15th May 2008 09:49
(a sino-foreign joint stock limited company incorporated in the People's Republic of China)(Stock Code: 991)
overseas regulatory announcement
Announcement on Resolutions of
the Board of Directors
This announcement is made pursuant to Rule 13.09(2) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.
The ninth meeting of the sixth session of the board of directors (the "Board") of Datang International Power Generation Co., Ltd. (the "Company") (the "Meeting") was held in written form on 14 May 2008. There were 14 directors eligible for attending the Meeting and 14 of them attended the Meeting. The Meeting was in compliance with the provisions stipulated in the "Company Law" and the "Articles of Association of Datang International Power Generation Co., Ltd." (the "Articles of Association"). The following resolutions were approved unanimously at the Meeting:
The "Proposal to the Annual General Meeting on Adjustment of Director" was considered and approved.
Recently, the Company's major shareholder, China Datang Corporation ("CDC") proposed to the Board to submit a proposal for the 2007 annual general meeting ("2007 AGM"): that Mr. Zhang Yi, a director of the Company, will cease to be the director of the Company due to business adjustment and that Mr. Cao Jingshan will be nominated as a candidate for the director.
After consideration, the Board agreed to nominate Mr. Cao Jingshan as a candidate for director (with the term of service from 30 May 2008 to 30 June 2010); and the proposal that Mr. Zhang Yi will cease to be the director to be submitted to the 2007 AGM for consideration and approval.
The "Proposal in respect of Nominating an Independent Non-Executive Director" was considered and approved.
The Company's major shareholder, CDC, also proposed to the Board another proposal for the 2007 AGM: that Mr. Li Hengyuan will be nominated as a candidate for the Company's independent non-executive director.
After consideration, the Board agreed to nominate Mr. Li Hengyuen as a candidate for the independent non-executive director of the Company (with the term of service from 30 May 2008 to 30 June 2010); and to submit the same to the 2007 AGM for consideration and approval.
The Company will hold the 2007 AGM on 30 May 2008. The afore-mentioned resolutions No. 1 and 2 shall be submitted to the 2007 AGM for consideration. The Board also authorises the Secretary to the Board to publish the supplemental notice of the 2007 AGM concurrently.
By Order of the Board
Zhou Gang
Secretary to the Board
Beijing, the PRC, 14 May 2008
As at the date of this announcement, the directors of the Company are:
Zhai Ruoyu, Zhang Yi, Hu Shengmu, Fang Qinghai, Zhou Gang, Liu Haixia, Guan Tiangang, Su Tiegang, Ye Yonghui, Li Gengsheng, Xie Songlin*, Liu Chaoan*, Yu Changchun* and Xia Qing*
* Independent non-executive directors
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