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 April, 2005
(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:
An overseas regulatory announcement on resolutions passed at the
eleventh meeting of the fourth session of the board of directors of Huaneng
Power International, Inc.(the "Registrant"), made by the Registrant in English
on April 15, 2005.
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: April 15, 2005
[GRAPHIC OMITTED]
(a Sino-foreign joint stock limited company incorporated in the
People's Republic of China)
(Stock Code: 902)
OVERSEAS REGULATORY ANNOUNCEMENT
RESOLUTIONS PASSED AT
THE ELEVENTH MEETING OF THE FOURTH SESSION
OF THE BOARD OF DIRECTORS
This announcement is made by Huaneng Power International, Inc. (the
"Company") pursuant to Rule 13.09(2) of the Rules Governing the Listing of
Securities on The Stock Exchange of Hong Kong Limited.
On 15th April 2005, the Board of Directors ("the Board") of the Company
convened the eleventh meeting of the Fourth Session of the Board at the
Company's head office at 2C, Fuxingmennan Street, Xicheng District, Beijing. 15
Directors were eligible to attend the meeting. The attendants of the meeting
included 15 Directors, either in person or by proxy, the Supervisor, the
Secretary of the Board and other senior management of the Company. The
convening of this meeting has complied with the Companies Law of the People's
Republic of China and the articles of association of the Company (the "Articles
of Association"). Mr. Li Xiaopeng, Chairman of the Company, presided over the
meeting. The following resolutions were considered and approved at the
meeting:-
1. The Company's First Quarterly Report of 2005.
2. The proposal regarding the issue of short-term debenture.
Huaneng International Power Development Corporation, a shareholder of the
Company, decided to table the following resolutions for shareholders'
approval at the Company's annual general meeting for 2004: (i) an approval
to be given to the Company to issue a short-term debenture of an principal
amount up to RMB5 billion within 12 months from the day on which
shareholders' approval is obtained; (ii) an unconditional general mandate
to be given to the Company's board of directors or any two or more
directors to determine the terms and conditions and any relevant matters
in relation to the issue of short-term debenture in accordance with the
need of the Company and the market conditions, including the final
principal amount of the short-term debenture to be issued within the
prescribed scope as set out in (i) above, the execution of all necessary
legal documents, and the conduct of appropriate information disclosure.
The Board agreed to table the above resolutions at the annual general
meeting for 2004.
3. The proposal regarding Nanjing Gas-fired Project.
The Company, Jiangsu Provincial Guoxin Asset Management Group and Nanjing
Municipal Investment Corporation were prepared to jointly invest in the
construction of Combined-Cycle-Gas-Turbine generating units located in
Nanjing, Jiangsu Province. The scale of the Company's capital expenditure
has grown as a result of the fact that the Company has commenced
comparatively more projects recently. In order to relieve the Company's
investment and financing burden, and to prevent the debt-bearing ratio
from growing too rapidly, it was agreed to have an arrangement with
Huaneng International Power Development Corporation so that such project
shall be jointly invested by Huaneng International Power Development
Corporation, Jiangsu Provincial Guoxin Asset Management Group and Nanjing
Municipal Investment Corporation, while Huaneng International Power
Development Corporation will fully repay all preliminary expenses (not
exceeding RMB 90 million) invested by the Company in this project. Mr.
Huang Long, the Companyi|s Company Secretary, is authorized to execute the
relevant documents and make appropriate disclosure of information.
4. The proposal regarding amendments to the Articles of Association.
5. The proposal regarding amendments to the Rules of Procedures for Board
Meetings.
For the amended Rules of Procedures for Board Meetings, please visit the
website of Shanghai Stock Exchange, ie. http://www.sse.com.cn.
6. The proposal regarding the Working Procedures for the Independent Directors.
7. The proposal regarding the convening of the Company's first extraordinary
general meeting in 2005.
As the proposals regarding the amendments to the Company's Articles of
Association, amendments to the Rules of Procedures for Board Meetings and
amendments to the Rules of Procedures for Meetings of the Supervisory Committee
shall be tabled for shareholders' examination and approval, the Company has
decided to convene the first extraordinary general meeting of 2005. For details
of the timing, venue, agenda and matters to be considered, please refer to the
notice of first extraordinary general meeting of 2005 to be issued by the
Company.
By Order of the Board
Li Xiaopeng
Chairman
As at the date of this announcement, the Board comprises:
Li Xiaopeng (Non-executive director) Gao Zongze (Independent non-executive director)
Wang Xiaosong(Non-executive director) Zheng Jianchao (Independent non-executive director)
Huang Yongda (Executive director) Qian Zhongwei (Independent non-executive director)
Ye Daji (Non-executive director) Xia Donglin (Independent non-executive director)
Huang Jinkai (Non-executive director) Liu Jipeng (Independent non-executive 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)
Beijing, the PRC
15th April 2005