Proposed A Shares Issue
Datang Intl Power Generation Co Ld
17 November 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)
PROPOSED A SHARES ISSUE
SUMMARY
The Board would like to announce that the Company has submitted to the CSRC a
draft prospectus for the A Shares Issue in respect of the Company's proposed
plan of issuing A Shares. The consolidated financial information of the Group
for the Relevant Periods prepared under the PRC GAAP will be contained in the
prospectus for the A Shares Issue, of which a draft has been announced on the
CSRC website and made available for the public starting from the afternoon of 16
November 2006. In accordance with the announcement on the CSRC website, the
Public Offering Review Committee of CSRC will convene a meeting on 21 November
2006 to consider and review the Company's application of the A Shares Issue.
To enable Shareholders and investors to better understand the material
differences between the consolidated financial information of the Group for the
Relevant Periods prepared under IFRS and those prepared under PRC GAAP, this
announcement presents the consolidated financial information of the Group for
the Relevant Periods prepared under PRC GAAP and a reconciliation of the Net
Profit/Net Assets, each attributable to equity holders of the Company prepared
under PRC GAAP to those prepared under IFRS.
1. PROPOSED A SHARES ISSUE
Reference is made to the announcements dated 6 May 2004, 4 May 2005 and 19 April
2006 issued by the Company and the Company's circulars dated 27 May 2004, 25
May 2005 and 3 May 2006 in respect of the Company's intention to apply to the
CSRC for the proposed A Shares Issue.
The aggregate amount of the proposed A Shares Issue will not exceed 500,000,000
A Shares, of which not more than 150,852,380 A Shares and 46,179,300 A Shares
will be strategically placed to CDGC and TJIC, respectively. The remaining A
Shares following the strategic placements to CDGC and TJIC will be sold by way
of a combination of placing off- line to target placees with price consultation
through book-building and on-line subscription. CDGC and TJIC have already
committed in writing that they will subscribe to the shares in full and by cash
according to the determined price of the public offering.
The offer price range for the A Shares Issue will be determined through price
consultation with the targets for price consultation. Price consultation will be
conducted through a book-building process among placement targets within the
offer price range. The offer price will be determined by the results of the
price consultation through book-building and the market conditions.
The A Shares Issue is subject to the approval of the relevant regulatory
authorities including the CSRC. As such, as at the date of this announcement, no
guarantee could be made that the A Shares Issue will be approved by the relevant
regulatory authorities and will proceed. Shareholders and investors are advised
to act cautiously when trading in the H Shares.
The Company will disclose the relevant information in respect of the approval,
offer price, offer time and other details of the A Shares Issue simultaneously
in the PRC and in the newspapers of Hong Kong in accordance with the Listing
Rules.
The exact timing of the A Shares Issue is subject to the relevant approval
obtained by the Company and the market conditions, but will be carried out as
soon as possible.
The consolidated financial information of the Group prepared under PRC GAAP for
the Relevant Periods will be contained in the prospectus for the A Shares Issue,
of which a draft has been announced on the CSRC website and made available for
the public starting from the afternoon of 16 November 2006. In accordance with
the announcement on the CSRC website, the Public Offering Review Committee of
CSRC will convene a meeting on 21 November 2006 to consider and review the
Company's application of the A Shares Issue.
2. CONSOLIDATED FINANCIAL INFORMATION OF THE GROUP FOR THE RELEVANT PERIODS
PREPARED UNDER PRC GAAP AND A RECONCILIATION OF THE NET PROFIT/NET ASSETS, EACH
ATTRIBUTABLE TO EQUITY HOLDERS OF THE COMPANY PREPARED UNDER PRC GAAP TO THOSE
PREPARED UNDER IFRS
To enable Shareholders and investors to better understand the material
differences between the consolidated financial information of the Group for the
Relevant Periods prepared under IFRS and those prepared under PRC GAAP, this
announcement presents the consolidated financial information of the Group for
the Relevant Periods prepared under PRC GAAP and a reconciliation of the Net
Profit/Net Assets, each attributable to equity holders of the Company prepared
under PRC GAAP to those prepared under IFRS. (The consolidated accounts of the
Group for the years ended 31 December 2003, 2004 and 2005 prepared in accordance
with IFRS were audited by PricewaterhouseCoopers, and unqualified opinions were
issued thereof. The figures for the 6 months ended 30 June 2006 prepared in
accordance with IFRS were unaudited. The consolidated accounts for the years
ended 31 December 2003, 2004 and 2005, and for the six months ended 30 June 2006
prepared in accordance with PRC GAAP have been audited by PricewaterhouseCoopers
Zhong Tian CPAs Limited Company, and standard unqualified opinions were issued
thereof.)
