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DATANG INTERNATIONAL POWER GENERATION CO., LTD.
(a sino-foreign joint stock limited company incorporated in the People's Republic of China)
(Stock Code: 991)
OVERSEAS REGULATORY ANNOUNCEMENT
ANNOUNCEMENT ON RESOLUTION
OF THE BOARD OF DIRECTORS
Special Notice: The board of directors (the 'Board') and all directors (the 'Directors') of the Company warrant that there are no false representations and misleading statements contained in, or material omissions from, this announcement, and severally and jointly accept the responsibility for the truthfulness, accuracy and completeness of the content of this announcement. This announcement is made pursuant to Rule 13.09(2) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the 'Listing Rules'). |
The twenty-fifth meeting (the 'Meeting') of the sixth session of the Board of Datang International Power Generation Co., Ltd. (the 'Company') was held by way of written correspondence on 13 May 2009 (Wednesday). There were 15 Directors eligible for attending the Meeting and all of them attended the Meeting. The Meeting was held in compliance with the provisions stipulated in the Company Law of the PRC and the articles of association of the Company. The following resolution was approved unanimously at the Meeting:
The 'Resolution on the Commencement of Work relating to the Reorganisation of Yuneng Group' was considered and approved.
Voting results: 15 voted in favour, 0 voted against and 0 abstained in voting.
The Board agreed that the Company shall enter into a 'Reorganisation Agreement' with the existing shareholders of Yuneng (Group) Company Limited ('Yuneng Group'), pursuant to which, the Company shall participate in the reorganisation work of Yuneng Group through capital contribution by way of cash. Upon completion of the reorganisation, the Company will obtain 51% equity interest in Yuneng Group.
Upon the finalisation of the reorganisation plan, the Company will enter into a 'Supplemental Agreement' with the existing shareholders of Yuneng Group. The Supplemental Agreement will specify terms including the final amount of capital injection to be made by the Company to Yuneng Group and its capital injection schedule, etc.
By Order of the Board
Zhou Gang
Secretary to the Board
Beijing, the PRC, 13 May 2009
As at the date of this announcement, the Directors of the Company are:Zhai Ruoyu, Hu Shengmu, Cao Jingshan, Fang Qinghai, Zhou Gang, Liu Haixia,Guan Tiangang, Su Tiegang, Ye Yonghui, Li Gengsheng, Xie Songlin*, Liu Chaoan*, Yu Changchun*, Xia Qing* and Li Hengyuan*.
* Independent non-executive Directors