Amendments to Articles & AGM Notice

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION 26 April 2010 If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult a licensed securities dealer, bank manager, solicitor, professional accountant or other professional adviser. If you have sold or transferred all your shares in DATANG INTERNATIONAL POWER GENERATION CO., LTD., you should at once hand this circular to the purchaser or transferee or to the bank, licensed securities dealer or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee. Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, make no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this circular. DATANG INTERNATIONAL POWER GENERATION CO., LTD. (a sino-foreign joint stock limited company incorporated in the People's Republic of China) (Stock Code: 991) PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION AND NOTICE OF ANNUAL GENERAL MEETING The Company will convene the AGM at the function room of 5/F, Intercontinental Hotel, No. 11 Financial Street, Xicheng District, Beijing, the PRC, on 11 June 2010 (Friday) at 9:00 a.m. The notice convening the AGM is set out on pages 8 to 11 of this circular and the relevant notice of attendance and proxy form are enclosed with this circular. Shareholders who wish to attend the AGM are required to return the notice of attendance in accordance with the instructions printed thereon as soon as possible and in any event not later than 21 May 2010. Completion and return of the proxy form shall not preclude you from attending and voting in person at the AGM or at any adjourned meetings should you so wish. CONTENTS Page DEFINITIONS 1 LETTER FROM THE BOARD 3 APPENDIX - PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION 5 NOTICE OF AGM 8 DEFINITIONS In this circular, unless the context otherwise requires, the following expressions have the following meanings: "A Share(s)" the domestic ordinary share(s) of the Company with a nominal value of RMB1.00 each and are listed on the Shanghai Stock Exchange "AGM" the 2009 annual general meeting of the Company to be held at the function room of 5/F, Intercontinental Hotel, No. 11 Financial Street, Xicheng District, Beijing, the PRC, on 11 June 2010 (Friday) at 9:00 a.m. to consider and approve, among others, the Fuxin Investment Agreement and the Keqi Investment Agreement "Articles of Association" the articles of association of the Company "Board" the board of Directors of the Company "Company" Datang International Power Generation Co., Ltd., a sino- foreign joint stock limited company incorporated in the PRC on 13 December 1994, whose H Shares are listed on the Stock Exchange and the London Stock Exchange and whose A Shares are listed on the Shanghai Stock Exchange "Directors" the director(s) of the Company "Group" the Company and its subsidiaries "H Share(s)" the overseas listed foreign shares of the Company with a nominal value of RMB1.00 each, which are listed on the Stock Exchange and the London Stock Exchange "Hong Kong" the Hong Kong Special Administrative Region of the PRC "Listing Rules" the Rules Governing the Listing of Securities on the Stock Exchange "London Stock Exchange" The London Stock Exchange Limited "PRC" the People's Republic of China "Proposed Amendments" the proposed amendments to the Articles of Association as set out in the Appendix to this circular "RMB" Renminbi, the lawful currency of the PRC "Shanghai Listing Rules" the Rules Governing the Listing of Securities on the Shanghai Stock Exchange "Shareholder(s)" the holder(s) of the Share(s) "Shares" the ordinary shares of the Company with a nominal value of RMB1.00 each, comprising domestic Shares and H Shares "Stock Exchange" The Stock Exchange of Hong Kong Limited "%" per cent LETTER FROM THE BOARD DATANG INTERNATIONAL POWER GENERATION CO., LTD. (a sino-foreign joint stock limited company incorporated in the People's Republic of China) (Stock Code: 991) Office address: Executive Directors: No.9 Guangningbo Street Mr. Cao Jingshan Xicheng District Mr. Zhou Gang Beijing, 100140 Non-executive Directors: the PRC Mr. Zhai Ruoyu (Chairman) Principal place of business Mr. Hu Shengmu in Hong Kong: Mr. Fang Qinghai c/o Stephen Mok & Co. Mr. Liu Haixia in association with Eversheds Ms. Guan Tiangang 21/F, Gloucester Tower Mr. Su Tiegang The Landmark Mr. Ye Yonghui 15 Queen's Road Central Mr. Li Gengsheng Hong Kong Independent non-executive Directors: Mr. Xie Songlin Mr. Liu Chaoan Mr. Yu Changchun Mr. Xia Qing Mr. Li Hengyuan 26 April 2010 To the Shareholders Dear Sir or Madam, PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION AND NOTICE OF ANNUAL GENERAL MEETING Proposed Amendments to the Articles of Association As all A Shares held by the principal Shareholders of the Company have been listed and traded on the Shanghai