Resolutions Passed at 2015 3RD EGM & Change...

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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

RESOLUTIONS PASSED AT THE

2015 THIRD EXTRAORDINARY GENERAL MEETING

AND

CHANGE OF DIRECTOR

Datang International Power Generation Co., Ltd. (the "Company") held its 2015 third extraordinary general meeting (the "EGM") at  Summer Room of 2/F, The Westin Beijing Financial Street, No. 9B Financial Street, Xicheng District, Beijing, the People's Republic of China (the "PRC") on 29 October 2015 (Thursday) at 9:30 a.m. The convening of the EGM complied with the requirements of the Company Law of the PRC and the articles of association of the Company.

As at the date of the EGM, the total number of issued shares of the Company entitling the holders to attend the EGM, other than ordinary resolutions numbered (1) and (4), to vote for or against all of the proposed resolutions were 13,310,037,578 shares (the "Shares"). Shareholders of the Company or their authorised proxies, who attended the EGM or did the online voting, represented an aggregate of 8,978,245,363 voting shares or approximately 67.454% of the total issued shares of the Company. Mr. Wu Jing, the Vice-Chairman of the Board of the Directors (the "Board") of the Company, presided over the EGM.

China Datang Corporation and its associates, as at the date of the EGM, which hold an aggregate of 4,260,977,414 Shares with voting right and represent approximately 47.459% of the issued Shares of the Company with voting right, were required to and did, abstain from voting on ordinary resolutions numbered (1) and (4).

The following resolutions were passed at the EGM by way of poll:

ORDINARY RESOLUTIONS Number of Shares Passing
Rate
(%)
FOR AGAINST
1. To consider and approve the "Resolution on Entering into the Leasing and Factoring Business Cooperation Agreement with Shanghai Datang Financial Lease Co., Ltd." 4,717,178,529 89,000 99.9981
2. To consider and approve the "Resolution on the Provision of Guarantees  for  Financial  Leases of  Certain Subsidiaries" ----- ----- -----
(1) The Provision of Guarantee for Financial Lease of  Zhejiang
      Datang International Jiangshan Xincheng Thermal Power
      Company Limited
8,977,687,943 557,000 99.9938
(2) The Provision of Guarantee for Financial Lease of  Yunnan
      Datang  International  Honghe Electric Power Generation
      Company Limited
8,444,425,905 533,799,038 94.0545
(3) The Provision of Guarantee  for  Financial  Lease of Yunnan
      Datang International Wenshan Hydropower Development
      Company Limited
8,444,454,905 533,770,038 94.0548
(4) The  Provision  of  Guarantee  for  Financial Lease of
      Yunnan Datang  International Mengyejiang Hydropower
      Development Company Limited
8,444,454,905 533,770,038 94.0548
(5) The Provision of Guarantee for Financial Lease of  Yunnan
      Datang  International  Nalan
      Hydropower Development Company Limited
8,444,454,905 533,770,038 94.0548
(6) The  Provision  of  Guarantee  for  Financial  Lease  of 
      Ningxia  Datang  International Qingtongxia Wind Power
      Company Limited
8,977,687,943 557,000 99.9938
3. To consider and approve the "Proposal of the Adjustments in Directors of the Company"(Note 4) 8,968,993,943 9,027,000 99.8995
4. To  consider  and  approve  the "Resolution on  Adjustments  in  Relevant  Undertakings  by  the Controlling  Shareholder  of  the  Company" 4,716,530,529 585,000 99.9876

Notes:

1. Unless the context states otherwise, capitalised terms used in this announcement shall have the same meanings as defined in the Notice of 2015 Third Extraordinary General Meeting dated 11 September 2015 and the Supplemental Notice of 2015 Third Extraordinary General Meeting dated 13 October 2015.

2. Computershare Hong Kong Investor Services Limited, the H shares share registrar of the Company, acted as the scrutineer for the vote-takings of all resolutions at the EGM.

3. Save as disclosed above, none of the shareholders of the Company who were entitled to attend the EGM had to vote only against on any of the resolutions at the EGM. There were no Shares entitling the holder to attend the EGM and abstain from voting in favor as set out in Rule 13.40 of the Listing Rules (the "Listing Rules") of the Hong Kong Exchange and Clearing Limited ("Stock Exchange").

4. Biography of Mr. Ying Xuejun is as follows:

Mr. Ying Xuejun, aged 49, a senior engineer with a bachelor's degree. He is currently the Chief Economist of the Company. Mr. Ying was the Deputy Director of the Production Department of Tangshan Power Plant; the Deputy Director of the Production Technology Department, the Deputy Manager of the Facilities Department, the Manager of the Facilities Department, the Deputy Chief Engineer cum the Manager of the Facilities Department and the Deputy General Manager of Dou He Power Plant; the Deputy General Manager and the General Manager of Inner Mongolia Datang International Tuoketuo Power Generation Company Limited; and the Deputy General Manager of Inner Mongolia Branch Company of Datang. In December 2008, he was re-designated as the Chief of the Integrated Planning Department and the Deputy Chief Economist cum the Chief of the Integrated Planning Department of the headquarter of the Company. Since January 2015, he has been appointed as the Chief Economist of the Company. Mr. Ying has worked within the Company for 30 years and has years of experience in production, operation and management of power generation companies, especially in production, operation and management of the Company, and extensive theoretical and practical experience in production, operation and management of power generation companies. Meanwhile, Mr. Ying is also a director of certain subsidiaries of the Company and is familiar with modern corporate governance structure and standardized operation.

The term of office of Mr. Ying Xuejun commences on the date of approval of his appointment by the Shareholders at the EGM to the expiration of the term of the eighth session of the Board (i.e. 30 June 2016). Mr. Ying will not be entitled to any remuneration by being a director of the Company. As at the date of this announcement, Mr. Ying Xuejun does not have any interest in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance. He has not been subject to any public sanctions by statutory or regulatory authority.

Save as disclosed above, Mr. Ying has not held any directorships in any public listed companies in the past three years and has no relationship with any directors, senior management, substantial or controlling Shareholders (as defined in the Listing Rules) of the Company. Save as disclosed above, there is no other matter concerning the appointment of Mr. Ying that needs to be brought to the attention of the Shareholders and the Stock Exchange and there is no other matter which shall be disclosed pursuant to Rule 13.51(2) (h) to (v) of the Listing Rules.

By Order of the Board    
    Ying Xuejun       
         
Acting Company Secretary

Beijing, the PRC, 29 October 2015

As at the date of this announcement, the directors of the Company are:
Chen Jinhang, Hu Shengmu, Wu Jing, Liang Yongpan,
 Ying Xuejun, Cao Xin,
Cai Shuwen, Liu Haixia, Guan Tiangang, Yang Wenchun,
Jiang Guohua*, Feng Genfu*, Luo Zhongwei*, Liu Huangsong*, Jiang Fuxiu*

* Independent non-executive directors

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