FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of November, 2004
(Indicate by check mark whether the registrant files or will file
annual reports under cover of Form 20-F or Form 40-F.)
Form 20-F X Form 40-F
----- -----
(Indicate by check mark whether the registrant by furnishing the information
contained in this form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934. )
Yes No X
---- -----
(If "Yes" is marked, indicate below the file number assigned to registrant
in connection with Rule 12g3-2(b):
82-__________. )
N/A
Huaneng Power International, Inc.
West Wing, Building C, Tianyin Mansion
No. 2C Fuxingmennan Street
Xicheng District
Beijing, 100031 PRC
This Form 6-K consists of:
A notice of extraordinary general meeting of Huaneng Power International, Inc.
(the "registrant") in English made on November 3, 2004 by the registrant.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
under-signed, thereunto duly authorized.
HUANENG POWER INTERNATIONAL, INC.
By /s/ Huang Long
--------------
Name: Huang Long
Title: Company Secretary
Date: November 3, 2004
[GRAPHIC OMITTED]
(A Sino-foreign joint stock limited company incorporated in the
People's Republic of China)
(Stock Code: 902)
NOTICE OF EXTRAORDINARY GENERAL MEETING
Notice is hereby given that an extraordinary general meeting of Huaneng Power
International, Inc. (the "Company") will be held at 9 a.m. on 17th December,
2004 (Friday) at Beijing International Convention Centre at No. 8 Beichen East
Road, Chaoyang District, Beijing, The People's Republic of China, for the
purpose of considering and, if thought fit, passing the following ordinary
resolutions:
Ordinary resolutions:
1.1 To approve the acquisition of 60% equity interest in Sichuan Huaneng
Hydro Power Development Limited Liability Company by the Company from
China Huaneng Group and the transfer agreement thereof.
1.2 To approve the acquisition of 65% equity interest in Gansu Huaneng
Pingliang Power Generation Limited Liability Company by the Company from
China Huaneng Group and the transfer agreement thereof.
2.1 To approve the guarantee arrangement and the relevant agreements between
Gansu Huaneng Pingliang Power Generation Limited Liability Company,
Sichuan Huaneng Hydro Power Development Limited Liability Company and
the subsidiaries thereof and China Huaneng Group. (Note 1)
2.2 To approve to continue to implement the asset swap arrangement between
Sichuan Huaneng Hydro Power Development Limited Liability Company and
Sichuan Huaneng Industrial Company. (Note 2)
2.3 To approve the loan and deposit arrangement between Gansu Huaneng
Pingliang Power Generation Limited Liability Company, Sichuan Huaneng
Hydro Power Development Limited Liability Company and the subsidiaries
and China Huaneng Finance Limited Liability Company. (Note 3)
By Order of the Board
Huang Long
Company Secretary
3rd November, 2004
Registered address of the Company:
West Wing, Building C,
Tianyin Mansion,
2C Fuxingmennan Street,
Xicheng District,
Beijing 100031,
The People's Republic of China
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Notes:
1. (Terms used hereinafter shall have the same meaning as stated in the
circular of the Company dated 3rd November 2004)
(1) Pursuant to the Guarantee Contract signed between Gansu Provincial
Power Company, Pingliang Power Plant and State Development Bank on
18th July 1998, Gansu Provincial Power Company provided guarantee
for the RMB1,418,000,000 loan borrowed by Pingliang Power Plant
from State Development Bank. Pursuant to the Guarantee Contract
signed between Gansu Provincial Power Company and Bank of China
and Bank of China Gansu Branch on 30th December 2001, Gansu
Provincial Power Company provided guarantee for 65% of the
RMB2,075,000,000 loan (i.e. RMB1,348,750,000) borrowed by
Pingliang Power Plant from Bank of China and Bank of China Gansu
Branch.
According to the spirits of the Approval Document in relation to
the Proposal on the Restructuring and Allocation of the Power
Generating Assets of State Power Corporation issued by the
original State Development and Planning Commission and other
related documents, the 65% interest in the registered capital of
Pingliang Power Plant held by Gansu Provincial Power Company shall
be transferred to Huaneng Group. Huaneng Group and Gansu
Provincial Power Company signed the Agreement on the Transfer and
Handover of the Power Generating Projects under the Power System
Reforms in December 2003 pursuant to which the guarantees provided
by Gansu Provincial Power Company for Pingliang Power Plant's
commercial bank loans shall all be changed to guarantees provided
by Huaneng Group. As at 30th June 2004, the balance of the two
guarantee transactions referred to above totalled
RMB1,715,625,000.
