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: 00991)

                                      ANNOUNCEMENT

                            CONTINUING CONNECTED TRANSACTIONS

FUEL FRAMEWORK AGREEMENTS

On 23 December 2014, the Company and certain of its subsidiaries entered into the Fuel 
Framework Agreements with certain connected persons to carry out the following continuing 
connected transactions:

1.  Purchase of coal from Beijing Datang Fuel Company and its subsidiaries by the Company and 
    its subsidiaries

    (1)  The Company entered into the Fuel Purchase Framework Agreement (Beijing) with 
         Beijing Datang Fuel Company, pursuant to which the Company and certain of its 
         subsidiaries agreed to purchase coal from Beijing Datang Fuel Company with a maximum 
         aggregate annual transaction amount of approximately RMB21,289 million for a term of 
         one year commencing from 1 January 2015 to 31 December 2015.

    (2)  The Company entered into the Fuel Purchase Framework Agreement (Inner Mongolia) with 
         Inner Mongolia Fuel Company, pursuant to which the Company and certain of its 
         subsidiaries agreed to purchase coal from Inner Mongolia Fuel Company with a maximum 
         aggregate annual transaction amount of approximately RMB5,228 million for a term of 
         one year commencing from 1 January 2015 to 31 December 2015.

2.  Sale of coal by Hong Kong Company to certain subsidiaries of the Company

    (1)  Hong Kong Company entered into the Fuel Sale Framework Agreement (Hong Kong-Beijing) 
         with Beijing Datang Fuel Company, pursuant to which Hong Kong Company agreed to sell 
         coal to Beijing Datang Fuel Company, with a maximum aggregate annual transaction 
         amount of approximately USD110 million, equivalent to approximately RMB682 million 
         for a term of one year commencing from 1 January 2015 to 31 December 2015.

    (2)  Hong Kong Company entered into the Fuel Sale Framework Agreement (Hong Kong-Power 
         Plants) with the Company, pursuant to which Hong Kong Company agreed to sell coal to 
         Lvsigang Power Generation Company and Chaozhou Power Generation Company, with a 
         maximum aggregate annual transaction amount of approximately USD302.5 million, 
         equivalent to approximately RMB1,875.5 million, for a term of one year commencing 
         from 1 January 2015 to 31 December 2015.

ANNUAL SHIPPING FRAMEWORK AGREEMENT

Shipping Company, a subsidiary of the Company, entered into the Annual Shipping Framework
Agreement with Beijing Datang Fuel Company, pursuant to which Shipping Company agreed to 
provide coal transportation service to Beijing Datang Fuel Company with a maximum aggregate 
annual transaction amount of approximately RMB50 million for a term of one year commencing 
from 1 January 2015 to 31 December 2015.

LISTING RULES IMPLICATIONS

As at the date of this announcement, CDC is the controlling shareholder of the Company, which
together with its subsidiaries hold approximately 34.71% of the issued share capital of the 
Company. Since CDC and its subsidiaries directly or indirectly hold certain equity interests 
in Beijing Datang Fuel Company, Inner Mongolia Fuel Company, Lvsigang Power Generation 
Company and Chaozhou Power Generation Company, which are subsidiaries of the Company, such 
subsidiaries are connected persons of the Company. The transactions contemplated under the 
Fuel Framework Agreements and the Annual Shipping Framework Agreement constitute continuing 
connected transactions of the Company.

Since one or more of the applicable percentage ratios (as defined under Rule14.07 of the 
Listing Rules) in respect of the aggregated transaction amount for purchase of coal under the 
Fuel Purchase Framework Agreement (Beijing) and the Fuel Purchase Framework Agreement (Inner 
Mongolia) are higher than 5%, the Fuel Purchase Framework Agreement (Beijing) and the Fuel 
Purchase Framework Agreement (Inner Mongolia) and the transactions contemplated thereunder 
are subject to the reporting and announcement requirements, as well as the independent 
shareholders' approval requirements under Chapter 14A of the Listing Rules.

