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~~May 2004

CLP Holdings Limited

(Registrant’s name in English)

147 Argyle Street

Kowloon, Hong Kong

(Address of Registrant’s principal executive office)

Indicate by check mark whether the Registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F X x Form 40-F ¨

Indicate by check mark whether the Registrant by furnishing this information contained in this Form is also thereby furnishing information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes No ¨ X No x

If “Yes” is marked, indicate below the file number assigned to the Registrant in connection with Rule 12g3-2(b): 82-

Registrant hereby incorporates by reference in the report on Form 6-K the following Exhibit:

Exhibit

The ~~poll~~Quarterly ~~results~~Statement in2004 ~~respect~~(January of– ~~the~~March) ~~resolutions~~dated ~~proposed~~11 ~~and~~May ~~seconded at the Annual General Meeting held on 22 April~~ 2004 ~~were~~was ~~filed~~published ~~with~~in ~~The Stock Exchange of~~ Hong Kong ~~Limited~~newspapers on 2212 ~~April~~May 2004 and ~~published~~despatched into ~~Hong Kong~~shareholders ~~newspapers~~ on 2324 ~~April~~May 2004.

SIGNATURES

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 undersigned, thereunto duly authorized.


For and on behalf of
CLP HOLDINGS LIMITED

By:		/ s / April Chan
Name:		April Chan
Title:		Deputy Company Secretary

Date: 2324 ~~April~~May 2004

CLP ~~Holdings~~HOLDINGS ~~Limited~~LIMITED ~~(incorporated in Hong Kong with limited liability under the Companies Ordinance)~~

~~Annual~~Quarterly ~~General~~Statement ~~Meeting held on 22 April~~ 2004 ~~– Poll Results~~

~~At the Annual General Meeting of CLP Holdings Limited held at The Peninsula, Salisbury Road, Kowloon, Hong Kong, on 22 April 2004~~ (~~the~~January ~~“AGM”~~– March), ~~a poll was demanded by the Chairman for voting on all the proposed and seconded resolutions, as set out in the Notice of Annual General Meeting dated 25 February 2004.~~

AsTo atShareholders: the date of the AGM, the issued share capital of CLP Holdings was 2,408,245,900 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 AGM.

~~All~~The ~~the~~operations ~~resolutions,~~of ~~which~~CLP ~~were~~Holdings ~~voted~~Limited on(the byCompany) ~~poll,~~for ~~were approved by Shareholders. The vote-taking at~~ the ~~AGM~~three ~~was~~months ~~scrutinised~~ended by31 ~~Messrs.~~March ~~Ernst~~2004 &are ~~Young,~~summarised ~~Certified Public Accountants. The poll results in respect of the resolutions were as follows~~ below:

		No. of Votes (%)
	RESOLUTIONS	For	Against
(1)	To adopt the audited Accounts for the year ended 31 December 2003 and the Reports of the Directors and Auditors thereon.	1,187,733,760(99.9997%)	3,512(0.0003%)
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed.
(2)	(a) To declare a final dividend of HK$0.65 per share.	1,217,517,174(99.9999%)	672(0.0001%)
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed.
	(b) To declare a special final dividend of HK$0.10 per share.	1,217,599,312(99.9992%)	9,888(0.0008%)
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed.
(3)	(a) To re-elect Mr. Vernon Francis Moore as Director.	1,199,914,718(99.4791%)	6,283,550(0.5209%)
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed.
	(b) To re-elect Mr. Rudolf Bischof as Director.	1,199,897,172(99.4785%)	6,290,750(0.5215%)
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed.
	(c) To re-elect Mr. Loh Chung Hon, Hansen as Director.	1,199,806,665(99.4782%)	6,293,550(0.5218%)
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed.
	(d) To re-elect Mr. William Elkin Mocatta as Director.	1,199,820,875(99.4784%)	6,291,350(0.5216%)
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed.
	(e) To elect Dr. Lee Yui Bor as Director.	1,200,841,423(99.4784%)	6,296,150(0.5216%)
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed.
(4)	To re-appoint PricewaterhouseCoopers as auditors of the Company and authorise the Directors to fix their remuneration for the year ended 31 December 2004.	1,206,609,095(99.9906%)	113,308(0.0094%)
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed.

