Continuing Connected Transactions

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accuracy or completeness and expressly disclaim any liability whatsoever for any loss 
howsoever arising from or in reliance upon the whole or any part of the contents of this 
announcement.


                       DATANG INTERNATIONAL POWER GENERATION CO., LTD.                    

 (a sino-foreign joint stock limited company incorporated in the People's Republic of China)
                                     (Stock Code: 00991)      
                             
                                         ANNOUNCEMENT
                              CONTINUING CONNECTED TRANSACTIONS


ANNUAL SHIPPING FRAMEWORK AGREEMENTS

On 7 January 2015, Shipping Company entered into the Annual Shipping Framework Agreements 
with Lvsigang Power Generation Company and Chaozhou Power Generation Company, respectively, 
to carry out the following continuing connected transactions:

(1)   Shipping Company and Lvsigang Power Generation Company entered into the Lvsigang 
      Shipping Framework Agreement, pursuant to which Shipping Company agreed to provide coal
      transportation service to Lvsigang Power Generation Company with a maximum aggregate 
      annual transaction amount of approximately RMB83 million for a term of one year 
      commencing from 1 January 2015 to 31 December 2015.

(2)   Shipping Company and Chaozhou Power Generation Company entered into the Chaozhou 
      Shipping Framework Agreement, pursuant to which Shipping Company agreed to provide coal
      transportation service to Chaozhou Power Generation Company with a maximum aggregate 
      annual transaction amount of approximately RMB189 million for a term of one year 
      commencing from 1 January 2015 to 31 December 2015.


LISTING RULES IMPLICATIONS

As at the date of this announcement, CDC is the controlling shareholder of the Company, which 
together with its subsidiaries hold approximately 34.71% of the issued share capital of the 
Company. Since CDC and its subsidiaries hold certain equity interests in Lvsigang Power 
Generation Company and Chaozhou Power Generation Company, therefore Lvsigang Power Generation 
Company and Chaozhou Power Generation Company are connected persons of the Company. The 
transactions contemplated under the Lvsigang Shipping Framework Agreement and the Chaozhou 
Shipping Framework Agreement constitute continuing connected transactions of the Company.

Since one or more of the applicable percentage ratios (as defined under Rule14.07 of the 
Listing Rules) in respect of the transaction amounts under each of the Lvsigang Shipping 
Framework Agreement and the Chaozhou Shipping Framework Agreement are higher than 0.1% but 
all the applicable percentage ratios are less than 5%, the transactions contemplated under 
each of the Lvsigang Shipping Framework Agreement and the Chaozhou Shipping Framework 
Agreement respectively are only subject to the annual review, reporting and announcement 
requirements, but do not require the approval by the independent shareholders of the Company 
under Chapter 14A of the Listing Rules.


ANNUAL SHIPPING FRAMEWORK AGREEMENTS


Lvsigang Shipping Framework Agreement

Date:       7 January 2015

Parties:    Shipping Company, Lvsigang Power Generation Company


Chaozhou Shipping Framework Agreement

Date:       7 January 2015

Parties:    Shipping Company, Chaozhou Power Generation Company


The terms of Lvsigang Shipping Framework Agreement and the Chaozhou Shipping Framework 
Agreement are substantially the same, the major terms of which are as follows:


(1)   Subject matter: Shipping Company agreed to provide coal transportation service to each 
      of Lvsigang Power Generation Company and Chaozhou Power Generation Company during the 
      term of the agreement.

      The parties may, from time to time during the term of the agreement, enter into 
      specific transportation contracts in respect of the coal transportation services 
      provided by Shipping Company provided that such specific contracts shall be subject to
      the terms of the Annual Shipping Framework Agreements.

(2)   Consideration: To be determined in the ordinary course of business on normal commercial
      terms on the basis of arm's length negotiation according to prevailing market 
      conditions.

(3)   Settlement and payment: Settlement shall be made by the relevant parties in accordance 
      with the confirmed settlement invoice.

(4)   Term: One year, commencing from 1 January 2015 to 31 December 2015.

      The Company confirms that each of the applicable percentage ratios (as defined under 
      Rule 14.07 of the Listing Rules) in respect of the transaction amount under each of the
      Lvsigang Shipping Framework Agreement and the Chaozhou Shipping Framework Agreement for 
      the period between 1 January 2015 and the date of this announcement does not exceed the
      de minimis threshold under Chapter 14A of the Listing Rules..
 
(5)   The Annual Shipping Framework Agreements become effective when they are duly signed by 
      all parties.


Annual cap and pricing policy

It is expected that the maximum transaction amount in respect of the Lvsigang Shipping 
Framework Agreement for the year ending 31 December 2015 is RMB83 million; and it is expected 
that the maximum transaction amount in respect of the Chaozhou Shipping Framework Agreement 
for the year ending 31 December 2015 is RMB189 million; such amounts are determined with 
reference to (i) the anticipated quantity of coal to be transported by Shipping Company for 
Lvsigang Power Generation Company and Chaozhou Power Generation Company for the year ending 
31 December 2015; and (ii) the estimated market price of coal transportation.