Since all of the applicable percentage ratios (as defined under Rule14.07 of the Listing 
Rules) in respect of the transaction amount for sale of coal under each of the Fuel Sale 
Framework Agreement (Hong Kong-Beijing) and the Fuel Sale Framework Agreement (Hong Kong-
Power Plants) are below 5%, the Fuel Sale Framework Agreement (Hong Kong-Beijing) and Fuel 
Sale Framework Agreement (Hong Kong-Power Plants) and the transactions contemplated 
thereunder are subject to the reporting and announcement requirements, but are exempted from 
the independent shareholders' approval requirements under Chapter 14A of the Listing Rules.

Since one of the applicable percentage ratios (as defined under Rule14.07 of the Listing 
Rules) in respect of the transaction amount for sale of coal under the Annual Shipping 
Framework Agreement is above 0.1% but below 5% while all other applicable percentage ratios 
are below 0.1%, the transactions contemplated thereunder are subject to the reporting and 
announcement requirements, but are exempted from the independent shareholders' approval 
requirements under Chapter 14A of the Listing Rules.

The Company will disclose the relevant details in the next annual report and accounts of the 
Company in accordance with the relevant requirements as set out in Chapter 14A of the Listing 
Rules. A circular containing details of the Fuel Purchase Framework Agreement (Beijing) and 
the Fuel Purchase Framework Agreement (Inner Mongolia), a letter from the independent board 
committee and a letter from the independent financial advisor, both advising the terms of the 
Fuel Purchase Framework Agreement (Beijing) and the Fuel Purchase Framework Agreement (Inner 
Mongolia), will be dispatched to the Shareholders on or before 16 January 2015.


PURCHASE OF COAL FROM BEIJING DATANG FUEL COMPANY AND ITS SUBSIDIARIES BY THE COMPANY AND ITS 
SUBSIDIARIES

1.  Fuel Purchase Framework Agreement (Beijing)

    Date   

    23 December 2014

    Parties    

    The Company, Beijing Datang Fuel Company

    Major terms

    (1) Subject matter: the Company and its subsidiaries agreed to purchase coal from Beijing 
        Datang Fuel Company during the term of the agreement.

        The parties may, from time to time during the term of the agreement, enter into 
        specific purchase contracts in respect of the purchase of coal, and such specific 
        purchase contracts shall be subject to the terms of the Fuel Purchase Framework 
        Agreement (Beijing).

    (2) Consideration: To be determined in the ordinary course of business on normal 
        commercial terms on the basis of arm's length negotiation according to prevailing 
        market conditions.

    (3) Settlement and payment: Settlement shall be made by the relevant parties in 
        accordance with the confirmed settlement invoice.

    (4) Term: One year, commencing from 1 January 2015 to 31 December 2015.

    (5) The Fuel Purchase Framework Agreement (Beijing) becomes effective when they are duly 
        signed by both parties.

    Annual Cap

    It is expected that the maximum transaction amount in respect of the Fuel Purchase
    Framework Agreement (Beijing) for the year ending 31 December 2015 is RMB21,289 million; 
    such amount is determined with reference to (i) the anticipated quantity of coal to be 
    purchased by the Company and its subsidiaries from Beijing Datang Fuel Company for the 
    year ending 31 December 2015; and (ii) the estimated market price of coal.

    According to the anticipated demand for coal for the production of the Company and its 
    subsidiaries for the year ending 31 December 2015, as well as the results of negotiation 
    between the parties, it is expected that the annual cap for the year ending 31 December 
    2015 is substantially higher than the historical transaction amount.

    Historical Transaction Amounts

    From 1 January 2014 to 30 November 2014, the transaction amount of purchase of coal by 
    the Company and its subsidiaries from Beijing Datang Fuel Company was approximately 
    RMB14,856 million.

    For the year ended 31 December 2013, the transaction amount of purchase of coal by the 
    Company and its subsidiaries from Beijing Datang Fuel Company was approximately RMB17,485 
    million.

    For the year ended 31 December 2012, the transaction amount of purchase of coal by the 
    Company and its subsidiaries from Beijing Datang Fuel Company was approximately RMB11,252 
    million.