Consolidated Balance Sheet
(All amounts expressed in thousands of Rmb)
30 June 31 December 31 December 31 December
2006 2005 2004 2003
ASSETS
CURRENT ASSETS
Cash and cash equivalents 1,259,637 1,029,339 3,672,428 5,427,558
Short-term investment - - - -
Notes receivable 10,891 64,829 - -
Dividends receivable 1,200 - - -
Interest receivable 19 - - -
Accounts receivable 2,169,896 1,409,528 1,289,931 1,035,870
Other receivables 337,075 289,605 121,687 101,227
Prepayments 287,023 202,695 102,956 34,350
Government grants - - - -
Inventories 892,014 693,019 442,615 342,834
Deferred expenses 1,934 - - -
Current portion of long-term
debt investments - - - -
Other current assets - - - -
Total current assets 4,959,689 3,689,015 5,629,617 6,941,839
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
LONG-TERM INVESTMENTS
Long-term equity investments 1,538,356 1,099,609 851,115 380,055
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Long-term debt investments - - - -
Total long-term investments 1,538,356 1,099,609 851,115 380,055
Including: Consolidated difference
in value 54,388 - - -
FIXED ASSETS
Fixed assets, cost 57,188,467 43,631,437 33,526,477 26,801,352
Less: accumulated depreciation (13,947,900 ) (12,128,849 ) (9,523,176 ) (7,555,682 )
Fixed assets, net 43,240,567 31,502,588 24,003,301 19,245,670
Less: Provision for impairment of
fixed assets - - - -
Fixed assets, net book value 43,240,567 31,502,588 24,003,301 19,245,670
Leasehold improvement - - - -
Construction materials 5,505,985 8,910,939 7,386,327 3,435,979
Construction-in-progress 17,435,531 18,539,978 10,865,397 4,926,680
Disposal of fixed assets 215 - - -
Total fixed assets 66,182,298 58,953,505 42,255,025 27,608,329
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
INTANGIBLE AND OTHER ASSETS
Intangible assets 429,831 353,460 276,176 275,884
Long-term deferred expenses 100,351 177,720 107,644 23,848
Other long-term assets - - 100,000 100,000
Total intangible and other assets 530,182 531,180 483,820 399,732
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
DEFERRED TAX
Deferred tax assets - - - -
TOTAL ASSETS 73,210,525 64,273,309 49,219,577 35,329,955
LIABILITIES AND
SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Short-term loans 8,003,766 5,717,280 5,979,560 2,860,834
Notes payable 186,002 - - -
Accounts payable 5,959,080 4,079,501 2,971,467 2,001,873
Advance from customers - - - -
Salary payable 121,350 100,000 3,605 3,350
Welfare payable 54,066 46,718 68,817 59,544
Interest payable 86,189 94,430 72,095 49,272
Dividends payable - - - 219,452
Taxes payable 406,305 366,608 509,551 534,038
Other levies payable 9,271 11,233 6,532 11,570
Other payables 520,636 264,245 218,546 218,598
Accrued expenses 83,927 - - -
Provisions - - - -
Deferred income - - - -
Current portion of long-term loans 2,159,715 2,488,884 1,106,875 829,209
Other current liabilities - - - -
Total current liabilities 17,590,307 13,168,899 10,937,048 6,787,740
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
LONG-TERM LIABILITIES
Long-term loans 33,579,554 29,215,217 17,949,062 10,306,487
Bonds payable 1,232,553 1,244,099 1,275,912 1,275,912
Long-term payables - - - -
Government grants 210,942 210,942 170,177 138,928
Other long-term liabilities - - - -
Total long-term liabilities 35,023,049 30,670,258 19,395,151 11,721,327
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
DEFERRED TAX
Deferred tax liabilities - - - -
TOTAL LIABILITIES 52,613,356 43,839,157 30,332,199 18,509,067
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
MINORITY INTERESTS 2,560,063 2,470,093 2,058,394 1,344,612
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
SHAREHOLDERS' EQUITY
