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CORPORATE GOVERNANCE
The Company is committed to ensuring high standards of corporate governance
in the interests of shareholders and devotes considerable effort to identifying
and formalising best practices.
MTR has complied throughout the year with the Code of Best Practice as
set out in Appendix 14 of the Rules Governing the Listing of Securities
on the Stock Exchange of Hong Kong Limited, except that non-executive
Directors of the Company are not appointed for a specific term but are
subject to retirement by rotation and re-election at the Company's
annual general meetings in accordance with Articles 87 and 88 of the Company's
Articles of Association (save for those appointed pursuant to Section
8 of the Mass Transit Railway Ordinance).

The U.S. Sarbanes-Oxley Act 2002 seeks to enhance the transparency and
accountability of companies in the areas of corporate governance and financial
reporting, was signed into law by the U.S. President on 30 July 2002.
As the MTR is a Securities and Exchange Commission reporting company,
it is generally bound by this new legislation. The Company has been, and
will continue its process of reviewing its internal systems and practices
and implementing new requirements under this legislation in line with
applicable compliance dates.
MTR has a clearly defined organisation and management structure. The senior
management of MTR is made up of a two-tier management structure, the Board
and the Executive Directorate. The Board is the highest level of authority
and is supported by the Executive Directorate.

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