Notice of AGM

Datang Intl Power Generation Co Ld 15 May 2007 DATANG INTERNATIONAL POWER GENERATION CO., LTD. (a sino-foreign joint stock limited company incorporated in the People's Republic of China) (Stock Code: 991) NOTICE OF 2006 ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN that the 2006 annual general meeting (the 'AGM') of Datang International Power Generation Co., Ltd. (the 'Company') will be held 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') on 29 June 2007 (Friday) at 9:00 a.m. to consider and, if thought fit, pass the following resolutions: A Ordinary Resolutions: 1. to consider and approve the report of the board of directors of the Company (the 'Board') for the year 2006; 2. to consider and approve the report of the supervisory committee of the Company for the year 2006; 3. to consider and approve the financial report of the Company for the year 2006; 4. to consider and approve the profit distribution plan for the year 2006 (Note 1); 5. to consider and approve the proposed re-appointment of PricewaterhouseCoopers Zhong Tian CPAs Co, Ltd. ('PwC Zhong Tian'), and PricewaterhouseCoopers Certified Public Accountants, Hong Kong ('PwC') as the Company's domestic and international auditors, respectively, and to fix their remunerations (Note 2); 6. to consider and approve the 'Financial Services Agreement' entered with China Datang Corporation Finance Company (Note 3); 7. to consider and approve the proposed composition of the sixth session of the Board (Note 4); (i) elect Mr. Zhai Ruoyu to be non-executive director of the Company (ii) elect Mr. Zhang Yi to be executive director of the Company (iii) elect Mr. Hu Shengmu to be non-executive director of the Company (iv) elect Mr. Fang Qinghai to be non-executive director of the Company (v) elect Mr. Yang Hongming to be executive director of the Company (vi) elect Mr. Liu Haixia to be non-executive director of the Company (vii) elect Ms. Guan Tiangang to be non-executive director of the Company (viii) elect Mr. Su Tiegang to be non-executive director of the Company (ix) elect Mr. Ye Yonghui to be non-executive director of the Company (x) elect Mr. Li Gengsheng to be non-executive director of the Company (xi) elect Mr. Xie Songlin to be independent non-executive director of the Company (xii) elect Mr. Liu Chaoan to be independent non-executive director of the Company (xiii) elect Mr. Yu Changchun to be independent non-executive director of the Company (xiv) elect Mr. Xia Qing to be independent non-executive director of the Company 8. to consider and approve the proposed composition of the sixth session of the supervisory committee (Note 4); (i) elect Mr. Zhang Wantuo to be supervisor of the Company (ii) elect Mr. Fu Guoqiang to be supervisor of the Company 9. to consider and approve the remuneration proposal for the independent non-executive directors of the Company (Note 5); 10. to consider and approve by way of ordinary resolution any proposals put forward by shareholder(s) holding 5% or more of the total number of shares of the Company with voting rights (if any). B Special Resolutions: 1. to consider and approve the 'Order of Meeting for the General Meeting of Datang International Power Generation Co., Ltd.' which will form part of the appendices to the articles of association of the Company (Note 6); 2. to consider and approve the 'Order of Meeting for the Board of Directors of Datang International Power Generation Co., Ltd.' which will form part of the appendices to the articles of association of the Company (Note 6); 3. to consider and approve the 'Order of Meeting for the Supervisory Committee of Datang International Power Generation Co., Ltd' which will form part of the appendices to the articles of association of the Company (Note 6); 4. to consider and approve the proposal on share capital expansion by utilising the capital reserve fund (Note 7); 5. to consider and approve by way of special resolution any proposals put forward by shareholder(s) holding 5% or more of the total number of the shares of the Company with voting rights (if any). CLOSURE OF THE COMPANY'S REGISTER OF MEMBERS FOR THE AGM Holders of H shares of the Company ('H Shares') should note that, pursuant to the articles of association of the Company ('Articles of Association'), no transfer of H Shares will be registered from 31 May 2007 to 29 June 2007, both dates inclusive. Holders of H Shares whose names are registered in the register of members at the close of business on 30 May 2007 are entitled to attend and vote at the 2006 AGM. Shareholders of the Company shall note that the book close date for the purpose of distribution