Connected Transaction

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                   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


ENTRUSTED LOAN AGREEMENT 

On 24 April 2014, the ninth meeting of the eighth session of the Board considered and
approved the provision of the Entrusted Loan of not more than RMB1.5 billion to 
Xilinhaote Mining Co.. On 13 May 2014, the Company entered into the Entrusted Loan
Agreement with Datang Finance Company and Xilinhaote Mining Co. in relation to the
provision of the Entrusted Loan by the Company to Xilinhaote Mining Co. in the form of
revolving loan facility through the Entrusted Loan Arrangement, in which Datang Finance
Company acts as the lending agent. 


LISTING RULES IMPLICATIONS

As at the date of this announcement, CDC together with its subsidiaries holds
approximately 34.71% of the issued share capital of the Company. Xilinhaote Mining Co.
is owned as to 60% and 40% by the Company and CDC, respectively. Datang Finance Company
is a subsidiary of CDC. Both Xilinhaote Mining Co. and Datang Finance Company are 
therefore connected persons of the Company and the transaction under the Entrusted Loan
Agreement constitutes a connected transaction of the Company under Chapter 14A of the
Listing Rules.  

As all of the applicable percentage ratios (as defined in Rule 14.07 of the Listing
Rules) for the principal amount of the Entrusted Loan under the Entrusted Loan Agreement
is more than 0.1% but less than 5%, the Entrusted Loan Arrangement and the Entrusted
Loan Agreement are subject to the reporting and announcement requirements under Chapter
14A of the Listing Rules, but do not require the approval by the independent Shareholders
of the Company under Chapter 14A of the Listing Rules. 

ENTRUSTED LOAN AGREEMENT 

Date and Subject Matter 

On 24 April 2014, the ninth meeting of the eighth session of the Board considered and
approved the provision of the Entrusted Loan of not more than RMB1.5 billion to 
Xilinhaote Mining Co.. On 13 May 2014, the Company entered into the Entrusted Loan
Agreement with Datang Finance Company and Xilinhaote Mining Co. in relation to the
provision of the Entrusted Loan by the Company to Xilinhaote Mining Co. in the form of
revolving loan facility through the Entrusted Loan Arrangement, in which Datang Finance
Company acts as the lending agent. 

Parties 

1.   The Company, as the lender; 

2.   Datang Finance Company, as the lending agent; and

3.   Xilinhaote Mining Co., as the borrower.


MAJOR TERMS OF THE ENTRUSTED LOAN AGREEMENT 

1.   Entrusted Loan Arrangement

     Pursuant to the Entrusted Loan Agreement, Datang Finance Company is designated by
     the Company to act as a lending agent to provide the Entrusted Loan to Xilinhaote
     Mining Co. and to monitor the use and repayment of the Entrusted Loan by Xilinhaote
     Mining Co..

2.   Amount of the Entrusted Loan

     During the term of the Entrusted Loan Agreement, the total outstanding balance of
     loans of Xilinhaote Mining Co. under the Entrusted Loan Agreement shall not exceed
     RMB1.5 billion and shall be in the form of revolving entrusted loan facility, i.e.
     provided that the sources of funding and uses of the Entrusted Loan being in 
     compliance with the regulatory requirements of the financial institutions, Xilinhaote
     Mining Co. can apply for loans on a continuous basis, regardless of the number of
     loans and the amount of each tranche of such loans, during the effective period
     of the agreement as long as the outstanding balance of the principal amount of the
     loans under the Entrusted Loan Agreement does not exceed RMB1.5 billion. 

3.   Term

     The term for the Entrusted Loan Agreement is 36 months commencing from 13 May 2014
     and ending on 12 May 2017.

4.   Interest rate 

     At a floating interest rate, being the benchmark interest rate to be charged for
     the same level of loans in RMB for the same period as announced by the People's 
     Bank of China on the date when each tranche of borrowing is withdrawn and such
     interest rate is to be adjusted annually. The adjusted borrowing interest rate will
     be the benchmark interest rate for the same level of loans in RMB for the same
     period announced by the People's Bank of China on the adjustment date. 

     As at the date of this announcement, the prevailing benchmark interest rate for
     three-year loans in RMB as announced by the People's Bank of China is 6.15% per
     annum. 

