MTR Corporation Limited | Annual Report 2017 Hong Kong Station Commercial Businesses Mainland of China and International Businesses Hong Kong Transport Operations ANNUAL REPORT 2017 Stock Code: 66 Hong Kong Hong Kong Property and MTR Corporation Limited Network Expansion Other Businesses MTR Headquarters Building, Telford Plaza Kowloon Bay, Kowloon, Hong Kong GPO Box 9916, Hong Kong Telephone : (852) 2993 2111 Facsimile : (852) 2798 8822 www.mtr.com.hk CONNECTING FORWARD VISION We aim to be a leading multinational company that connects and grows communities with caring service. CORPORATE STRATEGY Enhancing our corporate reputation • Deepen engagement with customers • Become the pride of Hong Kong • Build global brand Strengthening and growing the Hong Kong business • Expand the network • Grow non-fare businesses • Modernise MTR Accelerating Mainland China and International Business growth • Deepen presence in existing hubs • Develop new hubs • Explore property development opportunities in hubs VALUES • Excellent Service • Value Creation • Mutual Respect • Enterprising Spirit CONTENTS Overview Corporate Governance Highlights 115 Corporate Governance Report 2 – Performance 135 Audit Committee Report 4 – Caring 138 Risk Management 6 – Our Future 142 Risk Committee Report 8 – 2017 Financials 144 Capital Works Committee Report 10 Hong Kong Operating Network with 145 Remuneration Committee Report Future Extensions 150 Board and Executive Directorate 12 Mainland of China and International 166 Key Corporate Management Businesses at a Glance 167 Report of the Members of the Board 14 Chairman’s Letter 18 CEO’s Review of Operations and Outlook Financials and Other Information Business Review and Analysis 197 Contents of Consolidated Accounts and Notes 198 Independent Auditor’s Report Business Review 201 Consolidated Profit and Loss Account 38 – Hong Kong Transport Operations 202 Consolidated Statement of Comprehensive Income 52 – Hong Kong Station Commercial Businesses 203 Consolidated Statement of Financial Position 58 – Hong Kong Property and Other Businesses 204 Consolidated Statement of Changes in Equity 70 – Hong Kong Network Expansion 205 Consolidated Cash Flow Statement 78 – Mainland of China and International Businesses 206 Notes to the Consolidated Accounts 88 Financial Review 295 Glossary 100 Ten-Year Statistics 102 Investor Relations 104 Corporate Responsibility 110 Human Resources 114 MTR Academy HIGHLIGHTS PERFORMANCE New Retail Space 99.9% Passenger Opened Journeys on-time Telford Plaza II Maritime Square 2 8th floor Safety 7th floor 5.5% fewer reportable events Express 98.6% Rail Link complete Awarded Wong Chuk Hang Station property packages Shatin to 81.2% 2 Central Link complete 2 MTR Corporation Overview Business Review and Analysis Over 180% billion Global Average Corporate Governance Total patronage Weekday Patronage 2 in Hong Kong since 2008 Financials and Other Information Hangzhou Awarded Metro Line 5 Concession Agreement signed High rise units of Melbourne’s Tiara in South Western Metropolitan Rail Shenzhen Railway Service handed over to buyers franchise franchise extension Annual Report 2017 3 HIGHLIGHTS CARING Customer Experience New Functions in Breastfeeding Free Mobile Device MTR Mobile App to offer more Facilities Charging Service Personalised in 20 interchange stations Experience at 13 Stations Community Connect Over HK$31 million 7,000 community investment young people joined our youth programmes including 295“More Time Reaching Community” STEM projects involving more than participating Challenge 6,800 volunteer headcount 73 Artworks in 45 stations 4 MTR Corporation G’day! Hallå! People Overview 你好 ! 你好 Providing our hello! rd 43,622 Ranked 33 staff worldwide in with a fulfilling FORTUNE Business Review and Analysis Companies That Change working © 2017 Time Inc. environment Used under license. The World – 2017 The only Hong Kong Corporate Governance Environment company in Top 50 list running train services on Financials and Other Information schedule 99.9% of the 99.9% time low train fares for commuters without relying on direct 15.1% taxpayer subsidies reduction in electricity consumption for each passenger-km in heavy Green Bond issuance for rail compared to 2008 upcoming generation of low-carbon transit projects Annual Report 2017 5 HIGHLIGHTS OUR FUTURE Rail Gen 2.0 HK$6 billion for HK$3.3 billion Signalling System 93 Upgrade 8-car trains 160 HK$745 million for Chillers Replacement 40 New Light Rail vehicles Railway 43 km 2 will be added to the projects in progress Hong Kong network Outside of Hong Kong Seeking opportunities in: Norway Canada Sweden United Kingdom Mainland of China Australia 6 MTR Corporation 7 Railway Projects under Railway Development Overview Strategy 2014 Express 4 