of dividend for the year ended 31 December 2006 (the details of which are set in Note 1 herein) and for the purpose of issue of bonus shares of the Company for the share capital expansion by utilising the capital reserve fund (the details of which are set out in Note 7 herein) shall be announced in due course by way of announcement after the approval of each of them at the 2006 AGM. By Order of the Board Yang Hongming Secretary to the Board Beijing, the PRC, 15 May 2007 Notes: 1. As stated in the announcement of the Company dated 30 March 2007, according to the annual audit performed by PwC Zhong Tian and PwC, for the financial year ended 31 December 2006, the Company's profit after taxation calculated under the PRC GAAP and the IFRS were RMB2,707,000,000 and RMB2,778,000,000, respectively. The Company is required to set aside 10% of its net profit realised under the PRC GAAP to the statutory surplus fund, which is approximately RMB269,742,719. The Board therefore proposed to distribute approximately RMB1,348,713,594.5 cash dividend in total as at 31 December 2006. Based on the total number of shares of the Company registered in the register of members as at 30 March 2007 being 5,753,555,774 shares (5,662,849,000 shares plus 90,706,774 H shares converted from US dollar convertible bonds of the Company), the proposed cash dividend to be distributed will be approximately RMB0.234 per share. When the aforesaid dividend is distributed, the cash dividend per share will be adjusted subject to the number of H shares validly converted from the US dollar convertible bonds of the Company during the period from 31 March 2007 to the record date for the purpose of the dividend distribution. The afore-mentioned distribution of dividend will be made by the Company within 2 months upon obtaining Shareholders' approval at the 2006 AGM. The Company will announce the record date for the purpose of cash dividend distribution as soon as practicable by way of announcement. 2. As stated in the announcement of the Company dated 30 March 2007, the Board proposed to re-appoint the Beijing Branch of PwC Zhong Tian as the Company's domestic auditors for 2007 and to re-appoint PwC as the Company's international auditors for 2007. It is recommended that the auditing fee of the Company for the year 2007 to be RMB11.86 million. 3. The Company and China Datang Corporation Finance Company Limited ('China Datang Finance Co.') has entered into the Financial Services Agreement on 10 May 2007. Upon approval at the AGM, such agreement will be effective during the year of 2007, i.e. the period from 1 January 2007 to 31 December 2007. In accordance with the Financial Services Agreement, the amount of deposit with China Datang Finance Co. by the Company should not exceed RMB1,300,000,000 per day during the year. As at 10 May 2007, as approximately 33.99% of the Company's interest was held by China Datang Corporation (the 'CDC') and China Datang Finance Co. was a subsidiary controlled by the CDC, the Financial Services Agreement entered into between the Company and China Datang Finance Co. and the deposit arrangement between the two companies constituted continuing connected transactions of the Company, and CDC, as a connected person, shall abstain from voting in respect of the relevant resolution at the 2006 AGM. For details of the Financial Services Agreement entered between the Company and China Datang Finance Co., please refer to the continuing connected transactions announcement of the Company dated 10 May 2007. 4. Profiles of candidates for the sixth session of the supervisory committee and the sixth session of the Board are as follows: Candidates for the Board: Zhai Ruoyu, aged 60, graduated from the Economic Management Department of Liaoning University, is a professor-grade senior engineer. He is currently Chairman of the Company and President of the China Datang Corporation ('CDC'). Mr. Zhai worked at the Liaoning Power Plant since 1966 and held various positions including Deputy Director and Director. Since 1992, Mr. Zhai had held various positions including Deputy Chief of the Security and Environmental Protection Division of the Ministry of Energy of the PRC, Deputy Director and Director of the Supervisory Bureau of the PRC Ministry of Power Industry, as well as Head of General Office of the State Power Corporation of the PRC Ministry of Power Industry. In March 1999, Mr. Zhai took up the position of President of the Northeast Branch of the State Power Corporation. He served as President of North China Power Group Company since December 2000. He became President of the CDC in December 2002. In