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, 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:
The announcement on resolutions passed at the extraordinary general meeting of
Huaneng Power International, Inc. (the "Registrant") convened on November 17th
2005, made by the Registrant in English on November 17, 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
undersigned, thereunto duly authorized.
HUANENG POWER INTERNATIONAL, INC.
By /s/ Huang Long
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Name: Huang Long
Title: Director
Date: November 17, 2005
[GRAPHIC OMITTED]
(a Sino-foreign joint stock limited company incorporated in the
People's Republic of China)
(Stock Code: 902)
RESOLUTIONS PASSED AT Extraordinary GENERAL MEETING
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This announcement sets out the resolutions passed at the EGM convened on
17th November 2005.
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The extraordinary general meeting (the "EGM") of Huaneng Power International,
Inc. (the "Company") was held at 9:00 a.m. on Thursday, 17th November 2005 at
the office of the Company at West Wing, Building C, Tianyin Mansion, 2C
Fuxingmennan Street, Xicheng District, Beijing, the People's Republic of China.
As entrusted by Mr. Li Xiaopeng (Chairman of the Company), Mr. Huang Long
(Director of the Company) presided over the EGM as the chairman. The
shareholders of the Company and their proxies, directors and supervisors of the
Company attended the EGM.
There were a total of 12,055,383,440 shares of the Company as at the record
date ("Record Date", i.e. 18th October 2005) entitled to attend the EGM to vote
for or against the resolutions tabled thereat. Shareholders and authorised
proxies holding an aggregate of 9,417,778,105 shares of the Company,
representing 78.12% of the total shares of the Company, were present at the
EGM. Holders of 518,044,225 H shares of the Company, through HKSCC Nominees
Limited, appointed the chairman of the meeting to attend and vote on their
behalf. Holders of 412,723,880 H shares of the Company, through HSBC (Nominees)
Hong Kong Limited, appointed the chairman of the meeting, as their proxy to
attend and vote on their behalf.
Hong Kong Registrars Limited, the share registrar for the Company, jointly with
Haiwen & Partners, the Company's PRC counsel, acted as the scrutineer for the
vote-takings.
After reviewing the resolutions proposed by the Board of Directors, the
shareholders of the Company and their proxies present at the meeting resolved
through voting by way of a poll to approve the following resolutions:
Ordinary Resolutions:
1. Proposal regarding change of director - appoint Mr. Ding Shida as director
Biography of Mr. Ding Shida
Mr. Ding Shida, aged 57, graduated from the China Academy of Social
Sciences, specializing in agricultural economics management. He has a
doctoral degree in management and is currently the President of Fujian
International Trust and Investment Corporation. Mr. Ding was General
Manager of Fujian Provincial Construction Materials Corporation.
Other than the relationship arising from his directorship with the
Company and being the chairman of the board of directors of Min Xin
Holdings Limited (stock code: 222), Mr. Ding has not held any
directorship in any other public companies listed on the Hong Kong Stock
Exchange in the past three years and he does not have any relationships
with any other Directors, senior management, substantial shareholders, or
controlling shareholders (as defined in the Listing Rules) of the
Company. Mr. Ding has no interests in the shares of the Company within
the meaning of Part XV of the Securities and Futures Ordinance. After
obtaining approval from shareholders in respect of Mr. Ding's
appointment, the Company will enter into a service contract with Mr. Ding
for a term expiring in June 2008. The remuneration will be determined
with reference to the PRC market conditions. No other matters should be
brought to the attention of the shareholders of the Company in respect to
Mr. Ding's appointment.
9,408,837,375 shares were voted in the affirmative and 8,610,730 shares were
voted in the negative, representing approximately 99.91% and approximately
0.09%, respectively, of the total number of shares held by the shareholders
(including proxies) present at the EGM carrying voting rights.
2. Proposal regarding change of supervisor - appoint Mr. Gu Jianguo as
supervisor
Biography of Mr. Gu Jianguo
Mr. Gu Jianguo, aged 39, graduated from Nanjing Aviation University and
is a economist. Currently, he serves as Chief Officer of the Nantong
Municipal Investment Management Centre. He was Director of the Nantong
Municipal Planning Committee; Vice President of Nantong Ruici Investment
Limited Company; Executive Director of Ruici Hospital, President of Ruici
(Maanshan) Development Limited Company; and Chairman and President of
Nantong Zhonghe Guarantee Limited Company.
Other than the relationship arising from his supervisorship with the
Company, Mr. Gu has not held any directorship in any other public
companies listed on the Hong Kong Stock Exchange in the past three years
and he does not have any relationships with any other Directors, senior
management, substantial shareholders or controlling shareholders (as
defined in the Listing Rules) of the Company. Mr. Gu has no interests in
the shares of the Company within the meaning of Part XV of the Securities
and Futures Ordinance. After obtaining approval from shareholders in
respect of Mr. Gu's appointment, the Company will enter into a service
contract with Mr. Gu for a term expiring in June 2008. The remuneration
will be determined with reference to the PRC market conditions. No other
matters should be brought to the attention of the shareholders of the
Company in respect to Mr. Gu's appointment.
9,416,891,225 shares were voted in the affirmative and 886,880 shares were
voted in the negative, representing approximately 99.99% and approximately
0.01%, respectively, of the total number of shares held by the shareholders
(including proxies) present at the EGM carrying voting rights.
Special Resolution:
3. Proposal regarding amendments to the Company's articles of association
9,417,314,105 shares were voted in the affirmative and 464,000 shares
were voted in the negative, representing approximately 99.995% and
approximately 0.005%, respectively, of the total number of shares held by
the shareholders (including proxies) present at the EGM carrying voting
rights.
By Order of the Board
Li Xiaopeng
Chairman
As at the date of this announcement, the directors of the Company are:
Li Xiaopeng Qian Zhongwei
(Executive director) (Independent non-executive director)
Huang Yongda Xia Donglin
(Executive director) (Independent non-executive director)
Wang Xiaosong Liu Jipeng
(Non-executive director) (Independent non-executive director)
Na Xizhi Wu Yusheng
(Executive director) (Independent non-executive director)
Huang Long Yu Ning
(Executive director) (Independent non-executive director)
Wu Dawei
(Non-executive director)
Shan Qunying
(Non-executive director)
Xu Zujian
(Non-executive director)
Liu Shuyuan
(Non-executive director)
Beijing, the PRC
17th November 2005