announcement resolutions passed at the 2008 annual general meeting by luckboy

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									Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its 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.

(a sino-foreign joint stock limited company incorporated in the People’s Republic of China)
(Stock Code: 991)

ANNOUNCEMENT RESOLUTIONS PASSED AT THE 2008 ANNUAL GENERAL MEETING
Datang International Power Generation Co., Ltd. (the “Company”) held its 2008 annual general meeting (the “AGM”) at the function room of 5/F, Intercontinental Hotel, No. 11 Financial Street, Xicheng District, Beijing, the People’s Republic of China (the “PRC”) on 3 June 2009 (Wednesday). The convening of the AGM complied with the requirements of the Company Law of the PRC and the articles of association of Datang International Power Generation Co., Ltd. (the “Articles of Association”). As at the date of the AGM, there were 11,780,037,578 issued shares of the Company in total (the “Shares”) entitled to vote for or against all resolutions at the AGM. Shareholders of the Company or their authorised proxies who attended the AGM or participated in the online voting represented an aggregate of 9,098,598,884 voting shares, or approximately 77.24% of the total issued Shares of the Company. The AGM was chaired by Mr. Zhai Ruoyu, the Chairman of the board of directors of the Company (the “Board”). The following resolutions were passed at the AGM by way of poll: Number of Shares Ordinary Resolutions For Against 1. The report of the Board for the year 2008 (including independent non-executive directors report on work) be approved. The report of the supervisory committee of the Company for the year 2008 be approved. The proposal of final accounts for the year 2008 be approved. The profit distribution proposal for the year 2008 be approved. The “Proposal on the re-appointment of PricewaterhouseCoopers” be approved. The “Proposal on the method of receiving the ‘Company’s correspondence’ by the shareholders” be approved.
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Passing Rate (%) 99.996

9,094,493,273

397,201

2. 3. 4. 5. 6.

9,094,413,073 8,888,899,655 9,094,481,073 9,094,474,273 9,096,406,273

352,901 350,701 350,301 350,071 350,301

99.996 99.996 99.996 99.996 99.996

Special Resolutions 7. The “Amendments to the Articles of Association of the Company” be approved. 8. The “Extension on the mandate for the issue of medium-to-short-term debentures by the Company” be approved. 9. The “Proposal on requesting the general meeting to grant a mandate to the Board to issue new shares not more than 20% of each class of shares” be approved. 10. The “Resolution on the Company’s fulfillments to the conditions for non-public issue of A shares” be approved. 11. The “Resolution on the proposal for non-public issue of A shares” be approved: (1) Type of shares to be issued and par value; (2) (3) (4) (5) (6) (7) (8) (9) (10) Number of shares to be issued; Method and time of issue; Target subscribers and subscription method; Place of listing; Issue price and method of pricing; Use of fundraising proceeds; Arrangement for the accumulated profits prior to the current issue; Arrangement for the lock-up period; and 9,095,356,473 796,635,893 1,938,301 300,657,781 99.979 96.695

8,769,928,100

327,429,074

96.401

9,074,684,673

23,405,701

99.743

9,074,686,873 9,075,418,873 9,075,418,873 9,075,418,873 9,075,418,873 9,075,418,873 9,075,418,873 9,075,418,873 9,075,418,873 9,074,686,873 9,075,416,273

23,466,701 22,734,701 22,734,701 22,734,701 22,734,701 22,938,701 22,734,701 22,734,701 22,734,701 23,670,701 20,350,301

99.742 99.750 99.750 99.750 99.750 99.748 99.750 99.750 99.750 99.748 99.776

12.

13.

14. 15.

The effective period for the resolution on the current non-public issue of shares. The “Proposal to the general meeting to authorise the Board to conduct all matters in relation to the current non-public issue of A shares at its discretion” be approved. The “Feasibility analysis report on the use of fundraising proceeds under the current non-public issue of A shares” be approved. The “Plan relating to the current non-public issue of A shares” be approved. The “Report on the use of previous fundraising proceeds” be approved.

9,075,416,273

20,350,301

99.776

9,075,418,473 8,727,270,059

20,351,401 317,623,061

99.776 96.488

Notes: 1. Unless otherwise defined, the terms used in this announcement shall have the same meanings as defined in the notice and circular of the AGM both dated 17 April 2009.

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2. Computershare Hong Kong Investor Services Limited, the H shares share registrar of the Company, acted as the scrutineer for the vote-takings of the ordinary resolutions as well as the special resolutions at the AGM. 3. Save as disclosed herein, none of the shareholders of the Company who were entitled to attend the AGM had to vote only against the ordinary resolutions and the special resolutions at the AGM.

By Order of the Board Zhou Gang Secretary to the Board Beijing, the PRC, 3 June 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

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