January 2003, Mr. Zhai was appointed a delegate to the 10th National People's Congress. With 40 years' experience in the power industry, Mr. Zhai has long been engaged in the fields of power production, production technology management, administration and operations management. He has extensive experience with specific expertise in power generation and operations management. Zhang Yi, aged 59, is a post-graduate of North China Power College majoring in thermal engineering and a professor-grade senior engineer. He is currently the Vice Chairman and the President of the Company. Mr. Zhang joined North China Power Corporation in 1982. He had held various positions including Head of the Thermal Engineering Office and Deputy Director of the North China Power Laboratory, Deputy Head of the North China Power Institute, and Plant Manager of the Tianjin Dagang Power Plant. Mr. Zhang was the Deputy Chief Engineer and Manager of the Production Technology Department of North China Power Group Company in 1997. He joined the Company as Vice President in December 1998, and became the Vice Chairman and President of the Company in March 2003. Mr. Zhang is a government-sponsored expert designated by the State Council. Hu Shengmu, aged 46, university graduate, is a senior accountant. He is currently the Chief Financial Controller of the CDC. Mr. Hu joined North China Power Corporation as he worked in Beijing Power Supply Bureau in 1981. He had been the Deputy Head and the Deputy Manager of the Finance Department of the North China Power Administration Bureau ('NCPGC'), the Chief Accountant and Financial Manager of the Company and the Chief Accountant of NCPGC. Mr. Hu was appointed Chief Accountant of the CDC in January 2003. Mr. Hu has been involved in financial management of power system for over 20 years. He is knowledgeable in financial management and has extensive experience in financial management practices. Fang Qinghai, aged 53, post-graduate, is senior engineer. He is currently the Head of the Planning, Investment and Financing Department of the CDC. Mr. Fang joined Anshan Power Plant in 1974 and since then took up various positions including Deputy Head of the Communist Party Committee Office of Anshan Power Plant, Division Chief of the Production Planning Division, the Planning Department of Northeast Power Administration Bureau, Engineer Head of the Planning Department, Deputy Head and Head of the Development and Planning Department of the State Power Corporation (Northeast Company), Head of the Power Exchange Centre of Northeast China Power Grid, Deputy Chief Engineer and Head of the Development and Planning Department of Northeast China Power Grid Company Ltd. He became Deputy Chief of the Development and Planning Department of the CDC in April 2005, and has become Head of the Planning, Investment Planning Department of the CDC since November 2006. Mr. Fang has been working with power system for many years and is well experienced in power generation and operation. Yang Hongming, aged 60, graduated from North China Power College majoring in power systems and automation. He is a senior economist and is currently the Vice President and the Secretary to the Board. Mr. Yang joined North China Power Corporation as he worked at the Handan Power Supply Bureau in Hebei Province in 1968. He had held various positions including Technician of the Handan Power Supply Bureau in Hebei, as well as Research Analyst and Deputy Chief of the Production Control Office of the Hebei Provincial Economic and Trade Commission. He held various positions of the Company's Deputy Chief Economist, Manager of the Planning and Development Department and Chief Economist since July 1996, and was appointed Vice President of the Company in March 2003. Mr. Yang is knowledgeable in macroeconomics and market administration of the power industry, and is particularly well-experienced in respect of government regulations. Liu Haixia, aged 45, graduated from North China Power College majoring in power plant thermal energy. He subsequently pursued postgraduate studies in Business Administration in the Renmin University of China. He is a senior engineer and Assistant to President of Beijing Energy Investment Holding Company Limited. Mr. Liu joined Beijing Electric Power Company in 1983 and since then took up positions of Technician, Engineer and Assistant to Manager and Deputy Manager. He has been Assistant to President of Beijing International Power Development and Investment Company since 1998. He has been Assistant to President of Beijing Energy Investment Holding Company Limited since December 2004. With his long-standing