2.  Fuel Purchase Framework Agreement (Inner Mongolia)

    Date   

    23 December 2014

    Parties    

    The Company, Inner Mongolia Fuel Company

    Major terms

    (1)  Subject matter: The Company and certain of its subsidiaries agreed to purchase coal 
         from Inner Mongolia Fuel Company during the term of the agreement.

         The parties may, from time to time during the term of the agreement, enter into 
         specific purchase contracts in respect of the purchase of coal by certain of 
         subsidiaries of the Company provided that such specific purchase contracts shall be 
         subject to the terms of the Fuel Purchase Framework Agreement (Inner Mongolia).

    (2)  Consideration: To be determined in the ordinary course of business on normal 
         commercial terms on the basis of arm's length negotiation according to prevailing 
         market conditions.

    (3)  Settlement and payment: Settlement shall be made by the relevant parties in 
         accordance with the confirmed settlement invoice.

    (4)  Term: One year, commencing from 1 January 2015 to 31 December 2015.

    (5)  The Fuel Purchase Framework Agreement (Inner Mongolia) becomes effective when it is 
         duly signed by the relevant parties.

    Annual Cap

    It is expected that the maximum transaction amount in respect of the Fuel Purchase 
    Framework Agreement (Inner Mongolia) for the year ending 31 December 2015 is RMB5,228 
    million; such amount is determined with reference to (i) the anticipated quantity of coal 
    to be purchased by certain of subsidiaries of the Company from Inner Mongolia Fuel 
    Company for the year ending 31 December 2015; and (ii) the estimated market price of 
    coal.

    According to the anticipated demand for coal for the production of certain of 
    subsidiaries of the Company for the year ending 31 December 2015, as well as the results 
    of negotiation between the parties, it is expected that the annual cap for the year 
    ending 31 December 2015 is substantially higher than the historical transaction amount.

    Historical Transaction Amounts

    From 1 January 2014 to 30 November 2014, the transaction amount of purchase of coal by 
    certain of subsidiaries of the Company from Inner Mongolia Fuel Company was approximately 
    RMB3,248 million. 

    For the year ended 31 December 2013, the transaction amount of purchase of coal by 
    certain of subsidiaries of the Company from Inner Mongolia Fuel Company was approximately 
    RMB4,449 million.

    For the year ended 31 December 2012, the transaction amount of purchase of coal by 
    certain of subsidiaries of the Company from Inner Mongolia Fuel Company was approximately 
    RMB4,700 million.

SALE OF COAL BY HONG KONG COMPANY TO CERTAIN OF SUBSIDIARIES OF THE COMPANY

1.  Fuel Sale Framework Agreement (Hong Kong-Beijing)

    Date   

    23 December 2014

    Parties    

    Hong Kong Company, Beijing Datang Fuel Company

    Major terms

    (1)  Subject matter: Hong Kong Company agreed to sell coal to Beijing Datang Fuel Company 
         during the term of the agreement.

         The parties may, from time to time during the term of the agreement, enter into 
         specific coal sale contracts in respect of the sale of coal provided that such 
         specific coal sale contracts shall be subject to the terms of the Fuel Sale 
         Framework Agreement (Hong Kong-Beijing).

    (2)  Consideration: To be determined in the ordinary course of business on normal 
         commercial terms on the basis of arm's length negotiation according to prevailing 
         market conditions.

    (3)  Settlement and payment: Settlement shall be made by the relevant parties in 
         accordance with the confirmed settlement invoice.

    (4)  Term: Commencing from 1 January 2015 to 31 December 2015.

    (5)  The Fuel Sale Framework Agreement (Hong Kong-Beijing) becomes effective when it is 
         duly signed by both parties.

    Annual Cap

    It is expected that the maximum transaction amount in respect of the Fuel Sale Framework 
    Agreement (Hong Kong-Beijing) for the year ending 31 December 2015 is USD110 million, 
    equivalent to approximately RMB682 million; such amount is determined with reference to 
    (i) the anticipated quantity of coal to be sold by Hong Kong Company to Beijing Datang 
    Fuel Company for the year ending 31 December 2015; and (ii) the estimated market price of 
    coal.