As set out in earlier section of this announcement, the consideration for the provision of 
the coal transportation service under the Annual Shipping Framework Agreements is to be 
determined on normal commercial terms on the basis of arm's length negotiation according to 
prevailing market conditions. The Company has also taken into account the following factors 
in determination of the consideration:


(1)   Transportation costs of Shipping Company, including fuel costs, depreciation of vessels,
      financial costs, rental of the crew, port charges, management fee, cost of moisturising
      materials, repairing costs, insurance expenses, husbandage, business tax and other 
      expenses.

(2)   Coal transportation costs in market, which are collected by professional departments of 
      the Company as a reference for determination of pricing.

(3)   The coal transportation price for 2015 is determined by monthly work meeting and fuel 
      management team meeting of the Company, after considering the overall transportation 
      cost of Shipping Company, anticipated quantity of coal demand of Lvsigang Power 
      Generation Company and Chaozhou Power Generation Company, the historical prices of the 
      abovementioned power generation companies and Shipping Company, potential price 
      fluctuation and suggestions from professional departments.


It is anticipated that there will be an increase in the quantity of coal used for power 
generation, as well as an increase in the quantity of imported coal to be purchased by 
Chaozhou Power Generation Company, for the year ending 31 December 2015, and based on the 
results of negotiation between the parties, it is expected that the annual cap for the year 
ending 31 December 2015 will be substantially higher than the historical transaction amount.


Historical transaction amounts

From 1 January 2014 to 15 November 2014, the fee of coal transportation service provided by 
Shipping Company to Lvsigang Power Generation Company was RMB61 million.

From 1 January 2014 to 15 November 2014, the fee of coal transportation service provided by 
Shipping Company to Chaozhou Power Generation Company was RMB91 million.

For the year ended 31 December 2013, the fee of coal transportation service provided by 
Shipping Company to Lvsigang Power Generation Company was RMB83 million.

For the year ended 31 December 2013, the fee of coal transportation service provided by 
Shipping Company to Chaozhou Power Generation Company was RMB89 million.

For the year ended 31 December 2012, the Shipping Company did not conduct any relevant 
transaction with Lvsigang Power Generation Company and Chaozhou Power Generation Company.


REASONS FOR AND BENEFITS OF ENTERING INTO THE ANNUAL SHIPPING FRAMEWORK AGREEMENTS

The provision of fuel transportation service by Shipping Company to Lvsigang Power Generation 
Company and Chaozhou Power Generation Company ensures the fuel supply to the coastal power 
generation enterprises of the Company since Shipping Company can arrange transportation in a 
more timely and rapid manner according to the fuel demand from the power generation 
enterprises of the Company.

The Directors (including the views of the independent non-executive Directors) are of the 
view that the terms of the Annual Shipping Framework Agreements are fair and reasonable, have 
been entered into after arm's length negotiation between all parties thereto and determined 
on normal commercial terms and is in the interests of the Company and the shareholders as a 
whole.


INFORMATION ON THE PARTIES TO THE AGREEMENTS

1.   The Company is principally engaged in the construction and operation of power plants, 
     the sale of electricity and thermal power, the repair and maintenance of power equipment 
     and power related technical services. The Company's main service areas are in the PRC.

2.   CDC was established on 9 March 2003 with registered capital of RMB18.009 billion. It is 
     principally engaged in the development, investment, construction, operation and 
     management of power energy, organisation of power (thermal) production and sales; 
     manufacture, repair and maintenance of power equipment; power technology development and 
     consultation; power engineering, contracting and consultation of environmental power 
     engineering; development of new energy as well as development and production of power 
     related coal resources.

3.   Lvsigang Power Generation Company is a subsidiary of the Company. It is currently 
     operating four 660MW coal-fired generating units. The equity holding structure of the 
     company is as follows: 55% of its equity interest is held by the Company, 35% of its 
     equity interest is held by CDC and 10% of its equity interest is held by Nantong 
     State-owned Assets Investment Holdings Co., Ltd.

4.   Chaozhou Power Generation Company is a subsidiary of the Company. It is currently 
     operating two 600MW and two 1,000MW coal-fired generating units. The equity holding 
     structure of the company is as follows: 52.5% of its equity interest is held by the 
     Company, 22.5% of its equity interest is held by CDC and 25% of its equity is held by 
     other shareholders.

