(a)

Chairman

Deputy Chairman

nominated by KEC/PRC

nominated by HKNIC

General Manager

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For the first ten years from commissioning : nominated by CLP and agreed by KEC.

Chief Engineer

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After five years : nominated jointly by CLP and KEC according to ability.

Other Staff

Nominated jointly by CLP KEC according to ability.

and

(b)

(c)

can

Should it be found desirable, external operating staff be employed. In this consideration, preference should be given to the expertist in the U.K. and China.

Operating staff will be trained prior to commissioning both on site and by secondment overseas with the help of the U.K.

Price of Electricity and Electricity Purchase

5.

(a)

There should be one single price of electricity as far as NPS is concerned.

The price should be sufficient to cover:-

(b)

(i)

Depreciation of straight-line);

fixed

(ii) Operating cost;

(iii)

Fuel cost:

(iv)

Taxation,

(v)

Profit, etc.;

(vi)

assets

(25

years,

(vii)

De-commissioning; and

De-capitalisation.

NPS will sell 40% of the electricity generated to CLP and 60% to KEC, both at the same price as described above.

CLP will pay for its share of electricity in foreign currency, and KEC will pay in both foreign currency and RMB as determined by the foreign currency requirements of NPS.

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