Continuing Connected Transactions

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong 
Limited take no responsibility for the 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: 991)

ANNOUNCEMENT
CONTINUING CONNECTED TRANSACTIONS

    The Board is pleased to announce that on 19 April 2010, the Company 
entered into the Framework Agreement for Centralised Materials Purchase with 
China Water Resources and Power, a subsidiary of CDC, in connection with the 
centralised purchase of production materials, including equipment, production 
spare parts and large consumable materials required for technological 
renovation projects.   

    As at the date of the announcement, CDC and its subsidiaries hold a total 
of approximately 35.08% of the issued share capital of the Company. CDC holds 
approximately 70.72% interest in the issued share capital of China Water 
Resources and Power and accordingly, China Water Resources and Power is a 
connected person of the Company under Chapter 14A of the Listing Rules. The 
transactions contemplated under the Framework Agreement for Centralised 
Materials Purchase constitutes continuing connected transactions for the 
Company. 

    As each of the applicable percentage ratios (as defined in Rule 14.07 of 
the Listing Rules) of the Framework Agreement for Centralised Materials 
Purchase is more than 0.1% but less than 2.5%, such continuing connected 
transactions are only subject to the reporting and announcement requirements 
under Rules 14A.45 to 14A.47 of the Listing Rules and do not require the 
approval by the independent shareholders of the Company under Chapter 14A of 
the Listing Rules.
                                       
    BACKGROUND

    In order to regulate and enhance the management of purchase of production 
materials and to leverage bulk purchase advantages, the Company and China 
Water Resources and Power entered into the Framework Agreement for Centralised 
Materials Purchase on 19 April 2010 to centralise the purchase of production 
materials so as to enhance quality of purchase and lower purchase costs, 
thereby enhancing the profitability of the Company.

    FRAMEWORK AGREEMENT FOR CENTRALISED MATERIALS PURCHASE

    Date

    19 April 2010

    Parties 

     (i)    The Company; and
     (ii)   China Water Resources and Power.

    Purpose of the Agreement

    Pursuant to the Framework Agreement for Centralised Materials Purchase, 
the Company agreed that it and/or its subsidiaries shall make centralised 
purchase of production materials required for technological renovation 
projects, including equipment, production spare parts and large consumable 
materials, through China Water Resources and Power from other third parties 
suppliers. Pursuant to the agreement under the Framework Agreement for 
Centralised Materials Purchase, the Company expects that the price of such 
production materials to be purchased through China Water Resources and Power 
shall not be higher than the average market price of such production 
materials.

    The Company, its subsidiaries and China Water Resources and Power will 
enter into individual purchase orders setting out specific terms including the 
details of the production materials to be ordered, the price, the payment 
terms and schedules, but such terms shall be consistent with the principles 
and the terms of the Framework Agreement for Centralised Materials Purchase. 

    Term 

    The Framework Agreement for Centralised Materials Purchase is for a term 
of one year ending on 31 December 2010. 

    The Company confirms that the transaction amounts under the Framework 
Agreement for Centralised Materials Purchase for the period from 1 January 
2010 to the date of this announcement did not reach the de minimis threshold 
under Chapter 14A of the Listing Rules. 

    Fee Standard and Calculation

    During the course of centralised purchase, China Water Resources and Power 
is responsible for the coordination of tenders invitation, contract signing 
and implementation thereafter (including agents for importing equipment and 
fees for customs clearance), examination of arrival goods, claims submission, 
partial payment in advance and management of suppliers. As such, China Water 
Resources and Power will collect a management service fee (the relevant fee is 
equivalent to 3% - 5% of the purchase amount on the purchase order). Such 
management service fee is determined after arm's length negotiation between 
the parties taking into account that the relevant management service fee to be 
collected shall not be higher than the management service fee to be charged 
for the provision of similar services to other companies including independent 
third parties or CDC.

    China Water Resources and Power will issue a value added tax invoice 
comprising the purchase amount and the management service fee to the Company's 
subsidiaries. 

    Historical Figures

    The Company carried out similar transactions with China Water Resources 
and Power in the past
and the Company confirms that such transactions amount for the year ended 31 
December 2008 did not reach the de minimis threshold under Chapter 14A of the 
Listing Rules.

    The transaction amount under the Framework Agreement for Centralised 
Materials Purchase for the year ended 31 December 2009 was approximately 
RMB235 million.

