A heat-dissipating sheet includes a thermally-conductive resin sheet, an adhesive layer on an upper surface of the thermally-conductive resin sheet, and a thermally-conductive film on an upper surface of the adhesive layer. The thermally-conductive film has a higher thermal conductivity than the thermally-conductive resin sheet. The thermally-conductive resin sheet has a thin portion that is locally thin to form a recess in a lower surface of the thermally-conductive resin sheet. The recess may be an aperture passing through the thermally-conductive resin sheet. The adhesive layer is exposed from the aperture.