Share capital 5,162,849 5,162,849 5,162,849 5,162,849
Capital surplus 3,659,467 3,659,467 3,653,421 3,653,421
Surplus reserves 8,277,791 7,517,881 5,677,528 4,601,911
Including: Statutory public
welfare fund - 559,456 464,488 256,981
Proposed cash dividends - 1,177,130 1,135,827 903,499
Undistributed profits 937,348 446,916 1,199,359 1,154,596
Foreign currency translation (349 ) (184 ) - -
Total shareholders' equity 18,037,106 17,964,059 16,828,984 15,476,276
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY 73,210,525 64,273,309 49,219,577 35,329,955
Consolidated Profit and Loss Accounts and Statement of Income Appropriation
(All amounts expressed in thousands of Rmb)
6 months ended
30 June 2006 Year 2005 Year 2004 Year 2003
Revenue from principal operations 10,828,881 17,994,389 13,583,739 9,950,564
Less: Cost of principal operations (7,439,263 ) (12,720,252 ) (8,835,476 ) (6,257,373 )
Tax and levies on principal
operations (125,922 ) (205,439 ) (168,933 ) (125,390 )
Profit from principal operations 3,263,696 5,068,698 4,579,330 3,567,801
Add: Profit from other operations 2,163 3,239 1,267 5,713
Less: Operation expenses - - - -
General and administrative expenses (476,651 ) (510,921 ) (377,313 ) (347,982 )
Financial expenses, net (560,967 ) (669,641 ) (597,032 ) (367,252 )
Operation profit 2,228,241 3,891,375 3,606,252 2,858,280
Add: Investment income 21,764 80,309 15,518 25,329
Subsidy income 846 2,919 - -
Non-operating income 1,571 42,160 35,802 16,768
Less: Non-operating cost (41,208 ) (121,596 ) (49,517 ) (60,217 )
Profit before taxation and
minority interests 2,211,214 3,895,167 3,608,055 2,840,160
Less: Income tax (613,951 ) (859,880 ) (914,993 ) (919,271 )
Minority interests (338,698 ) (674,547 ) (436,855 ) (83,956 )
Net profit 1,258,565 2,360,740 2,256,207 1,836,933
Add: Unappropriated profit brought
forward 446,916 1,199,359 1,154,596 626,830
Adjustment to opening
unappropriated profit (8,223 ) - - -
Other transfers - - - -
Unappropriated profit 1,697,258 3,560,099 3,410,803 2,463,763
Less: Transfer to statutory surplus
reserve fund - (357,493 ) (307,488 ) (204,538 )
Transfer to statutory public
welfare fund - (296,783 ) (259,052 ) (201,130 )
Transfer to employee bonus and
welfare fund - - - -
Profit distributable to shareholders 1,697,258 2,905,823 2,844,263 2,058,095
Less: Dividend distributed to
preferred stock - - - -
Discretionary surplus reserve (759,910 ) (1,281,777 ) (509,077 ) -
Proposed cash dividends - (1,177,130 ) (1,135,827 ) (903,499 )
Bonus shares - - - -
Unappropriated profit carried forward 937,348 446,916 1,199,359 1,154,596
Consolidated Cash Flow Statement
(All amounts expressed in thousands of Rmb)
6 months ended
30 June 2006 Year 2005 Year 2004 Year 2003
Cash flows from operating activities
Cash received from sale of goods
and services 11,962,604 20,937,990 15,634,897 11,386,210
Other cash received relating to
operating activities 13,584 95,342 62,217 21,274
Sub-total of cash inflows 11,976,188 21,033,332 15,697,114 11,407,484
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Cash paid for goods and services (5,066,892 ) (9,816,223 ) (6,359,298 ) (3,975,325 )
Cash paid to and on behalf
of employees (564,813 ) (1,202,300 ) (775,284 ) (566,818 )
Payment of all types of taxes (2,054,143 ) (3,287,291 ) (2,850,854 ) (2,458,000 )
Other cash paid relating
to operating activities (278,851 ) (749,418 ) (595,703 ) (625,824 )
Sub-total of cash outflows (7,964,699 ) (15,055,232 ) (10,581,139 ) (7,625,967 )
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Net cash flows generated from
operating activities 4,011,489 5,978,100 5,115,975 3,781,517
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Cash flows from investing activities