Stock Exchange, the principal Shareholders of the Company may, based on the capital market and their own situations, sell or buy A Shares of the Company under the relevant regulations of China Securities Regulatory Commission. Such share trading activities shall cause frequent amendments to Article 18 of the Articles of Association regarding share capital structure of the Company. Meanwhile, the Company completed its non-public issue of 530,000,000 A Shares on 23 March 2010 and the total share capital of the Company has reached 12,310,037,578 Shares. Accordingly, Articles 18 and 21 of the Articles of Association, which were revised at 2008 annual general meeting, shall be amended to maintain the stability of the Articles of Association. For details of Proposed Amendments, please refer to the Appendix to this circular. AGM The Company will convene the AGM to, among other things, consider and approve the profit distribution plan for the year 2009 and the Proposed Amendments. The notice convening the AGM is set out on pages 8 to 11 of this circular and the relevant notice of attendance and proxy form are enclosed with this circular. RECOMMENDATION The Directors consider that the terms of the Proposed Amendments are in the interest of the Shareholders and the Company as a whole and they recommend the Shareholders to vote in favour of all the resolutions proposed at the AGM. Yours faithfully, By Order of the Board of Datang International Power Generation Co., Ltd. Zhou Gang Secretary to the Board APPENDIX PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION The Proposed Amendments to the Articles of Association are set out as follows: The original Article 18 provides "Article 18: As at 10 September 2008, the share capital structure and the numbers of share held by shareholders are: China Datang Corporation3,959,241,160 shares 33.61% Beijing Energy 1,343,584,800 shares 11.41% Investment (Group) Company Limited Hebei Construction 1,303,878,100 shares 11.07% Investment Company Tianjin Jinneng 1,212,012,600 shares 10.29% Investment Company Other domestic 645,643,340 shares 5.48% shareholders Other overseas listed 3,315,677,578 shares 28.15% foreign shareholders The abovementioned number of shares shall be subject to amendments as approved by the approving authorities authorised by the State Council, after the board of directors, as acting within the scope authorised by the general meeting of the shareholders, resolve on the number of the Company's placement and/or issue of domestic listed shares and/or overseas listed shares." is proposed to be amended as:- "Article 18: After obtaining the approval of the department authorised by the State Council for examination and approval of companies, the Company may issue a total of 5,162,849,000 ordinary shares. At the time of the establishment of the Company, 3,732,180,000 domestic shares were issued to the promoters, amounting to 72.29 per cent of the total number of issuable ordinary shares of the Company. After the establishment of the Company, it issues to foreign investors a number of 1,430,669,000 overseas listed foreign shares, which are listed at the Hong Kong Stock Exchange and London Stock Exchange, amounting to 27.71 per cent of the total number of issuable ordinary shares of the Company. The Group Company, one of the promoters of the Company, has transferred its 1,775,331,800 shares in the Company to Beijing Investment Company (575,732,400 shares), Hebei Investment Company (639,772,400 shares) and Tianjin Jinneng (559,827,000 shares), respectively. Upon completion of the transfer, the shareholding structure of the Company is as follows: the numbers of shares owned by the Group Company, Beijing Investment Company, Hebei Investment Company and Tianjin Jinneng are 1,828,768,200 shares, 671,792,400 shares, 671,792,400 shares and 559,827,000 shares, respectively, accounting for 35.43%, 13.01%, 13.01% and 10.84% of the total number of issued shares of the Company, respectively. The shareholders of overseas listed foreign shares shall hold 1,430,669,000 shares, accounting for 27.71% of the total number of issued shares of the Company. According to the provisions of "Approval Reply of the State Council on Issues in Relation to the Establishment of China Datang Corporation" (Guo Han [2003] No. 16) of the State Council, all the shares in the Company held by the Group Company has been allocated to CDC. CDC thus holds 1,828,768,200 shares in the Company in place of the Group Company, accounting for 35.43% of the total number of issued shares of the Company. With approval from the State-owned Assets Supervision and Administration Commission of Beijing Municipal People's Government, 13.01% of the Company's shares held by Beijing Investment Company has been transferred to and held by BEIG which is established upon the