Project proposals submitted Rail Link Business Review and Analysis West Kowloon Station will connect directly to the National High-speed 1 2 Project Projects Rail Network proposal awaiting to be submitted invitation Estimated Journey Time Corporate Governance Between Hong Kong and Futian, Shenzhen 14 mins Between Hong Kong and Property in Shenzhen North 23 mins Between Hong Kong and Hong Kong Guangzhou South 48 mins Financials and Other Information Over residential units to be built in property packages 18,000 tendered Potential 14,000 units in km Siu Ho Wan Depot development for Hong Kong section Target completion New in the third quarter of 2018 2 Malls bringing about 34% expansion in our investment properties portfolio Annual Report 2017 7 HIGHLIGHTS 2017 FINANCIALS FINANCIAL PERFORMANCE Revenue from Total Revenue Underlying Net Assets Net Debt-to- Recurrent Business Profit Equity Ratio Businesses HK$ HK$ HK$ HK$ 48.4 billion 55.4 billion 10.5 billion 166.4 billion 20.6 % SUMMARY OF PAST PERFORMANCE Total Revenue Operating Profit Before (HK$ million) Depreciation, Amortisation and Variable Annual Payment (HK$ million) 55,440 21,088 19,639 45,189 19,011 17,624 40,156 41,701 38,707 15,795 2013 2014 2015 2016 2017 2013 2014 2015 2016 2017 Total Assets Ordinary Dividend per Share (HK$ million) (HK$) 263,768 1.12 257,340 1.07 241,103 1.05 1.06 227,152 215,823 0.92 2013 2014 2015 2016 2017 2013 2014 2015 2016 2017 8 MTR Corporation KEY FIGURES 2017 2016 Inc./(Dec.) % Financial highlights (in HK$ million) Revenue – Hong Kong transport operations 18,201 17,655 3.1 Overview – Hong Kong station commercial businesses 5,975 5,544 7.8 – Hong Kong property rental and management businesses 4,900 4,741 3.4 – Mainland of China and international railway, property rental and management subsidiaries 16,990 13,478 26.1 – Mainland of China property development 6,996 1,348 419.0 – Other businesses 2,378 2,423 (1.9) Operating profit before Hong Kong property development, depreciation, amortisation and variable annual payment 19,991 17,313 15.5 Profit on Hong Kong property development 1,097 311 252.7 Operating profit before depreciation, amortisation and variable annual payment 21,088 17,624 19.7 Profit attributable to shareholders of the Company arising from underlying businesses 10,515 9,446 11.3 Total assets 263,768 257,340 2.5 Business Review and Analysis Loans, other obligations and bank overdrafts 42,043 39,939 5.3 Obligations under service concession 10,470 10,507 (0.4) Total equity attributable to shareholders of the Company 166,304 149,461 11.3 Financial ratios Operating margin (in %) 36.1 38.3 (2.2%) pts. Operating margin (excluding Mainland of China and international subsidiaries) (in %) 53.3 53.9 (0.6%) pt. Net debt-to-equity ratio* (in %) 20.6# 20.2^ 0.4% pt. Return on average equity attributable to shareholders of the Company arising from underlying businesses (in %) 6.7 5.9 0.8% pt. Interest cover (times) 15.0 12.7 2.3 times Corporate Governance Share information Basic earnings per share (in HK$) 2.83 1.74 62.6 Basic earnings per share arising from underlying businesses (in HK$) 1.77 1.61 9.9 Ordinary dividend per share (in HK$) 1.12 1.07 4.7 Share price at 31 December (in HK$) 45.80 37.70 21.5 Market capitalisation at 31 December (HK$ million) 275,156 222,629 23.6 Operations highlights Total passenger boardings in Hong Kong (million) – Domestic Service 1,637.9 1,586.5 3.2 – Cross-boundary Service 112.5 113.3 (0.6) Financials and Other Information – Airport Express 16.6 16.1 3.0 – Light Rail and Bus 229.2 229.1 0.1 Average number of passengers (thousand) – Domestic Service (weekday) 4,772 4,608 3.6 – Cross-boundary Service (daily) 308.4 309.5 (0.4) – Airport Express (daily) 45.5 44.1 3.3 – Light Rail and Bus (weekday) 649.2 644.7 0.7 Fare revenue per passenger (in HK$) – Domestic Service 7.84 7.81 0.3 – Cross-boundary Service 29.11 28.71 1.4 – Airport Express 64.75 61.85 4.7 – Light Rail and Bus 3.08 3.09 (0.2) Proportion of franchised public transport boardings (in %) 49.1 48.4 0.7% pt. * Including obligations under service concession and loan from holders of non-controlling interests as components of debts. # If the land premium in respect of Wong Chuk Hang Station Package 2 (which was paid in January 2018) was excluded from the cash balance, the Group’s net debt-to- equity ratio as at 31 December 2017 would have been 23.7%. ^ If the HK$2.20 per share of the second tranche of special dividend payable totalling HK$13 billion as at 31 December 2016 had been paid as at 31 December 2016, the Group’s net debt-to-equity ratio as at 31 December 2016 would have increased from 20.2% to 28.9%. Annual Report 2017 9 HONG KONG OPERATING NETWORK WITH Shenzhen FUTURE EXTENSIONS Lo Wu Legend Station Proposed Station Shenzhen Metro Network