At the 3rd Meeting of the 6th Board of Directors, held on 25 Aug 2008, the following items were examined and approved:

1. a stake acquisition plan
The company plans to acquire 65,106,130 A-shares of Shenzhen Nanshan Power from Shenzhen Energy Corporation at RMB 5.17 per share, while Newton Industrial Limited, an overseas subsidiary of the company, plans to acquire 92,123,248 B-shares of Shenzhen Nanshan Power from Hong Kong Nanhai International Co., Ltd., an overseas affiliate of Shenzhen Energy Corporation, at HKD 3.51 per share.
The acquisitions constitute related-party transactions and are subject to approvals from relevant government authorities and the shareholders of the company.
In addition, the company will fulfill commitments, which Shenzhen Energy Corporation made during the corporate share reform of Shenzhen Nanshan Power, regarding the lock-up of restricted shares following a stake transfer.

2. to establish Shenneng North Energy Holding Co., Ltd. with registered capital of RMB 800 mln
Shenneng North Energy Holding will apply to relevant government authorities for approvals on a 300 MW wind power project in which it will act as an investor. The project is located in Yh Tal, Kailu, Tongliao, Inner Mongolia.
The project is in the preliminary preparation stage. The company plans to make an initial investment of RMB 200 mln as part of efforts to launch the project. The remainder of the registered capital will then be paid in installments.

3. Manzhouli Shenzhen Energy Dalai Lake Thermoelectric Co., Ltd., a 96.82%-owned subsidiary responsible for two 200 MW projects in Manzhouli, plans to apply for a RMB 1.16 bln 13-year fixed asset loan with China Construction Bank, Shenzhen branch. Meanwhile, the company plans to provide a joint liability guarantee on 49% of the loan. The guarantee will expire after the project is completed and production has started.

4. In order to ensure normal operations and the smooth development of the newly-established 1 mln KW generating units at Tongling Wanneng Co., Ltd., the company plans to provide a two-year joint liability guarantee on 26.2% of the existing RMB 1.493 bln loan and a two-year joint liability guarantee on 26.2% of a RMB 500 mln loan to be applied for with Industrial and Commercial Bank of China, Tongling branch, for Tongling Wanneng, proportional to the company's stake

5. to provide a two-year joint liability guarantee on 46% of a RMB 50 mln loan with China Development Bank, Guangxi branch, for Guodian Nanning Power Generation Co., Ltd., as part of its efforts for the smooth development of preliminary work in the two 660 MW projects in Guodian Nanning Power Generation

6. to retain Deloitte Touche Tohmatsu as the company's auditors for 2008 and to authorize management to negotiate the audit fee

7. to apply for a 3-year RMB 2.5 bln line of credit with Shenzhen Energy Finance Co., Ltd., a 70%-owned subsidiary. Within the 2.5 bln line of credit, the company will apply for a RMB 850 mln working capital loan and a RMB 1.65 bln loan to repay loans due with Shenzhen Energy Finance

8. to convene the 3rd 2008 Extraordinary General Meeting of Shareholders on 11 Sept 2008 at 9:00 am in a meeting room on the 35th floor of the Huaneng Building at 2068 Shennan Road, Futian District, Shenzhen, at which Proposals 2, 3, 4 and 6 will be examined

Board of Directors
27 Aug 2008


Source: Shanghai Stock Exchange

Date: 27 Aug 2008

CN01/FL/SW/BT/MM