09:21     DATANG POWER<00991> - Announcement (2)                              

    Rights and obligations: Each of the shareholders of China                 
    Datang Finance Co. shall contribute to the registered capital             
    in cash pro rata to their respective interests in China Datang            
    Finance Co. and in accordance with the timing of the approval             
    process by the relevant government authorities in the PRC. On             
    this basis, the Company shall contribute RMB100 million to the            
    registered capital of China Datang Finance Co. Such sum will              
    be paid out of the internal resources of the Company and the              
    date of payment will be at the time the establishment of China            
    Datang Finance Co. is approved by the relevant PRC authorities,           
    which is expected to be around the end of April 2005                      
                                                                              
    Scope of business of                                                      
    China Datang Finance Co.:       China Datang Finance Co. will             
    provide financial services, including, but not limited to,                
    corporate finance advices, credit verification, insurance                 
    agency services, capital financing, guarantee and all other               
    services approved by China Banking Regulatory Commission                  
                                                                              
    REASONS FOR ENTERING INTO THE PROMOTORS AGREEMENT                         
                                                                              
    The purpose of entering into the Promotors Agreement and                  
    establishing China Datang Finance Co. is to provide the Company           
    with various financial services including corporate finance               
    advices, credit verification, insurance agency services,                  
    capital financing, guarantee and all other services approved              
    by China Banking Regulatory Commission with a view to providing           
    flexibility to the Company's financing means and enhancing its            
    investments capability for supporting the rapid development and           
    future plans of the Company. On this basis, the Directors,                
    including the independent non-executive Directors, believe that           
    the entering into the Promotors Agreement is in the best interest         
    of the Company. Upon the incorporation of China Datang Finance            
    Co., China Datang Finance Co. will become an associated company           
    of the Company and a subsidiary of CDGC. China Datang Finance             
    Co. will also become a connected person as defined in the Listing         
    Rules and any financial services provided by China Datang Finance         
    Co. to the Company in future will constitute connected                    
    transaction which should be subject to the requirements set out           
    in Chapter 14A of the Listing Rules.                                      
                                                                              
    The Directors, including the independent non-executive                    
    Directors, believe that the terms of the Promotors Agreement              
    are fair and reasonable as far as the Company's shareholders              
    are concerned.                                                            
                                                                              
    CONNECTED TRANSACTION                                                     
                                                                              
    As at the date of the Promotors Agreement, CDGC owns 35.43%               
    interests in the Company, 43.54% interests in Huayin Power and            
    more than 50% in each of the remaining Other Contracting Parties.         
    In this regard, CDGC and the Other Contracting Parties are                
    connected persons of the Company. Accordingly, the Promotors              
    Agreement constitutes a connected transaction for the Company             
    under the Listing Rules. As each of the percentage ratios (as             
    defined in Rule 14.07 of the Listing Rules) is less than 2.5%,            
    the Promotors Agreement is only subject to the reporting and              
    announcement requirements set out in Chapter 14A of the Listing           
    Rules. Relevant details of the Promotors Agreement will also              
    be included in the next published annual report and accounts              
    of the Company in accordance with Rule 14A.45 of the Listing              
    Rules.                                                                    
                                                                              
    INFORMATION RELATING TO THE COMPANY                                       
                                                                              
    The principal business of the Company includes the development            
    and operation of power plants, the sale of heat and electricity,          
    and the repair and maintenance of