Continuing Connected Transactions

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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
                                 CONTINUING CONNECTED TRANSACTIONS
FRAMEWORK AGREEMENT FOR PRODUCTION MATERIALS

On 13 January 2015, the Company entered into the Framework Agreement for Production Materials with China
Water Resources and Power in connection with the centralised purchase of machinery, equipment and
materials required for technical transformation projects through China Water Resources and Power.

LISTING RULES IMPLICATIONS

As at the date of this announcement, CDC and its subsidiaries hold a total of approximately 34.71%
of the issued share capital of the Company. As China Water Resources and Power is a wholly-owned
subsidiary of CDC, China Water Resources and Power is therefore a connected person of the Company
under Chapter 14A of the Listing Rules. The transactions contemplated under the Framework Agreement
for Production Materials constitute continuing connected transactions of the Company.

As each of the applicable percentage ratios (as defined in Rule 14.07 of the Listing Rules) of the
Framework Agreement for Production Materials is more than 0.1% but less than 5%, such transactions
are only subject to the annual review, reporting and announcement requirements, but 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 materials for technical transformation
projects and to leverage bulk purchase advantages, the Company and China Water Resources and Power
entered into the Framework Agreement for Production Materials on 13 January 2015 to centralise the
purchase of machinery, equipment and materials required for technical transformation projects
through China Water Resources and Power so as to enhance quality of purchase and lower purchase
costs, thereby enhancing the profitability of the Company.
FRAMEWORK AGREEMENT FOR PRODUCTION MATERIALS

Date

13 January 2015

Parties

1.The Company; and
2.China Water Resources and Power

Subject Matter of the Framework Agreement

1.China Water Resources and Power agreed to conduct centralised purchase of machinery, equipment
  and materials required for technical transformation projects in accordance with the demands of
  the Company and its subsidiaries for the machinery, equipment and materials of technical
  transformation projects. The selling prices of such machinery, equipment and materials of
  technical transformation projects shall not be higher than the prevailing average market prices
  of such machinery, equipment and materials of technical transformation projects.

2.According to the actual demands of the Company and its subsidiaries, China Water Resources
  and Power will conduct tender of materials purchase in accordance with relevant law and regulations
  of the State. The process of purchase tender conducted by China Water Resources and Power will
  be under the supervision of the Company.

3.Pursuant to the tender results, the Company and its subsidiaries will enter into specific purchase
  contracts with China Water Resources and such purchase contracts shall be consistent with the terms
  and principles of the Framework Agreement for Production Materials.

Term

The term of the Framework Agreement for Production Materials is from 1 January 2015 to 31 December 2015.

The Company confirms that the transaction amounts under the Framework Agreement for Production Material
for the period from 1 January 2015 to the date of this announcement is below 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 will be responsible for the
coordination of tenders invitation, contract signing and the implementation thereafter, transportation,
examination of the arrival goods and claims submission, etc. As such, China Water Resources and Power
will collect a management service fee (which shall be from 3% to 5% of the amount of the purchase contracts).
Such management service fee is determined after arm's length negotiation between the parties taking into
account the management service fee to be charged for the provision of similar services by other independent
cooperating service providers. The relevant management service fee to be collected by China Water Resources
and Power shall not be higher than the fee to be charged by China Water Resources and Power for the
provision of similar services to other independent third parties and other companies of CDC.

Before the specific purchase contracts are entered into, the professional departments or subsidiaries of
the Company will consult and seek confirmation from China Water Resources and Power so that the relevant
management service fee charged is not higher than the fee charged due to the provision of same services
to other independent assisting plants or other companies of 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 and its subsidiaries.

Annual Cap

Taking into account the machinery, equipment and materials of technical transformation projects
applicable for centralised purchase which are required by the Company and its subsidiaries for the
year ending 31 December 2015, the continuing connected transactions contemplated under the Framework
Agreement for Production Materials are subject to an annual cap of RMB600 million (including the
purchase costs for the machinery, equipment and materials of technical transformation projects and
the management service fees payable to China Water Resources and Power) for the year ending 31
December 2015.

