MTN : FY 23 Transparency Report

MTN Group Limited

Transparency Report for the year ended 31 December 2023

Leading digital solutions for Africa's progress

Welcome to our 2023 Transparency Report

Our purpose is to enable the benefits of a modern connected life for everyone

Inside this report

01	About this report
01	Our reporting suite
	02	Navigating this report
	03	About this report

02		Introduction
	04	Who we are
	06	Foreword
		07	Where we operate
		08	Our sustainability strategy
		09	Our operating context
		10	Digital human rights in our operating markets
03		Governance: Rights and incident management
		14	Governance and decision framework
		16	Our digital human rights due diligence process approach
		17	Digital human rights due diligence framework
		19	Information security

04

05

06

07

Impact management

1. Digital human rights impact assessment

1. Case study: South Africa
2. Case study: eSwatini
3. Case study: Afghanistan
4. Child online protection

1. Case study: South Sudan

Responsible advocacy

1. Collaborating with partners
2. Stakeholder engagement
   30 Case study: GSMA
   32 Case study: Zambia

Disclosure and performance management

33 Transparency and ranking digital rights

Markets report

1. Markets report

1. Glossary
2. Administration

About this report+ Introduction	Governance: Rights and	Impact management	Responsible advocacy	Disclosure and	Markets report
	incident management			performance management

Our reporting suite

Our Transparency Report is supplemented by a number of reports that provide a comprehensive view of MTN's performance and prospects covering environmental, social and governance (ESG) aspects. These reports go beyond traditional financial reporting by integrating sustainability and non-financial information.

Integrated Report

Financial reporting

Our primary communication to stakeholders aims to help them make informed assessments of our performance and prospects, strategic direction and the value we create through our activities. It provides a forward looking perspective on MTN's financial and non-financial performance, encompassing strategy, risks and opportunities, targets and governance.

Sustainability reporting

The following suite of reports provides information on MTN's strategy and performance related to sustainability issues with potential impact on our organisation, society and the environment. The reports detail MTN's environmental and social policies, governance, strategies, risks and opportunities. The reports also provide detailed performance data on a wide range of ESG metrics and targets. MTN's sustainability disclosures are structured and informed by the voluntary Global Reporting Initiative (GRI) Standards (2021) and the International Financial Reporting Standards (IFRS) Sustainability Disclosure Standards (IFRS S1 and IFRS S2), which have fully integrated the Task Force on Climate-Related Financial Disclosures (TCFD) guidance. The reports detail MTN's policies, governance strategies, risks and opportunities relating to sustainability considerations.

These reports include an analysis of the Group's financial results, a five-year review, and MTN's approach to handling uncertain tax positions. They provide insight for current and prospective investors, employees, creditors, analysts and other stakeholders. They disclose details of MTN's income statement, financial position, cash flows, performance per share, as well as key non-financial information.

AFR		TAX
Annual Financial	Annual Financial	Tax Report	Five-Year Review
Results	Statements

Information for shareholders

			CR
Sustainability Report	ESG Data Booklet	Transparency Report	Climate Report

Regulatory and reporting frameworks used:

Companies		B-BBEE
Act		Act
Amended	IR
Financial	ESG Matrix
Sector Code	INTEGRATED	for Mobile
(FSC)	REPORTING

The Notice of AGM and form of proxy give information to shareholders who want to participate in the Group's Annual General Meeting (AGM).

Notice of AGM

King IV Assessment Report

This provides a summary of the application of the King IVTM principles by MTN Group Limited and Mobile Telephone Networks Holdings Limited.

Transparency Report 2023 01

About this report+ Introduction	Governance: Rights and	Impact management	Responsible advocacy	Disclosure and	Markets report
	incident management			performance management

Navigating this report

Throughout our Transparency Report, we use the following icons to show the connectivity between our material matters, primary SDGs and creation

of shared value.

Material matters

Other icons and acronyms

Ambition 2025 strategic priorities to create value

1

Geopolitical and

Other icons

macroeconomic

conditions

LA

2

Complex regulatory

Limited assurance obtained

and tax environment

Build the largest

Drive industry-leading

Create shared

Accelerate portfolio

and most valuable

connectivity operations

value

transformation

3

Network and

platforms

www.mtn.com

platform performance

4

Financial

resilience

International Sustainability Standards Board

Sustainability remains at the core of our strategy. This aligns with our work to advance the United Nations Sustainable

De-layering of the

Development Goals (UNSDG) through our business activities and our support of governments, communities and

5

telecoms business

customers. The SDGs target a sustainable society with a plan to end poverty, protect the planet and ensure equality for

model

all by 2030. We are committed to bridging the digital divide, furthering financial inclusion to advance the attainment

of the goals.

