Connected Transaction

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited 
take no responsibility for the contents of this announcement, make no representation 
as to its accuracy or completeness and expressly disclaim any liability whatsoever 
for any loss howsoever arising from or in reliance upon the whole or any part of the 
contents of this announcement.

                 DATANG INTERNATIONAL POWER GENERATION CO. LTD
        (a sino-foreign joint stock limited company incorporated in the 
                         People's Republic of China)
                               (Stock Code: 00991)

                                  ANNOUNCEMENT

                              CONNECTED TRANSACTION

Desulfurization Transformation Project Contract
 
According to the result of public tender, on 19 November 2013, Honghe Power Company 
entered into the Desulfurization Transformation Project Contract with Datang Technology 
Industry Company and Datang Technologies and Engineering Company, pursuant to which 
Honghe Power Company agreed to engage Datang Technology Industry Company and Datang 
Technologies and Engineering Company to carry out the desulfurization transformation 
work of its generating units with the aggregate contract sum amounting to approximately 
RMB134.96 million.

Listing Rules Implications

As at the date of this announcement, CDC is the controlling shareholder of the Company, 
which together with its subsidiaries hold approximately 34.71% of the issued share 
capital of the Company. Datang Technology Industry Company is a wholly-owned subsidiary 
of CDC, and Datang Technologies and Engineering Company is an indirectly-controlled 
subsidiary of CDC, therefore Datang Technology Industry Company and Datang Technologies 
and Engineering Company are connected persons of the Company. The transaction 
contemplated under the Desulfurization Transformation Project Contract constitutes a 
connected transaction of the Company. 

As one or more of the applicable percentage ratios (as defined under Rule 14.07 of the 
Listing Rules) in respect of the transaction amount under the Desulfurization 
Transformation Project Contract is more than 0.1% but less than 5%, the transaction 
contemplated under the Desulfurization Transformation Project Contract is only subject 
to the reporting and announcement requirements under Chapter 14A of the Listing Rules 
and does not require the approval by the independent shareholders of the Company.
 
DESULFURIZATION TRANSFORMATION PROJECT CONTRACT

  Date: 19 November 2013

  Parties: 

  Contracting Party:   Honghe Power Company

  Contractors:         Datang Technology Industry Company; and
                       Datang Technologies and Engineering Company

  Major particulars of the contract:

  1. Subject matter: Datang Technology Industry Company and Datang Technologies and 
     Engineering Company jointly undertake the desulfurization transformation work 
     of 2¡Á300MW circulating fluidized bed generating units of Honghe Power Company, 
     including the design, supply of goods, construction, testing and provision of 
     technical services of the desulfurization transformation work.  

  2. Consideration: The consideration of the contract amounts to approximately 
     RMB134.96 million, among which, acquisition cost of facilities accounts for 
     approximately RMB76.2628 million, consideration for construction work accounts 
     for approximately RMB24.5245 million, consideration for installation work 
     accounts for approximately RMB28.4727 million, and design, testing and other 
     costs account for approximately RMB5.7 million.

  3. Settlement and payment:

     A. Prepayment:

        Within one month from the effective date of the contract, the Contractors 
        shall provide an irrevocable performance bond guarantee in the amount 
        equivalent to 10% of the total contract price and a financial receipt 
        equivalent to 10% of the total consideration for the acquisition of 
        facilities, construction and the installation work, the Contracting Party 
        shall pay 10% of the total consideration for the acquisition of the facilities, 
        construction and the installation work to the Contractors as prepayment 
        within one month upon verification of such documents.

     B. Consideration for construction and installation works:

        (1) Upon completion of 50% of the construction work by the Contractors, the 
            Contracting Party shall pay 20% of the construction and installation fees;

        (2) Upon completion of 80% of the construction work by the Contractors, the 
            Contracting Party shall pay 20% of the construction and installation fees;

        (3) Upon completion of 100% of the construction work by the Contractors, the 
            Contracting Party shall pay 20% of the construction and installation fees;

        (4) Upon completion of the installation work by the Contractors, the Contracting 
            Party shall pay 20% of the construction and installation fees after check 
            and acceptance;

        (5) The Contracting Party shall pay 10% of the consideration of construction and
            installation to the Contractors after the expiration of the warranty period 
            of the contract and no quality issues arises, and within one year upon the 
            submission of the final certificate of check-and-acceptance by the 
            Contractors and verification of such documents by the Contracting Party.
           
