Notice of 2011 Annual General Meeting Announcement

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)

                      NOTICE OF 2011 ANNUAL GENERAL MEETING


NOTICE IS HEREBY GIVEN that the 2011 annual general meeting (the "AGM") of Datang 
International  Power  Generation  Co.,  Ltd.  (the  "Company"  or  "Datang  
International")  will  be  held  at the meeting room of 5/F, InterContinental 
Hotel, No. 11 Financial Street, Xicheng District, Beijing, the People's Republic 
of China (the "PRC") on 6 June 2012 (Wednesday) at 9:00 a.m. to consider and, if 
thought fit, pass the following resolutions:

                              ORDINARY RESOLUTIONS:


1.  to consider and approve the "Report of the Board of Directors (the "Board") 
    for the Year 2011" (including Independent Directors' Report on Work);

2.  to consider and approve the "Report of the Supervisory Committee for the Year     
    2011";

3.  to consider and approve the "Proposal of Final Accounts for the Year 2011";


4.  to consider and approve the "Profit Distribution Proposal for the Year 2011" 
    (Note 1);


5.  to consider and approve the "Resolution on the Re-appointment of RSM China 
    Certified Public Accountants Co., Ltd." (Note 2);


6.  to consider and approve the "Resolution on the Provision of Guarantees for 
    Certain Subsidiaries of the Company" (Note 3);

7.  to  consider  and  approve  the  "Resolution  on  the  Provision  of  a  
    Counter-guarantee  for  the Borrowings of Datang International (Hong Kong) 
    Limited" (Note 4);


8.  to consider and approve the "Resolution on the Provision of an Entrusted 
    Loan to Sichuan Datang International Ganzi Hydropower Development Co., Ltd." 
    (Note 5);


9.  to consider and approve the "Resolution on the Supply of Coal by Beijing 
    Datang Fuel Co., Ltd. to Datang International and its Controlled Subsidiaries" 
    (Note 6);


10. to consider and approve the "Resolution on the Supply of Coal by Inner Mongolia 
    Datang Fuel Co., Ltd. to the Enterprises Managed by the Inner Mongolia Branch 
    of Datang International" (Note 7);
 

                               SPECIAL RESOLUTION:


11. to consider and approve the "Proposal on Proposing to the Shareholders' General 
    Meeting to Grant a Mandate to the Board to Determine the Issuance of New Shares 
    of Not More Than 20% of Each Class of Shares" (Note 8).

                  CLOSURE OF THE REGISTER OF MEMBERS OF THE COMPANY


Holders of H shares of the Company ("Holders of H shares") should note that, 
pursuant to the articles of association of the Company (the "Articles"), the 
register of members of the Company will be closed from 8 May 2012 (Tuesday) to 6 
June 2012 (Wednesday) (both dates inclusive), during which period no transfer of 
any H shares of the Company will be registered. Holders of H shares whose names 
appear on the register of members of the Company on 8 May 2012 (Tuesday) are 
entitled to attend and vote at the AGM. In order to be entitled to the attendance 
of the AGM, Holders of H shares are required to deposit the transfer document 
together with the relevant share certificates at the H share registrar of the 
Company, Computershare Hong Kong Investor Services Limited, at Rooms 1712-1716, 
17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong at or 
before 4:30 p.m. on 7 May 2012 (Monday).


If the above ordinary resolution numbered (4) regarding "Profit Distribution 
Proposal for the Year 2011" is approved by shareholders at the AGM and in order 
to confirm shareholders' entitlement to the final dividend, the register of 
members of the Company will be closed from 13 June 2012 (Wednesday) to 19 June 
2012 (Tuesday) (both dates inclusive) and no transfer of any H shares of the 
Company will be registered. Holders of H shares whose names appear on the 
register of members of the Company on 19 June 2012 (Tuesday) are entitled to 
the  distribution  of final dividend for the year 2011. To ensure the eligibility 
of receiving the final dividend, holders of H shares are required to deposit the 
transfer document together with the relevant share certificates at the H share 
registrar of the Company, Computershare Hong Kong Investor Services Limited, at 
Rooms 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, 
Hong Kong at or before 4:30 p.m. on 12 June 2012 (Tuesday).


The distribution of final dividend shall be implemented after the approval from 
shareholders on the annual general meeting.

                                                         By Order of the Board
                                                                Zhou Gang
                                                         Secretary to the Board


Beijing, the PRC
19 April 2012


Notes:

1.  As audited by RSM China Certified Public Accountants Co., Ltd. and RSM Nelson 
    Wheeler, net profit attributable to the  equity  holders  of  the  Company  
    for the  fiscal  year  ended  31  December  2011  under  PRC  Accounting  
    Standards for Business  Enterprises  and  International  Financial  Reporting
    Standards  amounted  to  approximately  RMB1,910,110,000 and RMB1,971,200,000,
    respectively. The Company withdrew 10% of the net profit of the parent company
    under PRC Accounting Standards for Business Enterprises as statutory surplus 
    reserve amounting to approximately RMB322,720,000.