6

Greater focus

Frequently used acronyms

Our primary UNSDG contribution areas for shared value creation

on ESG

Opcos

Operating companies

7

Future-fit skills

KPIs

Key performance indicators

and culture

ESG

Environmental, social and

governance

8

Cybersecurity

UNSDG

United Nations Sustainability

Key indirect opportunities exist in the following SDGs

and digital safety

Development Goals

GSMA

Global System for Mobile

9

Governance, ethics

Communications Association

ICT

Information and

and risk management

communication technology

10

Artificial intelligence

Transparency Report 2023 02

About this report+ Introduction	Governance: Rights and	Impact management	Responsible advocacy	Disclosure and	Markets report
	incident management			performance management

About this report

This report provides an overview of MTN's approach to digital human rights strategy and implementation.

MTN is committed to safeguarding and respecting human rights, particularly digital rights. Through our networks, products and services, we aim to facilitate digital communication, positively impact society and uphold privacy and security principles. We ensure compliance with human rights safeguards and promote transparency in our actions and disclosures by publishing our annual Transparency Report.

Basis for preparation

Effective operational oversight is crucial, given our expansive operational reach across 19 markets on two continents. This report covers our 16 markets on the African continent. The data presented in this report is obtained through two primary methods. First, a questionnaire was distributed to our operating markets, prompting them to share information countries in which they operate. This information was derived from internal records, regulatory documents and government sources. Comprehensive details about market-specific laws, regulators and requests were provided by MTN markets and verified by legal counsel, both within each country and at the Group level. The second method involved qualitative interviews with senior staff members, the transcription of these interviews, and a thematic analysis of the data and policies related to digital human rights. This report provides the following disclosures.

Human rights due diligence	Governance of digital	Commitments, policies and	The legal context that
	human rights in general	processes we follow when	provides authorities in
	and privacy and freedom of	responding to requests	each of our markets with
	expression in particular	from competent authorities	the legal basis to make
			these kinds of requests
Salient digital human rights	Number of requests	Number of requests we	Case studies
issues in our operating	received	rejected
context, and associated
trade-offs

The report is structured based on the four pillars outlined in the MTN Digital Human Rights Policy:

• Rights and incident management	• Defining our human rights advocacy approach - Responsible
• Impact management	advocacy
	• Disclosure and performance management
This report includes specific sections on market reports.

Reporting standards and guidelines

The following standards and guidelines have been applied to this report.

The Global System for Mobile Communications (GSMA) Human Rights Guidance for the Mobile Industry

The Global Reporting

Initiative (GRI)

Ranking Digital Rights (RDR)

Index disclosure criteria

UN Global Compact (UNGC) Transparency standards

The Integrated Reporting framework

The Global Network

Initiative (GNI)

Scope and boundary

Timeframe

This report encompasses the reporting period from 1 January to 31 December, 2023. Where feasible, data for the previous two financial years has been included.

Markets covered

The report includes information on our operating markets in 16 countries, namely Benin, Cameroon, Congo- Brazzaville, Côte d'Ivoire, eSwatini, Ghana, Guinea-Bissau,Guinea-Conakry, Liberia, Nigeria, Rwanda, South Africa, South Sudan, Sudan, Uganda and Zambia. MTN Afghanistan is excluded owing to the ongoing phased exit from the country, and Irancell and Mascom are excluded due to indirect minority shareholding without management control.

Sustainable Development

Goals (SDG)

UN Guiding Principles on

Business and Human

Rights

Feedback

We encourage feedback on this report as part of our commitment to engaging with stakeholders

on sustainability and human rights issues. All feedback can be directed to Group Sustainability at [e-mail].

Transparency Report 2023 03

About this report	Introduction +	Governance: Rights and	Impact management	Responsible advocacy	Disclosure and	Markets report
		incident management			performance management

Who we are

Our purpose is to enable the benefits of a modern connected life for everyone

MTN is a pan-African digital operator providing a range of critical voice, data, fintech, digital, enterprise and wholesale services to around 295 million customers in 19 markets. Our purpose is embodied in our belief statement that everyone deserves the benefits of a modern connected life. Our strategic intent is leading digital solutions for Africa's progress.

MTN Group Limited is a publicly owned entity whose shares are traded on the JSE. At the end of 2023 our market capitalisation was approximately R209 billion (US$11.4 billion). Subsidiaries MTN Nigeria, MTN Ghana, MTN Uganda and MTN Rwanda are listed on the Nigerian Exchange Ltd, the Ghana Stock Exchange, the Uganda Securities Exchange and the Rwanda Stock Exchange, respectively.