     C. Acquisition cost of facilities:

        (1) Within one month upon submission of a checklist of main facilities and 
            materials of the contract and other relevant documents by the Contractors, 
            and upon verification of such documents by the Contracting Party, the 
            Contracting Party shall pay 20% of the facilities and materials costs to 
            the Contractors as project progress payment;

        (2) Within one month upon delivery of the last batch of main facilities and 
            materials and provision of the relevant certificates and documents by the 
            Contractors, and upon verification of such documents by the Contracting 
            Party, the Contracting Party shall pay 30% of the facilities and materials
            costs to the Contractors;

        (3) Within one month upon completion and check-and-acceptance of the 
            installation work, and provision of the relevant certificates and documents 
            by the Contractors, and upon verification of such documents by the 
            Contracting Party, the Contracting Party shall pay 30% of the facilities and
            materials costs to the Contractors;

        (4) 10% of the facilities and materials costs will be used as warranty bond. 
            After the expiration of the warranty period of the contract and no quality 
            issues arises, and within one month upon the submission of the final 
            certificate of check-and-acceptance by the Contractors and verification of 
            such documents by the Contracting Party, the Contracting Party shall pay 
            10% of the facilities and materials costs to the Contractors.

      D. Payment for technical services (including design fees and testing fees) and 
         other costs:

        (1) Within one month from the effective date of the contract and upon submission 
            of the relevant documents by the Contractors, the Contracting Party shall 
            pay 25% of the total service fee for technical services of the construction
            work to the Contractors;

        (2) Upon completion of the design of the overall construction work and within 
            one month submission of construction drawings and relevant certification 
            documents by the Contractors, and upon verification of such documents by 
            the Contracting Party, the Contracting Party shall pay 50% of the total 
            service fee for technical services of the construction work to the Contractors;

        (3) After the facilities under the contract are checked and accepted, the test 
            run is passed and the preliminary certificate of check-and-acceptance is 
            signed, the Contracting Party shall pay 25% of the total service fee for 
            technical services of the construction work to the Contractors.

  4. Conditions precedent:

     The Desulfurization Transformation Project Contract shall become effective when 
     it is duly signed and sealed by the legal representative or the authorized 
     representative of the parties.

REASONS FOR AND BENEFITS OF ENTERING INTO THE DESULFURIZATION TRANSFORMATION 
PROJECT CONTRACT

According to the annual technical transformation plan of the Company, the Company invited 
public tender for the desulfurization transformation project for the generating units of 
its directly-managed power plants and subsidiaries. After carrying out relevant evaluation
procedures and considering various factors, including the technical experiences, 
professional qualification, business reputation, project management skills, consideration 
amount and other relevant factors of all the tenderers, Datang Technology Industry Company 
and Datang Technologies and Engineering Company were selected as the tender winners for 
the desulfurization transformation project for the generating units of Honghe Power 
Company.

Datang Technology Industry Company and Datang Technologies and Engineering Company have 
sufficient qualification with expertise and experience in carrying out the desulfurization
transformation project. The Company considers that Datang Technology Industry Company and 
Datang Technologies and Engineering Company will be capable to ensure the desulfurization
transformation project to be carried out smoothly. Meanwhile, the Company may fully ride 
on the professional advantage of Datang Technology Industry Company and Datang Technologies 
and Engineering Company, as well as to control cost through large scale purchasing of 
facilities.

Directors (including independent non-executive Directors) are of the view that the 
transaction under the Desulfurization Transformation Project Contract was duly completed 
by way of public tender; the relevant terms are fair and reasonable and conducted on 
normal commercial terms and is in the interests of the Company and its shareholders as 
a whole.

BOARD'S APPROVAL 

During the thirty-sixth meeting of the seventh session of the Board, the "Resolution on 
the Tendering for the Technological Transformation Projects of the Company and its 
Subsidiaries" was passed on 25 April 2013. The Board agreed the wholly-owned subsidiary 
of the CDC, Datang Environmental Technology and Engineering Co., Ltd. (now known as 
Datang Technology Industry Company), or its subsidiaries, to enter into an agreement 
with the Company and its subsidiaries after participating the tender and winning the 
bid. None of the Directors has material interests in the transaction under the 
Desulfurization Transformation Project Contract. Connected Directors, including Liu Shunda, 
Hu Shengmu and Fang Qinghai, have abstained from voting at the relevant Board meeting 
for the approval of the relevant resolution pursuant to the listing rules of the 
Shanghai Stock Exchange.

INFORMATION OF THE PARTIES

1. The Company is principally engaged in the construction and operation of power plants, 
   the sale of electricity and thermal power, the repair and maintenance of power 
   equipment and power related technical services, with its main service areas being 
   in the PRC. 

2. Honghe Power Company, a controlled subsidiary of the Company, is currently operating 
   two 300MW circulating fluidized bed generating units. The equity structure of the 
   company is: the Company holds 70% equity interest, Yunnan Energy Investment (Group) 
   Co., Ltd. holds 15% equity interest, Yunnan Xiaolongtan Mining Bureau holds 10% 
   equity interest, and Hongyunhonghe Tobacco (Group) Co., Ltd. holds 5% equity interest.