     Such interest rate is arrived at after arm's length negotiation between the Company
     and Xilinhaote Mining Co. in consideration of the overall reduction in capital
     costs to the Group after the accounts of Xilinhaote Mining Co. (being a controlled
     subsidiary of the Company) are consolidated into the accounts of the Company. 

5.   Calculation and payment of interests

     Interests shall be accrued on daily basis and settled on quarterly basis. The
     settlement date falls on the twentieth (20th) day of the last month of each 
     quarter.

6.   Handling fees

     The handling fees shall be charged in tranches on the date of grant of each tranche
     of the loan. The rate of the handling fees shall be 0.025% of the actual amount
     of each tranche of loan. The handling fee is determined after taking into account
     the handling fee charged by commercial banks on the provision of the same size of
     entrusted loan and the discount rate of handling fee to be offered by Datang 
     Finance Company. Such handling fee is payable by Xilinhaote Mining Co. to Datang
     Finance Company on an one-off basis on the date of grant of each tranche of the loan.
 
7.   Uses of the Entrusted Loan

     The loan will be utilized by Xilinhaote Mining Co. for the replacement of due
     borrowings and the turnover of liquid capital.

8.   Repayment schedule of the Entrusted Loan 

     Repayment of each tranche of the loan shall be made on the repayment date as set
     out in the specific loan agreement for such tranche of loan. 

9.   Sources of funding for the repayment of the Entrusted Loan

     Sales income and other fund of Xilinhaote Mining Co..

10.  Effective date 

     The Entrusted Loan Agreement shall become effective when it is duly signed by the
     legal representatives or authorised agent of both parties and sealed with their
     respective chops and upon the approval of the internal authority of each of the
     parties (or the internal approval procedures of each of the parties have been
     implemented). 


REASONS FOR AND BENEFITS OF ENTERING INTO THE ENTRUSTED LOAN AGREEMENT 


In view of the cooperation history between Datang Finance Company and the Company and
given that the provision of entrusted loan services by Datang Finance Company is covered
under the Financial Services Agreement, Datang Finance Company has better understanding
of the operations of the Company which will allow more expedient and efficient services
than those rendered by other PRC commercial banks. Further, the handling fees charged
by Datang Finance Company will not be higher than those charged by other PRC commercial
banks. In view of the above considerations, the Company appointed Datang Finance Company,
rather than other PRC commercial banks, as the lending agent. 

Further, considering the capital risks control measures under the Financial Services
Agreement and the terms under the Entrusted Loan Agreement are normal commercial terms
which confer no additional obligations nor risks on the Company when comparing with
other entrusted loan agreements in the market, the Company considers that no additional
risks will be involved by appointing Datang Finance Company as the lending agent under
the Entrusted Loan Agreement. 

In order to ensure the day-to-day cash flow of Xilinhaote Mining Co., the Company
intends to provide the Entrusted Loan in the aggregate amount of not exceeding 
RMB1.5 billion to Xilinhaote Mining Co.. The Company is of the view that the Entrusted
Loan will be primarily utilised by Xilinhaote Mining Co. to replace the due borrowings
and supplement its liquid capital, and is thus beneficial for the smooth progress of
the production and operation activities of Xilinhaote Mining Co..

Considering the possible higher financial costs for Xilinhaote Mining Co. to obtain
the current loan from other commercial banks when comparing with the financial costs
incurred by the Company to obtain the funding of the Entrusted Loan, the Company
considers that the overall capital costs to the Group will be relatively reduced after
the accounts of Xilinhaote Mining Co. (being the subsidiary of the Company) are 
consolidated into the accounts of the Company.

The Directors (including the independent non-executive Directors) are of the view that
the terms of the Entrusted Loan Agreement are fair and reasonable, have been entered
into after arm's length negotiation between all parties thereto and determined on
normal commercial terms and is in the best interests of the Company and its Shareholders
as a whole.

None of the Directors has material interest in the Entrusted Loan Agreement. Those
connected Directors, including Chen Jinhang, Hu Shengmu and Fang Qinghai, have abstained
from voting at the Board meeting for approval of the relevant transaction in accordance
with the requirements of the Listing Rules of Shanghai Stock Exchange.


INFORMATION RELATING TO THE PARTIES OF THE AGREEMENT

1.   Information relating to the Company 

     The Company is principally engaged in the development and operation of power 
     plants, the sale of electricity and thermal power, and the repair, testing and
     maintenance of power equipment as well as the provision of power-related technical
     services. The main service areas of the Company are in the PRC. 