(2) Pursuant to the State Development Bank Loan Guarantee Contract
signed between Huaneng Group and State Development Bank, Huaneng
Group provided guarantee for the loan borrowed by the original
China Huaneng Group Company Sichuan Branch (now Sichuan Hydro
Power) from State Development Bank. As at 31st July 2004, the
balance of the above guarantee transaction was RMB561,830,000.
(3) Pursuant to the China Construction Bank (Loan) Guarantee Contract
signed between Huaneng Group and China Construction Bank Sichuan
Branch Jincheng Sub-branch on 13th August 1998, Huaneng Group
provided guarantee for the RMB184,000,000 loan borrowed by the
Baoxinghe Company from China Construction Bank Sichuan Branch
Jincheng Sub-branch. As at 31 July 2004, the balance of the above
guarantee transaction was RMB595,830,000.
Pursuant to the Maximum Amount Guarantee Contract signed between
Huaneng Group and China Construction Bank Chengdu City Jincheng
Sub-branch and China Construction Bank Yaan Sub-branch on 18th
December 2002, Huaneng Group provided maximum amount guarantee for
the loan borrowed by Baoxinghe Company from China Construction
Bank Chengdu City Jincheng Sub-Branch during the period from 1st
January 2003 to 31st December 2010 with a maximum amount of
RMB1,085,000,000; Huaneng Group provided maximum amount guarantee
for the loan borrowed by Baoxinghe Company from China Construction
Bank Ya'an Sub-branch during the period from 1st January 2003 to
31st December 2010 with a maximum amount of RMB500,000,000. As at
31st July 2004, the balance of the above guarantee transactions
was RMB470,000,000.
(4) Pursuant to the Maximum Amount Guarantee Contract signed between
Huaneng Group and the sub-branch directly under China Construction
Bank Sichuan Branch on 28th May 2002, Huaneng Group provided
maximum amount guarantee for the loan borrowed by Taipingyi
Company from the sub-branch directly under China Construction Bank
Sichuan Branch during the period from 28th May 2002 to 27th May
2012 with a maximum amount of RMB260,000,000. As at 31st July
2004, the balance of the above guarantee transaction was
RMB250,000,000.
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(5) Pursuant to the Maximum Amount Guarantee Contract signed between
Huaneng Group and Agricultural Bank of China Pingwu County
Sub-branch on 9th April 2002, Huaneng Group provided maximum
amount guarantee for the loan borrowed by Fujiang Company from
Agricultural Bank of China Pingwu County Sub-branch during the
period from 10th April 2002 to 31st December 2004 with a maximum
amount of RMB481,440,000. Pursuant to the Maximum Amount Guarantee
Contract signed between Huaneng Group and Agricultural Bank of
China Pingwu County Sub-branch, Huaneng Group provided maximum
amount guarantee for the loan borrowed by Fujiang Company from
Agricultural Bank of China Pingwu County Sub-branch during the
period from 1st January 2004 to 31st December 2007 with a maximum
amount of RMB1,351,100,000. As at 31st July 2004, the balance of
the above guarantee transactions was RMB531,440,000.
(6) Pursuant to the Guarantee Contract signed between Huaneng Group
and China Construction Bank Chengdu City Xinhua Sub-branch,
Huaneng Group provided guarantee for the RMB304,000,000 loan
borrowed by Kangding Company from China Construction Bank Chengdu
City Xinhua Sub-branch. As at 31st July 2004, the balance of the
above guarantee transaction was RMB232,000,000.
Pursuant to the Guarantee Contract signed between Huaneng Group
and China Construction Bank Chengdu City Xinhua Sub-branch,
Huaneng Group provided guarantee for the RMB322,850,000 loan
borrowed by Kangding Company from China Construction Bank Chengdu
City Xinhua Sub-branch. As at 31st July 2004, the balance of the
above guarantee transactions was RMB258,000,000.
Pursuant to the Guarantee Contract signed between Huaneng Group
and China Construction Bank Ganzi Zang Autonomous Prefecture
Branch on 9th December 2003, Huaneng Group provided guarantee for
the RMB130,000,000 loan borrowed by Kangding Company from China
Construction Bank Ganzi Zang Autonomous Prefecture Branch. As at
31st July 2004, the balance of the above guarantee transaction was
RMB130,000,000.
