Connected Transaction

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contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any 
liability whatsoever for any loss howsoever arising from or in reliance upon 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
                                            CONNECTED TRANSACTION


Capital Increase Agreement

On 4 April 2014, the Company entered into the Capital Increase Agreement with CDC Capital Holding Company, Datang 
Overseas Company and Datang Renewable Power Company, pursuant to which, the parties agreed to make further capital 
contribution to Datang Finance Leasing Company in proportion to their existing equity holding. Among which, the 
Company agreed to make further capital contribution of RMB200 million to Datang Finance Leasing Company. Upon 
completion of the capital increase, the Company will have made capital contribution in the total sum of RMB400 
million in Datang Finance Leasing Company and its equity holding in Datang Finance Leasing Company will remain as 
20%.  

Listing Rules Implications

As at the date of this announcement, CDC is the controlling Shareholder of the Company, which together with its 
subsidiaries holds approximately 34.71% of the issued share capital of the Company. CDC Capital Holding Company, 
Datang Overseas Company and Datang Renewable Power Company are subsidiaries of CDC and are therefore connected 
persons of the Company pursuant to Chapter 14A of the Listing Rules. The transaction contemplated under the Capital 
Increase Agreement constitute a connected transaction of the Company.   

As one or more of the applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) in respect of 
the transaction under the Capital Increase Agreement is more than 0.1% but less than 5%, and all other applicable 
percentage ratios are less than 0.1%,  the Capital Increase Agreement 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.



CAPITAL INCREASE AGREEMENT

Date

4 April 2014

Parties

CDC Capital Holding Company,
the Company,
Datang Overseas Company, and 
Datang Renewable Power Company.

Major Terms of the Capital Contribution Agreement

1.   The Company, CDC Capital Holding Company, Datang Overseas Company and Datang Renewable Power Company agreed to 
     make further capital contribution in cash in the total sum of RMB1 billion to Datang Finance Leasing Company in 
     proportion to their existing equity holding in Datang Finance Leasing Company. Among which, CDC Capital Holding 
     Company agreed to make further capital contribution in the sum of RMB400 million, the Company agreed to make 
     further capital contribution in the sum of RMB200 million, Datang Overseas Company agreed to make further capital 
     contribution in the sum of RMB200 million (to be settled in U.S. dollar), and Datang Renewable Power Company 
     agreed to make further capital contribution in the sum of RMB200 million (to be settled in U.S. dollar).

     Upon completion of the capital increase, the equity holding structure and the capital contribution of each 
     shareholders of Datang Finance Leasing Company are set out as below:



                    Capital Injection                                                Total Capital
                    prior to the         Shareholding           Capital injected     injected after    Shareholding
                    completion of        structure prior        for the              the capital       structure after
     Name of        capital increase     to the completion      capital increase     increase          the capital
     Shareholder    (RMB million)        of capital increase    (RMB million)        (RMB million)     increase

     CDC Capital
      Holding
      Company       400                  40%                    400                  800               40%
     The Company    200                  20%                    200                  400               20%
     Datang
      Overseas
      Company       200                  20%                    200                  400               20%
     Datang
      Renewable
      Power
      Company       200                  20%                    200                  400               20%
     Total          1,000                100%                   1,000                2,000             100%



2.   Timing for making the capital injection: the initial capital injection to be made by the parties should not be 
     less than 20% of the new registered capital (the initial payment date will be determined by the parties), while 
     the balance of the capital shall be paid in full by the parties within two years from the date of entering into 
     the agreement.  
 
     Effective Date

     The Capital Increase Agreement will become effective when it is duly signed by the relevant authorized 
     representatives of the parties and affixed with their respective company chops. Application shall be made for the 
     registration of the change to the relevant registration authority.



REASONS FOR AND BENEFITS OF ENTERING INTO THE CAPITAL INCREASE AGREEMENT

The operation and development of Datang Finance Leasing Company is currently stable, however the development and the 
external financing capabilities of Datang Finance Leasing Company will be limited by low capital, which will impact 
the capital efficiency and the shareholder's return. Thus, the increase in capital of Datang Finance Leasing Company 
will elevate its asset size and financing ability, enhance its growth potential and competitiveness, and enables the 
Company to obtain a better return on investment.       

