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Supplemental Notice of 2013 First EGM

4th Mar 2013 15:26

DATANG INTERNATIONAL POWER GENERATION COMPANY LD - Supplemental Notice of 2013 First EGM

DATANG INTERNATIONAL POWER GENERATION COMPANY LD - Supplemental Notice of 2013 First EGM

PR Newswire

London, March 4

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong KongLimited take no responsibility for the contents of this notice, 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 notice.

DATANG INTERNATIONAL POWER GENERATION CO., LTD. (a sino-foreign joint stock limited company incorporated in the People's Republic of China) (Stock Code: 00991) SUPPLEMENTAL NOTICE OF 2013 FIRST EXTRAORDINARY GENERAL MEETING

Reference is made to the Notice of 2013 First Extraordinary General Meetingof Datang International Power Generation Co., Ltd. (the "Company") dated 5February 2013 (the "EGM Notice").

After the date of the EGM Notice, the board of directors of the Company (the"Board") received from its controlling shareholder, China Datang Corporation("CDC"), a proposal letter for adding additional resolutions for theconsideration and approval by the shareholders of the Company (the"Shareholders") at the 2013 First Extraordinary General Meeting (the "EGM").Details of the proposal are as follows:

The "Resolution on the Provision of Coal by Inner Mongolia Electric PowerFuel Company Ltd. to the Corporations Managed by the Company" and the"Resolution on Certain Regular Continuing Connected Transactions of theCompany in 2013", are proposed to be considered and approved asordinary resolutions by the Shareholders at the EGM after beingconsidered and approved at the thirty-fourth meeting of the seventhsession of the Board.

SUPPLEMENTAL NOTICE IS HEREBY GIVEN that the EGM of the Company will beheld at the function room of 5/F, Intercontinental Hotel, No. 11Financial Street, Xicheng District, Beijing, the People's Republic ofChina (the "PRC") on 25 March 2013 (Monday) at 9:00 a.m. to consider and, ifthought fit, pass the following ordinary resolutions:

ORDINARY RESOLUTIONS

1. To consider and approve the "Resolution on the Provision of Coal by

Inner Mongolia Electric Power Fuel Company Ltd. to the Corporations

Managed by the Company" (Note 2).

2. To consider and approve the "Resolution on Certain Regular Continuing

Connected Transactions of the Company in 2013" (Note 3). By Order of the Board Zhou Gang Secretary to the Board Beijing, the PRC4 March 2013 Notes:

1. Save as the additional resolutions and other information as set out in

this Supplemental Notice of 2013 First Extraordinary General Meeting,

all the information set out in the EGM Notice remains unchanged.

2. Inner Mongolia Electric Power Fuel Company Ltd. ("Inner Mongolia

Fuel Company"), a wholly-owned subsidiary of Beijing Datang Fuel Company Limited ("Beijing Datang Fuel Company), a wholly-owned subsidiary of the Company, entered into the Inner Mongolia Fuel Purchase Framework Agreements with certain power plants or subsidiaries of the Company on 6 February 2013 for a term from 1 January 2013 to 31 December 2013. During the term of the agreements, Inner Mongolia Fuel Company agreed to supply coal to certain power plants or subsidiaries of the Company with maximum aggregate annual transaction amount of approximately RMB5,425 million. For details of the transactions, please refer to the announcement of the Company dated 6 February 2013 and the relevant circular dated 4 March 2013.

3. Certain continuing connected transactions of the Company in 2013 in

relation to purchase of coal 3.1 Purchase of coal from Beijing Datang Fuel Company by the Company and its subsidiaries. The Company entered into the Fuel Purchase Framework Agreement with Beijing Datang Fuel Company on 6 February 2013, pursuant to which, the Company and certain of its subsidiaries agreed to purchase coal from Beijing Datang Fuel Company with maximum aggregate annual transaction amount of approximately RMB35,505 million for a term from 1 January 2013 to 31 December 2013. 3.2 Sale of coal by Datang International (Hong Kong) Limited ("Hong Kong Company") to certain subsidiaries of the Company 3.2.1 Hong Kong Company entered into the Hong Kong-Beijing Fuel Sale Framework Agreement with Beijing Datang Fuel Company on 6 February 2013, pursuant to which, Hong Kong Company agreed to sell coal to Beijing Datang Fuel Company, with maximum aggregate annual transaction amount of approximately USD380 million, equivalent to RMB2,367.4 million, for a term of one year commencing from 1 January 2013 to 31 December 2013. 3.2.2 Hong Kong Company entered into the Hong Kong-Power Plants Fuel Sale Framework Agreement with the Company on 6 February 2013, pursuant to which, Hong Kong Company agreed to sell coal to Guangdong Datang International Chaozhou Power Generation Company Limited and Jiangsu Datang International Lvsigang Power Generation Company Limited, with a maximum aggregate annual transaction amount of approximately USD522 million, equivalent to RMB3,252.1 million, for a term from 1 January 2013 to 31 December 2013. For details of the transactions, please refer to the announcement of the Company dated 6 February 2013 and the relevant circular dated 4 March 2013.

4. Special resolutions numbered 1 and 2 under the EGM Notice dated 5

February 2013 will be renumbered as special resolutions numbered 3 and

4 respectively.

5. Other Matters

(1) Each of the holders of H shares entitled to attend and vote at the EGM, is entitled to appoint one or more proxies to attend and vote on his/her behalf at the meeting. A proxy need not be a shareholder of the Company. (2) If holders of H shares have appointed more than one proxy to attend the EGM, the proxies can only exercise their voting rights by way of poll. (3) To be valid, holders of H shares must deliver the Revised Proxy Form (as define below), and if such revised proxy form is signed by a person on behalf of the appointer pursuant to a power of attorney or other authority, a notarised copy of that power of attorney or other authority, to the Company's H share registrar, Computershare Hong Kong Investor Services Limited of 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, in not less than 24 hours before the time scheduled for holding the EGM. (4) A revised proxy form for use at the EGM (the "Revised Proxy Form") is published on the websites of The Stock Exchange of Hong Kong Limited (www.hkexnews.hk) and the Company (www.dtpower.com). The Revised Proxy Form shall supersede and replace the proxy form enclosed with the EGM Notice dated 5 February 2013 (the "Previous Proxy Form") and that the Previous Proxy Form shall be invalid. Shareholders who have signed and returned the Previous Proxy Form should complete and return the Revised Proxy Form in accordance with the instructions provided in this Supplemental Notice of 2013 First Extraordinary General Meeting. Completion and return of the Revised Proxy Form will not preclude a Shareholder from attending and voting at the EGM in person. (5) The EGM is expected to last for an hour. Attending shareholders and their proxies shall be responsible for their own travel and accommodation expenses. The Company's office address:No. 9 Guangningbo Street,Xicheng District,Beijing, the PRCPostcode: 100033Telephone: (8610) 8800 8669 or (8610) 8800 8682Fax: (8610) 8800 8672 As at the date of this supplemental notice, 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


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