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.

Extraordinary General Meeting held on 22 January 2014 - Poll Results

Reference is made to the circular dated 10 December 2013 of CLP Holdings Limited (the Company) despatched to the Shareholders in relation to the Major Transaction concerning the acquisition of a further 30% interest in Castle Peak Power Company Limited and remaining
51% interest in Hong Kong Pumped Storage Development Company, Limited (the Circular). Unless otherwise indicated, terms defined in the Circular have the same meanings when used in this announcement.
At the Extraordinary General Meeting of the Company held at Lower Level I, Kowloon Shangri-La Hong Kong, 64 Mody Road, Kowloon, Hong Kong on 22 January 2014 (the EGM), a poll was demanded by the Chairman for voting on all the proposed and seconded resolutions, as set out in the Notice of Extraordinary General Meeting dated 10 December
2013.
As at the date of the EGM, the issued share capital of the Company was 2,526,450,570 shares, which was the total number of shares entitling the holders to attend and vote for or against all resolutions. There were no restrictions on any Shareholders casting votes on any of the proposed resolutions at the EGM.

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All the resolutions, which were voted on by poll, were approved by Shareholders as ordinary resolutions. The poll results in respect of the resolutions were as follows:

ORDINARY RESOLUTIONS

No. of Votes (%)

ORDINARY RESOLUTIONS

For

Against

(1 )

To approve, confirm and ratify the CAPCO Acquisition Agreement and the PSDC Acquisition Agreement and the transactions contemplated therein (including, without limitation, the CAPCO Acquisition and the PSDC Acquisition) and to authorise the Directors of the Company on behalf of the Company to do such things or acts as they may consider necessary, desirable or expedient to give effect to such transactions.

1,271,197,151 (99.7588%)

3,072,918 (0.2412%)

(1 )

As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.

(2 )

To elect Mr. Richard Kendall Lancaster as

Director.

1,275,441,538 (99.0343%)

12,436,658 (0.9657%)

(2 )

As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.

(3 )

To elect Dr. Rajiv Behari Lall as Director.

1,286,286,512 (99.8758%)

1,600,184 (0.1242%)

(3 )

As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.

The poll results were scrutinised by Ernst & Young, Certified Public Accountants, whose work was limited to certain procedures requested by the Company to agree the poll results summary prepared by the share registrars of the Company to voting papers collected and provided by the share registrars of the Company to Ernst & Young. The work performed by Ernst & Young in this respect did not constitute an assurance engagement in accordance with Hong Kong Standards on Auditing, Hong Kong Standards on Review Engagements or Hong Kong Standards on Assurance Engagements issued by the Hong Kong Institute of Certified Public Accountants nor did it include provision of any assurance or advice on matters of legal interpretation or entitlement to vote.

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Notwithstanding the approval of Resolution (1), Shareholders and potential investors in the Company should note that, as was stated in the Circular, completion of the CAPCO Acquisition is also subject to CSG obtaining approvals from regulatory bodies in the PRC including the National Development and Reform Commission, the State-owned Assets Supervision and Administration Commission of the State Council, the Ministry of Commerce, and Guangdong Branch of the State Administration of Foreign Exchange. The CAPCO Acquisition allows up to seven months after the date of the CAPCO Acquisition Agreement for such condition to be satisfied. Completion of the PSDC Acquisition is in turn inter-conditional on completion of the CAPCO Acquisition.

Accordingly, Shareholders and potential investors should continue to exercise caution when dealing in or investing in the shares or other securities of the Company and are recommended to consult their professional advisers if they are in any doubt about their positions.

A further announcement will be made by the Company in relation to the completion of the
Acquisitions as and when appropriate.
For and on behalf of CLP Holdings Limited April Chan
Company Secretary
Hong Kong, 22 January 2014

CLP Holdings Limited (incorporated in Hong Kong with limited liability) (Stock Code: 00002)

The Directors of the Company as at the date of this announcement are:

Non-executive Directors: The Hon. Sir Michael Kadoorie, Mr. William Mocatta, Mr. R. J. McAulay, Mr. J. A. H. Leigh, Mr. I. D. Boyce, Dr. Y. B. Lee and Mr. Paul A. Theys

(Mr. David Moore as Mr. Theys' alternate)

Independent Non-executive Directors: Mr. V. F. Moore, Professor Judy Tsui, Sir Rod Eddington, Mr. Nicholas C. Allen, Mr. Vincent Cheng,

Mrs. Fanny Law, Ms. Irene Lee and Dr. Rajiv Lall

Executive Directors: Mr. Richard Lancaster and Mr. Andrew Brandler

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