Cash received on disposal of
investments other than subsidiaries - 119,215 23,016 18,736
Cash received on disposals
of subsidiaries - - - -
Cash received on investment income 28,052 47,038 40,808 82,364
Net cash received from disposals
of fixed assets, intangible assets
and other long-term assets - 213,513 5,153 671
Other cash received relating to
investing activities 14,776 210,409 1,061,665 604,536
Sub-total of cash inflows 42,828 590,175 1,130,642 706,307
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Cash paid to acquire fixed assets,
intangible assets and other
long-term assets (6,929,412 ) (17,916,250 ) (15,635,454 ) (7,854,365 )
Cash paid to acquire investments
in other than equity interest
in subsidiaries (388,984 ) (330,043 ) (497,340 ) (210,031 )
Cash paid to acquire equity
interest in subsidiaries (280,965 ) - - -
Other cash paid relating to
investing activities (60,000 ) (156,719 ) - (102,073 )
Sub-total of cash outflows (7,659,361 ) (18,403,012 ) (16,132,794 ) (8,166,469 )
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Net cash flows used in
investing activities (7,616,533 ) (17,812,837 ) (15,002,152 ) (7,460,162 )
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Cash flows from financing activities
Cash received from investments 248,945 115,100 343,423 291,488
Including: cash received from
minority shareholders' equity
investments in subsidiaries 248,945 115,100 343,423 291,488
Cash received from borrowings 17,039,420 31,110,586 22,934,591 7,202,964
Other cash received relating to
financing activities - - - -
Sub-total of cash inflows 17,288,365 31,225,686 23,278,014 7,494,452
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Cash paid on repayment of borrowings (10,698,927 ) (18,626,991 ) (11,884,245 ) (1,000,253 )
Cash payments of interest expenses,
dividends and appropriation
of profit (2,769,896 ) (3,166,931 ) (2,201,057 ) (972,539 )
Including: Dividends paid to
minority shareholders
of subsidiaries (551,018 ) (378,508 ) (66,496 ) -
Other cash paid relating to
financing activities - - - (47,466 )
Including: cash payments for
reduction of registered capital
in subsidiaries to
minority shareholders - - - (47,466 )
Sub-total of cash outflows (13,468,823 ) (21,793,922 ) (14,085,302 ) (2,020,258 )
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Net cash flows generated from
financing activities 3,819,542 9,431,764 9,192,712 5,474,194
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Effect of foreign exchange rate
changes on cash (4,200 ) (29,707 ) - -
Net increase/(decrease) in cash
and cash equivalents 210,298 (2,432,680 ) (693,465 ) 1,795,549
Supplementary Information
1. Reconciliation of net profit to
cash flows from operating activities
Net profit 1,258,565 2,360,740 2,256,207 1,836,933
Add: Minority interests 338,698 674,547 436,855 83,956
Provision of asset impairment - - - -
Depreciation of fixed assets 1,788,328 2,713,142 2,057,430 1,622,463
Amortisation of intangible assets 10,305 13,265 11,708 11,484
Amortisation of long-term
deferred expenses 122,001 47,248 25,742 63,364
Increase in deferred expenses (1,934 ) - - -
Increase in accrued expenses 83,927 - - -
Losses on disposal of fixed assets,
intangible assets and other
long-term assets - - - -
Losses on scrapping of
fixed assets - 39,177 33,912 36,360
Financial expenses 587,640 768,955 597,032 373,225
Exchange gain or loss (26,673 ) (99,314 ) - -
Investment income (21,764 ) (80,309 ) (15,518 ) (25,329 )
Deferred tax liabilities - - - -
Increase in inventories (196,562 ) (302,052 ) (99,780 ) (40,726 )
Increase in operating
receivables items (722,843 ) (195,367 ) (317,834 ) (285,816 )
Increase in operating
