A Sino-Foreign Joint Stock Limited Company Incorporated in the People S Republic of China

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: 00991)

ANNOUNCEMENT ON RESOLUTIONS

OF THE BOARD OF DIRECTORS

The second meeting of the eighth session of the Board (the “Meeting”) of Datang International Power Generation Co., Ltd. (the “Company”)was held at Summer Room, 2/F, The Westin Beijing Financial Street, 9B Financial Street, Xicheng District, Beijing, the People’s Republic of China (the “PRC”) on 23 August 2013 (Friday). The written notice of the Meeting was dispatched to all Directors on 13 August 2013. There were 15 Directors eligible for attending the Meeting and 14of them attended the Meeting. DirectorGuan Tiangangwas unable to attend to the Meetingin person due to business engagements, and shehas authorised DirectorLiu Haixiato attend the Meeting and vote on her behalf. The Meeting was in compliance with the provisions stipulated in the “Company Law” and the “Articles of Association of Datang International Power Generation Co., Ltd.” (the “Articles of Association”) and was lawful and valid. Three supervisors of the Company were present at the Meeting. Chen Jinhang, the chairman of the Company, presided over the Meeting. The following resolutions were approved unanimously by the attending Directors and their authorised proxies by way of voting by show of hands at the Meeting:

1. The “Explanation ontheDisclosure of 2013 Interim Results” was considered and approved.
   

Voting results: 15 voted in favour, 0 voted against and 0 abstained.

The Board approved the content of the 2013 interim report, the summary of the interim report and the results announcement (“2013 Interim Results”) of the Company.

1. “The Proposal of Entering into Financial Services Agreement with China Datang Finance Company Limited” was considered and approved.

Voting results: 12 voted in favour, 0 voted against and 3 abstained.

(1)Agreed the Company to enter into the “Financial Services Agreement” with China Datang Finance Company Limited (“Datang Finance Company”), pursuant to which during the term of agreement, the daily balance of deposit of Company and its subsidiaries in Datang Finance Company shall not be higher than RMB12 billion. The term of the agreement is 3 years, commencing on 1 January 2014 and ending on 31 December 2016;

(2)According to the regulations of the listing rules of the places where the Company is listed, Datang Finance Company is a connected person of the Company;the entering into of the “Financial Services Agreement” between the Company and Datang Finance Company and the deposit arrangement thereunder constitute continuing connected transactions of the Company, and connected Directors Chen Jinhang, Hu Shengmu and Fang Qinghai have abstained from voting for the resolution;

(3)The Directors (including the independent Directors) are of the view that the above-mentioned transactions are conducted in the ordinary and usual course of business of the Company, and are fair and reasonable and are in the interest of the Company and the shareholders as a whole.

(4)Agreed to submit the proposal of the entering into of the “Financial Services Agreement” between the Company and China Datang Finance Company Limited and the deposit arrangement thereunder to the general meeting of the Company for independent shareholders’ consideration and approval.

The Company will issue a separate announcement after the above-mentioned agreement is duly signed.

1. The “Resolution on the Provision of Guarantee for the Financing of Ningxia Datang International Qingtongxia Photovoltaic Power Generation Limited” was considered and approved.

Voting results: 15 voted in favour, 0 voted against and 0 abstained.

(1)Agreed the Company to provide a guarantee to a wholly-owned subsidiary Ningxia Datang International Qingtongxia Photovoltaic Power Generation Limited (“Qingtongxia Photovoltaic Company”), covering the full amount and joint and several liability ofQingtongxia Photovoltaic Company’s financing based on its actual needs. The guarantee amount shall not exceed RMB240 million and the financing of Qingtongxia Photovoltaic Companyshall be used for construction projects and replacement of due loans;

(2)As pursuant to the listing rules of the Shanghai Stock Exchange, agreed to submit the proposal of the provision of guarantee to Qingtongxia Photovoltaic Company to beconsidered and approved in the general meeting of the Company.

The Company will issue a separate announcement after the above-mentioned guarantee agreement is duly signed.

1. The “Resolution on Changing theAuditor of the Company in 2013” was considered and approved.

Voting results: 15 voted in favour, 0 voted against and 0 abstained.

(1)Agreed the Company to change to appoint Ruihua Certified Public Accountants (Special Ordinary Partnership) to be the domestic financialauditor of the Company in 2013 for carrying out, among others, the domestic financial reportauditing for the Companyfor the year 2013;

(2)Agreed not to change the overseas financial report auditor for the time being and the relevant work shall continue to be carried out by RSM Nelson Wheeler Certified Public Accounts (Hong Kong);

(3)Agreed to submit the resolution of changing the domestic financial auditor of the Company to the general meeting for shareholders’consideration.

For details, please refer to the relevant announcement of the Company published on the same day.

1. “The Resolution on the Allowance Criteria for the Directors of the Eighth Session of the Board and the Supervisors of the Eighth Session of the Supervisory Committee” was considered and approved.

Voting results: 15 voted in favour, 0 voted against and 0 abstained.

(1)Agreed that an allowance of RMB100,000 (after tax) (RMB132,000 before tax) would be paid on a lump sum basis to each independent non-executive director every year;

(2)Agreed that non-executive directors (including independent non-executive directors) and external supervisors of the Company would be reimbursed for their travel expenses, meal and lodging expenses and other out-of-pocket expenses (collectively referred to as the “Travel Subsidies”)incurred during the period for attending the meetings of the Board and the Supervisory Committee convened by the Company;

(3)Agreed that the above-mentioned plan on allowance for independent non-executive directors and Travel Subsidies for non-executive directors and external supervisors would be submitted to the general meeting of the Company for shareholders’consideration and approval.

Since the above-mentioned resolutions numbered 2, 3, 4 and 5are required to be submitted to the general meeting of the Company for shareholders’ consideration and approval, the Board will release a notice of the general meeting in due course.

By Order of the Board
Zhou Gang
Secretary to the Board

Beijing, the PRC, 26August 2013

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

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