    Historical Transaction Amounts

    From 1 January 2014 to 30 November 2014, the transaction amount of coal sale by Hong Kong
    Company to Beijing Datang Fuel Company was approximately RMB850 million.

    For the year ended 31 December 2013, the transaction amount of coal sale by Hong Kong 
    Company to Beijing Datang Fuel Company was approximately RMB680 million.

    For the year ended 31 December 2012, the transaction amount of coal sale by Hong Kong 
    Company to Beijing Datang Fuel Company was approximately RMB299 million.

2.  Fuel Sale Framework Agreement (Hong Kong-Power Plants)

    Date

    23 December 2014

    Parties    

    Hong Kong Company, the Company

    Major terms

    (1)  Subject matter: Hong Kong Company agreed to sell coal to each of Lvsigang Power 
         Generation Company and Chaozhou Power Generation Company during the term of the 
         agreement.

    The parties may, from time to time during the term of the agreement, enter into specific 
    coal sale contracts in respect of the sale of coal provided that such specific coal sale 
    contracts shall be subject to the terms of the Fuel Sale Framework Agreement (Hong Kong-
    Power Plants).

    (2)  Consideration: To be determined in the ordinary course of business on normal 
         commercial terms on the basis of arm's length negotiation according to prevailing 
         market conditions.

    (3)  Settlement and payment: Settlement shall be made by both parties in accordance with 
         the confirmed settlement invoice.

    (4)  Term: Commencing from 1 January 2015 to 31 December 2015.

    (5)  The Fuel Sale Framework Agreement (Hong Kong-Power Plants) becomes effective when it 
         is duly signed by the relevant parties.

Annual Cap

It is expected that the maximum transaction amount in respect of the Fuel Sale Framework 
Agreement (Hong Kong-Power Plants) for the year ending 31 December 2015 is US$302.5 
million, equivalent to approximately RMB1,875.5 million; such amount is determined with 
reference to (i) the anticipated quantity of coal to be sold by Hong Kong Company to 
Lvsigang Power Generation Company and Chaozhou Power Generation Company for the year 
ending 31 December 2015; and (ii) the estimated market price of coal.

According to the anticipated demand for coal for the production of Lvsigang Power 
Generation Company and Chaozhou Power Generation Company for the year ending 31 December 
2015, as well as the results of negotiation between the parties, it is expected that the 
annual cap for the year ending 31 December 2015 is substantially higher than the 
historical transaction amount.

Historical Transaction Amounts

From 1 January 2014 to 30 November 2014, the transaction amount of coal sale by Hong Kong 
Company to Chaozhou Power Generation Company was approximately RMB638 million.

For the year ended 31 December 2013, the transaction amount of coal sale by Hong Kong 
Company to Chaozhou Power Generation Company was approximately RMB1,370 million.

For the year ended 31 December 2012, the transaction amount of coal sale by Hong Kong 
Company to Chaozhou Power Generation Company was approximately RMB1,285 million.

No transaction was conducted between Hong Kong Company and Lvsigang Power Generation
Company for the period from 1 January 2014 to 30 November 2014.

PROCEDURES FOR DETERMINATION OF COAL PRICING POLICY

The consideration for the purchase of coal under the Fuel Framework Agreements is to be determined with reference to the market price of coal and on normal commercial terms on the basis of arm's length negotiation according to prevailing market conditions. The Company has also taken into account the following factors in determination of the consideration:

(1)  Purchase costs of coal of the Company, including purchase costs of coal, vessel leasing
     costs, port construction fee, financial costs, insurance expenses, laboratory fee, 
     business tax and other expenses.

(2)  Professional departments of the Company are responsible for collecting market prices of 
     coal and referring to the market trends of the last three years for determination of 
     pricing.

(3)  The selling price of the fuel company is determined with reference to the purchase cost 
     of the fuel company, coal consumption of its power generation companies, as well as 
     price trends in the Bohai Sea and international price trends. The Company also 
     negotiates with its power generation companies and determines the coal purchasing price 
     for 2015 after discussion by fuel management team meeting of the Company.
     
