Shortly after the release of an independent board committee report which, inter alia, criticized him of ‘poor judgment’ as well as lacking the exercise of ‘critical judgment’, Mr Jay Walder the then Chief Executive Officer of the MTR Corporation Limited announced that he was stepping down from the office on 15 August 2014, a year earlier than scheduled. Some nine months later the company formally disclosed as a footnote to its accounts that Mr Walder had ‘received a contractual settlement amount of HK$15.7 million’ acknowledging subsequently that this was ‘in lieu of his 12-month notice period.’This article reviews the background leading up to the departure of Mr Walder and suggests that – by their collective action in approving of the ‘contractual settlement’ – the board of directors of the MTR Corporation may possibly have breached their duty to act in the best interest of the company and potentially exposed themselves to personal liability.