involvement in corporate management and planning management of power companies, Mr. Liu has acquired extensive experience in corporate management and industrial planning and investment. Mr. Liu is also the Chairman of Beijing Jingneng Thermal Power Co. Ltd. Guan Tiangang, aged 39, graduated from North China Power College majoring in thermal dynamics and possess a master degree in Finance from the Renmin University of China. She is a senior engineer and currently the Vice President and the Secretary to the Board of Directors of Beijing Jingneng International Energy Company Limited. Ms. Guan started her career in 1990, and had worked as a teacher in Shijingshan Thermal Power Plant Education Centre and as Project Manager of Beijing International Power Development and Investment Company. She has become the Manager of the Power Generation and Operation Department of Beijing Energy Investment (Group) Company since December 2004. Since February 2007, she has become the Vice President and the Secretary to the Board of Directors of Beijing Jingneng International Energy Company Limited. Ms. Guan has long been engaged in the work of power investment operation, and has extensive experience in power investment and finance planning and management. Ms. Guan is also the Director of Beijing Jingneng Thermal Power Co. Ltd. Su Tiegang, aged 59, university graduate, is a senior engineer. He is currently the Vice President of Hebei Construction Investment Company. He started his career in 1968 and had worked in the Provincial Construction Commission of Qinghai and Qinghai No. 3 Construction Engineering Company. Mr. Su became Head of the Project Office of Hebei Construction Investment Company in 1989. In 1991, he served in Hebei Provincial Planning Committee as Head of the Investment Department. He has become Vice President of Hebei Construction Investment Company since December 1995. With his long-standing involvement in corporate and planning management, Mr. Su is well experienced in corporate management and industrial planning and investment. Ye Yonghui, aged 54, is presently the Deputy Chief Economist and Manager of the Energy Business Department of Hebei Construction Investment Company. Mr. Ye started his career in 1969 and joined the Energy Branch of Hebei Construction Investment Company in 1990, holding positions such as Administrative Officer, Deputy Manager and Manager of the Jibei Branch. From August 1999 to date, he has been the Manager of the Energy Branch and the Manager of the Energy Business Department of Hebei Construction Investment Company. With his long-standing involvement in corporate and planning management, Mr. Ye has acquired extensive experience in corporate management and industrial planning and investment. Mr. Ye is also the Director of Hebei Jiantou Energy Investment Company Ltd. Li Gengsheng, aged 46, MBA, graduated from Northeast Power College with a bachelor's degree in thermal dynamic and from China Europe International Business School with a research MBA degree. Mr. Li is a professor-grade senior engineer and he is currently the general manager of Tianjin Jinneng Investment Company. Mr. Li worked in Hebei Electric Construction Company in 1983, and subsequently as assistant supervisor of the Thermal Control Office of Tianjin Power Scientific Institute, deputy manager of Tianjin Power Infrastructure Subcontracting Company, deputy general manager of Huaneng Yangliuqing Thermal Power Co., Ltd., deputy general manager of Tianjin Jinneng Investment Company, and has been general manager of Tianjin Jinneng Investment Company since 2007. Mr Li has been engaged in power corporate management and corporate investment for long time, and has rich experience in corporate management and investment. Xie Songlin*, aged 65, graduated from the Department of Dynamics at Shannxi Industrial University (now known as Xi'an Jiaotong University) majoring in power generation. He is a Senior Economist and currently holds the position of committee member of Chinese People's Political Consultative Conference and Senior Consultant of the State Grid Corporation of China. Mr. Xie started his career in 1965. He had worked as technician at the Xinjiang Prospecting and Design Institute for Hydropower; Engineer, Chief of the Bio-tech Department and then Director of the Hunan Yiyang Power Industry Bureau. In 1979, he was appointed Deputy Director of Hunan Power Industry Bureau and Deputy Director of the Central China Power Management Bureau. In 1992, he was appointed as Director of the Audit Bureau of the Ministry of Energy. In 1993, he was appointed Chief of the Economic Adjustment Division