Huaneng Power International, Inc. (00902.HK) released details of two major framework agreements, namely the Huaneng Group Framework Agreement and the Tiancheng Leasing Framework Agreement, involving continuing connected transactions and discloseable transactions. According to the announcement, the Huaneng Group Framework Agreement will be effective from 1 January 2026 to 31 December 2026, while the Tiancheng Leasing Framework Agreement will cover 2026 to 2028.
Under the Huaneng Group Framework Agreement, the company intends to engage in 13 categories of transactions with Huaneng Group and its subsidiaries and associates, encompassing fuel procurement, ancillary equipment and parts, facilities leasing, carbon emission reduction resources, and various services. Certain transactions, including those relating to the purchase of fuel and transportation services and the acceptance of technical and engineering contracting services, exceed 5% of applicable percentage ratios and require independent shareholders’ approval. Other types of transactions remain subject to different tiers of reporting or announcement requirements based on their respective transaction scales.
The Tiancheng Leasing Framework Agreement governs finance lease activities with Huaneng Tiancheng Financial Leasing Co., Ltd., covering direct lease transactions and sale-and-leaseback arrangements through 2028. Projected annual transaction amounts place direct lease transactions above 5% but below 25% of applicable percentage ratios, triggering both discloseable transaction requirements and the need for independent shareholders’ approval. In contrast, the sale-and-leaseback scope does not exceed 5% of the ratios and is therefore exempt from shareholder approval, though still subject to annual reporting and announcement requirements.
An extraordinary general meeting is anticipated in December 2025 to seek independent shareholders’ approval for the relevant portions of these agreements. The announcement also indicates that a circular, containing further details and an independent financial adviser’s review, is planned for dispatch on or before 8 December 2025.