PROVISION OF TRANSPORTATION SERVICE TO BEIJING DATANG FUEL COMPANY BY A SUBSIDIARY OF THE COMPANY

Annual Shipping Framework Agreement

Date   

23 December 2014

Parties    

Shipping Company, Beijing Datang Fuel Company

Major terms

(1)  Subject matter: Shipping Company agreed to provide coal transportation service to 
     Beijing Datang Fuel Company during the term of the agreement.

     The parties may, from time to time during the term of the agreement, enter into specific 
     transportation contracts in respect of the coal transportation provided that such 
     specific contracts shall be subject to the terms of the Annual Shipping Framework 
     Agreement.

(2)  Consideration: To be determined in the ordinary course of business on normal commercial 
     terms on the basis of arm's length negotiation according to prevailing market 
     conditions.

(3)  Settlement and payment: Settlement shall be made by the relevant parties in accordance 
     with the confirmed settlement invoice.

(4)  Term: One year, commencing from 1 January 2015 to 31 December 2015.

(5)  Annual Shipping Framework Agreement becomes effective when it is duly signed by all 
     parties.

Annual Cap and Pricing Policy

It is expected that the maximum transaction amount in respect of the Annual Shipping 
Framework Agreement for the year ending 31 December 2015 is RMB50 million; such amount is 
determined with reference to (i) the anticipated quantity of coal to be transported by 
Shipping Company for Beijing Datang Fuel Company for the year ending 31 December 2015; and 
(ii) the estimated market fee of coal transportation.

As set out in earlier section of this announcement, the consideration for the provision of
 the coal transportation service under the Annual Shipping Framework Agreement is to be 
determined on normal commercial terms on the basis of arm's length negotiation according to 
prevailing market conditions. The Company has also taken into account the following factors 
in determination of the consideration:

(1)  Transportation costs of Shipping Company, including fuel costs, depreciation of vessels, 
     financial costs, rental of the crew, port charges, management fee, cost of moisturising 
     materials, repairing costs, insurance expenses, husbandage, business tax and other 
     expenses.

(2)  Coal transportation costs in market, which are collected by professional departments of 
     the Company as a reference for determination of pricing.

(3)  The coal transportation price for 2015 is determined by monthly work meeting and fuel 
     management team meeting of the Company, after considering the transportation cost of 
     Shipping Company, coal transportation demand of Beijing Datang Fuel Company, the 
     historical coal transportation fee between Beijing Datang Fuel Company and Shipping 
     Company, potential price fluctuation and suggestions from professional departments.

Based on the demand for coal transportation by Beijing Datang Fuel Company for the year ended 
31 December 2015 as well as the result of negotiation between the parties, it is expected 
that the annual caps the year ending 31 December 2015 is substantially higher than the 
historical transaction amount.

Historical Transaction Amounts

From 1 January 2014 to 30 November 2014, the Shipping Company did not conduct any relevant
business with Beijing Datang Fuel Company.

For the year ended 31 December 2013, the transaction amount of coal transportation by 
Shipping Company to Beijing Datang Fuel Company was approximately RMB2.34 million.

For the year ended 31 December 2012, the transaction amount of coal transportation by 
Shipping Company to Beijing Datang Fuel Company was approximately RMB0.85 million.

REASONS FOR AND BENEFITS OF ENTERING INTO THE FUEL FRAMEWORK AGREEMENTS AND THE ANNUAL 
SHIPPING FRAMEWORK AGREEMENT

The purchase of coal by the Company and its subsidiaries from Beijing Datang Fuel Company and 
its subsidiaries is primarily for securing coal supply to the Company and the power 
generation enterprises of its subsidiaries, and fully leveraging the advantages in terms of 
supply and economy-of-scale of purchase of these specialized coal companies, so as to 
stabilise the market prices of coal to a certain extent, thereby exercising control over the 
costs of fuel and mitigating the adverse impact of changes in the coal market on the Group.

