Connected Transaction

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong KongLimited take no responsibility for the contents of this announcement, make norepresentation as to its accuracy or completeness and expressly disclaim anyliability whatsoever for any loss howsoever arising from or in reliance uponthe 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 Sale and Purchase Agreement on Shut-down Capacity Indicators On 11 December 2012, the Company entered into the Sale and Purchase Agreement on Shut-down Capacity Indicators with Huayin Electric Power, pursuant to which the Company agreed to acquire the indicators of shut-down small-capacity generating units owned by Huayin Electric Power for a transaction price of approximately RMB374.40 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. CDC is the controlling Shareholder of Huayin Electric Power, which holds approximately 33.34% of the issued share capital of Huayin Electric Power. Accordingly, Huayin Electric Power is a connected person of the Company. The transaction contemplated under the Sale and Purchase Agreement on Shut-down Capacity Indicators constitutes a connectedtransaction of the Company. As one or more of the applicable percentage ratios (as defined under Rule 14.07of the Listing Rules) in respect of the transaction under the Sale and PurchaseAgreement on Shut-down Capacity Indicators is more than 0.1% but less than 5%, the transaction contemplated under the Sale and Purchase Agreement on Shut-downCapacity Indicators 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.

BACKGROUND

According to the rules of the "Notice of the State Council for ApprovingCertain Opinions of NDRC and Energy Office on Accelerating the Shutdown ofSmall Coal-fired Generating Units" (Guo Fa [2007] No. 2), the policy for usingthe capacity of shut-down small generating units as an alternative to theconstruction of large-scale, high-efficiency and environmentally-friendly newgenerating units has been implemented stringently for newly approved coal-firedprojects on a nationwide basis.On 11 December 2012, the Company entered into the Sale and Purchase Agreementon Shut-down Capacity Indicators with Huayin Electric Power, pursuant to whichthe Company agreed to acquire the indicators of shut-down small-capacitygenerating units owned by Huayin Electric Power for a transaction price ofapproximately RMB374.40 million.

SALE AND PURCHASE AGREEMENT ON SHUT-DOWN CAPACITY INDICATORS

Date11 December 2012Parties

Transferor: Huayin Electric Power

Transferee: the Company

Major Terms of the Sale and Purchase Agreement on Shut-down Capacity Indicators

1. Huayin Electric Power agreed to sell to the Company a total of 468,000 KW

of shut-down capacity indicators.

2. Consideration: after arm's length negotiations between both parties with

reference to the regional market price in Guangdong Province, the Company

agreed to acquire the indicators of shut-down small-capacity generating

units from Huayin Electric Power at a price of RMB800 per KW, i.e., in the

aggregate sum of approximately RMB374.40 million. Relevant taxes incurred

during the transaction process shall be borne by Huayin Electric Power

based on the actual amount incurred.

3. Condition for the commitment: the shut-down capacity indicators shall be

subject to the verification and confirmation by the relevant state

ministries or commissions.

4. Method of payment: after the agreement becoming effective, the Company

shall pay 51% of the transaction price under the agreement, which is

approximately RMB190.944 million, to Huayin Electric Power, within two

working days from the date of receiving from Huayin Electric Power a

verification and confirmation slip issued by the relevant state ministries

or commissions on shut-down capacity under the agreement and the invoice

issued by Huayin Electric Power. The payment terms for the remaining

balance of the transaction price will be further agreed by the parties.

The payment of the transaction price will be funded by the internal resourcesof the Company.

Effective DateThe Sale and Purchase Agreement on Shut-down Capacity Indicators will becomeeffective when it is duly signed by both parties with their respective companychops and approved by their respective internal authorities.

REASONS FOR AND BENEFITS OF ENTERING INTO THE SALE AND PURCHASE AGREEMENT ONSHUT-DOWN CAPACITY INDICATORS

According to the rules of the "Notice of the State Council on Approving CertainOpinions of NDRC and Energy Office on Accelerating the Shutdown of SmallCoal-fired Generating Units" (Guo Fa [2007] No. 2), the Company has beenstringently implementing the above said national policy by using the capacityof shut-down small generating units as an alternative to the construction oflarge-scale, high-efficiency and environmentally-friendly new generating units.The entering into of the Sale and Purchase Agreement on Shut-down CapacityIndicators with Huayin Electric Power will enable the Company to increase thereserves of indicators shut-down generating units and is conducive forpromoting the implementation of the Company's development plans for the purposeof achieving the target for sustainable development.The terms of the Sale and Purchase Agreement on Shut-down Capacity Indicatorswere negotiated on arm's length basis between both parties thereto withreference to market price in the region where such generating units arelocated, and have been determined on normal commercial terms. The Companyconsiders that the terms of the Sale and Purchase Agreement on Shut-downCapacity Indicators are fair and reasonable and in the interests of the Companyand the Shareholders as a whole.