restructuring of Beijing Investment Company. After being passed by special resolution at the Company's general meeting and approved by the approval authority under the State Council, the Company issued 500,000,000 domestic shares in 2006 (including the shares placed to CDC and Tianjin Jinneng) and is listed on the Shanghai Stock Exchange. Upon this offering, the shareholding structure of the Company is as follows: the total number of issued shares (all ordinary shares) is 5,662,849,000 shares, among which, CDC holds 1,979,620,580 shares, accounting for 34.96% of the total number of issued shares of the Company; BEIG holds 671,792,400 shares, accounting for 11.86% of the total number of issued shares of the Company; Hebei Investment Company holds 671,792,400 shares, accounting for 11.86% of the total number of issued shares of the Company; Tianjin Jinneng holds 606,006,300 shares, accounting for 10.70% of the total number of issued shares of the Company; other shareholders of domestic shares hold 302,968,320 shares, accounting for 5.35% of the total number of issued shares of the Company; shareholders of overseas listed foreign shares hold 1,430,669,000 shares, accounting for 25.26% of the total number of issued shares of the Company. After being passed by the special resolution at the Company's general meeting, on the basis of the total number of 5,844,880,580 issued shares of the Company as at 18 July 2007 (including 182,031,580 overseas listed foreign shares of the Company converted from the convertible bonds of the Company), the Company has implemented the plan of converting capital reserves into share capital at additional ten shares for every ten shares, resulting in a total increase of 5,844,880,580 shares. Upon completion of the above-mentioned share capital conversion and increase plan, the shareholding structure of the Company is as follows: the total number of issued shares is 11,689,761,160 shares (all ordinary shares), among which, the number of domestic shares is 8,464,360,000 shares, accounting for 72.40% of the total number of issued shares of the Company; the number of overseas listed foreign shares is 3,225,401,160 shares, accounting for 27.60% of the total number of issued shares of the Company. After being passed by the special resolution at the Company's general meeting and approved by the approval authority under the State Council, the bonds of a total principal amount of USD153,800,000 issued by the Company in 2003 which is convertible into overseas listed foreign shares of the Company have been entirely converted into overseas listed foreign shares of the Company on the bond maturity date in 2008, thereby increasing the overseas listed foreign shares by 272,307,998 shares in total. Upon completion of the above-mentioned conversion from bonds to shares, the shareholding structure is as follows: a total number of issued shares is 11,780,037,578 shares (all ordinary shares), among which, the number of domestic shares is 8,464,360,000 shares, accounting for 71.85% of the total number of issued shares of the Company; the number of overseas listed foreign shares is 3,315,677,578 shares, accounting for 28.15% of the total number of issued shares of the Company. After being passed by the special resolution at the Company's general meeting and approved by the approval authority under the State Council, the Company completed a non-public offering of domestic shares of 530,000,000 shares in 2010. The current shareholding structure of the Company is: the total number of issued shares is 12,310,037,578 shares (all ordinary shares), among which, the number of domestic shares is 8,994,360,000 shares, accounting for 73.07% of the total number of issued shares of the Company; the number of overseas listed foreign shares is 3,315,677,578 shares, accounting for 26.93% of the total number of issued shares of the Company. In accordance with the authorisation of the shareholders' general meeting, the board of directors shall, within the scope of authorization, amend the aforesaid number of shares accordingly upon the decision as to the number of domestic shares and overseas listed foreign shares to be separately or simultaneously placed or issued by the Company and after the approval by the department authorised by the State Council for the examination and approval of companies." The original Article 21 provides "Article 21: As at 10 September 2008, the registered share capital of the Company was RMB11,780,037,578." is proposed to be amended as:- "Article 21: The registered share capital of the Company was RMB12,310,037,578." AGM Notice DATANG INTERNATIONAL POWER GENERATION CO., LTD. (a sino-foreign joint stock limited company incorporated in the People's Republic of China) (Stock Code: 991) NOTICE OF 2009 ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN that the 2009 annual general meeting (the "AGM") of Datang International Power Generation Co., Ltd. (the "Company") will be held at the function room of 5/F, Intercontinental Hotel, No. 11 Financial Street, Xicheng District, Beijing, the People's Republic of China (the "PRC") on 11 June 2010 (Friday) at 9:00 a.m. to consider and, if thought fit, pass the following resolutions: A Ordinary Resolutions: 1. to consider and approve the "Report of the board of directors of the Company (the "Board") for the year 2009 (including independent non-executive directors report on work)"; 2. to consider and approve the "Report of the supervisory committee of the Company for the year 2009"; 3. to consider and approve the "Proposal of final accounts for the year 2009"; 4. to consider and approve the "Profit distribution proposal for the year 2009" (Note 1); 5. to consider and approve the "Resolution on provisions of guarantees for financings of Xinyu Power Company, Qian'an Thermal Power Company, Diaobingshan Power Company, Liaoning Wind Power Company and Zhangzhou Wind Power Company" (Note 2); B Special Resolutions 6. to consider and approve the "Proposed amendments to the Articles of Association of the Company" (Note 3); 7. to consider and approve the "Proposal on Requesting the General Meeting to Grant a Mandate to the Board to Issue New Shares Not More Than 20% of Each Class of Shares" (Note 4). CLOSURE OF THE REGISTER OF MEMBERS OF THE COMPANY Holders of H shares of the Company ("Holders of H shares") should note that, pursuant to the Articles of Association of the Company (the "Articles"), the register of members of the Company will be closed from 13 May 2010 to 11 June 2010 (both dates inclusive), during which period no transfer of any H shares of the Company will be registered. Holders of H shares whose names appear on the register of members of the Company on 13 May 2010 are entitled to attend and vote at the AGM and payment of final dvidends. In order to be entitled to the attendance of the AGM and payment of final dvidends, Holders of H shares are required to deposit the transfer document together with the relevant share certificates at the H share registrar of the Company, Computershare Hong Kong Investor Services Limited, at Rooms 1712- 1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong at or before 4:30 p.m. on 12 May 2010. By Order of the Board Zhou Gang Secretary to the Board Beijing, the PRC 26 April 2010 Notes: 1. As audited by PricewaterhouseCoopers Zhong Tian CPAs Limited Company and PricewaterhouseCoopers, net profit attributable to the equity holders of the Company for the year ended 31 December 2009 under PRC GAAP and International Financial Reporting Standards amounted to approximately RMB1,479,469,000 and RMB1,612,317,000, respectively. The Company contributed 10% of the statutory surplus reserve fund in an amount of approximately RMB193,306,000, in accordance with the net profit of the parent company based on the PRC GAAP. The 2009 profit distribution proposal is as follows: Based on the total share capital of the Company, which was 12,310,037,578 shares as at 19 April 2010, the Company proposes to distribute a dividend of RMB0.07 per share (tax included) and the total amount of the proposed cash dividends to be distributed is approximately RMB861,703,000. 2. The Company proposes to provide guarantee for the financing of Jiangxi Datang International Xinyu Power Generation Company Limited ("Xinyu Power Company") in an amount not exceeding RMB200 million. The Company proposes to provide guarantee for the financing of Hebei Datang International Qian'an Thermal Power Generation Company Limited ("Qian'an Thermal Power Company") in an amount not exceeding RMB100 million. The Company proposes to provide guarantee for the financing of Liaoning Diaobingshan Coal Gangshi Power Generation Company Limited ("Diaobingshan Power Company") in an amount not exceeding RMB320 million. The Company proposes to provide guarantee for the financing of Liaoning Datang International Wind Power Generation Company Limited ("Liaoning Wind Power Company") in an amount not exceeding RMB200 million. The Company proposes to provide guarantee for the financing of Datang Zhangzhou Wind Power Generation Company Limited ("Zhangzhou Wind Power Company") in an amount not exceeding RMB730 million. As the respective asset-to-liability ratios of Xinyu Power Company, Qian'an Thermal Power Company, Diaobingshan Power Company, Liaoning Wind Power Company and Zhangzhou Wind Power Company exceed 70%, the resolution on provisions of guarantees is subject to shareholders' approval at general meeting. 