of the Ministry of Power. In 1997, he was appointed Chief Economist of the State Power Corporation, Chief of the General Management Division of the Ministry of Power and Manager of the Finance and Assets Operation Department. In 1999, he was Chief Accountant of the State Power Corporation, and became its Vice President in June 1999. He has been Consultant of the State Grid Corporation of China since 2003. Mr. Xie has long been engaged in the production and management work in the power industry. He has extensive experience in power generation and management. Mr. Xie is also the Independent Director of Dongfang Electrical Machinery Company Limited. Yu Changchun*, aged 55, holds a PhD degree in economics from the Tianjin University of Finance and Economics. He is currently Head of the Education Department, Professor of Accounting and an Advisor to postgraduates at the Beijing State Accounting Institute. Mr. Yu taught at the Jilin Institute of Finance and Commerce upon graduation in 1978 and subsequently obtained a master degree in economics from Shanghai Social Science Institute and a PhD degree in economics from Tianjin University of Finance and Economics. He was Department Head, Professor and Advisor to postgraduates at the Department of Accounting at the Changchun Institute of Taxation in 1995. He carried out post-doctoral researches in the Financial and Economics Research Institute at the China Academy of Social Sciences in 1997 and worked with the Beijing State Accounting Institute in 1999. Mr. Yu has been engaged in theoretical and practical researches in the areas of Economics and Accounting for many years. The scientific research topics conducted and completed by Mr. Yu have been awarded for a number of Outstanding Achievements at the Ministry (Provincial) Level. He was granted a specific subsidy from the State Council in 1997. Mr. Yu is also the Independent Director of China National Complete Plant Import & Export Corp. Ltd., Daqin Railway Co. Ltd. and China National Software Co. Ltd. Liu Chaoan*, aged 51, graduated from the Geological Institute of Jilin University. Mr. Liu is a professor-grade senior engineer, currently as Vice President of North China Design Institute Engineering Company Limited of the State Power Corporation. Mr. Liu worked as a technician at the Beijing Power Design Institute in 1980, and subsequently had been the Professional Section Chief, Deputy Chief and Assistant to Director at the North China Design Institute. He has been Vice President of North China Design Institute Engineering Company Limited of the State Power Corporation since 2000. Mr. Liu has extensive experience in engineering design and geological prospecting of the power industry. Xia Qing*, aged 50, is a graduate of Tsinghua University with a PhD degree in Mechanical and Electrical Engineering. He is a professor and a supervisor for PhD students as well as Head of the Research Institute of Economic and Information Technology for Power of the Electrical Engineering Department at Tsinghua University. He was awarded a PhD degree by Tsinghua University in 1989, with major research direction focusing on the power market, power system planning, information technology and economic theories. From March 1996 to March 1997, he was a visiting scholar funded by The Royal Society of the United Kingdom and was engaged in the research of power markets in the United Kingdom. Mr. Xia has conducted a number of researches on topics including the power market, power resources planning, power demand forecasts and power regulatory issues. He has also been involved in power market design for the four major regions in the PRC. He is a PRC advisor for Asian Development Bank projects, part-time professor of the Communist Party schools of the States Grid Corporation of China and China Power Investment Company, and an advisor to the South China Power Grid. Mr. Xia is also the Independent Director of Yunnan Wenshan Electric Power Co. Ltd. The term of the appointment of each of the aforesaid directors will be three years from 1 July 2007 to 30 June 2010. As at the date of this notice, none of the above candidates of directors (save and except Mr. Fang Qinghai who held and beneficially owned 1,000 A shares of the Company), have any interest in the Shares within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the laws of Hong Kong) (hte 'SFO'). None of them has been subject to any public sanctions by statutory or regulatory authority. Save as disclosed above, the above candidates of directors have not held any directorships in any public listed companies in the past three years and are not connected