Datang Intl H Regulatory News (DAT)

28 Mar 2006 07:00

Datang Intl Power Generation Co Ld28 March 2006 DATANG INTERNATIONAL POWER GENERATION CO., LTD. (A Sino-foreign Joint Stock Limited Company incorporated in the People's Republic of China) (Stock Code: 991) RESOLUTION PASSED AT THE EXTRAORDINARY GENERAL MEETING Datang International Power Generation Co., Ltd. (the "Company") held its extraordinary general meeting (the "EGM") atthe conference room No. 804, No. 482, Guanganmennei Avenue, Xuanwu District, Beijing, the People's Republic of China(the "PRC") on 27 March 2006 (Monday) at 11:00 a.m. The convening of the EGM complied with the Company Law of the PRCand the articles of association of the Company. The EGM was convened by the Board and chaired by Mr. Zhai Ruoyu, Chairman of the Board. According to the requirementsof the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules"),Computershare Hong Kong Investor Services Limited, the H Shares share registrar of the Company, acted as the scrutineerfor the vote-takings of the EGM. There were a total of 5,162,849,000 shares of the Company in issue (the "Shares") as at the date of the EGM. Thetransaction contemplated under the Investment Agreement constitutes connected transaction of the Company under theListing Rules, and therefore Hebei Construction Investment Company and its associate (has the meaning ascribed to itunder the Listing Rules), as stated in the circular of the Company dated 27 January 2006, were required to abstain fromvoting at the EGM and they did abstain from voting for or against the resolution below at the EGM. Therefore,shareholders of the Company (the "Shareholders") or their authorised proxies who were entitled to attend and to votefor or against the resolution below at the EGM represented an aggregate of 4,491,056,600 Shares. The followingresolution was passed at the EGM and the results of the voting by poll are as follows: Ordinary Resolution Number of Shares Passing For Against Rate (%) To approve, ratify and confirm the investment agreement 3,538,234,485 0 100dated 8 January 2006 entered into between the Company andHebei Construction Investment Company for the purposes ofconstructing and operating the Hebei Wangtan Power PlantProject by establishing Hebei Datang International WangtanPower Co., Ltd. (the "Investment Agreement") and toauthorise any one director of the Company to execute allsuch documents and to do all such acts or things incidentalto, ancillary to or in connection with the transactioncontemplated under such agreement on behalf of the Company.(Note)The above resolution was formally passed as ordinary resolution. Note: Save as disclosed herein, none of the Shareholders who were entitled to attend the EGM: (i) has to vote only againstthe aforementioned resolution at the EGM; (ii) had stated their intention in the circular of the Company, which wasdespatched to the Shareholders on 27 January 2006, to vote against any of the aforementioned resolution. By order of the Board DATANG INTERNATIONAL POWER GENERATION CO., LTD. Yang Hongming Company Secretary Beijing, the People's Republic of China, 27 March 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, TongYunshang, 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