Highlights

(5)	To amend the Articles of Association of the Company as set out in Resolution (5) in the Notice of Annual General Meeting.	1,209,635,351(99.7818%)	2,644,722(0.2182%)
	3 months ended 31 March
	As more than 75% of the votes were cast in favour of this resolution, the resolution was duly passed as a special resolution.
	2004	2003	Increase
(6)	To approve the retirement by rotation of all Executive Directors in office over the course of no more than three annual general meetings, commencing with this Annual General Meeting.	1,212,825,688(99.6084%)	4,768,007(0.3916%)
Turnover, HK$ million
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.
Scheme of Control	5,201	4,951	5.0	%
(7)	To re-elect Mr. Tse Pak Wing, Peter as Executive Director.	1,201,209,533(99.5902%)	4,942,911(0.4098%)
Total (Note)	6,287	4,998	25.8	%
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed.
Interim dividend, HK$ per share	0.45	0.41	9.8	%
(8)	(a) To revise the levels of remuneration payable to the Chairman, the Vice Chairmen and the other Non-executive Directors effective from 1 July 2004.	1,216,942,981(99.9719%)	342,378(0.0281%)
Electricity sold (Scheme of Control), kWh millions
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.
Kowloon and New Territories	5,614	5,470	2.6	%
	(b) To provide additional remuneration to those Non-executive Directors who also serve on the Board Committees of the Company effective from 1 July 2004.	1,216,795,744(99.9611%)	472,922(0.0389%)
Including sales to the Chinese mainland	6,141	5,979	2.7	%
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.
(9)	To give a general mandate to the Directors to issue and dispose of additional shares in the Company; not exceeding ten per cent of the issued share capital at the date of this Resolution.	996,816,793(80.7253%)	238,008,309(19.2747%)
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.
(10)	To give a general mandate to the Directors to exercise all the powers of the Company to purchase or otherwise acquire shares of HK$5.00 each in the capital of the Company; not exceeding ten per cent of the issued share capital at the date of this Resolution.	1,216,670,361(98.5099%)	18,403,308(1.4901%)
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.
(11)	To add the aggregate nominal amount of the shares which are purchased or otherwise acquired under the general mandate in Resolution (10) to the aggregate nominal amount of the shares which may be issued under the general mandate in Resolution (9).	1,174,965,540(95.2370%)	58,762,100(4.7630%)
	As more than 50% of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.

~~For~~Note: Turnover in 2004 includes the turnover of oversea subsidiaries, Yallourn Energy Pty Limited in Australia and onGujarat ~~behalf~~Paguthan Energy Corporation Private Limited in India, as a result of the consolidation of these two companies into the Group from April and June 2003 respectively.

~~CLP~~Hong ~~Holdings~~Kong ~~Limited~~Electricity Business

~~Peter~~The Wlocal economy has bounced back rapidly with strong growth in number of tourist visitors, domestic demand and trade activities. Electricity consumption grew by 2.6% in ~~Greenwood~~the first quarter of 2004 compared to the corresponding period in 2003. Growth in the Residential and the Infrastructure & Public Services Sectors remained strong. As business activity improved, the growth in the Commercial Sector sales also started to pick up. The Manufacturing Sector continued to contract but the declining trend slowed down slightly. A breakdown of the local sales growth by sector is as follows:

Director & Company Secretary


	Increase/ (Decrease)	% of Total Local Sales
Residential	5.2%	21.8%
Commercial	1.4%	40.5%
Infrastructure & Public Services	4.6%	27.3%
Manufacturing	(2.5)%	10.4%

~~Hong~~4 ~~Kong, 22 April 2004~~

Electricity demand remained strong in Guangdong Province. Demand from Shekou grew rapidly while demand from the Guangdong Guang-Dian Power Grid Group Company Limited was maintained at a comparable level to the corresponding period last year. The overall growth was 3.4% in the first quarter. Total unit sales, including both local sales and sales to the Chinese Mainland, rose by 2.7% over the same period in 2003.

Regional Electricity Businesses

Chinese Mainland

The Guangdong Daya Bay Nuclear Power Station, which is 25% owned by CLP, performed well with an on-going good safety record. The joint venture won the first places in Industrial Safety and Radiation Protection in the 2003 Safety Challenge Competition among all nuclear power stations in France.

The first of the 300MW units at Anshun II Power Station, in which CLP has a 70% interest, has been taken over for operation and the second unit is currently in trial operation. These units are fitted with flue gas desulphurisation plant to reduce environmental impact. Tests have demonstrated that performance is in line with expectations.

CLP is exploring the possibility of developing a power plant project at Fangchenggang in Guangxi. The site is potentially attractive as it would incorporate a port for receiving coal and has sufficient area for further expansion. The power plant would contribute to the supply of energy to the rapidly growing markets in southern China.

Asia-Pacific Region

There has been a significant and unexpected increase in the price of coal traded in the international market, and even greater increases in the associated freight prices. Ho-Ping Power Company in Taiwan, in which CLP has a 40% interest, is partly protected by contracts signed when the market was more stable, but nevertheless its production costs are being affected by these increased prices. There will be an adjustment to the energy sale price to Taipower next year.

Construction of the BLCP project in Thailand, which is owned by a joint venture between CLP and Banpu, is in its early stages but is proceeding well according to schedule.

Annual General Meeting

The Minutes of the Sixth Annual General Meeting of the Company accompany this Statement. The proceedings of the Meeting can be viewed at the Corporate Governance or Investor Relations sections on the Company’s website at www.clpgroup.com.

Dividend

Directors today declared the first interim dividend for 2004 of HK$0.45 per share payable on 23 June 2004 to Shareholders registered as at 10 June 2004. The dividend of HK$0.45 per share (2003: HK$0.41 per share) is payable on the existing 2,408,245,900 shares of HK$5.00 each in issue.

The Register of Shareholders will be closed on 10 June 2004. To rank for this dividend, all transfers should be lodged with the Company’s Registrars, Computershare Hong Kong Investor Services Limited, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Hong Kong for registration not later than 4:00 p.m. on Wednesday, 9 June 2004.

The Hon. Michael D. Kadoorie

Chairman of the Board of Directors

Hong Kong, 11 May 2004

This Statement is also available at the Corporate Governance or Investor Relations sections on the Company’s website at www.clpgroup.com.

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