3. CDC was established on 9 March 2003 with registered capital of RMB18,109 million and 
   is principally engaged in the development, investment, construction, operation and 
   management of power energy, organisation of power (thermal) production and sales; 
   manufacturing, repair and maintenance of power equipment; power technology development 
   and consultation; power engineering, contracting and consultation of environmental 
   power engineering; development of new energy as well as development and production of 
   power related coal resources.

4. Datang Technology Industry Company is a wholly-owned subsidiary of CDC. Its scope of 
   operation primarily includes development of environmental projects, and investment in 
   and operational management of environmental facilities; and research and development, 
   design, production, inspection and sales of flue gas denitrification catalysts and the 
   provision of related technical services. Datang Technology Industry Company holds 51% 
   equity interest in Datang Technologies and Engineering Company.

5. Datang Technologies and Engineering Company is an indirectly-controlled subsidiary of 
   CDC. Its scope of operation primarily includes development, service and consulting of
   environmental technology, development, manufacture and sales of environmental equipment 
   and operation of environmental pollution control facilities.

LISTING RULES IMPLICATIONS

As at the date of this announcement, CDC is the controlling shareholder of the Company, 
which together with its subsidiaries hold approximately 34.71% of the issued share capital 
of the Company. Datang Technology Industry Company is a wholly-owned subsidiary of CDC, 
and Datang Technologies and Engineering Company is an indirectly-controlled subsidiary of 
CDC, therefore Datang Technology Industry Company and Datang Technologies and Engineering 
Company are connected persons of the Company. The transaction contemplated under the 
Desulfurization Transformation Project Contract constitutes a connected transaction of 
the Company. 

As one or more of the applicable percentage ratios (as defined under Rule 14.07 of the 
Listing Rules) in respect of the transaction amount under the Desulfurization 
Transformation Project Contract is more than 0.1% but less than 5%, the transaction 
contemplated under the Desulfurization Transformation Project Contract is only subject 
to the reporting and announcement requirements under Chapter 14A of the Listing Rules 
and does not require the approval by the independent shareholders of the Company.

DEFINITIONS

In this announcement, unless the context otherwise requires, the following expressions 
have the following meanings:

"Board"                    the board of Directors

"CDC"                      China Datang Corporation, a State-owned enterprise established 
                           under the laws of the PRC and is a controlling shareholder of 
                           the Company. CDC and its subsidiaries own approximately 34.71% 
                           of the issued share capital of the Company as at the date of 
                           this announcement

"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

"connected person(s)"      has the meaning ascribed to it under the Listing Rules

"connected transaction"    has the meaning ascribed to it under the Listing Rules

"Desulfurization           the contract on desulfurization transformation project for 
Transformation             2x300MW circulating fluidized bed generating units of 
Project Contract"          Honghe Power Company entered into between Honghe Power Company, 
                           Datang Technology Industry Company and Datang Technologies
                           and Engineering Company on 19 November 2013

"Datang Technologies       China Datang Technologies and Engineering Company Limited, a 
and Engineering            controlled subsidiary of Datang Technology Industry Company 
Company"                   Limited a wholly-owned subsidiary of CDC. For more information, 
                           please refer to the section headed "INFORMATION OF THE PARTIES"

"Datang Technology         Datang Technology Industry Company Limited, formerly known as 
Industry Company"          Datang Environmental Technologies & Engineering Co., Ltd., 
                           which name changed to Datang Technology Industry Company Limited 
                           in October 2013, a wholly-owned subsidiary of CDC. For more 
                           information, please refer to the section headed 
                           "INFORMATION OF THE PARTIES"

"Director(s)"              the director(s) of the Company

"Honghe Power Company"     Yunnan Datang International Honghe Power Generation Company 
                           Limited, a subsidiary of the Company. For more information, 
                           please refer to the section headed "INFORMATION OF THE PARTIES"

"Listing Rules"            the Rules Governing the Listing of Securities on the Stock 
                           Exchange

"PRC"                      the People¡¯s Republic of China

"RMB"                      Renminbi, the lawful currency of the PRC

"Stock Exchange"           The Stock Exchange of Hong Kong Limited

"%"                        percentage

                                                                     By Order of the Board
                                                                           Zhou Gang
                                                                     Secretary to the Board

Beijing, the PRC, 19 November 2013

As at the date of this announcement, the Directors of the Company are:
Chen Jinhang, Hu Shengmu, Cao Jingshan, Fang Qinghai, Zhou Gang, Li Gengsheng, Cao Xin, 
Cai Shuwen, Liu Haixia, Guan Tiangang, Dong Heyi*, Ye Yansheng*, Li Hengyuan*, Zhao Jie*, 
Jiang Guohua*
* Independent non-executive Directors