Notice of H Shares Meeting
Datang Intl Power Generation Co Ld
05 June 2006
Datang International Power Generation Co., Ltd.
(a sino-foreign joint stock limited company incorporated in the People's Republic of China)
(Stock Code: 991)
Further NOTICE OF H SHARES CLASS MEETING
A class meeting of the holders of RMB denominated ordinary shares of RMB1.00 each in the registered capital of Datang
International Power Generation Co., Ltd. (the 'Company') which are subscribed for and traded in Hong Kong dollars ('H
Shares') is scheduled to be held on 20 June 2006 at 11:00 a.m. (or immediately after the 2005 annual general meeting of
the Company to be held on the same day and at the same place) at the Conference Room No. 804, No. 482, Guanganmennei
Avenue, Xuanwu District, Beijing, the People's Republic of China (the 'PRC') (the 'H Shares Class Meeting'). As at 30
May 2006, due to the number of H Shares carrying voting rights represented by holders of H Shares intending to attend
the H Shares Class Meeting does not reach one half or more of the total number of H Shares of the Company, the H Shares
Class Meeting therefore cannot be convened as scheduled. According to the articles of association of the Company,
notice is hereby given once again that the H Shares Class Meeting will be held at the same venue at 11:00 a.m. on 20
June 2006 (or immediately after the 2005 annual general meeting of the Company to be held on the same day and at the
same place) as originally scheduled.
The forms of proxy for the use by holders of H Shares and notice of attendance delivered to the Company according to
Note 2(4) and (5) of the original notice convening the H Shares Class Meeting shall remain valid and effective.
Please refer to the original notice convening the H Shares Class Meeting which is set out below for other information
concerning the H Shares Class Meeting.
Notice of H Shares Class Meeting
NOTICE IS HEREBY GIVEN that a class meeting of the holders of Renminbi ('RMB') denominated ordinary shares of RMB1.00
each in the registered capital of Datang International Power Generation Co., Ltd. (the 'Company') which are subscribed
for and traded in Hong Kong dollars ('H Shares') will be held on 20 June 2006 at 11:00 a.m. (or immediately after the
2005 annual general meeting of the Company (the '2005 AGM') to be held on the same date and at the same place) at
Conference Room No. 804, No. 482, Guanganmennei Avenue, Xuanwu District, Beijing, the People's Republic of China (the
'PRC') (the 'H Shares Class Meeting') to consider and, if thought fit, to pass the following resolution:
THAT the validity period of all relevant resolutions relating to the A Shares Issue (as defined below) and
referred to in special resolution numbered one in the notices of the 2004 EGM (as defined below) and 2004 CSMs
(as defined below) dated 6 May 2004 in the same structure and manner and in essentially identical terms as
those considered and passed at the extraordinary general meeting ('2004 EGM') and the class shareholders
meeting of the Company for each of the holders of H Shares and holders of domestic shares of the Company ('2004
CSMs') held on 22 June 2004 and the authorisation of the board of directors of the Company (the 'Board') to
make the final decision, do all acts and sign all such agreements and/or documents as the Board deems necessary
for completing the A Shares Issue be extended for a further one year commencing from the date of the passing of
this special resolution be and is hereby considered and approved. (note 1)
By order of the Board
Yang Hongming
Company Secretary
Beijing, the PRC, 3 May 2006
Notes:
1. At the 2004 EGM and the 2004 CSMs, the resolutions in relation to the Company's application for the issue of
not more than 1,000,000,000 RMB denominated ordinary shares of RMB1.00 each ('A Shares'), comprising a private
placing of not more than 301,704,761 A Shares and 92,358,600 A Shares to China Datang Corporation and Tianjin
Jinneng Investment Company, respectively, and a public offer of not more than 605,936,639 A Shares to natural
persons and institutional investors within the PRC (except those prohibited by PRC laws and regulations) (the
'A Shares Issue') were considered and approved. The Board was authorised to make all decisions in relation to
the A Shares Issue which was valid for one year from the date of the 2004 EGM and the 2004 CSMs, expired on 21
June 2005. By way of special resolutions sought at the 2004 AGM and 2005 CSMs held on 21 June 2005, the Company
obtained the approval from the Company's shareholders for the refreshment of all relevant resolutions relating
to the A Shares Issue in the same structure and manner and in essentially identical terms as those considered
and passed at the 2004 EGM and the 2004 CSMs for a one year period expiring on 20 June 2006. As at the date
hereof, the A Shares Issue is not completed. The Board resolved to seek approval from the shareholders of the
Company to refresh the validity period of the A Shares Issue and the authorisation of the Board to do all act
in respect thereof as it sees fit for a further period of one year from the date of this H Shares Class
Meeting.
2. Other matters
(1) Holders of H Shares are reminded that pursuant to the articles of association of the Company, the
register of members of the Company will be closed from 21 May to 20 June 2006, 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 at the close of business on 19 May 2006 are entitled to
attend and vote at the H Shares Class Meeting.
(2) Every shareholder of the Company entitled to attend and vote at the H Shares Class Meeting is entitled
to appoint one or more proxies to attend and vote on his behalf. A proxy need not be a shareholder of
the Company.
(3) A proxy of a holder of H Shares may vote by hand or vote on a poll, but a holder of H Shares who has
appointed more than one proxy may only vote on a 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 his appointer pursuant to a power of attorney or other authority, the power of attorney or
other authority under which it is signed or a certified copy of that power or authority (such
certification to be made by a notary) 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 H Shares Class Meeting.
(5) Shareholders of the Company who wish to attend the H Shares Class Meeting are required to return the
notice of attendance to the Company's registered address at 8/F, No. 482, Guanganmennei Avenue, Xuanwu
District, Beijing, the PRC. Postcode: 100053. Tel: (8610) 8358 1905, Fax: (8610) 8397 7083 or (8610)
8358 1907, on or before 30 May 2006 (3 weeks before the date of the H Shares Class Meeting). Completion
and return of the proxy form and notice of attendance will not preclude a holder of H Shares from
attending and voting at the H Shares Class Meeting in person.
(6) The H Shares Class Meeting is expected to last for about half an hour. Holders of H Shares and their
proxies attending the H Shares Class Meeting shall be responsible for their own travel and accommodation
expenses.
By order of the Board
Yang Hongming
Company Secretary
Beijing, the People's Republic of China, 2 June 2006
As at the date of this announcement, the directors of the Company are:
Zhai Ruoyu, Zhang Yi, Hu Shengmu, Fang Qinghai, Yang Hongming, Liu Haixia, Guan Tiangang, Su Tiegang, Ye Yonghui, Tong
Yunshang, Xie Songlin*,
Xu Daping*, Liu Chaoan*, Yu Changchun* and Xia Qing*
* independent non-executive directors
This information is provided by RNS
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