Notice of AGM

Beijing Datang Power Generation Com 09 May 2003 BEIJING DATANG POWER GENERATION COMPANY LIMITED (A Sino-foreign Joint Stock Limited Company incorporated in the People's Republic of China) Notice of Annual General Meeting for the Year 2002 Pursuant to the Articles of Association and resolutions of the Board of Directors of Beijing Datang Power Generation Company Limited (the 'Company'), the Annual General Meeting of the Company for the year 2002 will be held at the Company's Conference Room at 8/F, No. 482, Guanganmennei Avenue, Xuanwu District, Beijing, the PRC at 9:00 a.m. on Monday, 30th June 2003 for the purposes of considering and, if found fit, passing the following special resolutions and ordinary resolutions: Special Resolutions: 1. to consider and approve the amendments to Article 10 of the Articles of Association of the Company. (See Appendix I for detail) 2. to consider and approve the amendments to Article 15 of the Articles of Association of the Company. (See Appendix II for detail) Ordinary Resolutions: 3. to consider and approve the report of the Board of Directors for the year 2002; 4. to consider and approve the report of the Supervisory Committee for the year 2002; 5. to consider and approve the financial report of the Company for the year 2002; 6. to consider and approve the profit distribution plan of the Company for the year 2002; 7. to consider and approve the investment plans of the Company; 8. to consider and approve the renewal of the mandate to authorise the Board of Directors to determine the issue of new shares of an amount not exceeding 20% of the total share capital of the Company; 9. to consider and approve the proposed re-appointment of PricewaterhouseCoopers Zhong Tian Certified Public Accountants Limited Company and Zhang Chen Certified Public Accountants as the Company's domestic auditors and PricewaterhouseCoopers as the international auditors and to authorise the Board of Directors to fix their remuneration; and 10. to consider and approve any proposals put forward by shareholder(s) holding 5% or more of the total number of shares of the Company with voting rights. By Order of the Board Yang Hongming Company Secretary Beijing, the People's Republic of China, 8th May 2003 Notes: 1. Holders of the Company's H shares should note that no transfer of H shares will be registered from 1st June 2003 to 30th June 2003, both dates inclusive. Shareholders of H shares whose names are registered in the register of members as at 1st June 2003 are entitled to attend and vote at the Annual General Meeting. In order to qualify for the final dividend, persons holding the Company's H Shares shall lodge transfer documents and the relevant share certificates with the Company's share register and transfer office, Computershare Hong Kong Investor Services Limited at 1901-05, 19/F. Hopewell Centre, 183 Queen's Road East, Hong Kong by 4:00 p.m. on 30th May 2003. 2. Any shareholder entitled to attend and vote at the Annual General Meeting is entitled to appoint one or more proxies to attend and vote on his behalf. A proxy need not be a shareholder of the Company. 3. If more than one proxy are appointed to attend the meeting, the voting rights can only be exercised by way of poll. 4. If the form of proxy of a shareholder is signed by any person other than the shareholder, the power of attorney or other authority should be notarially certified. To be valid, notarially certified copy of the power of attorney or other authority, together with the form of proxy, must be deposited at the Company at 9th Floor, No. 482, Guanganmennei Avenue, Xuanwu District, Beijing, the People's Republic of China, not less than 24 hours before the holding of the Annual General Meeting. 5. Shareholders who intend to attend the Annual General Meeting are required to send the Notice of Attendance to the registered address of the Company by hand, post, cable or fax on or before 7th June 2003. Completion and return of the Notice of Attendance will not affect the right of shareholders to attend the Annual General Meeting. 6. The Annual General Meeting is expected to last for half a day and the travel and accommodation expenses will be borne by such shareholder or proxy attending the meeting. Registered Address of the Company: No. 482, Guanganmennei Avenue, Xuanwu District, Beijing, People's Republic of China Tel: (8610) 8358 1905 Fax: (8610) 8358 1907 Postcode: 100053 Appendix I Proposed resolution for the following amendments to Article 10 of the Articles of Association of the Company: 1. With an aim of resolving the shortage of centralised thermal power supply in western Beijing, a thermal power supply network is being constructed by the Company's Gao Jing Power Plant. Upon completion of the network, Gao Jing Power Plant will be engaged in selling thermal power to the region. As such, the Company's scope of business will be expanded. Paragraph two of Article 10 of the Articles of Association of the Company is to be amended as: 'The scope of business of the Company: the construction and operation of power plants, the sale of electricity and thermal power; the maintenance and testing of power equipment, and the provision of electricity-related technical services.' 2. The above amendment is subject to any further amendment required by approval to be obtained from relevant government authorities of the State. Appendix II Proposed resolution for the following amendments to Article 15 of the Articles of Association of the Company: 1. A third paragraph will be added to the original Article 15 of the Articles of Association of the Company: 'In accordance with Document Guo Han (2003) No. 16 issued by the State Council entitled 'Approval from the State Council on issues concerning the establishment of China Datang Corporation', all shares in the Company held by the Group Company have been allocated to China Datang Corporation. China Datang Corporation holds 1,828,768,200 shares in the Company in place of the Group Company, accounting for 35.43% of the total number of the Company's shares.' 2. The above amendment is subject to any further amendment required by approval to be obtained from relevant government authorities of the State. The original third paragraph of Article 15 of the Articles of Association of the Company will become the fourth paragraph. -------------------------------------------------------------------------------- BEIJING DATANG POWER GENERATION COMPANY LIMITED (A Sino-foreign Joint Stock Limited Company incorporated in the People's Republic of China) Notice of Attendance for Annual General Meeting Name of Shareholder (Note 1) --------------------------------------------------------------------------------------- Number of shares held (Note 2) ---------------------------------- Domestic Shares/ H Shares ----------------------------------------------------------------------------- I/We intend to attend, or appoint a proxy (proxies) to attend the Annual General Meeting of the Company for the year 2002 to be held at the Company's Conference Room at 8/F, No. 482, Guanganmennei Avenue, Xuanwu District, Beijing, the PRC at 9:00 a.m. on Monday, 30th June 2003. Notes: 1. Name(s) registered in the register of members to be inserted in block letters. 2. Please insert the number of shares registered under your name(s). 3. This notice, when duly completed and signed, is required to be delivered to the registered address of the Company by hand, post, cable or fax on or before 7th June 2003 (Fax: (8610) 83581907). Signature(s): ------------------------- Date: ----------------------------- 2003 This information is provided by RNS The company news service from the London Stock Exchange
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