Datang International Power Generation Co., Ltd.
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong
Limited take no responsibility for the contents of this announcement, make no
representation as to its accuracy or completeness and expressly disclaim any
liability whatsoever for any loss howsoever arising from or in reliance upon
the whole or any part of the contents of this announcement.
Datang International Power Generation Co., Ltd.
(a sino-foreign joint stock limited company incorporated in the People's
Republic of China)
(Stock Code: 00991)
ANNOUCEMENT
FINAL DIVIDENDS FOR THE YEAR 2014
Reference is made to the notice of the annual general meeting for the year 2014
(the "AGM") dated 7 May 2015 and the announcement of poll results of the AGM
dated 25 June 2015 of Datang International Power Generation Co., Ltd. (the
"Company").
The proposal for the declaration of a final dividend of RMB0.13 (inclusive of
tax) per share for the year ended 31 December 2014 (the "2014 Final
Dividends"), amounting to a total amount of approximately RMB1,730,300,000, was
approved by the shareholders of the Company at the AGM. As set out in the
notice of the AGM, holders of H shares whose names appear on the register of
members of the Company on 9 July 2015 are entitled to the distribution of the
2014 Final Dividends.
Pursuant to the articles of association of the Company, the 2014 Final
Dividends would be denominated and declared in Renminbi. Final dividends for
holders of A shares of the Company will be paid in Renminbi, while the final
dividend for holders of H shares of the Company will be paid in Hong Kong
dollars. The exchange rate applicable to the calculation of the dividends
payable in Hong Kong dollars is the average middle exchange rate of Hong Kong
dollar to Renminbi (HK$1.00 to RMB0.78854) during the calendar week prior to
the date of the AGM (25 June 2015, Thursday) as announced by The People's Bank
of China. Accordingly, the 2014 Final Dividends payable for each H share is
HK$0.16486 (inclusive of tax).
TAXATION ON PROPOSED RECEIPT OF THE 2014 FINAL DIVIDENDS
Non-Resident Individual Shareholders
In accordance with the requirement under the Guo Shui Han [2011] No. 348 issued
by the State Administration of Taxation of the People's Republic of China, the
Company is obligated to withhold and pay individual income tax on behalf of the
individual holders of H shares("Individual H Shareholders") ; and individual H
Shareholders are entitled to certain preferential tax treatments according to
the tax treaty between the PRC and the nation in which the Individual H
Shareholder resides and the provisions in respect of the tax arrangements
between mainland China and Hong Kong (Macau). The Company shall withhold and
pay individual income tax at the rate of 10% on behalf of the Individual H
Shareholders (who are Hong Kong residents, Macau residents or residents of
those countries having treaties with China on individual income tax rate of 10%
on dividends). For Individual H Shareholders who are residents of those
countries having treaties with China for less than 10% individual income tax
rate on dividends, the Company may make applications on their behalf to seek
entitlement of the relevant agreed preferential treatments pursuant to the
Notice of the State Administration of Taxation in relation to Printing and
Issuing the Administrative Measures on Measures (Tentative) on Preferential Tax
Treatment Entitled by Non-residents (Guo Shui Fa [2009] No.124). For Individual
H Shareholders who are residents of those countries having treaties with China
for individual income tax rate on dividends being higher than 10% but lower
than 20%, the Company shall withhold and pay the individual income tax at the
actual agreed tax rate under the relevant treaties. For Individual H
Shareholders who are residents of those countries which have not entered into
any tax treaties with China or have entered into treaties with China for a 20%
individual income tax on dividends or under other circumstances, the Company
shall withhold and pay the individual income tax at a tax rate of 20%.
Non-Resident Enterprise Shareholders
In accordance with the "Enterprise Income Tax Law of the People's Republic of
China" and its implementation regulations which came into effect on 1 January
2008, the Company is obligated to withhold and pay enterprise income tax at the
rate of 10% on behalf of the non-resident enterprise shareholders whose names
appear on the register of members for H shares of the Company when distributing
the 2014 Final Dividends to them. For H shares of the Company registered other
than in the name(s) of individual(s), including HKSCC Nominees Limited, other
nominees or trustees, or other organizations or groups, shall be deemed to be
shares held by non-resident enterprise shareholder(s). On such basis,
enterprise income tax shall be withheld from dividends payable to such
shareholder(s).
