Datang Intl H Regulatory News (DAT)

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong KongLimited take no responsibility for the contents of this announcement, make norepresentation as to its accuracy or completeness and expressly disclaim anyliability whatsoever for any loss howsoever arising from or in reliance uponthe 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) OVERSEAS REGULATORY ANNOUNCEMENT ANNOUNCEMENT ON RESOLUTIONS OF THE BOARD OF DIRECTORS AND PROPOSED CHANGE OF DIRECTORS Special Notice: The board of directors (the "Board") and all directors (the "Directors") ofthe Company warrant that there are no false representations and misleadingstatements contained in, or material omissions from, this announcement, andseverally and jointly accept the responsibility for the truthfulness, accuracyand completeness of the contents of this announcement. This announcement is made pursuant to Rules 13.10(B) and 13.51 (2) of the RulesGoverning the Listing of Securities on The Stock Exchange of Hong Kong Limited(the "Listing Rules"). The sixth meeting of the eighth session of the Board (the "Meeting") of DatangInternational Power Generation Co., Ltd. (the "Company") was held by way ofwritten correspondence on Tuesday, 7 January 2014. There were 15 Directorseligible for attending the Meeting and all of them attended the Meeting. TheMeeting was held in compliance with the provisions stipulated in the "CompanyLaw" ("Company Law") and the "Articles of Association of Datang InternationalPower Generation Co., Ltd." (the "Articles of Association"). The followingresolutions were approved unanimously at the Meeting: The "Resolution on the Adjustments of Directors of the Company" was consideredand approved. Voting results: 15 voted in favour, 0 voted against and 0 abstained. (1) The Board approved Mr. Wu Jing to hold the office as a Director of the eighth session of the Board and this proposal will be submitted to the general meeting for shareholders' consideration and approval. If elected, the term of office of Mr. Wu will be effective from the date of approval by the shareholders at the general meeting to the expiration of the term of the eighth session of the Board (i.e. 30 June 2016); (2) The Board approved that Mr. Cao Jingshan will cease to hold the office as a Director of the Company due to work adjustment with effect from the date of approval by the shareholders at the general meeting; Mr. Cao has confirmed that he has no disagreement with the Board and there areno matters relating to his resignation that need to be brought to theattention of the Shareholders, the Shanghai Stock Exchange and The StockExchange of Hong Kong Limited. The Board is satisfied with the contribution made by Mr. Cao Jingshan duringhis tenure of office as a Director, and would like to pay a high compliment andexpress gratitude on Mr. Cao Jingshan's valuable contribution towards thedevelopment of the Company over the past years. The independent Directors are of the view that the proposed appointment andresignation of Directors of the Company, as well as the nomination processesare in compliance with relevant laws and rules such as Company Law and theArticles of Association; and the nominee possesses relevant professionalknowledge and relevant policy monitoring and coordination capabilities; andthe qualification of the nominee is in compliance with relevant laws and rulessuch as Company Law and the Articles of Association. For biographical details of Mr. Wu Jing, please refer to the notes of theSupplemental Notice of 2014 First Extraordinary General Meeting issued by theCompany on the same day. Since the above-mentioned resolutions are required to be submitted to thegeneral meeting of the Company for Shareholders' consideration and approval,the Company has issued the Supplemental Notice of 2014 First ExtraordinaryGeneral Meeting to put forward the proposal for Shareholders' considerationand approval. By Order of the Board Zhou Gang Secretary to the Board Beijing, the PRC, 7 January 2014 As at the date of this announcement, the directors of the Company are:Chen Jinhang, Hu Shengmu, Cao Jingshan, Fang Qinghai, Zhou Gang,Li Gengsheng, Cao Xin, Cai Shuwen, Liu Haixia, Guan Tiangang,Dong Heyi*, Ye Yansheng*, Li Hengyuan*, Zhao Jie*, Jiang Guohua* * Independent non-executive directors