MTR Corporation
Offering Circular (a company incorporated on 26th April 2000 in Hong Kong with company number 714016) and MTR Corporation (C.I.) Limited (a company organised under the laws of the Cayman Islands on 30th October 2000) (Unconditionally and Irrevocably Guaranteed by MTR Corporation Limited) US$4,000,000,000 Debt Issuance Programme On 22nd December 1993, Mass Transit Railway Corporation (“MTRC”) entered into a US$1,000,000,000 Debt Issuance Programme (the “Programme”). The maximum aggregate nominal amount of Notes (as defined below) which may be outstanding under the Programme was increased to US$2,000,000,000 with effect from 1st June 1999, to US$3,000,000,000 with effect from 31st October 2006 and to US$4,000,000,000 with effect from 13th March 2013. On 30th June 2000 MTR Corporation Limited (“MTRCL” or “the Company”) replaced MTRC as the issuer of Notes under the Programme. All the assets and liabilities of MTRC vested in MTRCL and MTRCL has adopted all of the accounts of MTRC. MTR Corporation (C.I.) Limited (“MTR Cayman”) became an additional issuer of Notes under the Programme with effect from 9th April 2001 pursuant to an Amending and Restating Programme Agreement dated 9th April 2001 made between MTRCL, MTR Cayman and the Dealers named therein (MTRCL and MTR Cayman together being the “Issuers” and each an “Issuer”). This Offering Circular supersedes any previous prospectus, listing particulars or offering circular describing the Programme. Other than the US$600,000,000 2.500% Fixed Rate Notes due 2026 as set out in a pricing supplement dated 24th October 2016 that have already been agreed to be issued by MTR Cayman under the 2015 programme prior to the date of this Offering Circular, any other Notes issued under the Programme on or after the date of this Offering Circular are subject to the provisions described herein.
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