Exhibit 3.1 BERMUDA THE COMPANIES ACT 1981 MEMORANDUM OF DIMINUTION OF AUTHORISED SHARE CAPITAL AES China Generating Co. Ltd. (hereinafter referred to as "the Company") DEPOSITED in the office of the Registrar of Companies on the day of 1997 in accordance with the provisions of section 45(1)(f) and 45(3) of Companies Act 1981. Minimum Share Capital of the Company $12,000 Authorised Share Capital of the Company $12,000 Issued Share Capital of the Company as last $1,000,000 previously determined Amount by which the authorised share capital is to $988,000 be diminished as authorised by a written resolution of the sole shareholder of the Company ---------------------- AUTHORISED SHARE CAPITAL AFTER DIMINUTION $12,000 ---------------------- /s/Dennis W. Bakke - --------------------- Director DATED THIS 10th day of April, 1997.