Notice of AGM

RNS Number : 5194U

Datang Intl Power Generation Co Ld

15 May 2008

 



大唐國際發電股份有限公司

Datang International Power Generation Co., Ltd.

(a sino-foreign joint stock limited company incorporated in the People's Republic of China)

(Stock Code: 991)

SUPPLEMENTAL NOTICE OF 2007 ANNUAL GENERAL MEETING

Reference is made to the notice of annual general meeting for the year 2007 (the '2007 AGM') of Datang International Power Generation Co., Ltd. (the 'Company') dated 14 April 2008. The 2007 AGM is convened to consider and approve, inter alia, the profit distribution plan for the year 2007.

The articles of association of the Company provides that a shareholder holding 5% or more of the total shares in issue of the Company entitled to vote at the annual general meeting of the Company (the 'AGM') shall have the right to propose motion(s) for the AGM.

The Company has received a notice from China Datang Corporation ('CDC'), which holds approximately 33.73% of the total shares in issue of the Company as at the date of this notice, informing the Company that a director of the Company, Mr. Zhang Yi, will cease to be a director of the Company due to business adjustment; and that Mr. Cao Jingshan will be nominated as a director of the Company and that a motion will be proposed for the 2007 AGM in respect thereto, and the board of directors of the Company (the 'Board') has agreed that a proposed resolution to consider and approve the 'Proposal to the Annual General Meeting on Adjustment of Director' (Note 1) shall be tabled before the forthcoming 2007 AGM for the consideration and approval by the shareholders of the Company.

Furthermore, the Company has received a notice from CDC informing the Company that it intends to nominate Mr. Li Hengyuan as an independent non-executive director of the Company and that it will propose a motion for the 2007 AGM in respect thereto, and the Board has agreed that a proposed resolution to consider and approve the 'Proposal in respect of Nominating an Independent Non-executive Director' (Note 2) shall be tabled before the forthcoming 2007 AGM for the consideration and approval by the shareholders of the Company.

SUPPLEMENTAL NOTICE IS HEREBY GIVEN that the 2007 AGM will be held as originally scheduled at the multi-purpose function room of 3/F, CTS (HK) Grand Metro Park Hotel, No. 338 Guanganmennei Avenue, Xuanwu District, Beijing, the People's Republic of China (the 'PRC') at 9:00 a.m. on 30 May 2008 for the purpose of considering and approving Mr. Cao Jingshan as a director of the Company while Mr. Zhang Yi will cease to be a director of the Company as well as considering and approving Mr. Li Hengyuan as an independent non-executive director of the Company as ordinary resolutions.

  By Order of the Board

Zhou Gang

Secretary to the Board

Beijing, the PRC, 14 May 2008

Notes:

1.    Mr. Zhang Yi will cease to be a director of the Company due to business adjustment with effect from the date of approval of the resolution relating to the 'Proposal to the Annual General Meeting on Adjustment of Director' at the AGM.

    The profile of Mr. Cao Jingshan as a candidate for director is as follows:-

Mr. Cao Jingshan, aged 45, graduated from Dalian University of Technology majoring in technical economics and management. He holds a doctorate and is a senior economist, and currently a president of the Company. Mr. Cao commenced his career in 1981 in Yuanbaoshan Power Plant and was successively Assistant to Plant Manager, Chairman of the Labour Union, Deputy Plant Manager and Plant Manager of Yuanbaoshan Power Plant. From January 2003, he became Deputy Head of the President's Office (Person-in-Charge), and has been the Head of the President's Office cum Head of the International Cooperation Department of China Datang Corporation since December 2003. Starting from 14 April 2008, Mr. Cao has been the president of the Company. Mr. Cao has long been engaged in electricity production, technical and operation management, with extensive knowledge and practical experience in electricity production and operation management.

If elected, the term of appointment of Mr. Cao will be from 30 May 2008 to 30 June 2010 and Mr. Cao will be entitled to receive emoluments from the Company which is to be determined in accordance with the remuneration policy of the Company. As at the date of this notice, Mr. Cao does not have any interest in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong). Mr. Cao has not been subject to any public sanctions by any statutory or regulatory authorities.

Save as disclosed herein, Mr. Cao has not held any directorship in any public listed companies in the past three years and is not connected with any directors, senior management or substantial or controlling shareholders (as defined in the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited ('Listing Rules')) of the Company. Save as disclosed herein, there are no other matters concerning the proposed appointment of Mr. Cao as a director of the Company that need to be brought to the attention of the shareholders of the Company and The Stock Exchange of Hong Kong Limited, and there are no other matters which shall be disclosed pursuant to Rule 13.51(2)(h) to (v) of the Listing Rules.

2.    The profile of Mr. Li Hengyuan as a candidate for independent non-executive director is as follows:-

Li Hengyuan, aged 64, graduated from Chengdu University of Technology, majoring in Analytical Chemistry under the School of Mathematics, Physics and Chemistry. He is a senior engineer and currently Deputy Secretary-general of All-China Environment Federation. Mr. Li participated in the work of Mining and Metallurgical Research Institute under Chinese Academy of Sciences in 1965. He took the office of Director of Environmental Protection Bureau of Zigong City, Sichuan Province and then the Chief of Director-General of the Laws and Regulations Department in the State Environmental Protection Administration. Mr. Li is a part-time professor and guest professor of Jilin University and a part-time professor of Beijing Normal University since 1994. He is Deputy Secretary-general of All-China Environment Federation since 2004. Mr. Li has long been engaged in environmental protection studies including environment capacity and pollution prevention. He has extensive academic knowledge and years of practical experience in environmental protection. He, through his research results, has won the National Scientific and Technological Progress Prize (Second Class), the Ministerial and Provincial Scientific and Technological Progress Prize (Second Class) and the Ministerial and Provincial Scientific and Technological Progress Prize (Third Class), and has presented a considerable number of academic papers at international academic conferences and in national academic journals. Mr. Li has also participated in drafting various laws, regulations and codes in relation to environmental protection.

If elected, the term of appointment of Mr. Li will be from 30 May 2008 to 30 June 2010. According to the resolution of the 2006 annual general meeting, Mr. Li will be entitled to the annual remuneration of RMB60,000 (after taxation). As at the date of this notice, Mr. Li does not have any interest in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong). Mr. Li has not been subject to any public sanctions by any statutory or regulatory authorities. 

Save as disclosed herein, Mr. Li has not held any directorship in any public listed companies in the past three years and is not connected with any directors, senior management or substantial or controlling shareholders (as defined in the Listing Rules) of the Company. Save as disclosed herein, there are no other matters concerning the proposed appointment of Mr. Li as an independent non-executive director of the Company that need to be brought to the attention of the shareholders of the Company and The Stock Exchange of Hong Kong Limited, and there are no other matters which shall be disclosed pursuant to Rule 13.51(2)(h) to (v) of the Listing Rules.

3.    A supplemental form of proxy in respect of above resolutions is enclosed to this notice.

4.    Please refer to the notice of the 2007 AGM of the Company dated 14 April 2008 for details in respect of other resolutions to be passed at the 2007 AGM, eligibility of attendance, registration procedures, proxy and other relevant matters.

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

Zhai Ruoyu, Zhang Yi, Hu Shengmu, Fang Qinghai, Zhou Gang, Liu Haixia, Guan Tiangang, Su Tiegang, Ye Yonghui, Li Gengsheng, Xie Songlin*, Liu Chaoan*, Yu Changchun* and Xia Qing*

* Independent non-executive directors

 

END

 

 

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