payables items 791,801 38,068 130,221 105,603
Net cash flows generated from
operating activities 4,011,489 5,978,100 5,115,975 3,781,517
- - - - - - - - - - - - - - - - - - - - - - - - - - - -
2. Investing and financing activities
that do not involve cash
receipts or payments
Conversion of debt into capital - - - -
Reclassification of current portion
of Convertible Bonds to
current liabilities - - - -
Fixed assets capitalised under
finance leases - - - -
- - - - - - - - - - - - - - - - - - - - - - - - - - - -
3. Net increase/(decrease) in cash
and cash equivalents
Cash at end of period/year 1,239,637 1,029,339 3,462,019 4,155,484
Less: cash at beginning of
period/year (1,029,339 ) (3,462,019 ) (4,155,484 ) (2,359,935 )
Cash equivalents at end of
period/year - - - -
Less: cash equivalents at
beginning of period/year - - - -
Net increase/(decrease) in cash
and cash equivalents 210,298 (2,432,680 ) (693,465 ) 1,795,549
Reconciliation of the Consolidated Financial Statements prepared under PRC GAAP
and IFRS
(RMB'000) Net assets
30 June 31 December 31 December 31 December
2006 2005 2004 2003
Net assets under PRC GAAP 18,037,106 17,964,059 16,828,984 15,476,276
Impact of IFRS adjustments:
Difference in the recognition policy
on housing benefits to the employees 93,366 112,039 149,387 186,733
Difference in accounting treatment
on long-term deferred expenses (93,174 ) (136,657 ) (62,874 ) (14,929 )
Difference in accounting treatment
on interest rate swap (34,613 ) (65,399 ) (100,622 ) (152,457 )
Difference in capitalisation
of borrowing costs 307,485 304,338 256,694 113,280
Difference in the commencement
of depreciation of fixed assets (67,844 ) (67,844 ) (37,186 ) (18,441 )
Difference in accounting treatment
on Convertible Bonds 119,369 145,341 197,885 244,190
Difference in accounting treatment
on monetary housing benefits 64,603 76,428 - -
Difference in accounting treatment
of performance payroll accrual 59,138 79,000 - -
Effect of amortisation of goodwill 8,604 5,736 - -
Others (23,143 ) (19,633 ) (12,004 ) (13,601 )
Applicable deferred tax impact
of the above GAAP differences (48,783 ) (71,946 ) (109,847 ) (99,719 )
Net assets under IFRS
(excluding minority interests) 18,422,114 18,325,462 17,110, 417 15,721,332
(RMB'000) Net profit
6 months ended
30 June 2006 Year 2005 Year 2004 Year 2003
Net profit under PRC GAAP 1,258,565 2,360,740 2,256,207 1,836,933
Impact of IFRS adjustments:
Difference in the recognition policy
on housing benefits to the employees (18,673 ) (37,346 ) (37,346 ) (37,346 )
Difference in accounting treatment
on long-term deferred expenses 43,483 (73,783 ) (47,945 ) 15,487
Difference in accounting treatment
on interest rate swap 30,786 35,224 51,835 (8,323 )
Difference in capitalisation
of borrowing costs 3,147 47,644 143,414 43,840
Difference in the commencement
of depreciation of fixed assets - (30,659 ) (18,745 ) (12,581 )
Difference in accounting treatment
on convertible bonds (25,972 ) (52,544 ) (46,305 ) 20,614
Difference in accounting treatment
on monetary housing benefits (20,046 ) (19,272 ) - -
Difference in accounting treatment
of performance payroll accrual (19,862 ) 79,000 - -
Effect of amortisation of goodwill 2,868 5,736 - -
Others (1,140 ) (1,583 ) 1,597 9,681
Applicable deferred tax impact
of the above GAAP differences 20,791 37,899 (10,128 ) (56,506 )
Net profit under IFRS
(excluding minority interests) 1,273,947 2,351,056 2,292,584 1,811,799
(1) Difference in the recognition policy on housing benefits to the employees
The Company provided housing to its employees at a discount price. The price
difference between the selling price and the cost of housing is considered as
housing benefits and is borne by the Company.