    The Company's profit distribution proposal for the year 2011 is as follows:

    Based on the Company's total share capital (as at 31 December 2011, the 
    Company's total share capital was 13,310,037,578 shares), the Company proposes
    to distribute a dividend of RMB0.11 per share (tax included) to all 
    shareholders and the total amount of the proposed cash dividends to be 
    distributed is approximately RMB1,464,100,000.
 
2.  The Board of the Company proposes to re-appoint RSM China Certified Public 
    Accountants Co., Ltd. (Special Ordinary Partnership) and RSM Nelson Wheeler 
    Certified Public Accounts (Hong Kong) as certified public accountants for 
    carrying out the domestic and overseas auditing work of the Company for the 
    year 2012. The appointment term is one year with the audit fee amounting to 
    RMB14.22 million (excluding the audit fee of internal control).

3.  The  Company or its wholly-owned subsidiaries proposed to provide guarantees
    for the financing of the following subsidiaries of the Company:

    (1)  Shanxi Datang International Zuoyun Wind Power Company Limited, a 
         wholly-owned subsidiary of the Company, proposed  to  provide  a  
         guarantee  to  Shanxi  Datang  International  Yungang  Thermal  Power
         Company  Limited ("YTP"), a wholly-owned subsidiary of the Company, 
         covering the full amount of YTP's financing according to its actual 
         needs. The guarantee amount shall not exceed RMB80 million and shall be 
         used for the liquidity of the working capital of YTP.

    (2)  The  Company  proposed to provide a guarantee, in proportion to its 
         shareholding (51%), to Shenzhen Datang Baochang Gas Power Generation 
         Co., Ltd. ("BGP"), a controlled subsidiary of the Company, for BGP's 
         financing based on its actual needs. The guarantee amount shall not 
         exceed RMB600 million and shall be used for the replacement of due 
         loans and the replenishment of working capital.

    According to the Listing Rules of the Shanghai Stock Exchange, the above 
    matters relating to the provision of guarantee is required to be 
    submitted to the general meeting for shareholders' approval. For details 
    of the provision of guarantee, please refer to the announcement of the 
    Company dated 16 April 2012.

4.  In view of the provision of guarantee by China Datang Overseas Investment 
    Co., Ltd. ("CDTO") for the borrowings of Datang International (Hong Kong)
    Limited ("Hong Kong Company"), a wholly-owned subsidiary of the Company, 
    with its 358,680,000 H shares of the Company, the Company proposes to provide
    a counter-guarantee for the guarantee provided by CDTO. The counter-guarantee
    amount is HK$660 million, and shall be a guarantee with joint liability. As 
    the asset-liability ratio of the Hong Kong Company is over 70%, according to
    the Listing Rules of the Shanghai Stock Exchange, the above proposal on 
    counter-guarantee is required to be submitted the general meeting for 
    shareholders' consideration and approval. As the counter-guarantee constitutes
    a connected transaction of the Company as defined under Chapter 14A of the 
    Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong
    Limited ("Listing Rules"), shareholders who have material interest in the 
    transaction and its associates (as defined in the Listing Rules) are required
    to abstain from voting at this resolution at the AGM.

    For details of the counter-guarantee, please refer to the announcement of the
    Company dated 17 April 2012.

5.  The Company proposed to grant an entrusted loan through a commercial bank, 
    with an amount not exceeding RMB3,000 million to Sichuan Datang International
    Ganzi Hydropower Development Company Limited ("GHC"), a controlled subsidiary
    of  the  Company, based on the actual needs of GHC. The entrusted loan shall
    be used for GHC's project construction or replacement of due loans. The 
    entrusted loan constitutes a connected transaction of the Company as defined 
    under Chapter 14A of the Listing Rules, shareholders who have material 
    interest in the transaction and its associates (as defined in the Listing 
    Rules) are required to abstain from voting at this resolution at the AGM.

    For details of the entrusted loan, please refer to the announcement of the 
    Company dated 17 April 2012 and the circular to be issued by the Company on
    or before 9 May 2012.

6.  Beijing Datang Fuel Co., Ltd. ("BDF"), a controlled subsidiary of the Company,
    entered into a Framework Agreement for Purchase and Sale of Coal dated 18 
    April 2012 with the Company. The term of the agreement is for a period of one
    year commencing from 1 January 2012 to 31 December 2012. During the term of 
    the agreement, BDF shall supply different varieties of coal to the Company and 
    its subsidiaries, and the annual cap for the transaction amount is expected to 
    be approximately RMB21,700 million. The agreement constitutes continuing 
    connected transactions of the Company, any shareholders and their associates
    (as defined in the Listing Rules) who have material interest in the 
    transaction are required to abstain from voting for this resolution at the AGM.