The sale of coal by Hong Kong Company to the subsidiaries of the Company is primarily for 
leveraging on the advantage of the Hong Kong Company in imported coal purchasing, in order to 
guarantee the coal supply of the subsidiaries of the Company as well as to lower the 
purchasing cost of coal, and to increase the business revenue of the Hong Kong Company at the 
same time.

The reason for the provision of fuel transportation service by Shipping Company to Beijing 
Datang Fuel Company is that, as the Company and its subsidiaries purchase coal from Beijing 
Datang Fuel Company and its subsidiaries, Shipping Company can arrange transportation in a 
more timely and rapid manner according to the fuel demand from power generation enterprises 
of the Company so as to ensure fuel supply.

The Directors (excluding the views of the independent non-executive Directors whose views 
will be contained in the circular to be dispatched after considering the advice from the 
independent financial adviser) are of the view that the terms of the Fuel Purchase Framework 
Agreement (Beijing) and Fuel Purchase Framework Agreement (Inner Mongolia) are fair and 
reasonable, have been entered into after arm's length negotiation between all parties thereto 
and determined on normal commercial terms and is in the interests of the Company and the 
Shareholders as a whole. None of the Directors has material interest in the transactions 
under the Fuel Purchase Framework Agreement (Beijing) and Fuel Purchase Framework Agreement 
(Inner Mongolia). Connected Directors, including Chen Jinhang, Hu Shengmu and Liang Yongpan, 
have abstained from voting for this resolution at the relevant Board meeting pursuant to the 
listing rules of the Shanghai Stock Exchange.

The Directors (including the views of the independent non-executive Directors) are of the 
view that the terms of the Fuel Sale Framework Agreement (Hong Kong-Beijing) and the Fuel 
Sale Framework Agreement (Hong Kong-Power Plants) are fair and reasonable, have been entered 
into after arm's length negotiation between all parties thereto and determined on normal 
commercial terms and is in the interests of the Company and the Shareholders as a whole. None 
of the Directors has material interest in the Fuel Sale Framework Agreement (Hong Kong-
Beijing) and the Fuel Sale Framework Agreement (Hong Kong-Power Plants). 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.

The Directors (including the views of the independent non-executive Directors) are of the 
view that the terms of the Annual Shipping Framework Agreement are fair and reasonable, have 
been entered into after arm's length negotiation between all parties thereto and determined 
on normal commercial terms and is in the interests of the Company and the Shareholders as a 
whole. None of the Directors has material interest in the Annual Shipping Framework 
Agreement. 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.

INFORMATION ON THE PARTIES TO THE AGREEMENTS

1.  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. The Company'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.  Chaozhou Power Generation Company is a subsidiary of the Company. It is currently 
    operating two 600MW and two 1,000MW coal-fired generating units. The equity holding 
    structure of the company is as follows: 52.5% of its equity interest is held by the 
    Company, 22.5% of its equity interest is held by CDC, 12% of its equity interest is held 
    by Beijing China Power Huaze Investment Company Limited, 8% of its equity interest is 
    held by Wenshan Guoneng Investment Company Limited and 5% of its equity interest is held 
    by Chaozhou Xinghua Energy Investment Company Limited.

4.  Lvsigang Power Generation Company is a subsidiary of the Company. It is currently 
    operating four 660MW coal-fired generating units. The equity holding structure of the 
    company is as follows: 55% of its equity interest was held by the Company, 35% of its 
    equity interest is held by CDC and 10% of its equity interest is held by Nantong State-
    owned Assets Investment Holdings Co., Ltd.

5.  Beijing Datang Fuel Company is a subsidiary of the Company. It is principally engaged in 
    sale of coal, investment management and technical services. The equity holding structure 
    of the company is as follows: 51% of its equity interest is held by the Company and 49% 
    of its equity interest is held by Datang Electric Power Fuel Company Limited, a wholly-
    owned subsidiary of CDC.

6.  Hong Kong Company is a wholly-owned subsidiary of the Company. It is principally engaged 
    in information consulting in relation to domestic and international power and capital 
    markets; investment and financing, and stock repurchases; and agency for the import of 
    proprietary equipment (parts) and other businesses.

