Restructuring

Beijing Datang Power Generation Com
28 April 2003


The Stock Exchange of Hong Kong Limited takes no responsibility for the contents
of this announcement, makes no representation as to its accuracy or completeness
and expressly disclaims any liability whatsoever for any loss howsoever arising
from or in reliance upon the whole or any part of the contents of this
announcement.


                BEIJING DATANG POWER GENERATION COMPANY LIMITED
    (A Sino-foreign Joint Stock Limited Company incorporated in the People's
                               Republic of China)

           Restructuring of the power generation industry in the PRC
On 23 April 2003, the Company was notified that on 9 April 2003, CDT has completed its registration at the State
Administration for Industry and Commerce of the PRC and approximately 35.43% shareholding in the Company originally
held by NCPGC was transferred to CDT by way of administrative allocation. After the Transfer, CDT has replaced NCPGC
to become the single largest shareholder of the Company. As CDT is wholly-owned by the PRC State (as is NCPGC),
there is no change in the ultimate beneficial ownership of the approximately 35.43% shareholding interest in the
Company as a result of the Transfer. There is no change in the Company's Directors, supervisors or its business as a
result of the Transfer. The Company will continue to be principally engaged in the power generating business.

The Securities and Futures Commission confirmed to the Company on 19 March 2003 that an obligation on CDT to make a
general offer for the shares in the Company under Rule 26.1 of the Code on Takeovers and Mergers as a result of the
Transfer is waived pursuant to Note 6(a) to such rule.

CDT is one of the five state-owned national power generation enterprises newly established by the PRC State. CDT
confirmed that the Company is the biggest and most important enterprise of CDT and CDT, being the controlling
shareholder of the Company, will support the future development of the Company. CDT has agreed and undertaken to the
Company that, for so long as CDT remains the controlling shareholder of the Company: (a) subject to the operation of
market principles and on normal commercial terms, the Company shall, at its option, have a preferential right to
develop and acquire power projects in the areas in which CDT has operations; and (b) CDT will not compete with the
Company in relation to acquisition and development of power projects.

As CDT is the controlling shareholder of the Company, CDT and its associates are connected persons of the Company.
The Company does not currently have any intention of entering into any transaction or arrangement with CDT and/or
its associates. If the Company subsequently enters into any transaction or arrangement with CDT and/or its
associates, the Company will comply with the rules governing connected transactions in Chapter 14 of the Listing
Rules and/or (if applicable) apply to The Stock Exchange of Hong Kong Limited for waiver(s) from strict compliance
with such rules.

Further to the announcement dated 6 March 2003 in relation to the restructuring
of the power generation industry in the PRC, the board of Directors wishes to
make this announcement to inform the Shareholders and the public of recent
developments relating to the restructuring of the power generation industry in
the PRC which involves a change in the controlling shareholder of the Company.

BACKGROUND

The State Council is currently implementing a restructuring of the power
generation industry in the PRC for the purposes of breaking monopolies,
introducing competition, increasing effectiveness and lowering costs. As part of
the Restructuring, the Company has been assigned under the control of CDT i.e.
all the issued share capital of the Company originally held by NCPGC has been
transferred to CDT.

THE TRANSFER

On 23 April 2003, the Company was notified that on 9 April 2003, CDT has
completed its registration at the State Administration for Industry and Commerce
of the PRC and approximately 35.43% shareholding in the Company originally held
by NCPGC was transferred to CDT by way of administrative allocation. After the
Transfer, CDT has replaced NCPGC to become the single largest shareholder of the
Company.

As CDT is wholly-owned by the PRC State (as is NCPGC), there is no change in the
ultimate beneficial ownership of the approximately 35.43% shareholding interest
in the Company as a result of the Transfer. There is no change in the Company's
Directors, supervisors or its business as a result of the Transfer. The Company
will continue to be principally engaged in the power generating business.

The Securities and Futures Commission confirmed to the Company on 19 March 2003
that an obligation on CDT to make a general offer for the shares in the Company
under Rule 26.1 of the Code on Takeovers and Mergers as a result of the Transfer
is waived pursuant to Note 6(a) to such rule.

CDT

CDT is a wholly PRC State-owned power generation enterprise and is one of the
five PRC State-owned national power generation enterprises newly established by
the PRC State to manage the electric power generation industry in the PRC. To
the knowledge of the Directors, members of the management team of CDT are well
experienced in the power generation industry. CDT has a registered capital of
RMB12 billion and owns electricity and power generating assets situated at
different provinces in the PRC.