The Company shall comply with the relevant provisions to withhold and pay
enterprise income tax on behalf of the relevant shareholders with reference to
the register of members of the Company as of the record date.
Profit Appropriation for Investors of Northbound Trading
For investors of The Stock Exchange of Hong Kong Limited (the "Hong Kong Stock
Exchange") (including enterprises and individuals) investing in the A shares of
the Company listed on the Shanghai Stock Exchange (the "Northbound Trading"),
their dividends will be distributed in Renminbi by the Company through the
Shanghai Branch of China Securities Depository and Clearing Corporation Limited
to the account of the nominee holding such shares. The Company will withhold
and pay income taxes at the rate of 10% on behalf of those investors and will
report to the tax authorities for such withholding. For investors of Northbound
Trading who are tax residents of other countries and whose country of domicile
is a country which has entered into a tax treaty with the PRC stipulating a
dividend tax rate of lower than 10%, those enterprises or individuals may, or
may entrust a withholding agent to, apply to the competent tax authorities of
the Company for the entitlement of the rate under such tax treaty. Upon
approval by such competent tax authorities, the paid amount in excess of the
tax payable based on the tax rate according to such tax treaty will be
refunded.
The record date and the date of appropriation of cash dividends and other
arrangements for the investors of Northbound Trading will be the same as those
for the holders of A shares of the Company.
The Company will make an announcement on matters in relation to the
distribution of dividends to holders of A shares of the Company in due course.
Profit Appropriation for Investors of Southbound Trading
For investors of the Shanghai Stock Exchange (including enterprises and
individuals) investing in the H Shares of the Company listed on the Hong Kong
Stock Exchange (the "Southbound Trading"), the Company has entered into the
Agreement on Appropriation of Cash Dividends of H Shares for Southbound Trading
with the Shanghai Branch of China Securities Depository and Clearing
Corporation Limited, pursuant to which, the Shanghai Branch of China Securities
Depository and Clearing Corporation Limited, as the nominee of the holders of H
Shares for Southbound Trading, will receive cash dividends distributed by the
Company and distribute the cash dividends to the relevant investors of H Shares
of Southbound Trading through its depositary and clearing system.
The cash dividends for the investors of H Shares of Southbound Trading will be
paid in Renminbi. Pursuant to the Notice on the Tax Policies Related to the
Pilot Program of the Shanghai-Hong Kong Stock Connect (Caishui [2014] No. 81) ,
for dividends received by individual domestic investors from investing in H
shares listed on the Hong Kong Stock Exchange through Shanghai-Hong Kong Stock
Connect, the companies of such H shares shall withhold and pay individual
income tax at the rate of 20% on behalf of the investors. For dividends
received by domestic securities investment funds from investing in H shares
listed on the Hong Kong Stock Exchange through Shanghai-Hong Kong Stock
Connect, the tax payable shall be the same as that for individual investors.
The companies of such H shares will not withhold and pay the income tax of
dividends for domestic enterprise investors and those domestic enterprise
investors shall report and pay the relevant tax themselves.
The Company has appointed Bank of China (Hong Kong) Limited as the receiving
agent which will receive the 2014 Final Dividends declared by the Company on
behalf of the holders of H shares. The 2014 Final Dividends will be paid by the
receiving agent on or before 21 August 2015 and cheques for dividends will be
posted by the H share registrar of the Company, Computershare Hong Kong
Investor Services Limited, by ordinary post to the holders of H shares who are
entitled to receive such cheques for dividends at their own risk.
By Order of the Board
Zhou Gang
Secretary to the Board
Beijing, the PRC, 22 July 2015
As at the date of this announcement, the Directors of the Company are:
Chen Jinhang, Hu Shengmu, Wu Jing, Liang Yongpan, Zhou Gang,
Cao Xin, Cai Shuwen, Liu Haixia, Guan Tiangang, Yang Wenchun,
Dong Heyi*, Ye Yansheng*, Zhao Jie*, Jiang Guohua*, Feng Genfu*
* Independent non-executive Directors