    For details of the agreement, please refer to the announcement of the Company
    dated 18 April 2012 and the circular to be issued by the Company on or before 
    10 May 2012.

7.  Inner Mongolia Datang Fuel Co., Ltd. ("IMDF"), a wholly-owned subsidiary of 
    BDF (which  is  in  turn  a  controlled subsidiary of the Company), entered 
    into the Inner Mongolia Purchase of Coal Contracts dated 18 April 2012 with 
    certain subsidiaries of the Company located in Inner Mongolia. The term of 
    the contract is for a period of one year commencing from 1 January 2012 to 
    31 December 2012. During the term of the contract, IMDF shall supply coal for 
    production purposes to certain subsidiaries of the Company located in Inner 
    Mongolia, and the annual cap for the transaction amount is expected to be 
    approximately RMB5,200 million. The agreement constitutes continuing 
    connected transactions of the Company, any shareholders and their associates 
    (as defined in the Listing Rules) who have material interest in the 
    transaction are required to abstain from voting for this resolution at the 
    AGM.

    For details of the agreement, please refer to the announcement of the Company
    dated 18 April 2012 and the circular to be issued by the Company on or before
    10 May 2012.
 
8.  The Board agreed to propose to the AGM to grant the following mandates to 
    the Board:

    (1)  To  propose, subject to the requirements of note (2) of the special 
         resolution, to generally and unconditionally authorise the Board to,
         within 12 months from the date of approval of the special resolution 
         at the Company's shareholders' general meeting, exercise all rights of 
         the Company to authorise, allot or issue, either separately or 
         concurrently, domestic shares (A shares) and overseas-listed foreign 
         shares (H shares) and execute or grant any offers, agreements and 
         arrangements which may require the exercise of such rights;

    (2)  Pursuant to the approval of note (1) of the special resolution, the 
         Board may allot or issue, either separately or concurrently, A shares 
         and H shares with the respective numbers of A shares and H shares to be 
         allotted or issued, either separately or concurrently, not more than 20%
         of the respective number of the issued A shares and H shares of the 
         Company;

    (3)  Subject to the restrictions of note (1) and note (2) of the special 
         resolution, the Board may, within the given limits, determine the 
         respective numbers of A shares and H shares to be allotted or issued, 
         either separately or concurrently, and

    (4)  Subject to the restrictions of notes (1), (2) and (3) of the special 
         resolution and according to the Company's actual condition of the 
         allotment or issue of new A shares and new H shares, either separately
         or concurrently, the Board may increase the registered capital of the 
         Company and make appropriate amendments to Articles 18 and 21 to the 
         "Articles of Association of Datang International Power Generation 
         Co., Ltd".

9.  Other Matters

    (1)  Holders of H shares should note that, pursuant to the Articles, the 
         register of members of the Company will be closed from 8 May 2012 
         (Tuesday) to 6 June 2012 (Wednesday) (both dates inclusive), during 
         which period no transfer of any H shares will be registered. Holders of 
         H shares whose names appear on the register of members of the Company 
         on 8 May 2012 (Tuesday) are entitled to attend and vote at the AGM.

    (2)  Each of the Holders of H shares entitled to attend and vote at the AGM,
         is entitled to appoint one or more proxies to attend and vote on his/her 
         behalf. A proxy need not be a shareholder of the Company.

    (3)  If Holders of H shares have appointed more than one proxy to attend the 
         AGM, the proxies can only exercise their voting rights by way of poll.

    (4)  To be valid, Holders of H shares must deliver the proxy form, and if 
         such proxy is signed by a person on behalf of the appointer pursuant to 
         a power of attorney or other authority, a notarised copy of that power of 
         attorney or other authority, to the Company's H share registrar, 
         Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell 
         Centre, 183 Queen's Road East, Wanchai, Hong Kong, in not less than 24 
         hours before the time scheduled for holding the AGM.

    (5)  Holders of H shares who wish to attend the AGM are required to return the 
         notice of attendance by hand, post, cable or fax to the Company's office 
         address on or before 16 May 2012 (Wednesday. Completion and return of the
         notice of attendance will not preclude a shareholder of the Company from 
         attending and voting at the AGM in person.

    (6)  The AGM is expected to last for two hours. Attending shareholders and 
         their proxies shall be responsible for their own travel and accommodation
         expenses.

The Company's office address: 
No. 9 Guangningbo Street, Xicheng District,
Beijing, the PRC Postcode: 100033
Telephone: [phone]   (8610) 8800 8682
Fax: [phone]

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

Liu Shunda, Hu Shengmu, Cao Jingshan, Fang Qinghai, Zhou Gang, Liu Haixia, Guan 
Tiangang, Su Tiegang, Ye Yonghui, Li Gengsheng, Li Yanmeng*, Zhao Zunlian*, 
Li Hengyuan*, Zhao Jie* and Jiang Guohua*

*Independent non-executive director