For PRC statutory reporting purposes, in accordance with the relevant
regulations issued by the Ministry of Finance of the PRC, the total housing
benefits provided by the Company before 6 September 2000 should be directly
deducted from the statutory public welfare fund and those provided after 6
September 2000 are charged to non-operating expenses as incurred. Under IFRS,
the housing benefits provided by the Company are recognised on a straight-line
basis over the estimated remaining average service lives of the employees.
(2) Difference in accounting treatment on long-term deferred expenses
Under PRC GAAP, expenses incurred during construction stage but cannot be
capitalised are accumulated in long-term deferred expenses and charged into the
profit and loss account upon the commencement of commercial operation of a
company. Under IFRS, such expenses are charged to profit and loss accounts when
incurred.
(3) Difference in accounting treatment on interest rate swap
To hedge the interest risk derived from the long-term borrowings denominated US
dollar, an interest rate swap contract was entered between Tuoketuo Power
Company, a subsidiary of the Company, and a financial institution. Pursuant to
this interest rate swap contract, Tuokekuo Power Company swap a floating-rate
borrowing for a fixed-rate borrowing with the same notional principal amount.
Under PRC GAAP, interest rate swap contract is disclosed as an off balance sheet
item. Under IFRS, derivatives are recognised in balance sheet at fair value as
assets or liabilities, based on the market condition at each balance sheet date.
Depending on whether the derivative is designated as a hedging instrument, the
resulting gain or loss is recorded in profit and loss accounts or shareholders'
equity. Due to the above interest rate swap contract does not qualify for hedge
accounting in according with IAS 39, the changes in its value are included in
the profit and loss accounts.
(4) Difference in capitalisation of borrowing costs
Under PRC GAAP, capitalisation of interests is limited to specific borrowings.
No interest can be capitalised on general borrowings.
In accordance with IAS 23, a company capitalises interest on general borrowings
used for the purpose of obtaining a qualified fixed assets in addition to the
capitalisation of interest on specific borrowings.
The GAAP difference of capitalised interests on general borrowings also causes
the difference of depreciation expense of relevant fixed assets.
(5) Difference in the commencement of depreciation of fixed assets
Under PRC GAAP, depreciation of fixed assets commences from one month after the
relevant assets are completed and ready for its intended use. Under IFRS,
depreciation commences immediately when the relevant assets are ready for its
intended use.
(6) Difference in accounting treatment on convertible bonds
Under PRC GAAP, convertible bonds are presented at principal together with
interest payable. Accrued interest expenses are treated in accordance with the
principle of borrowing costs.
Under IFRS, the proceeds received on the issue of convertible bonds are
allocated into liability and equity components. Upon initial recognition, the
liability component represented the present value, at the issuance date, of the
contractually determined stream of cash flows discounted at the market interest
rate for instruments of comparable credit status providing substantially the
same cash flows, on the same terms but without the conversion option. The equity
component is then determined by deducting the liability component from the
proceeds received on the issue of the bonds. Relating interest expenses are
recognised using effective interest rate.
(7) Difference in accounting treatment on monetary housing benefits
Under PRC GAAP, the monetary housing benefits provided to employees who started
work before 31 December 1998 were directly deducted from the statutory public
welfare fund after approved by the general meeting of the Company.
