10th Oct 2007 07:00
MTR Corporation Ltd10 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 Shareholdersdated 3 September 2007 (the "Circular"). Unless otherwise specified, terms usedherein 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 toapprove, ratify and confirm the Rail Merger, the Transaction Agreements and thetransactions contemplated thereunder was duly passed at the Merger EGM held on 9October 2007. The Company's registrar, Computershare Hong Kong Investor Services Limited, wasappointed 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 ofpoll. 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 fordetermination of entitlements to attend and vote at the Merger EGM (that being9:00 a.m. on 8 October 2007 (Hong Kong time)) (the "Record Date"), the number ofissued Shares was 5,589,549,505. The Government and its associates who were together interested in 4,331,635,703Shares as at the Record Date (that being approximately 77.50% of the number ofissued Shares) were required to and have abstained from voting in respect of theordinary resolution at the Merger EGM. Independent Shareholders who wereinterested in 1,257,913,802 Shares as at the Record Date (that beingapproximately 22.50% of the number of issued Shares) were entitled to attend andvote for or against the ordinary resolution at the Merger EGM. There was noshareholder who was entitled to attend the Merger EGM but was only entitled tovote against the ordinary resolution. RESUMPTION OF TRADING At the request of the Company, trading in shares (stock code 66) in, and listeddebt securities (stock code 2524) of, the Company on The Stock Exchange of HongKong Limited was suspended with effect from 9:30 a.m. on 9 October 2007 (HongKong time) pending the issue of this announcement. Application has been made bythe Company to The Stock Exchange of Hong Kong Limited for the resumption oftrading in its shares and listed debt securities with effect from 9:30 a.m. on10 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)**, ChowChung-kong (Chief Executive Officer), Professor Cheung Yau-kai*, David GordonEldon*, Christine Fang Meng-sang*, Edward Ho Sing-tin*, Lo Chung-hing*, T. BrianStevenson*, Professor Chan Ka-keung, Ceajer (Secretary for Financial Servicesand the Treasury)**, Secretary for Transport and Housing (Eva Cheng)** andCommissioner for Transport (Alan Wong Chi-kong)** The Members of the Executive Directorate are: Chow Chung-kong, Russell JohnBlack, 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 ExchangeRelated Shares:
MTR.L