Ambition 2025: Leading digital solutions for Africa's progress

Build the largest and most valuable platforms

Drive industry- leading connectivity operations

Create shared value

Accelerate portfolio transformation

Enabled by our values:

Lead with Care

Collaborate with Agility

Act with Inclusion

Can-dowith Integrity

Serve with Respect

Creating value for all

We create value for our stakeholders across our footprint by living our purpose and belief as well as progressing our strategic intent

Reduced GHG emissions by

13.1%^

(2022: 13.9%)

(targeting 50% reduction by 2030 and Net Zero emissions by 2040)

28%

women in leadership

Enabled internet

access to

150m

(2022: 137m)

active data users

Maintained female

representation at

40%

Facilitated financial

inclusion to

72ms

(2022: 69m)

active MoMo users

Empowered

17 569

MTNers

Extended digital

inclusion to

36m

(2022: 22m)

ayoba users

Connected

295m

(2022: 289m)

subscribers

Provided broadband

coverage to

89.2%

(2022: 88%)

of the population

Added economic value of

~R159bn

(2022: R149bn)

across our markets

Transparency Report 2023 04

About this report	Introduction +	Governance: Rights and	Impact management	Responsible advocacy
		incident management

Who we are continued

Celebrating 20 years of sustainability reporting

Disclosure and	Markets report
performance management

2004

Recognised in UNEP's

Global Top 50 companies for sustainability reporting

2005

MTN South Africa fully endorsed

the King Code on Corporate

Governance (King II).

2009

Introduced our

whistle-blower line

Tip-offs Anonymous.

2011

MTN established the

Social and Ethics

Committee.

In 2024, MTN celebrates 30 years of doing business in Africa. Since the first call was made on our network in 1994, we have played an instrumental role in transforming Africa's connectivity landscape, bridging the digital divide and empowering millions of lives.

This year also marks the publication of our 20th consecutive annual sustainability report. We are honoured to look back on our journey of growth, innovation and commitment to creating a more sustainable future.



2013		2015		2020
MTN obtained limited		MTN focused on improving	MTN published its first
sustainability report		governance and due		Transparency Report.
assurance for the		diligence processes to
	first time.		mitigate human rights risks.

2012

2016

2017

MTN implemented a

MTN aligned with global

MTN drafted its first

standards by joining the

comprehensive Group

system for child online

UN Global Compact

digital human rights toolkit.

safety for through the

(UNGC).

MTN aligns with the United

Internet Watch

Foundation (IWF).

Nations' SDGs.



2021

MTN conducted its first digital human rights impact assessment.

2022

MTN adopted a revised

digital human rights

strategy.

MTN partnered with IWF to develop the Online Child Safety Africa portal.

MTN concluded an

independent digital human rights impact assessment, furthering its commitment to ethical practices.

2023

MTN continues to

improve its digital human

rights policies

and procedures.

MTN receives

recognition from

Brand Finance for the highest sustainability perception



 

Transparency Report 2023 05

About this report	Introduction +	Governance: Rights and	Impact management	Responsible advocacy	Disclosure and	Markets report
		incident management			performance management

Foreword

As stewards of this digital age, we are dedicated to fostering a safe and transparent online environment.

Ralph Mupita

Group President and CEO

In 2023, the digital human rights landscape underwent some shifts. Lawful interception and location disclosure requests increased, reflecting heightened security concerns and challenges in regulating privacy. Concurrently, we noted a rise in demands for comprehensive user information, driven by both authorities and individuals. Conversely, criminal investigation requests decreased, indicating relative stability in law enforcement priorities amid evolving cyber threats. Despite these changes, the overarching need for digital rights protection remained constant, with a growing awareness among non-governmental entities, as reflected in reduced civil litigations. The landscape continues to evolve, reflecting the dynamic interplay between technology, law and societal values.

As we look to the future, we are aware of the challenges that lie ahead, especially with the multitude of elections taking place in 2024. These elections play a crucial role in shaping the future of their respective nations and have implications for global dynamics. We approach these challenges with optimism and determination, knowing that our collective efforts can make a tangible difference in the lives of millions.

Collaboration lies at the heart of our approach. By partnering with governments, civil society organisations and industry peers, we amplify our impact and drive meaningful change. Our participation in initiatives such as the Global Network Initiative and the Ministerial programme on Internet Shutdowns underscores our commitment to the global

Ongoing conflicts and humanitarian crises in regions like the Middle East and Africa continue to place a spotlight on the need to prioritise human rights, including digital rights, as geopolitics, surveillance and restrictions continue to intensify. Navigating this intricate landscape demands utmost care and a steadfast commitment to upholding the fundamental rights and dignity of every individual.

At MTN, we recognise the profound impact of connectivity and emerging technologies on human rights. While these advancements offer limitless opportunities for empowerment and progress, they also present new opportunities, challenges and vulnerabilities. It is our commitment to ensure the benefits of connectivity are enjoyed by all, while mitigating the risks posed by digital exclusion and privacy infringements.