    Annual Cap

    The continuing connected transactions contemplated under the Framework 
Agreement for Centralised Materials Purchase are subject to the annual cap of 
approximately RMB 315 million (including the purchase costs for the production 
materials and the management service fees payable to China Water Resources and 
Power) for the year ending 31 December 2010. 

    The above annual cap was determined with reference to or taking into 
account of: (i) the anticipated demand of the production materials required 
for the equipment technological renovation plan of the Company and its 
subsidiaries in accordance with the energy saving and environmental protection 
requirements in the PRC; (ii) the usual maintenance program of the current 
production equipment of the Company and its subsidiaries; and (iii) the 
production materials required to be consumed by the Company and its 
subsidiaries for the normal operation of equipment for the year ending 2010. 

    INFORMATION OF PARTIES RELATING TO THE FRAMEWORK AGREEMENT FOR CENTRALISED 
MATERIALS PURCHASE

    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.

    With a registered capital of RMB473 million, China Water Resources and 
Power is a subsidiary of CDC which holds approximately 70.72% of the issued 
share capital of China Water Resources and Power. Its core business includes 
acting as agent for tenders invitation and import, pipe supplies, project 
consultation, spare parts, equipment supervision, management of project 
materials resources, CDM, safety evaluation, and so forth.

    REASONS FOR AND BENEFITS OF ENTERING INTO THE FRAMEWORK AGREEMENT FOR 
CENTRALISED MATERIALS PURCHASE

    After taking into account the necessity of lowering purchase costs and 
successful completion of the Company's production materials purchase tasks 
during the year, the Company entered into the Framework Agreement for 
Centralised Materials Purchase to leverage on the role of China Water 
Resources and Power as a professional institution in sourcing production 
materials to leverage the bulk purchase advantage, enhance purchase quality 
and lower purchase costs, thereby enhancing the profitability of the Company.

    The Directors (including the independent non-executive Directors) are of 
the view that the continuing connected transactions under the Framework 
Agreement 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. 

    CONTINUING CONNECTED TRANSACTION

    As at the date of the announcement, CDC and its subsidiaries hold a total 
of approximately 35.08% of the issued share capital of the Company. CDC holds 
approximately 70.72% interest in the issued share capital of China Water 
Resources and Power and accordingly, China Water Resources and Power is a 
connected person of the Company under Chapter 14A of the Listing Rules. 
Accordingly, the transactions contemplated under the Framework Agreement for 
Centralised Materials Purchase constitutes continuing connected transactions 
for the Company. 

    As each of the applicable percentage ratios (as defined in Rule 14.07 of 
the Listing Rules) of the Framework Agreement for Centralised Materials 
Purchase is more than 0.1% but less than 2.5%, such transactions are only 
subject to the reporting and announcement requirements under Rules 14A.45 to 
14A.47 of the Listing Rules and does not require the approval by the 
independent shareholders of the Company under Chapter 14A of the Listing 
Rules.

    DEFINITIONS
    
    In this announcement, unless the context otherwise requires, the following 
expressions 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 a
                              controlling                                
                              shareholder of the Company pursuant to the 
                              Listing Rules.                             
                              CDC and its subsidiaries own approximately 
                              35.08% of the                              
                              issued share capital of the Company as at the
                              date of the                                
                              announcement                               
                                                                         
    "China Water Resources    China National Water Resources & Electric Power
     and Power"               Materials & Equipment Corporation                    
                                                                         
    "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                                   
                                                                         
    "Director(s)"             the director(s) of the Company             
                                                                         
    "Framework Agreement      the framework agreement for centralised    
    for                       materials purchase                         
    Centralised Materials     dated 19 April 2010 entered into between the
    Purchase"                 Company and                                
                              China Water Resources and Power            
                                                                         
    "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   
                                                                         
    "Stock Exchange"          The Stock Exchange of Hong Kong Limited    
                                                                         
    Note: In this announcement, unless the context otherwise requires, the 
exchange rate between HK$ and RMB at HK$1.00 to RMB0.887 has been adopted and 
is for reference purpose only.

By Order of the Board
                                                               Zhou Gang
Secretary to the Board
           
    Beijing, the PRC, 19 April 2010

    As at the date of this announcement, the Directors of the Company are:
Zhai Ruoyu, Hu Shengmu, Cao Jingshan, Fang Qinghai, Zhou Gang, Liu Haixia, 
Guan Tiangang, Su Tiegang, Ye Yonghui, Li Gengsheng, Xie Songlin*, Liu 
Chaoan*, Yu Changchun*, Xia Qing* and Li Hengyuan*.

    *Independent non-executive Directors