POTENTIAL COMPETITION

Upon establishment of CDT, certain electricity and power generating assets of
the PRC State were, by way of administrative allocation, transferred to CDT. The
business carried on by enterprises controlled and operated by the CDT Group may
compete with that of the Company.

The Company has not ascertained any definite plan for asset injection. Should
there be a definite plan for asset injection in the future, the Company will
ensure that any further disclosure or approval requirements under the Listing
Rules will be complied with.

SUPPORT FROM CDT

CDT confirmed that the Company is the biggest and most important enterprise of
CDT and CDT, being the controlling shareholder of the Company, will support the
future development of the Company. CDT has agreed and undertaken to the Company
that, for so long as CDT remains the controlling shareholder of the Company:
(a)         subject to the operation of market principles and on normal commercial terms, the Company shall, at its
            option, have a preferential right to develop and acquire power projects in the areas in which CDT has
            operations; and
(b)         CDT will not compete with the Company in relation to acquisition and development of power projects.

CONNECTED TRANSACTIONS

As CDT is the controlling shareholder of the Company, CDT and its associates are
connected persons of the Company. The Company does not currently have any
intention of entering into any transaction or arrangement with CDT and/or its
associates. If the Company subsequently enters into any transaction or
arrangement with CDT and/or its associates, the Company will comply with the
rules governing connected transactions in Chapter 14 of the Listing Rules and/or
(if applicable) apply to The Stock Exchange of Hong Kong Limited for waiver(s)
from strict compliance with such rules.

RELATIONSHIP WITH NCPGC

On 6 November 1996 and 24 January 1997, NCPGC issued 2 letters of undertaking in
favour of the Company, the principal terms of which are disclosed in the
prospectus dated 10 March 1997 issued by the Company. As NCPGC, after the
Transfer, ceases to have any shareholding interest in the Company, the terms of
such undertaking have been terminated accordingly.

As NCPGC is no longer a controlling shareholder of the Company after the
Transfer, NCPGC and its associates are thus no longer connected persons of the
Company. Accordingly, the transactions between the Company and NCPGC and their
respective associates are no longer connected transactions of the Company.

DEFINITIONS

In this announcement, unless the context otherwise requires, the following terms
shall have the following meanings:

'associate'   has the same meaning as defined under the Listing Rules;

'BIPDIC'      means Beijing International Power Development and Investment Company, a PRC State-owned
              enterprise established in 1993 and controlled by the Beijing municipal government, which
              is in turn controlled by the State Council;

'CDT'         means China Datang Corporation, a PRC State-owned enterprise managed by the central
              government;

'CDT Group'   means CDT and its subsidiaries;

'Company'     means Beijing Datang Power Generation Company Limited, a Sino-foreign joint stock limited
             company incorporated in the PRC;

'connected person'     has the same meaning as defined under the Listing Rules;

'Directors'   means the directors, including the independent non-executive directors, of the Company;

'HCIC'        means Hebei Construction Investment Company, a PRC State-owned enterprise established in
              1988 and controlled by the Hebei provincial government, which is in turn controlled by
              the State Council;

'Listing Rules'       means the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong
                      Limited.;

'NCPGC'       means North China Power Group Company, a PRC State-owned enterprise established in 1993
              and currently managed by the State Power Grid Corporation, which is in turn managed by
              the central government;

'PRC'         means the People's Republic of China;

'Restructuring'        means the restructuring of the power generation industry in the PRC implemented by the
                       State Council which involves the Transfer;

'Shareholders'         means the shareholders of the Company;

'State Council'        means The State Council of the PRC;

'TJIC'        means Tianjin Jinneng Investment Company, a PRC State-owned enterprise established in
              1991 and controlled by the Tianjin municipal government, which is in turn controlled by
              the State Council; and

'Transfer'    means the transfer of NCPGC's approximately 35.43% shareholding in the Company to CDT by
              way of administrative allocation pursuant to the Restructuring.

                                              By Order of the board of Directors
                                                                Yang Hongming
                                                             Company Secretary



Beijing, the PRC, 24 April 2003




                      This information is provided by RNS
            The company news service from the London Stock Exchange