China Longyuan Power : CIRCULAR OF THE FIRST EGM IN 2019

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult your stockbroker or other registered dealer in securities, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in China Longyuan Power Group Corporation Limited*, you should at once hand this circular and the accompanying form of proxy and reply slip to the purchaser or transferee or to the bank, stockbroker or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, 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 circular.

PROPOSED NOMINATION OF DIRECTOR

AND

NOTICE OF THE FIRST EXTRAORDINARY GENERAL MEETING IN 2019

The Company will convene the first extraordinary general meeting (the "EGM") in 2019 at 10:00 a.m. on Thursday, 28 February 2019 at the Conference Room, 22/F, Tower C, International Investment Plaza, 6-9 Fuchengmen North Street, Xicheng District, Beijing, the PRC. Notice of EGM is set out in this circular.

If you intend to appoint a proxy to attend the EGM, you are required to complete and return the accompanying form of proxy in accordance with the instructions printed thereon. For holders of H Shares, the form of proxy should be returned to Computershare Hong Kong Investor Services Limited and for holders of Domestic Shares, the form of proxy should be returned to the Company's head office in the PRC in any event not less than 24 hours before the time fixed for holding the EGM (i.e. not later than 10:00 a.m. on Wednesday, 27 February 2019 (Hong Kong time)) or any adjourned meeting (as the case may be). Completion and return of the form of proxy will not preclude you from attending and voting in person at the EGM or at any other adjourned meeting should you so wish.

If you intend to attend the EGM in person or by proxy, you are required to complete and return the accompanying reply slip to (for holders of H Shares) Computershare Hong Kong Investor Services Limited or to (for holders of Domestic Shares) the Company's head office in the PRC on or before Friday, 8 February 2019.

*For identification purpose only

11 January 2019

CONTENTS
Page
DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	ii
LETTER FROM THE BOARD . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	1
NOTICE OF EGM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	5
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DEFINITIONS

In this circular, unless the context otherwise requires, the following expressions shall have the following meanings:

"Articles" or "Articles of	the articles of association of the Company (as amended, modified or
Association"	otherwise supplemented from time to time)
"Board of Directors" or "Board"	board of Directors of the Company
"Company"	Ꮂ๕ཥɢණྠٰ΅Ϟࠢʮ̡ (China Longyuan Power Group Corporation
Limited*), a joint stock limited company incorporated in the PRC and
its H Shares are listed on the Hong Kong Stock Exchange
"Director(s)"	director(s) of the Company
"Domestic Shares"	ordinary share(s) of nominal value of RMB1.00 each in the share
capital of the Company which are subscribed for and fully paid in
RMB
"EGM"	the first extraordinary general meeting for the year 2019 to be held
by the Company at 10:00 a.m. on Thursday, 28 February 2019 at the
Conference Room, 22/F, Tower C, International Investment Plaza, 6-9
Fuchengmen North Street, Xicheng District, Beijing, the PRC
"Executive Director(s)"	executive director(s) of the Company
"H Shares"	overseas listed foreign shares in the share capital of the Company
with a nominal value of RMB1.00 each, which are subscribed for
and traded in Hong Kong dollars, and listed on the Hong Kong Stock
Exchange
"Hong Kong"	the Hong Kong Special Administrative Region of the People's
Republic of China
"Hong Kong Stock Exchange"	The Stock Exchange of Hong Kong Limited
"Independent Non-executive	independent non-executive director(s) of the Company
Director(s)"
"Listing Rules"	the Rules Governing the Listing of Securities on the Hong Kong
Stock Exchange
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DEFINITIONS
"Non-executive Director(s)"	non-executive director(s) of the Company
"Notice of EGM"	the notice convening the EGM
"PRC"	the People's Republic of China
"Renminbi" or "RMB"	Renminbi, the lawful currency of the PRC
"Shareholder(s)"	holder(s) of Shares
"Shares"	shares in the share capital of the Company, with a nominal value of
RMB1.00 each, comprising the Domestic Shares and H Shares

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LETTER FROM THE BOARD

Non-executive Directors:

Mr. Qiao Baoping (Chairman) Mr. Liu Jinhuan

Mr. Luan Baoxing Mr. Yang Xiangbin

Executive Director: Mr. Huang QunIndependent Non-executive Directors: Mr. Zhang Songyi

Mr. Meng Yan Mr. Han DechangTo the Shareholders

Dear Sirs or Madams,

Registered office in the PRC: Room 1206, 12th Floor No.7, Baishiqiao Street Haidian District Beijing

PRC

Head office in the PRC:

Tower C, International Investment Plaza No.6-9 Fuchengmen North Street Xicheng District

Beijing

PRC

Principal place of business in Hong Kong: Level 54, Hopewell Centre

183 Queen's Road East

Hong Kong

PROPOSED NOMINATION OF DIRECTOR

AND

11 January 2019

NOTICE OF THE FIRST EXTRAORDINARY GENERAL MEETING IN 2019

INTRODUCTION

This circular aims to give you the Notice of EGM and provide you with relevant information, to enable you to make an informed decision on whether to vote for or against the ordinary resolution relating to the proposed nomination of Director at the EGM.

*For identification purpose only

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