with any directors, senior management or substantial or controlling shareholders (as defined in the Listing Rules) of the Company. Save as disclosed above, there are no other matters concerning the proposed appointment of the above candidates as the directors 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) of the Listing Rules. Note: *denotes candidates for the Company's independent non-executive directors Candidates for the Supervisory Committee: Zhang Wantuo, aged 60, graduated from the Tianjin University of Finance and Economics, senior economist, presently Vice President of Tianjin Jinneng Investment Company and Vice Chairman of the Supervisory Committee of the Company. Mr. Zhang started his career in 1970 in Tianjin Teachers Institute. He has been the cadre, Deputy Director and Director of the Energy Department of Tianjin Municipal Planning Committee since March 1981. In February 1999, he became Vice President of Tianjin Jinneng Investment Company. With his longstanding involvement in energy planning and planning management, Mr. Zhang has acquired extensive experience in corporate management and power planning and investment. Fu Guoqiang, aged 44, university graduate, is a senior accountant, PRC certified public accountant. Mr. Fu is the Deputy Head of the Finance and Assets Management Department of the CDC. He was the Head of the Finance and Assets Management Department of Hebei Power Company, Manager of the Finance Department of NCPGC and Deputy Head of the Finance and Assets Management Department of the CDC. Mr. Fu has been the Head of the Finance and Assets Management Department of the CDC since December 2003. Mr. Fu has been engaged in finance management in power system for an extensive period and has accumulated extensive experience in practice and management. Mr. Fu is also the Director of Guangxi Guiguan Electric Power Co. Ltd. Mr. Zhang Jie and Mr. Shi Xiaofan have been elected as supervisors representing staff by the Staff Representative Congress. The profiles of Mr. Zhang and Mr. Shi are set out as follows:- Zhang Jie, aged 58, graduated from the Central Communist Party School majoring in political theories. Mr. Zhang is a senior economist and Chairman of the Supervisory Committee of the Company. He started his career in 1968 and joined the Power Corporation in 1973. Mr. Zhang had held positions including Deputy Head of the Publicity Division, Deputy Director of the Maintenance Office and General Secretary to Party Committee of Datong General Power Plant and Chairman of the Staff Union of Datong Second Power Plant. He worked in Chengde Power Supply Company as Secretary to Party Committee in 1994 and in Beijing Power Supply Company (Power Supply Bureau) as Deputy Secretary to Party Committee in January 1995. Mr. Zhang has become Chairman of the Supervisory Committee of the Company since December 2000. Mr. Zhang has long been engaged in management work at power enterprises and has extensive experience in administrative management. Shi Xiaofan, aged 55, tertiary graduate, is a senior economist. He is presently the Assistant to President and the Head of the Human Resources Department of the Company. Mr. Shi had worked in NCPGC as Head of the Personnel Department. He became Head of the Human Resources Department of the Company in 1996 and Assistant to President and Head of the Human Resources Department of the Company in March 2003. Mr. Shi is well-experienced in human resources development and management in the power industry and is well experienced in the management of human resources in the sector. The term of the appointment of the above candidates for supervisors or supervisors will be three years from 1 July 2007 to 30 June 2010. As at the date of this notice, none of the above candidates re-elected for supervisors or supervisors representing staff have any interest in the shares of the Company within the meaning of Part XV of the SFO. They have not been subjected to any public sanctions by statutory or regulatory authority. Save as disclosed above, the above candidates for supervisors or supervisors representing staff have not held any directorships in any public listed companies in the past three years and are not connected with any directors, senior management or substantial or controlling shareholders (as defined in the Listing Rules) of the Company. Save as disclosed above, there are no other matters concerning the appointment of the above candidates for supervisors or appointed supervisors representing the staff 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) of the Listing Rules. 