Datang Intl H Regulatory News (DAT)

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong KongLimited takes no responsibility for the contents of this notice, 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 notice. DATANG INTERNATIONAL POWER GENERATION CO., LTD. (a sino-foreign joint stock limited company incorporated in the People's Republic of China) (Stock Code: 00991) NOTICE OF 2014 FIFTH EXTRAORDINARY GENERAL MEETING NOTICE IS HEREBY GIVEN that the 2014 fifth extraordinary general meeting (the"EGM") of Datang International Power Generation Co., Ltd. (the "Company" or"Datang International") will be held at the function room of 5/F,Intercontinental Hotel, No. 11 Financial Street, Xicheng District, Beijing, thePeople's Republic of China (the "PRC") on 19 December 2014 (Friday) at 9:30a.m. to consider and, if thought fit, pass the following resolutions: ORDINARY RESOLUTIONS 1. To ratify, consider and approve the "Resolution on Provision of the Entrusted Loan to some of the subsidiaries" (Note1) 2. To consider and approve the "Resolution on Provision of the Counter Guarantee Undertaking Letter in relation to the issue of corporate bonds" (Note2) CLOSURE OF THE REGISTER OF MEMBERS OF THE COMPANY Holders of H shares of the Company ("Holders of H shares") should note that,pursuant to the articles of association of the Company (the "Articles"), theregister of members of the Company will be closed from 20 November 2014 to 19December 2014 (both dates inclusive), during which period no transfer of any Hshares of the Company will be registered. Holders of H shares whose namesappear on the register of members of the Company on 20 November 2014 areentitled to attend and vote at the EGM. In order to be entitled to theattendance of the EGM, Holders of H shares are required to deposit the transferdocument together with the relevant share certificates at the H share registrarof the Company, Computershare Hong Kong Investor Services Limited, at Rooms1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, HongKong at or before 4:30 p.m. on 19 November 2014. By Order of the Board Zhou Gang Secretary to the Board Beijing, the PRC, 3 November 2014 Notes: 1. (i) Provision of Entrusted Loan to Inner Mongolia Datang Energy Resource Development Company Limited ("Renewable Resource Company"). Pursuant to the resolution of the Board, the Company or the subsidiaries will appoint Datang Corporation Finance Limited Company ("Datang Finance Company") to provide entrusted loan in tranches of an aggregate amount of not more than RMB850 million to Renewable Resource Company under the Renewable Resource Agreement (New). To ratify the provision of entrusted loan in tranches of an aggregate amount of RMB3,402 million to Renewable Resource Company through Datang Finance Company from 16 December 2013 to 28 September 2014; (ii) Provision of Entrusted Loan to Inner Mongolia Datang International Xilinhaote Mining Company Limited ("Xilinhaote Mining Company"). Pursuant to the resolution of the Board, the Company will appoint Datang Finance Company to provide entrusted loan in tranches of an aggregate amount of not more than RMB1,000 million to Xilinhaote Mining Company under the Xilinhaote Mining Entrusted Loan Agreement. Unless otherwise defined, capitalised terms in this resolution shall have the same meaning as defined in the Discloseable Transactions and Connected Transactions announcement of the Company dated 30 October 2014. For details related to the provision of the entrusted loans, please refer to the said announcement of the Company dated 30 October 2014 and the circular to be dispatched by the Company. 2. Pursuant to the resolution of the Board, as the Guarantee Letter recently issued by CDC, the controlling shareholder of the Company, in favor of the Company in respect of the corporate bonds with an aggregate amount of RMB 3 billion has exceeded CDC's shareholding ratio in the Company, the Company therefore issued the Counter Guarantee Undertaking Letter to counter guarantee the guarantee portion provided by CDC which is in excess of its shareholding ratio in the Company, and the counter guarantee limit amounted to approximately RMB 1,959 million. CDC and its associates will abstain from voting in this resolution in the EGM. Unless otherwise defined, capitalised terms used in this resolution shall have the same meanings as defined in the connected transaction announcement of the Company dated 30 October 2014. For details related to the Counter Guarantee Undertaking Letter, please refer to the said announcement of the Company dated 30 October 2014. 3. Other Matters (1) Each of the Holders of H shares entitled to attend and vote at the EGM, is entitled to appoint one or more proxies to attend and vote on his/her behalf. A proxy need not be a shareholder of the Company. (2) If Holders of H shares have appointed more than one proxy to attend the EGM, the proxies can only exercise their voting rights by way of poll. (3) To be valid, Holders of H shares must deliver the proxy form, and if such proxy form is signed by a person on behalf of the appointer pursuant to a power of attorney or other authority, a notarised copy of (4) that power of attorney or other authority, to the Company's H share registrar, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, in not less than 24 hours before the time scheduled for holding the EGM. (4) Holders of H shares who wish to attend the EGM are required to return the notice of attendance by hand, post, cable or fax to the Company's office address on or before 28 November 2014. Completion and return of the notice of attendance will not preclude a shareholder of the Company from attending and voting at the EGM in person. (5) Shareholders and their proxies attending the EGM shall be responsible for their own travel and accommodation expenses. The Company's office address:No. 9 Guangningbo Street, Xicheng District, Beijing, the PRCPostcode: 100033Telephone: (8610) 8800 8669 or (8610) 8800 8682Fax: (8610) 8800 8672 As at the date of this notice, the directors of the Company are: Chen Jinhang, Hu Shengmu, Wu Jing, Fang Qinghai, 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 director