MAJOR TRANSACTION

Datang Intl Power Generation Co Ld 16 February 2006 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. Datang International Power Generation Co., Ltd. (a sino-foreign joint stock limited company incorporated in the People's Republic of China) (Stock Code: 991) MAJOR TRANSACTION SUPPLEMENTAL ANNOUNCEMENT AND DELAY IN DESPATCH OF CIRCULAR Reference is made to the Announcement in respect of the Investment Agreement which constitutes a major transaction of the Company under the Listing Rules. METHOD OF APPROVAL BY SHAREHOLDERS Since no Shareholder is required to abstain from voting if the Company were to convene a general meeting to approve the Investment Agreement and the Company has obtained written confirmation approving the Investment Agreement from each of China Datang Corporation, Beijing Energy Investment (Group) Company, Hebei Construction Investment Company and Tianjin Jinneng Investment Company, who together hold an aggregate of 3,732,180,000 domestic Shares representing approximately 72.29% of the issued share capital of the Company, the shareholders' approval requirement under Rule 14.40 of the Listing Rules has therefore been satisfied by means of written Shareholders' approval pursuant to Rule 14.44 of the Listing Rules and a general meeting of the Company to approve the Investment Agreement will not be held. DELAY IN DESPATCH OF CIRCULAR Further, due to the intervening Lunar New Year Public Holidays in the PRC from 29 January 2006 to 4 February 2006 (both dates inclusive), additional time is required for the Company to prepare and finalise the statement of sufficiency of working capital for incorporation into the Circular as required under the Listing Rules and therefore, the despatch of the Circular, which contains further information of the Investment Agreement and other information in compliance with the requirements of the Listing Rules, will be delayed to on or before 9 March 2006. Reference is made to the announcement of the Company dated 25 January 2006 (the 'Announcement') in respect of the Investment Agreement which constitutes a major transaction of the Company under the Listing Rules. Terms used herein shall have the same meanings as those defined in the Announcement unless stated otherwise. METHOD OF APPROVAL BY SHAREHOLDERS Under Rule 14.40 of the Listing Rules, the Investment Agreement is subject to, inter alia, Shareholders' approval requirement. Pursuant to Rule 14.44 of the Listing Rules, such Shareholders' approval requirement can be satisfied by means of the written approval from a closely allied group of Shareholders who together hold more than 50% in nominal value of the Shares giving the right to attend and vote at such general meeting of the Company to approve the Investment Agreement. As at the date of this announcement, the Company has obtained written confirmation approving the Investment Agreement from each of China Datang Corporation, Beijing Energy Investment (Group) Company, Hebei Construction Investment Company and Tianjin Jinneng Investment Company, who holds 1,828,768,200 domestic Shares, 671,792,400 domestic Shares, 671,792,400 domestic Shares and 559,827,000 domestic Shares, respectively, representing approximately 35.43%, 13.01%, 13.01% and 10.84%, respectively, of the issued share capital of the Company. Each of (a) China Datang Corporation (or its predecessor, North China Power Group Company, which transferred its entire shareholding in the Company to China Datang Corporation by way of administrative allocation on 9 April 2003 without any change of ultimate beneficial ownership since both China Datang Corporation and North China Power Group Company were wholly-owned by the PRC State), (b) Beijing Energy Investment (Group) Company (or its predecessor, Beijing International Power Development and Investment Company, which transferred its entire shareholding in the Company to Beijing Energy Investment (Group) Company by way of administrative allocation in December 2004 without any change of ultimate beneficial ownership since both Beijing International Power Development and Investment Company and Beijing Energy Investment (Group) Company were wholly-owned by the PRC State) and (c) Hebei Construction Investment Company has been Shareholder since the incorporation of the Company (formerly known as Beijing Datang Power Generation Co., Ltd.) in December 1994 and Tianjin Jinneng Investment Company has been Shareholder since 1999. Each of China Datang Corporation (or its predecessor, North China Power Group Company), Beijing Energy Investment (Group) Company (or its predecessor, Beijing International Power Development and Investment Company), Hebei Construction Investment Company and Tianjin Jinneng Investment Company had voted in an affirmative way (save and except in the event that any of them was required to abstain from voting under the Listing Rules) on each of the Shareholders' resolutions (other than routine resolutions at annual general meetings of the Company) for the past 3 years. In view of the above, China Datang Corporation, Beijing Energy Investment (Group) Company, Hebei Construction Investment Company and Tianjin Jinneng Investment Company could be viewed as a closely allied group of Shareholders for the purpose of approving the Investment Agreement. Since no Shareholder is required to abstain from voting if the Company were to convene a general meeting to approve the Investment Agreement and the Company has obtained written confirmation approving the Investment Agreement from each of China Datang Corporation, Beijing Energy Investment (Group) Company, Hebei Construction Investment Company and Tianjin Jinneng Investment Company, who together hold an aggregate of 3,732,180,000 domestic Shares representing approximately 72.29% of the issued share capital of the Company, the shareholders' approval requirement under Rule 14.40 of the Listing Rules has therefore been satisfied by means of written Shareholders' approval pursuant to Rule 14.44 of the Listing Rules and a general meeting of the Company to approve the Investment Agreement will not be held. DELAY IN DESPATCH OF CIRCULAR Pursuant to Rules 14.38 and 14.40 of the Listing Rules, the Company is required to despatch the circular in respect of the aforesaid major transaction (the 'Circular') to the Shareholders within 21 days of the publication of the Announcement, which falls on or before 16 February 2006. Due to the intervening Lunar New Year Public Holidays in the PRC from 29 January 2006 to 4 February 2006 (both dates inclusive), additional time is required for the Company to prepare and finalise the statement of sufficiency of working capital for incorporation into the Circular as required under the Listing Rules. The Company has therefore made an application to the Stock Exchange for a waiver from strict compliance with Rules 14.38 and 14.40 of the Listing Rules and for an extension of deadline for the despatch of the Circular, which contains further information of the Investment Agreement and other information in compliance with the requirements of the Listing Rules, to on or before 9 March 2006. By Order of the Board Datang International Power Generation Co., Ltd. Yang Hongming Company Secretary Beijing, the PRC, 15 February 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
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