INFORMATION OF THE PARTIES

1. The Company, which 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. Huayin Electric Power is located in Hunan Province and was founded in

January 1993. Its A shares were listed on the Shanghai Stock Exchange in

August 1996. Its principal business is the production of electric power.

CDC holds approximately 33.34% of the issued share capital of Huayin

Electric Power. As of 31 December 2011, the registered capital of Huayin

Electric Power amounted to approximately RMB711.648 million, with total

assets amounted to approximately RMB15, 098.487 million.

LISTING RULES IMPLICATIONS

As at the date of this announcement, CDC is the controlling Shareholder of theCompany, which together with its subsidiaries hold approximately 34.71% of theissued share capital of the Company. CDC is the controlling Shareholder ofHuayin Electric Power, which holds approximately 33.34% of the issued sharecapital of Huayin Electric Power. Accordingly, Huayin Electric Power is aconnected person of the Company. The transaction contemplated under the Saleand Purchase Agreement on Shut-down Capacity Indicators constitutes a connectedtransaction of the Company.As one or more of the applicable percentage ratios (as defined under Rule 14.07of the Listing Rules) in respect of the transaction under the Sale and PurchaseAgreement on Shut-down Capacity Indicators is more than 0.1% but less than 5%,the transaction contemplated under the Sale and Purchase Agreement on Shut-downCapacity Indicators is only subject to the reporting and announcementrequirements under Chapter 14A of the Listing Rules and does not require theapproval by the independent Shareholders of the Company.

BOARD'S APPROVAL

The Sale and Purchase Agreement on Shut-down Capacity Indicators and thetransaction contemplated are still subject to the consideration and approval bythe Board. None of the Directors has any material interest in the Sale andPurchase Agreement on Shut-down Capacity Indicators. Those connected Directors,including Liu Shunda, Hu Shengmu and Fang Qinghai, who are current or formerprincipal management staff of CDC, will abstain from voting at the Boardmeeting for approval of the relevant transaction in accordance with therequirements of the Listing Rules of the Shanghai Stock Exchange.

DEFINITIONS

In this announcement, unless the context otherwise requires, the followingexpressions 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 the controlling Shareholder 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 "connected person" has the meaning ascribed to it under the Listing Rules "connected transaction" has the meaning ascribed to it under the Listing Rules "Director(s)" the director(s) of the Company "Huayin Electric Power" Datang Huayin Electric Power Co., Ltd., whose A shares are listed on the Shanghai Stock Exchange "Listing Rules" the Rules Governing the Listing of Securities on the Stock Exchange "PRC" the People's Republic of China "relevant state ministries National Development and Reform Commission or commissions" (NDRC) of the People's Republic of China and National Energy Administration (NEA) of National Development and Reform Commission (NDRC) of the People's Republic of China "RMB" Renminbi, the lawful currency of the PRC "Sale and Purchase Agreement the agreement dated 11 December 2012 entered on Shut-down Capacity into between the Company and Huayin Electric Indicators" Power in relation to the purchase of a total of 468,000 KW of shut-down capacity indicators from Huayin Electric Power by the Company "Shareholder(s)" the shareholders of the Company "Stock Exchange" The Stock Exchange of Hong Kong Limited "%" percentage By Order of the Board Zhou Gang Secretary to the Board

Beijing, the PRC, 11 December 2012

As at the date of this announcement, the Directors of the Company are:

Liu Shunda, Hu Shengmu, Cao Jingshan, Fang Qinghai, Zhou Gang, Liu Haixia,Guan Tiangang, Mi Dabin, Ye Yonghui, Li Gengsheng, Li Yanmeng*, Zhao Zunlian*,Li Hengyuan*, Zhao Jie*, Jiang Guohua*

* Independent non-executive Directors