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 May, 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:
An announcement on resolutions passed at the seventh meeting of the
fourth session of the Board of Directors, made on May 20, 2004, in English by
Huaneng Power International Inc.
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/ Wang Xiaosong
--------------------
Name: Wang Xiaosong
Title: Vice Chairman
Date: May 20, 2004
The Stock Exchange of Hong Kong Limited takes no responsibility for the
contents of this announcement, makes no representation as to its accuracy or
completeness and expressly disclaims any liability whatsoever for any loss
howsoever arising from or in reliance upon the whole or any part of the
contents of this announcement.
[GRAPHIC OMITTED]
HUANENG POWER INTERNATIONAL, INC.
(a Sino-foreign joint stock limited company incorporated in the People's
Republic of China)
(Stock Code: 902)
ANNOUNCEMENT FOR RESOLUTIONS PASSED AT
THE SEVENTH MEETING OF THE FOURTH SESSION
OF THE BOARD OF DIRECTORS
This announcement is made pursuant to Rule 13.09(2) of the Rules Governing the
Listing of Securities on the Stock Exchange of Hong Kong Limited.
On 20th May, 2004, the Board of Directors (the "Board") of Huaneng Power
International, Inc., (the "Company") convened the seventh meeting of the
Fourth Session of the Board at the Company's head office at 2C, Fuxingmennan
Street, Xicheng District, Beijing. Twelve Directors were eligible to attend
the meeting. Attendants of the meeting included twelve Directors (either in
person or by proxy), the Supervisors, Secretary of the Board and other senior
management of the Company. The convening of this meeting complied with the
Companies Law of the People's Republic of China and the articles of
association of the Company (the "Articles"). Mr Li Xiaopeng, Chairman of the
Company, presided over the meeting.
The following resolutions were considered and passed unanimously at the
meeting:-
1. Change of senior management of the Company:
1.1 the appointment of Mr Huang Yongda as the President of the
Company;
1.2 the resignation of Mr. Ye Daji from the position of President of
the Company;
1.3 the resignation of Mr. Hu Jianmin from the position of
Vice-President of the Company
The Board of Directors of the Company is satisfactory to the work
done by Mr. Ye Daji and Mr. Hu Jianmin during their service period
and highly appreciates their contribution to the achievement of
the Company's development. The Board of Directors expressed its
whole-heart gratitude to both of them.
2. The appointment of Mr. Ye Daji as the Vice-chairman of the Board of
Directors of the Company where such appointment shall take effect
immediate after the amendments to the Articles coming into force.
3. The proposal regarding the following amendments to the Articles:
3.1 to amend Article 85 to the effect that (i) the composition of the
Board of Director will increase from 12 members to 15 members; and
(ii) the number of Vice-chairman of the Board will increase from
one to two.
3.2 to amend Article 110 to the effect that (i) the composition of the
Supervisory Committee will change from seven members to six
members; (ii) more than half of the members of the Supervisory
Committee (including 50%) shall be external supervisors.
4. The proposal regarding the convening of the Company's second extraordinary
general meeting of 2004
Since the amendments to the Articles as mentioned in paragraph 3 above
shall be subject to shareholders' approval, the Company will convene its
second extraordinary general meeting for such purpose. Details of the
time and venue for and resolutions to be tabled in the extraordinary
general meeting will be set out in the notice of extraordinary general
meeting to be issued by the Company subsequently.
The above resolutions were considered and approved by the Board of the Company
on 20th May, 2004 in Beijing.
By Order of the Board
Li Xiaopeng
Chairman
As at the date of this announcement, the directors of the Company are:
Li Xiaopeng Gao Zongze
(Non-executive director) (Independent director)
Wang Xiaosong Zheng Jianchao
(Non-executive director) (Independent director)
Ye Daji Qian Zhongwei
(Non-executive director) (Independent director)
Huang Jinkai Xia Donglin
(Non-executive director) (Independent director)
Liu Jinlong
(Non-executive director)
Shan Qunying
(Non-executive director)
Yang Shengming
(Non-executive director)
Xu Zujian
(Non-executive director)
Beijing, the PRC
20th May, 2004