2.   Information relating to Xilinhaote Mining Co.

     Xilinhaote Mining Co. is a subsidiary of the Company. It was duly incorporated on
     23 August 2007 with a registered capital of RMB376 million. It is primarily 
     responsible for the development, construction and operation of Shengli Open-cut
     Coal Mine East Unit 2 project. The equity holding structure of the company is as
     follows: 60% of its equity interest is held by the Company and 40% of its equity
     interest is held by China Datang Coal Industry Co., Ltd., a subsidiary of CDC.

3.   Information relating to Datang Finance Company

     Datang Finance Company is a non-banking financial institution duly incorporated in
     the PRC on 10 May 2005. Its registered capital is RMB3 billion. Its principal
     business includes, among others, the provision of deposit services, loan services,
     entrusted loan services and entrusted investment services.

4.   Information relating to CDC

     CDC was established on 9 March 2003 with registered capital of RMB18.009 billion.
     It 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.


LISTING RULES IMPLICATIONS

As at the date of this announcement, CDC together with its subsidiaries holds 
approximately 34.71% of the issued share capital of the Company. Xilinhaote Mining Co.
is owned as to 60% and 40% by the Company and CDC, respectively. Datang Finance Company
is a subsidiary of CDC. Both Xilinhaote Mining Co. and Datang Finance Company are
therefore connected persons of the Company and the transaction under the Entrusted
Loan Agreement constitutes a connected transaction of the Company under Chapter 14A
of the Listing Rules.  

As all of the applicable percentage ratios (as defined in Rule 14.07 of the Listing
Rules) for the principal amount of the Entrusted Loan under the Entrusted Loan
Agreement is more than 0.1% but less than 5%, the Entrusted Loan Arrangement and the
Entrusted Loan Agreement are subject to the reporting and announcement requirements
under Chapter 14A of the Listing Rules, but do not require the approval by the
independent Shareholders of the Company under Chapter 14A of the Listing Rules. 


DEFINITIONS 


In this announcement, 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 

"Board"                            the board of Directors of the Company 

"CDC"                              China Datang Corporation, a State-owned enterprise
                                   established under the laws of the PRC and is the 
                                   controlling Shareholder of the Company pursuant to
                                   the Listing Rules which, together with 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 Hong Kong Stock Exchange and the London
                                   Stock Exchange and whose A Shares are listed on the
                                   Shanghai Stock Exchange 

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

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

"Datang Finance Company"           Datang Corporation Finance Limited Company, a 
                                   controlling subsidiary of CDC 

"Directors"                        the director(s) of the Company 

"Entrusted Loan"                   the revolving entrusted loan of a total principal
                                   amount of not more than RMB1.5 billion

"Entrusted Loan Agreement"         the entrusted loan agreement entered into on 13 May
                                   2014 between the Company, Datang Finance Company and
                                   Xilinhaote Mining Co. in respect of the Entrusted Loan
                                   Arrangement 

"Entrusted Loan Arrangement"       the arrangement where Datang Finance Company is appointed
                                   by the Company to act as a lending agent to grant the
                                   Entrusted Loan to Xilinhaote Mining Co. pursuant to the
                                   Entrusted Loan Agreement

"Financial Services Agreement"     the financial services agreement entered into between
                                   the Company and Datang Finance Company on 15 October
                                   2013, particulars of which please refer to the Company's
                                   circular dated 5 November 2013

"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 Hong Kong 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
                                   Hong Kong Stock Exchange

"PRC"                              the People's Republic of China 

"RMB"                              Renminbi, the lawful currency of the PRC 

"Shareholder(s)"                   the holder(s) of the Share(s) of the Company

"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 

"Xilinhaote Mining Co."            Inner Mongolia Datang International Xilinhaote Mining
                                   Company Limited, a subsidiary of the Company, details
                                   of which are set out in the section entitled 
                                   "Information Relating to the Parties of the Agreement"

"%"                                percent 


                                                                    By Order of the Board
                                                                          Zhou Gang
                                                                    Secretary to the Board

Beijing, the PRC, 13 May 2014

As at the date of this announcement, the Directors of the Company are:
Chen Jinhang, Hu Shengmu, Wu Jing, 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