We believe connectivity should not only be accessible, but also inclusive and secure. As stewards of this digital age, we are dedicated to fostering a safe and transparent online environment, where users can freely express themselves, access information and participate in the global community. This commitment extends beyond mere compliance; it is ingrained in our corporate ethos and guides our every action.

Our 2023 Transparency Report encapsulates our journey, highlighting the strides we have made in advancing digital rights, promoting online safety and championing responsible AI practices. Reflecting on the past year, amid a backdrop of heightened geopolitical complexities, MTN has remained steadfast in our commitment to transparency, accountability and ethical conduct.

human rights agenda.

In closing, I extend my deepest gratitude to our employees, partners and stakeholders for their support and dedication. Together, we will continue to champion the cause of digital human rights, ensuring the benefits of connectivity are equitably distributed and that the rights of every individual are protected.

Ralph Mupita

Group President and CEO

Transparency Report 2023 06

About this report	Introduction +	Governance: Rights and	Impact management	Responsible advocacy	Disclosure and	Markets report
		incident management			performance management

Where we operate

Our geographic footprint is expansive, stretching over 19 markets on two continents and connecting 295 million customers. This represents the reach and scope of where we create value, organised into our operations in South Africa, Nigeria and our Markets (SEA, WECA and MENA). These are managed through robust operational and governance oversight, which underpins our pan-African growth strategy.

Our financial performance

Our financial performance

+13.5%* to	+23.0%* to
R210.1bn	R84.0bn
service revenue	data revenue

EBITDAˆ contribution

EBITDA contribution

+21.8%* to	By geography (%)
R21.0bn

fintech revenue

 South Africa	20.7
 Nigeria	41.1
 SEA	11.7
 WECA	25.9
 MENA	2.0
 Bayobab	1.3
 Head offices	(2.9)
and eliminations

Service revenue contribution

Service revenue contribution

+9.8%* to R90.4bn

EBITDA

18.6%

capex intensity

R41.1bn

capex (ex-leases)

By geography (%)

 South Africa	20.4
 Nigeria	35.9
 SEA	11.0
 WECA	27.7
 MENA	3.0
● Bayobab	5.6
● Head offices	(3.5)

By services (%)

 Voice	39.4
 Data	39.8
 Digital	1.7
 Fintech	10.0
 SMS	2.4
 Wholesale	4.2
 Other	2.4

Transparency Report 2023 07

About this report	Introduction +	Governance: Rights and	Impact management	Responsible advocacy	Disclosure and	Markets report
		incident management			performance management

Our sustainability strategy

MTN is committed to harnessing Africa's potential and advancing progress by unlocking the full potential of the digital world. Creating shared value is a crucial pillar of our Ambition 2025 strategy, and we have an authentic belief in our responsibility to create a more sustainable and inclusive world. Our sustainability strategy is supported by a four-pillar framework that aims to create shared value through responsible ESG practices while creating economic value across our footprint. By centring our sustainability strategy on ESG principles, we ensure it is flexible enough to withstand macroeconomic headwinds and prioritise material issues as these emerge.

We believe true progress can be achieved only through action, and we centre our sustainability strategy on the question: What are we doing today?

• Each sustainability pillar is complemented by policies and procedures to reinforce our commitment and facilitate implementation by our operating companies (Opcos).
• Our most material focus areas are linked to clear targets and measurable performance indicators while we continue to manage and measure our remaining ESG matters.
• Our sustainability performance is monitored by the Board's Social, Ethics and Sustainability Committee, and our sustainability mandate and integration is reflected across all Board committees.

We closely monitor our ESG performance and continuously work to contribute to solutions that will build an inclusive, connected and sustainable future.

Strategic intent

Belief statement

Ambition 2025: Leading digital solutions for Africa's progress Everybody deserves the benefits of a modern connected life

Do	ngfor		Doingfor		Doing		Doingfor
	planet		people		itright		growth
			Commitments
We are committed to protecting our planet and		We are committed to driving digital financial		We are committed to partners and		We are committed to boosting inclusive
achieving Net Zero emissions by 2040		inclusion and diverse society		stakeholders to create and protect value		economic growth on the continent
			Metrics and actions
• Project Zero: Reduce GHG emissions		• Increase access and reduce cost to		• Responsible policies and practices: Business		• Tax contribution across markets
• Efficiency: Improve energy efficiency		communicate		ethics and enterprise-wide risk management		• Network infrastructure investment
• Water and waste management: Reducing our		• Increase financial inclusion		• Enhance reputation and trust with		• Fostering local economic development
impact			• Generational equality: Increase women		stakeholders
			representation		• Digital human rights
			• Contribution through information and		• Responsible procurement and supply chain
			communication technology (ICT): Digital
			education, skills and jobs

UNSDGs

*2023 performance metrics are available on page 33

Transparency Report 2023 08