 	 	 	 	AGR
	 	CHRT

	FIXED OVERHEAD:	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	[1]

	 	RENTAL
	 	 	 	 	 	 	 	 	 	 	 	 	51	%	 	 	49	%
	[2]

	 	PROPERTY TAX
	 	 	 	 	 	 	 	 	 	 	 	 	51	%	 	 	49	%
	[3]

	 	CHRT ALLOCATION
	 	 	 	 	 	 	 	 	 	 	 	 	51	%	 	 	49	%
	[4]

	 	CHRT ALLOC –QA RELIABILITY
	 	 	 	 	 	 	 	 	 	 	 	NA
	 	 	100	%
	SEMI-FIXED OVERHEAD:	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	[1]

	 	OH PAYROLL
	 	-FIXED
	 	 	70	%	 	 	 	 	 	 	51	%	 	 	49	%
	 	 	 	 	-VAR	 	 	30	%	 	 	-	 	 	Equivalent Start by partners
	[2]

	 	UPKEEP OF ASSETS
	 	-FIXED
	 	 	70	%	 	 	 	 	 	 	51	%	 	 	49	%
	 	 	 	 	-VAR	 	 	30	%	 	 	-	 	 	Equivalent Start by partners
	[3]

	 	UTILITIES
	 	-FIXED
	 	 	70	%	 	 	 	 	 	 	51	%	 	 	49	%
	 	 	 	 	-VAR	 	 	30	%	 	 	-	 	 	Equivalent Start by partners
	[4]

	 	INSURANCE
	 	-FIXED
	 	 	70	%	 	 	 	 	 	 	51	%	 	 	49	%
	 	 	 	 	-VAR	 	 	30	%	 	 	-	 	 	Equivalent Start by partners
	[5]

	 	OTHER FAC RELATED
	 	-FIXED
	 	 	70	%	 	 	 	 	 	 	51	%	 	 	49	%
	 	 	 	 	-VAR	 	 	30	%	 	 	-	 	 	Equivalent Start by partners
	VARIABLE OVERHEAD:	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	PRODUCTION SUPPLIES	 	 	 	 	100	%	 	 	 	 	 	Equivalent Start by partners
	PROCESS WAFERS	 	 	 	 	100	%	 	 	 	 	 	Chartered
	TECH COST /MASK& RETICLES	 	 	 	 	100	%	 	 	 	 	 	Chartered
	SUBCON	 	 	 	 	100	%	 	 	 	 	 	Chartered
	MISC OVERHEAD	 	 	 	 	100	%	 	 	 	 	 	Equivalent Start by partners








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