3. The Board proposes to the AGM to approve the Company to amend the relevant articles of the Articles regarding the share capital structure and adjustment of date of registered share capital; to authorise Chairman of the Company or its authorised proxy to amend the Articles of Association appropriately and according to the requirements and/or instructions from the State's relevant authorities during the approval process of the Articles of Association. 4. The Board agreed to request the AGM to grant the following mandates to the Board: (1) To propose, subject to the requirements of note (2) of this resolution, to generally and unconditionally authorise the Board to, within 12 months from the date of approval of this resolution at the Company's general meeting, exercise all rights of the Company to authorise, allot or issue, either separately or concurrently, domestic shares (A shares) and overseas-listed foreign shares (H shares) and execute or grant any offers, agreements and arrangements which may require the exercise of such rights; (2) Pursuant to the approval of note (1) of this resolution, the Board may authorise, allot or issue, either separately or concurrently, A shares and H shares with the respective numbers of A shares and H shares to be authorised, allotted or issued, either separately or concurrently, not more than 20% of the respective number of the issued A shares and H shares of the Company; (3) Subject to the restrictions of note (1) and note (2) of this resolution, the Board may, within the given limits, determine the respective numbers of A shares and H shares to be authorised, allotted or issued, either separately or concurrently, and (4) Subject to the restrictions of notes (1), (2) and (3) of this resolution and according to the Company's actual condition of the authorisation, allotment or issue of new A shares and new H shares, either separately or concurrently, the Board may increase the registered capital of the Company and make appropriate amendments to Articles 18 and 21 to the "Articles of Association of Datang International Power Generation Co., Ltd". 5. Other Matters (1) Unless otherwise defined in this notice, capitalized term used herein shall have the same meanings as defined in the circular of the Company dated 26 April 2010. (2) Holders of H shares should note that, pursuant to the Articles, the register of members of the Company will be closed from 13 May 2010 to 11 June 2010 (both dates inclusive), during which period no transfer of any H shares will be registered. Holders of H shares whose names appear on the register of members of the Company on 13 May 2010 are entitled to attend and vote at the AGM and the payment of final dividends. (3) Each of the Holders of H shares entitled to attend and vote at the AGM, is entitled to appoint one or more proxies to attend and vote on his/her behalf. A proxy need not be a shareholder of the Company. (4) If Holders of H shares have appointed more than one proxy to attend the AGM, the proxies can only exercise their voting rights by way of poll. (5) To be valid, Holders of H shares must deliver the proxy form, and if such proxy is signed by a person on behalf of the appointer pursuant to a power of attorney or other authority, a notarised copy of that power of attorney or other authority, to the Company's H share registrar, Computershare Hong Kong Investor Services Limited of 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, in not less than 24 hours before the time scheduled for holding the AGM. (6) Holders of H shares who wish to attend the AGM are required to return the notice of attendance by hand, post, cable or fax to the Company's office address on or before 21 May 2010. Completion and return of the notice of attendance will not preclude a shareholder of the Company from attending and voting at the AGM in person. (7) The AGM is expected to last for two hour. Attending shareholders and their proxies shall be responsible for their own travel and accommodation expenses. The Company's office address: No. 9 Guangningbo Street, Xicheng District, Beijing, the PRC Postcode: 100140 Telephone: (8610) 8800 8669 Fax: (8610) 8800 8111 or (8610) 8800 8672 As at the date of this notice, the directors of the Company are: Zhai Ruoyu, Hu Shengmu, Cao Jingshan, Fang Qinghai, Zhou Gang, Liu Haixia, Guan Tiangang, Su Tiegang, Ye Yonghui, Li Gengsheng, Xie Songlin*, Liu Chaoan*, Yu Changchun*, Xia Qing* and Li Hengyuan* * Independent non-executive director DATANG INTERNATIONAL POWER GENERATION CO., LTD. (a sino-foreign joint stock limited company incorporated in the People's Republic of China) (Stock Code: 991) Proxy Form for Use at the 2009 Annual General Meeting The number of shares which this proxy form relates (Note 1) I/We (Note 2) of being the registered holder(s) of H shares (Note 3) in Datang International Power Generation Co., Ltd. (the "Company") HEREBY APPOINT the Chairman of the Meetings, or (Note 4) as my/our proxy(ies) to attend and act for me/us