(7) Pursuant to the Guarantee Contract signed between Huaneng Group
and Agricultural Bank of China Santai County Sub-branch on 14th
June 2002, Huaneng Group provided guarantee for the RMB130,000,000
loan borrowed by Mingtai Company from Agricultural Bank of China
Santai County Sub-branch. As at 31st July 2004, the balance of the
above guarantee transaction was RMB130,000,000.
(8) Pursuant to the Guarantee Contract signed between Huaneng Group
and the Business Division of China Construction Bank Nanchong
Branch on 12th December 2001, Huaneng Group provided guarantee for
the RMB30,000,000 loan borrowed by Jialingjiang Company from the
Business Division of China Construction Bank Nanchong Branch. As
at 31st July 2004, the balance of the above guarantee transaction
was RMB30,000,000.
Pursuant to the Maximum Amount Guarantee Contract signed between
Huaneng Group and the Business Division of China Construction Bank
Nanchong Branch on 28 January 2002, Huaneng Group provided maximum
amount guarantee for the loan borrowed by Jialingjiang Company
from the Business Division of China Construction Bank Nanchong
Branch during the period from 1st January 2002 to 31st December
2005 with a maximum amount of RMB589,500,000. As at 31st July
2004, the balance of the above guarantee transaction was
RMB450,000,000.
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2. (Terms used hereinafter shall have the same meaning as stated in the
circular of the Company dated 3rd November 2004)
According to the decision of Huaneng Group to reorganise the original
China Huaneng Group Company Sichuan Branch into a limited liability
company (that is Sichuan Hydro Power), certain office building assets
owned by Sichuan Huaneng Industrial Company shall be transferred to
Sichuan Hydro Power with compensation and certain office buildings and
dormitory assets owned by the original China Huaneng Group Company
Sichuan Branch shall be transferred to Sichuan Huaneng Industrial
Company with compensation, the difference of the mutually transferred
assets (approximately RMB61,090,000) shall be indemnified by Sichuan
Hydro Power to Sichuan Huaneng Industrial Company. As at the date of
signing the Sichuan Hydro Power Transfer Agreement, the building
ownership certificates of the properties involved in the above asset
transfers are being processed, and the payment for the above asset
difference has yet to be fully completed (as at 31st July 2004, the
balance payable by Sichuan Hydro Power to Sichuan Huaneng Industrial
Company was approximately RMB21,120,000).
3. (Terms used hereinafter shall have the same meaning as stated in the
circular of the Company dated 3rd November 2004)
(1) Pursuant to the Renminbi Loan Contract signed between Mingtai
Company and Huaneng Finance Company on 30th September 2003,
Mingtai Company borrowed a RMB20,000,000 loan from Huaneng Finance
Company and the loan period shall be from 30th September 2003 to
30th September 2004 and the loan interest rate shall be 3.9825%
per month. The above loan interest rate does not exceed the loan
interest rate stipulated by People's Bank of China on the date of
signing the above contract. As at 31st July 2004, the balance of
the above loan was RMB20,000,000.
Pursuant to the Renminbi Loan Contract signed between Mingtai
Company and Huaneng Finance Company on 15th December 2003, Mingtai
Company borrowed a RMB10,000,000 loan from Huaneng Financial
Company and the loan period shall be from 15th December 2003 to
15th December 2006 and the loan interest rate shall be 4.1175% per
month. The above loan interest rate does not exceed the loan
interest rate stipulated by People's Bank of China on the date of
signing the above contract. As at 31st July 2004, the balance of
the above loan was RMB10,000,000.
(2) Pursuant to the Renminbi Loan Contract signed between Dongxiguan
Company and Huaneng Finance Company on 22nd December 2003,
Dongxiguan Company borrowed a RMB30,000,000 loan from Huaneng
Finance Company and the loan period shall be from 22nd December
2003 to 22nd December 2006 and the loan interest rate shall be
4.1175% per month. The above loan interest rate does not exceed
the loan interest rate stipulated by People's Bank of China on the
date of signing the above contract. As at 31st July 2004, the
balance of the above loan was RMB25,000,000.
Pursuant to the Renminbi Loan Contract signed between Dongxiguan
Company and Huaneng Finance Company on 12th January 2004,
Dongxiguan Company borrowed a RMB20,000,000 loan from Huaneng
Financial Company and the loan period shall be from 12th January
2004 to 12th January 2007 and the loan interest rate shall be
4.1175% per month. The above loan interest rate does not exceed
the loan interest rate stipulated by People's Bank of China on the
date of signing the above contract. As at 31st July 2004, the
balance of the above loan was RMB20,000,000.
