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 June, 2006
(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 T 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 T
----- -----
(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 the resolutions passed at 2005 annual general meeting of
Huaneng Power International Inc. (the "Registrant"), made by the Registrant in
English on June 13, 2006.
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: Executive Director
Date: June 15, 2006
[GRAPHIC OMITTED]
(a Sino-foreign joint stock limited company incorporated in the People's
Republic of China)
(Stock Code: 902)
RESOLUTIONS PASSED AT 2005 Annual GENERAL MEETING
-------------------------------------------------------------------------------
This announcement sets out the resolutions passed at the AGM convened on 13th
June 2006.
-------------------------------------------------------------------------------
The 2005 annual general meeting (the "AGM") of Huaneng Power International,
Inc. (the "Company") was held at 9:00 a.m. on Tuesday, 13th June 2006 at
Holiday Inn Central Plaza Beijing, 1 Caiyuanjie, Xuanwu District, Beijing, the
People's Republic of China. As entrusted by Mr. Li Xiaopeng (Chairman of the
Company), Mr. Huang Yongda (Vice Chairman of the Company) presided over the AGM
as the chairman. The shareholders of the Company and their proxies, directors
and supervisors of the Company attended the AGM.
There were a total of 12,055,383,440 shares of the Company as at the record
date ("Record Date", i.e. 14th May 2006) entitled to attend the AGM to vote for
or against the resolutions tabled thereat. Shareholders and authorised proxies
holding an aggregate of 9,600,524,555 shares of the Company, representing
79.64% of the total shares of the Company, were present at the AGM. Holders of
610,798,319 H shares of the Company, through HKSCC Nominees Limited, appointed
the chairman of the meeting to attend and vote on their behalf. Holders of
469,690,880 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. The working report of the Board of Directors of the Company for year 2005
was considered and approved.
9,465,588,615 shares were voted in the affirmative and 2,059,440 shares
were voted in the negative, representing approximately 98.59% and
approximately 0.02%, respectively, of the total number of shares held by
the shareholders (including proxies) present at the AGM carrying voting
rights.
2. The working report of the Supervisory Committee of the Company for year
2005 was considered and approved.
9,465,364,455 shares were voted in the affirmative and 2,283,600 shares
were voted in the negative, representing approximately 98.59% and
approximately 0.02%, respectively, of the total number of shares held by
the shareholders (including proxies) present at the AGM carrying voting
rights.
3. The audited financial statements of the Company for year 2005 was
considered and approved.
9,465,592,455 shares were voted in the affirmative and 2,055,600 shares
were voted in the negative, representing approximately 98.59% and
approximately 0.02%, respectively, of the total number of shares held by
the shareholders (including proxies) present at the AGM carrying voting
rights.
4. The profit distribution plan of the Company for year 2005 was considered
and approved.
9,597,301,555 shares were voted in the affirmative and 3,223,000 shares
were voted in the negative, representing approximately 99.97% and
approximately 0.03%, respectively, of the total number of shares held by
the shareholders (including proxies) present at the AGM carrying voting
rights.
5. The proposal regarding the appointment of the Company's auditors for year
2006 was considered and approved.
9,598,493,635 shares were voted in the affirmative and 2,030,920 shares
were voted in the negative, representing approximately 99.98% and
approximately 0.02%, respectively, of the total number of shares held by
the shareholders (including proxies) present at the AGM carrying voting
rights.
6. The proposal regarding the cash deposit placed with China Huaneng Finance
Corporation Limited was considered and approved.
3,337,314,192 shares were voted in the affirmative and 141,423,696 shares
were voted in the negative, representing approximately 95.93% and
approximately 4.07%, respectively, of the total number of shares held by
the shareholders (including proxies) present at the AGM carrying voting
rights.
Special Resolution
7. The proposed amendments to the Articles of Association and its appendices
were considered and approved.
9,596,149,955 shares were voted in the affirmative and 3,126,600 shares
were voted in the negative, representing approximately 99.95% and
approximately 0.03%, respectively, of the total number of shares held by
the shareholders (including proxies) present at the AGM 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
(Non-Executive Director) (Independent non-executive director)
Na Xizhi Liu Jipeng
(Executive Director) (Independent non-executive director)
Huang Long Wu Yusheng
(Executive Director) (Independent non-executive director)
Wu Dawei Yu Ning
(Non-executive Director) (Independent non-executive director)
Shan Qunying
(Non-executive Director)
Ding Shida
(Non-executive Director)
Xu Zujian
(Non-executive Director)
Liu Shuyuan
(Non-executive Director)
Beijing, the PRC
13th June 2006