5. Reference is made to the announcement of the Company dated 30 March 2007, whereby the Board proposed the annual remuneration of RMB60,000 (after taxation) for the independent non-executive director of the Company of the sixth session of the Board (with the term being from 1 July 2007 to 30 June 2010). 6. According to the announcement of the Company dated 30 March 2007, the Board resolved to propose to the AGM the share capital expansion by utilising the capital reserve fund. As at 31 December 2006, the Company's total share capital was 5,662,849,000 shares, and since the beginning of 2007 until 30 March 2007, applications have been made to convert the US dollar convertible bonds of the Company into 90,706,774 H Shares (the final number of validly converted H shares will be determined by the actual number of shares converted before the record date for the purpose of share capital expansion by the utilisation of the capital reserve fund). Accordingly, on the basis of the Company's total share capital of 5,753,555,774 shares as at 30 March 2007, upon completion of the share capital expansion which will issue 10 bonus shares for every 10 shares held, the total share capital of the Company will increase to at least 11,504,253,878. The afore-mentioned proposal on share capital expansion shall be implemented by the Company within 2 months upon obtaining shareholders' approval at the 2006 AGM. After the implementation of the afore-mentioned proposal, the Company will change the registered share capital of the Company and amend the relevant content of Articles 18 and 21 of the articles of association accordingly. The Company will announce the record date for the purpose of the share capital expansion of the Company by utilising the capital reserve fund as soon as practicable by way of announcement. 7. Other Matters (1) Holders of H Shares are reminded that pursuant to the Articles of Association, the register of members of the Company will be closed from 31 May 2007 to 29 June 2007 (both dates inclusive). Shareholders whose names appear on the register of members of the Company at the close of business on 30 May 2007 are entitled to attend and vote at the 2006 AGM. (2) Every holders of H Shares entitled to attend and vote at the 2006 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 shareholder has appointed more than one proxy to attend the 2006 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 of 46/F, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, in not less than 24 hours before the time scheduled for holding the 2006 AGM. (5) Holders of H Shares who wish to attend the 2006 AGM are required to return the notice of attendance by hand, post, cable or fax to the Company's registered address on or before 8 June 2007. Completion and return of the proxy form and notice of attendance will not preclude a shareholder of the Company from attending and voting at the 2006 AGM in person. (6) The 2006 AGM is expected to last for half day. Shareholders attending the AGM shall be responsible for their own travel and accommodation expenses. The Company's registered address: 8/F., No.482 Guanganmennei Avenue Xuanwu District Beijing, the PRC Postcode: 100053 Telephone: (8610) 8358 1905 Fax: (8610) 8397 7083 or (8610) 8358 1907 ________________________________________________________________________________ DATANG INTERNATIONAL POWER GENERATION CO., LTD. (a sino-foreign joint stock limited company incorporated in the People's Republic of China) Notice of Attendance for the 2006 Annual General Meeting Name of shareholder (Note 1)_______________________________________________________ Number of shares held (Note 2)_______________________________________________H shares I/We intend to attend, or appoint a proxy (proxies) to attend the 2006 annual general meeting of Datang International Power Generation Co., Ltd. (the 'Company') to be held 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 Friday, 29 June 2007. Notes: 1. Name(s) registered in the register of members of the Company to be inserted in block letters. 2. Please insert the number of shares of the Company registered under your name(s). 3. This notice, when duly completed and signed, is required to be delivered to the Company's registered address at 8/F., No. 482 Guanganmennei Avenue, Xuanwu District, Beijing, the PRC, Postcode: 100053, by hand, post, cable or fax before 8 June 2007. Tel: (8610) 8358 1905 Fax: (8610) 8397 7083 or (8610) 8358 1907. Signature(s):_____________________________ Date:_______________________________2007 This information is provided by RNS The company news service from the London Stock Exchange
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