MTR Corp sets 27 May 2026 hybrid AGM; plans board reshuffle, launch of multi-year scrip dividend scheme and 10% share issue/buy-back mandates

MTR Corporation (00066) has issued its 2026 AGM circular outlining key resolutions for shareholder approval on 27 May 2026. The meeting will be held in hybrid format at the Hong Kong Ocean Park Marriott Hotel and via an online platform, with proxy voting deadline fixed at 11:30 a.m. on 23 May 2026.

Directors • Re-election/election: Independent non-executive directors (INEDs) Andrew Clifford Winawer Brandler (one-year term), Dr Bunny Chan, Sandy Wong and Professor Anna Wong, together with non-executive chairman Dr Jacob Kam and chief executive officer Jeny Yeung, will seek re-appointment. • New appointments: The board proposes adding two INEDs—Mary Huen (CEO, Standard Chartered Bank Hong Kong & GCNA) and Michael Wong (former Sun Hung Kai Properties executive). Both have confirmed independence under Listing Rule 3.13 and will serve three-year terms if elected.

Capital authorities • Issue mandate: Directors request authority to allot and issue up to 10% of issued share capital during the mandate period, at a maximum 10% discount to the benchmarked price. • Buy-back mandate: The board seeks approval to repurchase up to 10% of issued shares on-market during the same period.

Dividend policy • Final dividend: A cash dividend of HK$0.89 per share for FY2025 is proposed, payable on 22 June 2026 to shareholders on record as at the close of business 5 June 2026. • Scrip Dividend Scheme: Shareholders will vote on a five-year scheme allowing scrip alternatives for dividends declared between the 2026 and 2031 AGMs. The 2025 final dividend is excluded from the scheme.

Shareholder schedule • Register closure for AGM: 20–27 May 2026 (both days inclusive). • Register closure for dividend: 2–5 June 2026 (both days inclusive).

Governance highlights • The Nomination Committee affirms the independence of long-serving INED Andrew Brandler, citing an 88.78% meeting attendance rate over the past eight years. • The Financial Secretary Incorporated, holding 74.45% of issued shares, has indicated support for all resolutions.

Shareholders are encouraged to vote by proxy or attend via the online platform, with simultaneous Cantonese, Putonghua, English and sign-language interpretation available.