Overall Management
The Corporation is committed to adopting best practices in corporate governance to ensure that it is well-managed in the interest of its key stakeholders while attaining long term sustainable growth. Led by the Chairman of the Corporation, the Board of Directors is the highest governing body in the Corporation and is responsible for overseeing the overall management of the Corporation’s business. The Board comprises members with a diverse and balanced set of skills, experiences and perspectives. The overall management of the Corporation’s business is vested in the Board which focuses on matters affecting the Corporation’s overall strategic policies, corporate governance, finances and shareholders.
Day-to-day management of the Corporation’s business has been delegated to the Executive Committee which develops and implements the policies and systems to achieve the Board’s strategic vision and direction. Please refer to our Annual Report for details of our Board of Directors.
As a shareholder of a number of subsidiaries and associates which operate independent businesses in Hong Kong, Macao, Mainland China and overseas, the Corporation has implemented a management governance framework to ensure that an appropriate level of control and oversight. Internal controls are imposed in key areas and adoption of management practices and policies that are appropriate to the business nature and local contexts of these subsidiaries and associates. As a result, adequate internal controls could be adopted by subsidiaries and associates and the Corporation could be consulted and notified on important matters, complemented by regular reporting and assurance. Compliance status is reported by subsidiaries and associates with significant operations on an annual basis.
Governance Structure
Led by the Chairman of the Corporation, the Environmental & Social Responsibility Committee (“E&SRC”) has strategic oversight over the Corporation’s environmental and social commitments and reports to the Board of Directors on these issues. At the management level, the Environmental & Social Responsibility Steering Committee (“E&SRSC”), chaired by the Legal and Governance Director, focuses on driving and reviewing the implementation of sustainability initiatives across all MTR business units and corporate functions. Members of the E&SRSC include members of the Executive Directorate and colleagues representing MTR's major business units and corporate functions.
Board of Directors
The Board of Directors is our highest governing body. Led by the Chairman, it is responsible for overseeing the overall management of the Corporation’s business focuses on overall strategic policies and corporate governance. As an integral part of good corporate governance, the Board has established six Board Committees and an Advisory Panel to oversee and provide advice on different aspects of the Corporation's affairs.
Executive Committee
The Board has delegated the day-to-day management of the Corporation's business to the Executive Committee, which is chaired by the Chief Executive Officer and consists of all the Members of the Executive Directorate.
Environmental & Social Responsibility Committee
| Reports to: | Board of Directors |
| Chaired by: | Chairman of the Corporation |
| Frequency of meetings: | Twice a year |
| Composition: |
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Environmental & Social Responsibility Steering Committee
| Reports to: | Executive Committee |
| Chaired by: | Legal and Governance Director |
| Frequency of meetings: | Four times a year |
| Composition: |
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Vision, Purpose and Values
Our Vision and Values state our core philosophy, principles and ideals as we fulfil our Purpose.
Policies
Corporate Responsibility Policy
Our Corporate Responsibility Policy provides guidance for the development and implementation of our sustainability initiatives with the goal of maintaining our position as a responsible business which creates shared value for the communities where we operate. In line with our Vision, Purpose and Values, corporate responsibility is about operating conscientiously, using natural resources efficiently in all aspects of our business and contributing positively to the development of our communities.
Business Ethics Policies
The Corporation is committed to the highest ethical standards. Our Code of Conduct outlines the high level principles guiding the Corporation’s business ethics and obligations. It also describes the policies and procedures every employee is required to follow to uphold fairness and integrity in our operations. In line with our Vision, Purpose and Values, the Code of Conduct specifies the requirements of the Corporation in terms of ethical practices such as prevention of corruption, bribery and illegal practices, ethics and compliance in the workplace and fair competition.
Supplementing our policies on ethical behaviours, the Corporation's Whistle-blowing Policy provides a confidential channel to receive complaints in relation to fraudulent acts, unethical acts or actual or potential non-compliance with laws and regulations and/or the Corporation's policies which have or could have significant adverse financial, legal or reputational impact on the Corporation. It applies to all internal and external stakeholders and guarantees that whistle-blowers may raise their concerns without fear of victimisation, discrimination or disadvantage.
More information on our approach to business ethics can be found in our Annual Report.
Corporate Safety Policy
Our safety-first culture is supported by our Corporate Safety Policy and Corporate Safety Governance Framework. They define our approach and objectives for safety management and ensure that safety is an essential duty and responsibility of each director, manager, supervisor and employee at MTR.
Environmental Policies
Our Corporate Responsibility Policy outlines our approach to conserving resources and minimising and managing our environmental impacts with a specific focus on environmental protection, climate change and biodiversity. This governs all our operations throughout project lifecycle from conception, construction to long-term operation.
Our Green Procurement Policy provides guidance for staff for incorporating sustainability factors into procurement decisions. This policy supports environmental protection initiatives in the supply chain and allows us to explore and implement innovative environmental practices with our suppliers.
Human Rights Policies
MTR is committed to complying with applicable labour standards across all its business and supply chain. The MTR Corporation Modern Slavery and Human Trafficking Statement reflects our commitment to identifying and preventing any incidence of modern slavery or human trafficking within our extensive business operations and supply chain.
Recognising and embracing the benefits of diversity in the boardroom, the Board Diversity Policy is in place to maintain the highest standards of corporate governance. MTR endeavours to ensure that the Board has the appropriate balance of skills, experience and diversity of perspectives that are required to support the execution of its business strategy and in order for the Board to be effective.
Sustainability Risk Management
Sustainability is integrated into the Corporation’s Enterprise Risk Management (“ERM”) framework which helps us better evaluate and control over the risks arising from our business operations. The ERM framework provides a simple and effective management process to identify and review risks, including sustainability-related risks, across all business units and prioritise resources to manage any emerging risks on a systematic basis. The Enterprise Risk Committee, the Executive Committee and the Board-level Audit & Risk Committee regularly review the Corporation’s enterprise risk profile and brainstorm key emerging risks to ensure that key risks and those cutting across different areas of the business are captured. Details of the Corporation’s risk identification and management process can be found in the Corporate Governance Report and the Risk Management section of Annual Report.
In addition, the annual stakeholder-driven materiality assessment exercise helps identify, evaluate and prioritise issues which reflect the Corporations’ significant economic, environmental and social impacts. The findings of the materiality assessment are validated by the E&SRSC and reviewed by the Board-level E&SRC. For details of our materiality assessment process, please refer to our Materiality Assessment section in our Sustainability Report and Sustainability Website.