Since the purchase costs for materials required for technical transformation projects in 2015 are
expected to increase when compared to that in 2014, the annual cap in 2015 is expected to be
higher when compared to the actual transaction amount in 2014.

Historical Transaction Amounts

For the year ended 31 December 2014, the transaction amount of materials purchase for technical
transformation projects by the Company and its subsidiaries from China Water Resources and Power
was approximately RMB320 million.

For the year ended 31 December 2013, the transaction amount of materials purchase for technical
transformation projects by the Company and its subsidiaries from China Water Resources and Power
was approximately RMB326 million.

For the year ended 31 December 2012, the transaction amount of materials purchase for technical
transformation projects by the Company and its subsidiaries from China Water Resources and
Power was approximately RMB61.98 million.

INFORMATION OF PARTIES RELATING TO THE FRAMEWORK AGREEMENT FOR PRODUCTION MATERIALS

1.The Company was established in December 1994 and 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. The Group's main
  service areas are in the PRC.

2.CDC was established on 9 March 2003 with registered capital of RMB18.009 billion. It is
  principally engaged in the development, investment, construction, operation and management of
  power energy, organisation of power (thermal) production and sales; manufacture, repair and 
  maintenance of power equipment; power technology development and consultation; power 
  engineering, contracting and consultation of environmental power engineering; development of
  new energy as well as development and production of power related coal resources.

3.China Water Resources and Power is a wholly-owned subsidiary of CDC which was
  established on 6 March 1989. 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 PRODUCTION MATERIALS

After taking into account the necessity for lowering purchase costs and successful completion of the
Company's technical transformation project materials purchase tasks during the year, the Company
entered into the Framework Agreement for Production Materials to leverage on the role of China
Water Resources and Power as a professional institution in sourcing the machinery, equipment and
materials of technical transformation projects 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 transaction under the Framework Agreement for Production Materials 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.

LISTING RULES IMPLICATIONS 

As at the date of this announcement, CDC and its subsidiaries hold a total of approximately
34.71% of the issued share capital of the Company. China Water Resources and Power is a
wholly-owned subsidiary of CDC and accordingly is a connected person of the Company under
Chapter 14A of the Listing Rules. The transactions contemplated under the Framework
Agreement for Production Materials constitute 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 Production Materials is more than 0.1% but less than 5%, such
transactions are only subject to the annual review, reporting and announcement requirements,
but do not require the approval by the independent shareholders of the Company under
Chapter 14A of the Listing Rules.

BOARD'S APPROVAL

None of the Directors have any material interest in the transactions contemplated under the
Framework Agreement for Production Materials. Those connected Directors, including Chen
Jinhang, Hu Shengmu and Liang Yongpan, 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.

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 the controlling Shareholder of the Company which,
                      together with its subsidiaries, own approximately 34.71% of the issued
                      share capital of the Company as at the date of this announcement

"China Water          China National Water Resources & Electric Power Materials & Equipment 
Resources and         Corporation
Power"
	

"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            the framework agreement for centralised purchase of machinery, equipment
Agreement for         and materials required for technical transformation projects dated
Production            13 January 2015 entered into between the Company and China Water Resources 
Materials"            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



                                                                         By Order of the Board   
                                                                              Zhou Gang     
                                                                        Secretary to the Board 

Beijing, the PRC, 13 January 2015

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

Chen Jinhang, Hu Shengmu, Wu Jing, Liang Yongpan, Zhou Gang,    
Cao Xin, Cai Shuwen, Liu Haixia, Guan Tiangang, Yang Wenchun,  
Dong Heyi*, Ye Yansheng*, Zhao Jie*, Jiang Guohua*, Feng Genfu*

* Independent non-executive Directors