7.  Inner Mongolia Fuel Co. is a wholly-owned subsidiary of Beijing Datang Fuel Company 
    Limited, a subsidiary of the Company. It is principally engages in the business of 
    electric fuel.

8.  Shipping Company is a subsidiary of the Company. It is principally engaged in ordinary 
    freight transportation along domestic coast, mid to down-stream of the Yangtze River and 
    in the Pearl River Delta; international freight transportation; vessel leasing, freight 
    agency, freight storage, etc. The equity holding structure of the company is as follows:  
    97.54% of its equity interest is held by the Company, 1.13% of its equity interest is 
    held by Nantong Zhaofeng Kailai Investment Company Limited, 0.76% of its equity interest 
    is held by Nantong Ocean Investment Management Company Limited, 0.57% of its equity 
    interest is held by Kangding Guoneng Investment Company Limited.

LISTING RULES IMPLICATIONS 

As at the date of this announcement, CDC is the controlling shareholder of the Company, which 
together with its subsidiaries directly or indirectly hold approximately 34.71% of the issued 
share capital of the Company. Since CDC and its subsidiaries hold certain equity interests in 
Beijing Datang Fuel Company, Inner Mongolia Fuel Company, Lvsigang Power Generation Company 
and Chaozhou Power Generation Company, which are subsidiaries of the Company, such 
subsidiaries are connected persons of the Company. The transactions contemplated under the 
Fuel Framework Agreements and the Annual Shipping Framework Agreement constitute continuing 
connected transactions of the Company.

Since one or more of the applicable percentage ratios (as defined under Rule14.07 of the 
Listing Rules) in respect of the aggregated transaction amount for purchase of coal under the 
Fuel Purchase Framework Agreement (Beijing) and the Fuel Purchase Framework Agreement (Inner 
Mongolia) are higher than 5%, the Fuel Purchase Framework Agreement (Beijing), the Fuel 
Purchase Framework Agreement (Inner Mongolia) and the transactions contemplated thereunder 
are subject to the reporting and announcement requirements, as well as the independent 
shareholders' approval requirements under Chapter 14A of the Listing Rules.

Since all of the applicable percentage ratios (as defined under Rule14.07 of the Listing 
Rules) in respect of the transaction amount for sale of coal under each of the Fuel Sale 
Framework Agreement (Hong Kong-Beijing) and the Fuel Sale Framework Agreement (Hong Kong-
Power Plants) are below 5%, the Fuel Sale Framework Agreement (Hong Kong-Beijing) and Fuel 
Sale Framework Agreement (Hong Kong-Power Plants) and the transactions contemplated 
thereunder are subject to the reporting and announcement requirements, but are exempted from 
the independent shareholders' approval requirements under Chapter 14A of the Listing Rules.

Since one of the applicable percentage ratios (as defined under Rule14.07 of the Listing 
Rules) in respect of the transaction amount for sale of coal under the Annual Shipping 
Framework Agreement is above 0.1% but below 5% while all other applicable percentage ratios 
are below 0.1%, the transactions contemplated thereunder are subject to the reporting and 
announcement requirements, but are exempted from the independent shareholders' approval 
requirements under Chapter 14A of the Listing Rules.

The Company will disclose the relevant details in the next annual report and accounts of the 
Company in accordance with the relevant requirements as set out in Chapter 14A of the Listing 
Rules. A circular containing details of the Fuel Purchase Framework Agreement (Beijing) and 
Fuel Purchase Framework Agreement (Inner Mongolia), a letter from the independent board 
committee and a letter from the independent financial advisor, both advising the terms of the 
Fuel Purchase Framework Agreement (Beijing) and Fuel Purchase Framework Agreement (Inner 
Mongolia), will be dispatched to the shareholders on or before 16 January 2015.

INDEPENDENT BOARD COMMITTEE AND INDEPENDENT FINANCIAL ADVISOR

An independent board committee comprising the independent non-executive Directors will be 
formed to advise the independent shareholders on the terms of the Fuel Purchase Framework 
Agreement (Beijing) and Fuel Purchase Framework Agreement (Inner Mongolia).

