Announcement on Resolutions of the Board of Dir...

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the 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 ON RESOLUTIONS                          
                           OF THE BOARD OF DIRECTORS                           

Special Notice:                                                                
                                                                               
The board of directors (the "Board") and all directors (the "Directors") of the
Company warrant that there are no false representations and misleading         
statements contained in, or material omissions from, this announcement, and    
severally and jointly accept the responsibility for the truthfulness, accuracy 
and completeness of the contents of this announcement.                         
                                                                               
This announcement is made pursuant to Rule 13.10(B) of the Rules Governing the 
Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing 
Rules").                                                                       

The second meeting of the eighth session of the Board (the "Meeting") of Datang
International Power Generation Co., Ltd. (the "Company") was held at Summer
Room, 2/F, The Westin Beijing Financial Street, 9B Financial Street, Xicheng
District, Beijing, the People's Republic of China (the "PRC") on 23 August 2013
(Friday). The written notice of the Meeting was dispatched to all Directors on
13 August 2013. There were 15 Directors eligible for attending the Meeting and
14 of them attended the Meeting. Director Guan Tiangang was unable to attend to
the Meeting in person due to business engagements, and she has authorised
Director Liu Haixia to attend the Meeting and vote on her behalf. 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") and was lawful and valid. Three supervisors of
the Company were present at the Meeting. Chen Jinhang, the chairman of the
Company, presided over the Meeting. The following resolutions were approved
unanimously by the attending Directors and their authorised proxies by way of
voting by show of hands at the Meeting:

 1. The "Explanation on the Disclosure of 2013 Interim Results" was considered
    and approved.
   
    Voting results: 15 voted in favour, 0 voted against and 0 abstained.

    The Board approved the content of the 2013 interim report, the summary of the
    interim report and the results announcement ("2013 Interim Results") of the
    Company.

 2. "The Proposal of Entering into Financial Services Agreement with China
    Datang Finance Company Limited" was considered and approved.
   
    Voting results: 12 voted in favour, 0 voted against and 3 abstained.

      1. Agreed the Company to enter into the "Financial Services Agreement" with
         China Datang Finance Company Limited ("Datang Finance Company"), pursuant
         to which during the term of agreement, the daily balance of deposit of
         Company and its subsidiaries in Datang Finance Company shall not be higher
         than RMB12 billion. The term of the agreement is 3 years, commencing on 1
         January 2014 and ending on 31 December 2016;
   
      2. According to the regulations of the listing rules of the places where the
         Company is listed, Datang Finance Company is a connected person of the
         Company; the entering into of the "Financial Services Agreement" between
         the Company and Datang Finance Company and the deposit arrangement
         thereunder constitute continuing connected transactions of the Company,             
         and connected Directors Chen Jinhang, Hu Shengmu and Fang Qinghai have
         abstained from voting for the resolution;
   
      3. The Directors (including the independent Directors) are of the view that
         the above-mentioned transactions are conducted in the ordinary and usual
         course of business of the Company, and are fair and reasonable and are in
         the interest of the Company and the shareholders as a whole.
   
      4. Agreed to submit the proposal of the entering into of the "Financial
         Services Agreement" between the Company and China Datang Finance Company
         Limited and the deposit arrangement thereunder to the general meeting of
         the Company for independent shareholders' consideration and approval.
   
    The Company will issue a separate announcement after the above-mentioned
    agreement is duly signed.

 3. The "Resolution on the Provision of Guarantee for the Financing of Ningxia
    Datang International Qingtongxia Photovoltaic Power Generation Limited" was
    considered and approved.
   
    Voting results: 15 voted in favour, 0 voted against and 0 abstained.

      1. Agreed the Company to provide a guarantee to a wholly-owned subsidiary
         Ningxia Datang International Qingtongxia Photovoltaic Power Generation
         Limited ("Qingtongxia Photovoltaic Company"), covering the full amount and
         joint and several liability of Qingtongxia Photovoltaic Company's                   
         financing based on its actual needs. The guarantee amount shall not exceed          
         RMB240 million and the financing of Qingtongxia Photovoltaic Companyshall          
         be used for construction projects and replacement of due loans;
   
      2. As pursuant to the listing rules of the Shanghai Stock Exchange, agreed to
         submit the proposal of the provision of guarantee to Qingtongxia
         Photovoltaic Company to be considered and approved in the general meeting
         of the Company.
   
    The Company will issue a separate announcement after the above-mentioned
    guarantee agreement is duly signed.

 4. The "Resolution on Changing the Auditor of the Company in 2013" was 
    considered and approved.
   
    Voting results: 15 voted in favour, 0 voted against and 0 abstained.

      1. Agreed the Company to change to appoint Ruihua Certified Public                     
         Accountants(Special Ordinary Partnership) to be the domestic financial              
         auditor of the Company in 2013 for carrying out, among others, the                  
         domestic financial report auditing for the Company for the year 2013;
   
      2. Agreed not to change the overseas financial report auditor for the time
         being and the relevant work shall continue to be carried out by RSM Nelson
         Wheeler Certified Public Accounts (Hong Kong);
   
      3. Agreed to submit the resolution of changing the domestic financial auditor
         of the Company to the general meeting for shareholders' consideration.
   
    For details, please refer to the relevant announcement of the Company               
    published on the same day.

 5. "The Resolution on the Allowance Criteria for the Directors of the Eighth 
    Session of the Board and the Supervisors of the Eighth Session of the
    Supervisory Committee" was considered and approved.
   
    Voting results: 15 voted in favour, 0 voted against and 0 abstained.

      1. Agreed that an allowance of RMB100,000 (after tax) (RMB132,000 before tax)
         would be paid on a lump sum basis to each independent non-executive
         director every year;
   
      2. Agreed that non-executive directors (including independent non-executive
         directors) and external supervisors of the Company would be reimbursed for
         their travel expenses, meal and lodging expenses and other out-of-pocket
         expenses (collectively referred to as the "Travel Subsidies") incurred
         during the period for attending the meetings of the Board and the
         Supervisory Committee convened by the Company;
   
      3. Agreed that the above-mentioned plan on allowance for independent
         non-executive directors and Travel Subsidies for non-executive directors
         and external supervisors would be submitted to the general meeting of the
         Company for shareholders' consideration and approval.
   
Since the above-mentioned resolutions numbered 2, 3, 4 and 5 are required to be
submitted to the general meeting of the Company for shareholders' consideration
and approval, the Board will release a notice of the general meeting in due
course.

                                                           By Order of the Board    
                                                                Zhou Gang           
                                                          Secretary to the Board                             

Beijing, the PRC, 26 August 2013

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

Chen Jinhang, Hu Shengmu, Cao Jingshan, Fang Qinghai, Zhou Gang, Li Gengsheng,
Cao Xin, Cai Shuwen, Liu Haixia, Guan Tiangang, Dong Heyi*, Ye Yansheng*, 
Li Hengyuan*, Zhao Jie*, Jiang Guohua*

* Independent non-executive directors