(3) As at 30th June 2004, the deposit balance of Pingliang Power Plant
with Huaneng Finance Company was RMB165,625,542. The above deposit
interest rate is not lower than the bank deposit interest rate for
the same period.
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(4) As at 31st July 2004, the deposit balance of Sichuan Hydroelectric
Power with Huaneng Finance Company was RMB376,161. The above
deposit interest rate is not lower than the bank deposit interest
rate for the same period.
(5) As at 31st July 2004, the deposit balance of Baoxinghe Company
with Huaneng Finance Company was RMB44,347,766. The above deposit
interest rate is not lower than the bank deposit interest rate for
the same period.
(6) As at 31st July 2004, the deposit balance of Taipingyi Company
with Huaneng Finance Company was RMB160,217,532. The above deposit
interest rate is not lower than the bank deposit interest rate for
the same period.
(7) As at 31st July 2004, the deposit balance of Dongxiguan Company
with Huaneng Finance Company was RMB10,494,449. The above deposit
interest rate is not lower than the bank deposit interest rate for
the same period.
4. Eligibility for attending the Extraordinary General Meeting
Holders of the Company's foreign Shares whose names appear on the HK$
Dividend foreign Shares Register and/or the US$ Dividend foreign Shares
Register maintained by Hong Kong Registrars Limited and holders of
domestic shares whose names appear on the domestic shares register
maintained by the Company at the close of business on 17th November,
2004 are eligible to attend the Extraordinary General Meeting.
5. Proxy
(i) A member eligible to attend and vote at the Extraordinary General
Meeting is entitled to appoint, in written form, one or more
proxies to attend and vote on behalf of him. A proxy needs not be
a shareholder.
(ii) A proxy should be appointed by a written instrument signed by the
appointor or its attorney duly authorised in writing. If the form
of proxy is signed by the attorney of the appointor, the power of
attorney authorising that attorney to sign or other authorisation
document(s) shall be notarised.
(iii) To be valid, the power of attorney or other authorisation
document(s) which have been notarised together with the completed
form of proxy must be delivered, in the case of holders of
domestic shares, to the Company and, in the case of holders of
foreign Shares, to Hong Kong Registrars Limited, not less than 24
hours before the time designated for holding of the Extraordinary
General Meeting.
(iv) A proxy may exercise the right to vote by a show of hands or by
poll. However, if more than one proxy is appointed by a
shareholder, such proxies shall only exercise the right to vote by
poll.
6. Registration procedures for attending the Extraordinary General Meeting
(i) A shareholder or his proxy shall produce proof of identity when
attending the meeting. If a shareholder is a legal person, its
legal representative or other persons authorised by the board of
directors or other governing body of such shareholder may attend
the Extraordinary General Meeting by producing a copy of the
resolution of the board of directors or other governing body of
such shareholder appointing such persons to attend the meeting.
(ii) Holders of foreign Shares and domestic shares intending to attend
the Extraordinary General Meeting should return the reply slip for
attending the Extraordinary General Meeting to the Company on or
before 27th November, 2004.
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(iii) Shareholders may send the above reply slip to the Company in
person, by post or by fax (Attn: The Secretary office of the
Board).
7. Closure of Register of Members
The register of members of the Company will be closed from 17th
November, 2004 to 17th December, 2004 (both days inclusive).
8. Other Businesses
(i) The Extraordinary General Meeting will not last for more than half
day. Shareholders who attend shall bear their own travelling and
accommodation expenses.
(ii) The address of the share registrar for Foreign Shares of the
Company, Hong Kong Registrars Limited is at:
1901-5
19/F., Hopewell Centre
183 Queen's Road East,
Hong Kong
(iii) The registered address of the Company is at:
West Wing, Building C,
Tianyin Mansion,
2C Fuxingmennan Street,
Xicheng District,
Beijing 100031,
The People's Republic of China
Telephone No.: (+86)-10-66491999
Facsimile No.: (+86)-10-66491860
As at the date of this announcement, the directors of the Company are:
Li Xiaopeng (Non-executive director) Gao Zongze (Independent director)
Wang Xiaosong (Non-executive director) Zheng Jianchao (Independent director)
Huang Yongda (Executive director) Qian Zhongwei (Independent director)
Ye Daji (Non-executive director) Xia Donglin (Independent director)
Huang Jinkai (Non-executive director) Liu Jipeng (Independent director)
Liu Jinlong (Non-executive director)
Shan Qunying (Non-executive director)
Yang Shengming (Non-executive director)
Xu Zujian (Non-executive director)
Liu Shuyuan (Non-executive director)
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