Result of EGM
October 10 2007 - 3:00AM
UK Regulatory
RNS Number:4505F
MTR Corporation Ltd
10 October 2007
MTR CORPORATION LIMITED
(the "Company")
(Incorporated in Hong Kong with limited liability)
(Stock Code: 66)
POLL RESULT OF THE EXTRAORDINARY GENERAL MEETING
HELD ON 9 OCTOBER 2007
AND
RESUMPTION OF TRADING
+------------------------------------------------------------------------------+
|RESULT OF THE MERGER EGM |
| |
|The Board is pleased to announce that the ordinary resolution proposed to |
|approve, ratify and confirm the Rail Merger, the Transaction Agreements and |
|the transactions contemplated thereunder was duly passed at the Merger EGM |
|held on 9 October 2007. |
| |
|RESUMPTION OF TRADING |
| |
|At the request of the Company, trading in shares (stock code 66) in, and |
|listed debt securities (stock code 2524) of, the Company on The Stock Exchange|
|of Hong Kong Limited was suspended with effect from 9:30 a.m. on 9 October |
|2007 (Hong Kong time) pending the issue of this announcement. Application has |
|been made by the Company to The Stock Exchange of Hong Kong Limited for the |
|resumption of trading in its shares and listed debt securities with effect |
|from 9:30 a.m. on 10 October 2007 (Hong Kong time). |
+------------------------------------------------------------------------------+
Reference is made to the circular of the Company issued to its Shareholders
dated 3 September 2007 (the "Circular"). Unless otherwise specified, terms used
herein shall have the same meanings as defined in the Circular.
RESULT OF THE MERGER EGM
The Board is pleased to announce that the ordinary resolution proposed to
approve, ratify and confirm the Rail Merger, the Transaction Agreements and the
transactions contemplated thereunder was duly passed at the Merger EGM held on 9
October 2007.
The Company's registrar, Computershare Hong Kong Investor Services Limited, was
appointed as scrutineer for the purpose of counting the votes at the Merger EGM.
The ordinary resolution was voted on by the Independent Shareholders by way of
poll. The voting result in respect of the ordinary resolution is as follows:
+---------------------------------------+---------------+----------------------+
| | | Number of Votes |
| Ordinary Resolution |Total Number of+-----------+----------+
| | Votes | For | Against |
+---------------------------------------+---------------+-----------+----------+
|That for the purposes of implementing | 308,421,208 |253,800,897|54,620,311|
|the Rail Merger, the Transaction | | | |
|Agreements be hereby approved, | | (82.29%) | (17.71%) |
|confirmed and (in respect of | | | |
|Transaction Agreements previously | | | |
|entered into by the Company) ratified; | | | |
|and that the Chief Executive Officer of| | | |
|the Company or any two members of the | | | |
|Board or two members of the Executive | | | |
|Directorate of the Company be and are | | | |
|hereby authorised to do all such | | | |
|further acts and things and execute | | | |
|such further documents and deeds (and | | | |
|if necessary apply the common seal of | | | |
|the Company thereto) and take all steps| | | |
|which in his/her opinion may be | | | |
|necessary, desirable and expedient to | | | |
|implement and/or give effect to the | | | |
|terms of the Transaction Agreements and| | | |
|the Rail Merger Ordinance and the | | | |
|transactions contemplated thereunder. | | | |
+---------------------------------------+---------------+-----------+----------+
As at the time of the closure of the register of members of the Company for
determination of entitlements to attend and vote at the Merger EGM (that being
9:00 a.m. on 8 October 2007 (Hong Kong time)) (the "Record Date"), the number of
issued Shares was 5,589,549,505.
The Government and its associates who were together interested in 4,331,635,703
Shares as at the Record Date (that being approximately 77.50% of the number of
issued Shares) were required to and have abstained from voting in respect of the
ordinary resolution at the Merger EGM. Independent Shareholders who were
interested in 1,257,913,802 Shares as at the Record Date (that being
approximately 22.50% of the number of issued Shares) were entitled to attend and
vote for or against the ordinary resolution at the Merger EGM. There was no
shareholder who was entitled to attend the Merger EGM but was only entitled to
vote against the ordinary resolution.
RESUMPTION OF TRADING
At the request of the Company, trading in shares (stock code 66) in, and listed
debt securities (stock code 2524) of, the Company on The Stock Exchange of Hong
Kong Limited was suspended with effect from 9:30 a.m. on 9 October 2007 (Hong
Kong time) pending the issue of this announcement. Application has been made by
the Company to The Stock Exchange of Hong Kong Limited for the resumption of
trading in its shares and listed debt securities with effect from 9:30 a.m. on
10 October 2007 (Hong Kong time).
By order of the Board
Leonard Bryan Turk
Company Secretary
Hong Kong, 9 October 2007
As at the date of this announcement:
The Members of the Board are: Dr. Raymond Ch'ien Kuo-fung (Chairman)**, Chow
Chung-kong (Chief Executive Officer), Professor Cheung Yau-kai*, David Gordon
Eldon*, Christine Fang Meng-sang*, Edward Ho Sing-tin*, Lo Chung-hing*, T. Brian
Stevenson*, Professor Chan Ka-keung, Ceajer (Secretary for Financial Services
and the Treasury)**, Secretary for Transport and Housing (Eva Cheng)** and
Commissioner for Transport (Alan Wong Chi-kong)**
The Members of the Executive Directorate are: Chow Chung-kong, Russell John
Black, William Chan Fu-keung, Thomas Ho Hang-kwong, Lincoln Leong Kwok-kuen,
Francois Lung Ka-kui, Andrew McCusker and Leonard Bryan Turk
* independent non-executive Directors
** non-executive Directors
This information is provided by RNS
The company news service from the London Stock Exchange
END
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