5.   Shipping Company is a subsidiary of the Company. It is principally engaged in ordinary 
     freight transportation along domestic coast, mid to down-stream of the Yangtze River 
     and in the Pearl River Delta; international freight transportation; vessel leasing, 
     freight agency, freight storage, etc. The equity holding structure of the company is as 
     follows: 98.11% of its equity interest is held by the Company and 1.89% of its equity 
     interest is held by other shareholders.


LISTING RULES IMPLICATIONS 

As at the date of this announcement, CDC is the controlling shareholder of the Company, which 
together with its subsidiaries hold approximately 34.71% of the issued share capital of the 
Company. Since CDC and its subsidiaries hold certain equity interests in Lvsigang Power 
Generation Company and Chaozhou Power Generation Company, therefore Lvsigang Power Generation 
Company and Chaozhou Power Generation Company are connected persons of the Company. The 
transactions contemplated under the Lvsigang Shipping Framework Agreement and the Chaozhou 
Shipping Framework Agreement constitute continuing connected transactions of the Company.

Since one or more of the applicable percentage ratios (as defined under Rule14.07 of the 
Listing Rules) in respect of the transaction amounts under each of the Lvsigang Shipping 
Framework Agreement and the Chaozhou Shipping Framework Agreement are higher than 0.1% but 
all the applicable percentage ratios are less than5%, the transactions contemplated under 
each of the Lvsigang Shipping Framework Agreement and the Chaozhou Shipping Framework 
Agreement respectively are only subject to the annual review, reporting and announcement 
requirements, but do not require the approval by the independent shareholders of the Company 
under Chapter 14A of the Listing Rules.

None of the Directors has material interest in the Annual Shipping Framework Agreements. 
Those connected Directors, including Chen Jinhang, Hu Shengmu and Liang Yongpan, have 
abstained from voting at the Board meeting for approval of the relevant transactions in 
accordance with the requirements of the Listing Rules of the Shanghai Stock Exchange.


DEFINITIONS

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


"Annual Shipping Framework Agreements"      Lvsigang Shipping Framework Agreement and 
                                            Chaozhou Shipping Framework Agreement 

"Board"                                     the board of Directors

"CDC"                                       China Datang Corporation, a state-owned 
                                            enterprise established under the laws of the PRC 
                                            and is the controlling shareholder of the Company 
                                            which, together with its subsidiaries, own 
                                            approximately 34.71% of the issued share capital 
                                            of the Company as at the date of this 
                                            announcement

"Chaozhou Power Generation Company"         Guangdong Datang International Chaozhou Power 
                                            Generation Company Limited, a subsidiary of the 
                                            Company, details of which are set out in the 
                                            section entitled "Information on the Parties to 
                                            the Agreements"

"Chaozhou Shipping Framework Agreement"     the framework agreement in relation to the 
                                            provision of annual coal transportation service 
                                            dated 7 January 2015 entered into between 
                                            Shipping Company and Chaozhou Power Generation 
                                            Company

"Company"                                   Datang International Power Generation Co., Ltd., 
                                            a sino-foreign joint stock limited company 
                                            incorporated in the PRC on 13 December 1994, 
                                            whose H Shares are listed on the Stock Exchange 
                                            and the London stock exchange and whose A Shares 
                                            are listed on the Shanghai Stock Exchange

"connected person(s)"                       has the meaning ascribed to it under the Listing 
                                            Rules

"Directors"                                 the director(s) of the Company

"Listing Rules"                             The Rules Governing the Listing of Securities on 
                                            The Stock Exchange

"Lvsigang Power Generation Company"         Jiangsu Datang International Lvsigang Power 
                                            Generation Company Limited, a subsidiary of the 
                                            Company, details of which are set out in the 
                                            section entitled "Information on the Parties to 
                                            the Agreements"

"Lvsigang Shipping Framework Agreement"     the framework agreement in relation to the 
                                            provision of annual coal transportation service 
                                            dated 7 January 2015 entered into between 
                                            Shipping Company and Lvsigang Power Generation 
                                            Company

"PRC"                                       the People's Republic of China

"RMB"                                       Renminbi, the lawful currency of the PRC

"Shipping Company"                          Jiangsu Datang Shipping Company Limited, a 
                                            subsidiary of the Company, details of which are 
                                            set out in the section entitled "Information on 
                                            the Parties to the Agreements"

"Stock Exchange"                            The Stock Exchange of Hong Kong Limited

"%"                                         Percent



                                                                  By Order of the Board  
                                                                         Zhou Gang     
                                                                  Secretary to the Board 

Beijing, the PRC, 7 January 2015

As at the date of this announcement, the Directors of the Company are: 

Chen Jinhang, Hu Shengmu, Wu Jing, Liang Yongpan, Zhou Gang,
Cao Xin, Cai Shuwen, Liu Haixia, Guan Tiangang, Yang Wenchun, 
Dong Heyi*, Ye Yansheng*, Zhao Jie*, Jiang Guohua*, Feng Genfu*

* Independent non-executive Directors