Under IFRS, these benefits are recorded as deferred assets and amortised on a
straight-line basis over the estimated service lives of relevant employees.
(8) Difference in accounting treatment of performance payroll accrual
Performance payroll accrued under PRC GAAP, in accordance with relevant
government policies, but not paid out at the end of the year does not meet all
the criteria of recognising liabilities under IFRS. Therefore these unpaid
balances were reversed under IFRS.
(9) Effect of amortisation of goodwill
Under PRC GAAP, goodwill is amortised over its useful life on a straight-line
method.
Under IFRS, goodwill is no longer amortised since the financial year starting on
or after 31 March 2003. Goodwill is tested annually for impairment.
(10) Applicable deferred tax impact of the above GAAP differences
This represents deferred tax effect on the above GAAP difference where
applicable.
3. MAJOR CAPITAL EXPENDITURE PLANS IN FUTURE
After estimation, the capital expenditure plans of the Company for the coming
two years comprise RMB8.34 billion in 2006 and RMB4.05 billion in 2007 (actual
capital expenditure will be adjusted according to approvals and progress of
various projects). Future capital expenditure will be mainly for the fixed
assets investment of the subsidiaries of the Company.
DEFINITIONS
In this announcement, unless the context otherwise requires, the following
expressions have the following meanings:
'A Share(s)' the domestic ordinary share(s) with a nominal value of RMB1.00 each which are
to be subscribed in RMB and are proposed to be issued by the Company to (i)
part of the existing holders of domestic shares of the Company and (ii)
natural persons and institutional investors in the PRC
'A Shares Issue' the proposed issue of A Shares to (i) part of the existing holders of domestic
shares of the Company and (ii) natural persons and institutional public
investors in the PRC by the Company. The A Shares, subject to the relevant
approval of the relevant authorities in the PRC, are proposed to be listed on
the Shanghai Stock Exchange
'Board' board of Directors
'CDGC' China Datang Corporation, a state-owned enterprise
established under the laws of the PRC and is a substantial shareholder of the
Company holding approximately 35.43% of the issued share capital of the
Company
'Company' Datang International Power Generation Co., Ltd., a
sino-foreign joint stock limited company incorporated in the PRC on 13
December 1994, the H Shares are listed on the Hong Kong Stock Exchange and the
London Stock Exchange
'Convertible Bond' the convertible bond issued by the Company on 3 September 2003 which can be
converted into new H Shares
'CSRC' China Securities Regulatory Commission
'Directors' directors of the Company
'Group' the Company and its subsidiaries from time to time
'Hong Kong' the Hong Kong Special Administrative Region of the PRC
'Hong Kong Stock Exchange' The Stock Exchange of Hong Kong Limited
'H Shares' the overseas listed foreign shares of the Company with a nominal value of
RMB1.00 each and are listed on the Hong Kong Stock Exchange and the London
Stock Exchange
'IAS' International Accounting Standards
'IFRS' International Financial Reporting Standards
'Listing Rules' the Rules Governing the Listing of Securities on the Hong Kong Stock Exchange
'PRC' the People's Republic of China
'PRC GAAP' the applicable accounting rules and financial regulations in the PRC
'Relevant Periods' for the years ended 31 December 2003, 2004 and 2005, and for the six months
ended 30 June 2006
'RMB' Renminbi, the lawful currency of the PRC
'Shanghai Stock Exchange' Shanghai Stock Exchange of the PRC
'Shareholder(s)' shareholder(s) of the Company
'TJIC' Tianjin Jinneng Investment Company, a state-owned
enterprise established under the laws of the PRC and a substantial shareholder
of the Company holding approximately 10.84% of the issued share capital of the
Company
'US dollar' United States dollars, the lawful currency of the United States of America
By Order of the Board
Yang Hongming
Company Secretary
Beijing, the PRC, 16 November 2006
As at the date of this announcement, the Directors 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
The company news service from the London Stock Exchange