The Directors (including independent non-executive Directors) are of the view that the relevant terms of the Capital 
Increase Agreement are normal commercial terms and the transaction is fair and reasonable, and is in the interest of 
the Company and its Shareholders as a whole.



BOARD'S APPROVAL

None of the Directors have any material interest in the Capital Increase Agreement. Those connected Directors, 
including Chen Jinhang, Hu Shengmu and Fang Qinghai, have abstained from voting at the Board meeting for approval of 
the relevant transaction in accordance with the requirements of the listing rules of the Shanghai Stock Exchange.



INFORMATION OF THE RELEVANT PARTIES  

DATANG FINANCE LEASING COMPANY

Datang Finance Leasing Company is a company jointly invested by the members of CDC Group with the registered capital 
of RMB1 billion. It is principally engaged in finance leasing business, leasing business, purchase of the leased 
assets domestically and abroad, and the consultation of the lease transactions. 

THE COMPANY

The Company 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.

CDC CAPITAL HOLDING COMPANY

CDC Capital Holding Company is a wholly-owned subsidiary of CDC. The company's capital registered is RMB2 billion, it 
is principally engaged in investment management, asset management, investment enquiries and etc. 

DATANG OVERSEAS COMPANY

Datang Overseas Company is a wholly-owned subsidiary of China Datang Overseas Investment Co., Ltd., a wholly-owned 
subsidiary of CDC. The company's capital registered is USD137.23 million, its business scope principally covers power 
and energy project related businesses.

DATANG RENEWABLE POWER COMPANY

Datang Renewable Power Company is a wholly-owned subsidiary of China Datang Corporation Renewable Power Co., Limited, 
a subsidiary of CDC. The company's registered capital is HK$100 thousand. Its business scope principally covers power 
and energy project related businesses.

LISTING RULES IMPLICATIONS

As at the date of this announcement, CDC is the controlling Shareholder of the Company, which together with its 
subsidiaries holds approximately 34.71% of the issued share capital of the Company. CDC Capital Holding Company, 
Datang Overseas Company and Datang Renewable Power Company are subsidiaries of CDC and are therefore connected persons 
of the Company pursuant to Chapter 14A of the Listing Rules. The transaction contemplated under the Capital Increase 
Agreement constitute a connected transaction of the Company.

As one or more of the applicable percentage ratios (as defined under Rule 14.07 of the Listing Rules) in respect of 
the transaction under the Capital Increase Agreement is more than 0.1% but less than 5%, and all other applicable 
percentage ratios are less than 0.1%, the Capital Increase Agreement 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.


 
DEFINITIONS 

In this announcement, unless the context otherwise requires, the following expressions have the following meanings: 



"Board"                                      the board of directors

"Capital Increase Agreement"                 the "Capital Increase Agreement for Datang Finance Leasing Company" dated
                                             4 April 2014 entered into between the Company,  CDC Capital Holding 
                                             Company, Datang Overseas Company and Datang Renewable Power Company in 
                                             relation to the capital increase for Datang Finance Leasing Company

"CDC"                                        China Datang Corporation, a State-owned enterprise established under the 
                                             laws of the PRC and is the controlling Shareholder of the Company

"CDC Group"                                  CDC's subsidiaries

"CDC Capital Holding Company"                China Datang Corporation Capital Holding Co. Limited, details of which 
                                             please refer to the section headed "Information of the Relevant Parties"
 
"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

"Datang Finance Leasing Company"             Datang Finance Leasing Co., Limited, details of which please refer to the
                                             section headed "Information of the Relevant Parties"

"Datang Overseas Company"                    China Datang Overseas (Hong Kong) Co., Limited, details of which please 
                                             refer to the section headed "Information of the Relevant Parties"

"Datang Renewable Power Company"             Datang Renewable Power (Hong Kong) Co., Limited

"Director(s)"                                the director(s) of the Company

"Listing Rules"                              the Rules Governing the Listing of Securities on the Stock Exchange

"PRC"                                        the People's Republic of China

"RMB"                                        Renminbi, the lawful currency of the PRC

"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 of the Board

Beijing, The PRC, 4 April, 2014

As at the date of this announcement, the Directors of the Company are:
Chen Jinhang, Hu Shengmu, Wu Jing, 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