Notice of EGM
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong
Limited take no responsibility for the contents of this notice, 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 notice.
DATANG INTERNATIONAL POWER GENERATION CO., LTD.
(a sino-foreign joint stock limited company incorporated in the
People's Republic of China)
(Stock Code: 00991)
SUPPLEMENTAL NOTICE OF
2014 FIRST EXTRAORDINARY GENERAL MEETING
Reference is made to the Notice of 2014 First Extraordinary General Meeting
(the "EGM") of Datang International Power Generation Co., Ltd. (the "Company")
dated 9 December 2013 (the "EGM Notice").
After the date of the EGM Notice, the board of directors of the Company (the
"Board") received from its controlling shareholder, China Datang Corporation
("CDC"), a proposal letter for adding additional resolution for the
consideration and approval by the shareholders of the Company (the
"Shareholders") at the EGM. Details of the proposal are as follows:
Since the "Resolution on the Adjustments of Directors of the Company" was
considered and approved at the sixth meeting of the eighth session of the
Board, it is proposed to be considered and approved as ordinary resolution by
the Shareholders at the EGM.
SUPPLEMENTAL NOTICE IS HEREBY GIVEN that the EGM of the Company will be held
at the function room of 5/F, Intercontinental Hotel, No. 11 Financial Street,
Xicheng District, Beijing, the People's Republic of China (the "PRC") on 24
January 2014 (Friday) at 9:00 a.m. to consider and, if thought fit, pass the
following ordinary resolution:
ORDINARY RESOLUTION
4. To consider and approve the "Resolution on the Adjustments of Directors of
the Company" (Note 2)
(1) To consider and approve Mr. Wu Jing to hold the office as an executive
director of the eighth session of the Board
(2) To consider and approve Mr. Cao Jingshan to cease to hold the office
as a director of the eighth session of the Board
By Order of the Board
Zhou Gang
Secretary to the Board
Beijing, the PRC 7 January 2014
Notes:
1. Save as the additional resolutions and other information as set out in this
Supplemental Notice of 2014 First Extraordinary General Meeting, all the
information set out in the EGM Notice remains unchanged.
2. As a result of work adjustment, Mr. Cao Jingshan will no longer hold the
office as a Director of the Company, the replacement of Mr. Cao Jingshan
by Mr. Wu Jing as a Director of the eighth session of the Board was
proposed to be tabled to the general meeting for Shareholders'
consideration and approval.
Biography of Mr. Wu Jing:
Mr. Wu Jing, aged 56, is a professor-grade senior engineer who holds a
post-graduate degree. He is currently President and deputy Party Committee
Secretary of the Company. He served as the Deputy Chief of the maintenance
division, Deputy Chief of biological technology division, Assistant to
General Engineer, Deputy General Engineer and Deputy Chief of Han Cheng
Power Plant; Deputy Chief and Chief of Weihe Power Plant; Deputy Chief of
Weihe Power Generation Company Limited and Chief of Weihe Power Plant;
Party Committee Member and Vice President of Xinjiang Electric Power
Corporation; Party Committee Member and Deputy General Manager of Shaanxi
Electric Power Corporation; the Chief of the Development and Planning
Department, Deputy Chief Economist and the Chief of the Development and
Planning Department, and Chief Economist of CDC. Mr. Wu is also a director
of China Datang Corporation Renewable Power Co., Limited, a company listed
on The Stock Exchange of Hong Kong Limited (the "Stock Exchange") (Stock
code: 01798). Mr. Wu has long been involved in power generation and
economic management. He has extensive experience in management of power
generation and enjoys special government allowances by the State Council.
The term of office of Mr. Wu Jing, if elected, will commence on the date
of approval of his appointment by the Shareholders at the EGM to the
expiration of the term of the eighth session of the Board (i.e. 30 June
2016). Mr. Wu will not be entitled to any remuneration by being a director
of the Company. As at the date of this notice, Mr. Wu Jing does not have
any interest in the shares of the Company within the meaning of Part XV of
the Securities and Futures Ordinance. He has not been subject to any
public sanctions by statutory or regulatory authority.
Save as disclosed above, Mr. Wu has not held any directorships in any
public listed companies in the past three years and has no relationship
with any directors, senior management, substantial or controlling
Shareholders (as defined in the Rules Governing the Listing of Securities
on the Stock Exchange (the "Listing Rules")). Save as disclosed above,
there are no other matters concerning the proposed appointment of Mr. Wu
that need to be brought to the attention of the Shareholders and the Stock
Exchange and there are no other matters which shall be disclosed pursuant
to Rule 13.51(2) (h) to (v) of the Listing Rules.
3. Other Matters
(1) Each of the holders of H shares entitled to attend and vote at the
EGM, is entitled to appoint one or more proxies to attend and vote on
his/her behalf at the meeting. A proxy need not be a shareholder of
the Company.
(2) If holders of H shares have appointed more than one proxy to attend
the EGM, the proxies can only exercise their voting rights by way of
poll.
(3) To be valid, holders of H shares must deliver the Revised Proxy Form
(as define below), and if such revised proxy form 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 EGM.
(4) A revised proxy form for use at the EGM (the "Revised Proxy Form") is
published on the websites of The Stock Exchange of Hong Kong Limited
(www.hkexnews.hk) and the Company (www.dtpower.com). The Revised
Proxy Form shall supersede and replace the proxy form enclosed with
the EGM Notice dated 9 December 2013 (the "Previous Proxy Form") and
that the Previous Proxy Form shall be invalid. Shareholders who have
signed and returned the Previous Proxy Form should complete and
return the Revised Proxy Form in accordance with the instructions
provided in this Supplemental Notice of 2014 First Extraordinary
General Meeting. Completion and return of the Revised Proxy Form will
not preclude a Shareholder from attending and voting at the EGM in
person.
(5) The EGM is expected to last for an hour. 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: (8610) 8800 8669 or (8610) 8800 8682
Fax: (8610) 8800 8672
As at the date of this supplemental notice, the directors of the Company are:
Chen Jinhang, Hu Shengmu, Cao Jingshan, 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 director