The Company will appoint an independent financial advisor to advise the independent board 
committee of the Company and the independent shareholders on the terms of the Fuel Purchase 
Framework Agreement (Beijing) and Fuel Purchase Framework Agreement (Inner Mongolia).

DEFINITIONS

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

"Annual Shipping Framework Agreement"   the Transportation Business Framework Agreement dated 
                                        23 December 2014 entered into between Shipping 
                                        Company and Beijing Datang Fuel Company

"associate(s)"                          has the meaning ascribed to it under the Listing Rules

"Beijing Datang Fuel Company"           Beijing Datang Fuel Company Limited, a wholly-owned 
                                        subsidiary of the Company, details of which are set
                                        out in the section headed "Information on the Parties
                                        to the Agreements"

"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

"Chaozhou Power Generation Company"     Guangdong Datang International Chaozhou Power 
                                        Generation Company Limited, a subsidiary of the 
                                        Company, details of which are set out in the section 
                                        entitled "Information on the Parties to the Agreements"

"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(s)"                   has the meaning ascribed to it under the Listing Rules

"connected transaction(s)"              has the meaning ascribed to it under the Listing Rules

"Directors"                             the director(s) of the Company

"Fuel Framework Agreements"             the Fuel Purchase Framework Agreement (Beijing), the 
                                        Fuel Purchase Framework Agreement (Inner Mongolia),  
                                        the Fuel Sale Framework Agreement (Hong Kong-Beijing) 
                                        and the Fuel Sale Framework Agreement (Hong Kong-Power 
                                        Plants)

"Fuel Purchase Framework Agreement      the Coal Sale and Purchase Framework Agreement
 (Beijing)"                             dated 23 December 2014 entered into between the Company
                                        and Beijing Datang Fuel Company

"Fuel Sale Framework Agreement          the Coal Sale and Purchase Framework Agreement dated 23 
 (Hong Kong-Beijing)"                   December 2014 entered into between the Hong Kong 
                                        Company and Beijing Datang Fuel Company

"Fuel Sale Framework Agreement          the Coal Sale and Purchase Framework Agreement dated 23 
 (Hong Kong-Power Plants)"              December 2014 entered into between each of the Hong 
                                        Kong Company and the Company

"Fuel Purchase Framework Agreement      the Coal Sale and Purchase Framework Agreement dated 23 
 (Inner Mongolia)"                      December 2014 entered into between the Company and 
                                        Inner Mongolia Fuel Company

"Hong Kong Company"                     Datang International (Hong Kong) Limited, a subsidiary 
                                        of the Company, details of which are set out in the 
                                        section entitled "Information on the Parties to the 
                                        Agreements"


"Inner Mongolia Fuel Company"           Inner Mongolia Electric Power Fuel Company Ltd., a 
                                        wholly-owned subsidiary of Beijing Datang Fuel Company 
                                        Limited, details of which are set out in the section 
                                        entitled "Information on the Parties to the Agreements"

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

"Lvsigang Power Generation Company"     Jiangsu Datang International Lvsigang Power Generation 
                                        Company Limited, a subsidiary of the Company, details 
                                        of which are set out in the section entitled 
                                        "Information on the Parties to the Agreements"

"PRC"                                   the People's Republic of China

"RMB"                                   Renminbi, the lawful currency of the PRC

"Shipping Company"                      Jiangsu Datang Shipping Company Limited, a subsidiary 
                                        of the Company, details of which are set out in the 
                                        section entitled "Information on the Parties to the 
                                        Agreements"

"Stock Exchange"                        The Stock Exchange of Hong Kong Limited

"%"                                     percent


Note:   Unless otherwise specified and for reference only, the conversion of US dollars into
        Renminbi is based on the exchange rate of USD1= RMB6.2 in this announcement.


                                                                    By Order of the Board  
                                                                           Zhou Gang 
                                                                    Secretary to the Board 

Beijing, the PRC, 23 December 2014

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

Chen Jinhang, Hu Shengmu, Wu Jing, Lian 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