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 April, 2008,
(Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F.)
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Form
20-F
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o
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Form
40-F
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(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. )
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Yes
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No
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o
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(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 of board resolutions of Huaneng Power International, Inc. (the
"Registrant"), made by the Registrant on April 30, 2008.
(a Sino-foreign joint stock limited
company incorporated in the People’s Republic of China)
(Stock
Code: 902)
OVERSEAS
REGULATORY ANNOUNCEMENT
This
announcement is made by Huaneng Power International, Inc. (the “Company”)
pursuant to Rule 13.09(2) of the Rules Governing the Listing of Securities on
The Stock Exchange of Hong Kong Limited.
According
to the applicable laws and the requirements of the articles of association of
the Company, the fifth session of the board of directors of the Company has
considered and resolved unanimously in writing the following resolutions on
April 29, 2008:
I. After
considering the Proposal on Acquisition of 100% Equity Interests in SinoSing
Power Pte. Ltd. from Huaneng Group, it is resolved that:
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1.
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The
Company is permitted to acquire 100% Equity Interests in SinoSing Power
Pte. Ltd. from Huaneng Group (the "Transfer");
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2.
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The
Agreement in Respect of Transfer of 100% Equity Interests in SinoSing
Power Pte. Ltd. from China Huaneng Group to Huaneng Power International
Inc. (the "Transfer Agreement") is approved;
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3.
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Mr.
Huang Long, as a director of the Company, is authorized to make any
immaterial amendment to the Transfer Agreement according to the
circumstances and, subject to agreement with Huaneng Group, to sign the
Transfer Agreement and any other document relating thereto on behalf of
the Company, each in such way as in the best interest of the
Company;
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4.
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Mr.
Huang Long, as a director of the Company, is also authorized to take
proper efforts to make any application and/or conduct any procedure in
connection with any approval and/or filing necessary for the Transfer from
any relevant authorities according to law;
and
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Mr.
Huang Long, as a director of the Company, is further authorized to take
proper efforts to handle any other issues relating to the Transfer in such
way as in the best interest of the
Company.
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The
board (and independent directors) of the Company are of the opinion that the
Transfer Agreement is made (1) according to generally accepted business practice
(i.e., based on fair negotiations and the terms of which are no less favorable
than those obtainable from independent third parties), (2) at arm's length and
in the interest of the Company and its shareholders as a whole, and (3) during
the normal course of business of the Company.
II. Considering
and approving the Announcement on Connected Transactions of Huaneng Power
International Inc.
The
Announcement on Connected Transactions of Huaneng Power International Inc. in
connection with the Transfer is approved. It is also resolved that
Mr. Huang Long, as a director of the Company, is authorized to make any
immaterial amendment to the Announcement and make appropriate disclosure thereof
according to the circumstances.
According
to relevant regulations of the jurisdiction on which the Company is listed,
Messrs. Li Xiaopeng, Huang Yongda, Huang Long and Wu Dawei, as directors of the
Company connected to such transaction, abstained from the vote of the above
proposal. The independent directors of the Company have approved and
issued their opinion on such proposal.
The
proposals under Item I will be subject to review and approval at the
shareholders' meeting of the Company.
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By
Order of the Board
Gu
Biquan
Company
Secretary
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As
at the date of this announcement, the directors of the Company are:
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Li
Xiaopeng
(Executive
Director)
Huang
Yongda
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Qian
Zhongwei
(Independent
Non-executive Director)
Xia
Donglin
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(Non-executive
Director)
Na
Xizhi
(Executive
Director)
Huang
Long
(Non-executive
Director)
Wu
Dawei
(Non-executive
Director)
Shan
Qunying
(Non-executive
Director)
Ding
Shida
(Non-executive
Director)
Xu
Zujian
(Non-executive
Director)
Liu
Shuyuan
(Non-executive
Director)
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(Independent
Non-executive Director)
Liu
Jipeng
(Independent
Non-executive Director)
Wu
Yusheng
(Independent
Non-executive Director)
Yu
Ning
(Independent
Non-executive Director)
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Beijing,
the PRC
April
30, 2008
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.
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HUANENG
POWER INTERNATIONAL, INC.
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By /s/ Gu
Biquan
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Name: Gu
Biquan
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Title:
Company
Secretary
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Date: April
30, 2008