Overall Management
The Corporation is committed to adopting best practices in corporate governance to ensure effective management in the interest of key stakeholders and to attain long-term sustainable growth. Led by the Chairman, 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, focusing on the matters affecting the Corporation’s overall strategic policies, corporate governance, finance and shareholders. The Board comprises members with a diverse and balanced set of skills, experiences and perspectives.
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. Please refer to our Annual Report for details of our Board of Directors.
As a shareholder of various subsidiaries and associates which operate independent businesses in Hong Kong, Macao, Mainland China and overseas, the Corporation has implemented a management governance framework for control and oversight. Key internal controls and management practices and policies are tailored to the specific business contexts of these subsidiaries and associates. This approach enables them to adopt adequate internal controls, allowing the Corporation to be consulted on important matters. Regular reporting and assurance complement this process, with subsidiaries and associates with significant operations providing annual compliance status updates to ensure transparency and effective governance.
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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, reporting directly to the Board of Directors. At the management level, the Environmental & Social Responsibility Steering Committee (“E&SRSC”), chaired by the Legal and Governance Director, is responsible for driving and reviewing the implementation of sustainability initiatives across all MTR business units and corporate functions. The E&SRSC includes members of the Executive Directorate and representatives from MTR's major business units and corporate functions.
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Board of Directors
The Board of Directors is the highest governing body of the Corporation. Led by the Chairman, it is responsible for overseeing the overall management of the Corporation’s business focusing on strategic policies and corporate governance. As an integral part of good corporate governance, the Board has established six Board Committees and an Advisory Panel provide oversight and 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 includes all members of the Executive Directorate.
Environmental & Social Responsibility Committee (E&SRC)
| Label | Content |
|---|---|
| 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 (E&SRSC)
| Label | Content |
|---|---|
| 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
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Environmental & Social Responsibility Policy
Our Environmental & Social Responsibility Policy guides 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. The Policy outlines our strategy and approach to conserving resources and minimising and managing our impacts with a specific focus on our three environmental and social objectives and ten commitments. This governs all our operations throughout the project lifecycle from conception and construction to long-term operation.
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Business Ethics Policies
The Corporation is dedicated to upholding the highest ethical standards. Our Code of Conduct outlines the principles guiding the Corporation’s business ethics and obligations, detailing the policies and procedures that 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 related to ethical practices, such as prevention of corruption, bribery and illegal practices, workplace ethics and fair competition.
To support our policies on ethical behaviours, the Corporation's Whistle-blowing Policy provides a confidential channel to receive complaints related to fraudulent or unethical acts, as well as potential non-compliance with laws and regulations and/or the Corporation's policies which could have a significant adverse financial, legal or reputational impact on the Corporation. The policy applies to all internal and external stakeholders, ensuring that whistle-blowers can raise concerns without fear of victimisation, discrimination or disadvantage.
More information on our approach to business ethics can be found in the Annual Report.
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Corporate Safety Policy
Our safety-first culture is underpinned 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.
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Environmental Policies
Our Environmental & Social Responsibility Policy outlines our strategy and approach to conserving resources and minimising and managing our impacts with a specific focus on our three environmental and social objectives and ten commitments. This governs all our operations throughout the project lifecycle from conception and construction to long-term operation.
Our Green Procurement Policy guides employees in incorporating sustainability factors into procurement decisions. This policy supports environmental protection initiatives in the supply chain and foster innovative environmental practices with our suppliers.
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Human Rights Policies
The Corporation is devoted to complying with applicable labour standards throughout its business and supply chains. 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 operations and supply chain.
Recognising the importance of diversity in the boardroom, the Board Diversity Policy is in place to enhance the effectiveness of the Board. It is because the Corporation endeavours to ensure that the Board has a balanced mix of skills, experience and diverse perspectives necessary for the effective execution of our business strategy. The Corporation has also adopted a new Workforce Diversity Policy in early compliance with the requirements of the revised Corporate Governance Code.
Sustainability-related Risk Management
Sustainability is integrated into the Corporation’s Enterprise Risk Management (“ERM”) framework, enabling us to evaluate and control risks arising from our business operations. The ERM framework provides an effective management process to identify and review risks, including sustainability-related risks, across all business units, allowing us to prioritise resources to manage emerging risks systematically. The Enterprise Risk Committee, the Executive Committee and the Board-level Audit & Risk Committee regularly review the Corporation’s enterprise risk profile and identify key emerging risks. Details of the Corporation’s risk identification and management process can be found in the Corporate Governance Report and the Risk Management section of the 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 the Materiality Assessment section in our Sustainability Report and Sustainability Website.