at the 2009 annual general meeting of the Company (the "AGM") to be held at the function room of 5/F, Intercontinental Hotel, No. 11 Financial Street, Xicheng District, Beijing, the People's Republic of China (the "PRC") on 11 June 2010 (Friday) at 9:00 a.m. or at any adjournment thereof and to vote at such meeting or any adjournment thereof as hereunder indicated in respect of the resolutions as listed in the Notice of the AGM or, if no such indication is given, as my/our proxy(ies) thinks fit. Ordinary Resolutions For (Note 5) Against (Note 5) 1. To consider and approve the "Report of the board of directors of the Company (the "Board") for the year 2009 (including independent non-executive directors report on work)" 2. To consider and approve the "Report of the supervisory committee of the Company for the year 2009" 3. To consider and approve the "Proposal of final accounts for the year 2009" 4. To consider and approve the "Profit distribution proposal for the year 2009" 5. to consider and approve the "Resolution on provisions of guarantees for financings of Xinyu Power Company, Qian'an Thermal Power Company, Diaobingshan Power Company, Liaoning Wind Power Company and Zhangzhou Wind Power Company" Special Resolutions 6. To consider and approve the "Proposed amendments to the Articles of Association of the Company" 7. to consider and approve the "Proposal on Requesting the General Meeting to Grant a Mandate to the Board to Issue New Shares Not More Than 20% of Each Class of Shares" Date: 2010Signature (Note 6): Notes: 1. Please insert the number of shares in the Company registered in your name(s) and to which this proxy form relates. If no such number is inserted, this proxy form will be deemed to relate to all the shares in the Company registered in your name(s). 2. Please insert full name(s) and address(es) (as shown in the register of members of the Company) in block capitals. 3. Please insert the number of all the shares in the Company registered in your name(s) and delete if inappropriate. 4. If any proxy other than the Chairman is preferred, strike out "the Chairman of the Meetings, or" and insert the name of the proxy desired in the space provided. Each shareholder is entitled to appoint one or more proxy(ies) to attend and vote at the meeting. A proxy needs not be a shareholder of the Company. Any alteration made to this proxy form must be signed by the person who signs it. 5. Important: if you wish to vote for any resolution, tick in the box marked "For". If you wish to vote against any resolution, tick in the box marked "Against". Failure to tick either box will entitle your proxy to cast your vote at his discretion. 6. This proxy form must be signed by you or your attorney duly authorised in writing or, in the case of a corporation or institution, either under its common seal or under the hand of an officer or attorney duly authorised in that regard. 7. Holder of H shares must deliver this proxy form and, if such proxy is signed by a person on behalf of the appointor pursuant to a power of attorney or other authority, a notarised copy of that power of attorney or other authority, to the Company's H Share registrar, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Center, 183 Queen's Road East, Wanchai, Hong Kong not less than 24 hours before the time scheduled for holding the AGM. Fax: (852) 2885 0990 or (852) 2529 6087. 8. Unless otherwise indicated in the context in this proxy form, terms defined in this proxy form shall have the same meanings as defined in the Notice of 2009 AGM dated 26 April 2010. DATANG INTERNATIONAL POWER GENERATION CO., LTD. (a sino-foreign joint stock limited company incorporated in the People's Republic of China) (Stock Code: 991) Notice of Attendance for the 2009 Annual General Meeting Name of shareholder (Note 1) Number of shares held (Note 2) H shares I/We intend to attend, or appoint a proxy (proxies) to attend the 2009 annual general meeting of Datang International Power Generation Co., Ltd. (the "Company") to be held at the function room of 5/F, Intercontinental Hotel, No. 11 Financial Street, Xicheng District, Beijing, the People's Republic of China (the "PRC") on 11 June 2010 (Friday) at 9:00 a.m. Notes: 1. Name(s) registered in the register of members of the Company to be inserted in block letters. 2. Please insert the number of shares of the Company registered under the name(s) of shareholders. 3. This notice of attendance, when duly completed and signed, is required to be delivered to the Company's office address at 12/F., No. 9 Guangningbo Street, Xicheng District, Beijing, the PRC, Postcode: 100033, by hand, post, cable or fax on or before 21 May 2010. Tel: (8610) 8800 8669, Fax: (8610) 8800 8684 or (8610) 8800 8111. Signature(s): Date: 2010
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