MultiChoice : FY21 AGM minutes

MULTICHOICE GROUP LIMITED

('the Company or MCG')

Registration No: 2018/473845/06

(Incorporated in the Republic of South Africa)

MINUTES OF THE 3rd ANNUAL GENERAL MEETING (AGM) OF THE COMPANY HELD ON WEDNESDAY 26 AUGUST 2021 AT 11:00 - VIRTUALLY VIA THE MEETING SPECIALIST (PTY) LTD (TMS) ZOOM PLATFORM

PRESENT:	Four shareholders representing 66 060	number of shares and 9
	non-voting shareholder representatives were present virtually.
	45 shareholder	proxies representing	353 220 838	number of
	shares received in favour of the meeting chair.
	Total shares	represented including	proxies:	353 286 898
	(79.84% of the total issued share capital of the Company).

Directorate:

Imtiaz Patel: Board and meeting chair

Calvo Mawela: MultiChoice Group CEO

Tim Jacobs: MultiChoice Group CFO

Christine Sabwa: Social and ethics committee chair

Louisa Stephens: Audit and risk committees' chair

Advocate Kgomotso Moroka: Nomination committee chair

Jim Volkwyn: Remuneration committee chair

James du Preez

Dr Fatai Sanusi

Elias Masilela

Nolo Letele

MultiChoice representatives:

Byron du Plessis: Corporate CFO

Kobie Joubert: Head of Reward

Meloy Horn: Head of Investor Relations

Auditors: PricewaterhouseCoopers Inc. (PwC), represented by

Brett Humphreys

Company secretary: Carmen Miller

Meeting administrative attendees: Ceciele van der Struys, Bonita

Monageng and Michelle Ackerman.

Transfer secretaries: Singular Systems (Pty) Ltd represented by

Grant Bailey, Gaisano Mogorosi.

Meeting scrutineers: The Meeting Specialist (Pty) Ltd represented by Asaf Ben-Nathan, David Spiller, Michael Wenner, Izzy van Schoor and Farhana Adam.

Twenty-two persons joined the meeting as guests.

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WELCOME ADDRESS BY	The chair of the board of directors and the chair of the meeting,
THE CHAIR:	Imtiaz Patel, welcomed all in attendance to the MCG virtual
	AGM and apologised, in advance, for any technical issues which
	may occur during proceedings.
	The chair introduced the meeting panelists:
	- Calvo Mawela, the group CEO;
	- Tim Jacobs, the group CFO;
	- Jim Volkwyn, the lead independent director and
	remuneration committee chair; and
	- Christine Sabwa, the social and ethics committee chair.
	The chair noted the following persons who were in attendance:
	- Louisa Stephens - the audit and risk committees' chair;
	- Carmen Miller - the Group company secretary;
	- Adv Kgomotso Moroka - the nomination committee
	chair;
	- the rest of the MultiChoice Group directors, Nolo
	Letele, Elias Masilela, Dr Fatai Sanusi and James du
	Preez; and
	- PricewaterhouseCoopers, MCG's external independent
	auditors.
	The chair:
	- Highlighted various events which had occurred since the
	previous AGM in August 2020 and thanked
	management, employees and the board for their
	achievements, commitment and support.
	- Noted the resignation of Steve Pacak as a director in
	April 2021 and thanked Steve Pacak for his steady
	leadership and valuable input, especially during the
	early part of our journey as a separately listed company.
	- Welcomed MCG's newest independent non-executive
	director, James du Preez, who was appointed with effect
	from 1 April 2021.
	- Noted the sad and sudden passing in June due to
	COVID-19-related complications of Jabu Mabuza
	whose invaluable insights and experience will be sorely
	missed and will remain a lasting part of the MultiChoice
	story.
CEO- BUSINESS	The chair introduced and handed over to Calvo Mawela, who
PRESENTATION:	provided an operational overview. The following key points
	were noted:
	a. Despite the challenges brought about by the COVID-19
	pandemic, teams continued to excel, drive innovation and
	delight customers.
	i. The business achieved 7% subscriber growth in the
	traditional linear Pay-Tv business and its services
	now reach 20.9m households across the continent. At
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the same time, the OTT user base increased by a pleasing 39% YoY.

1. 1. The business delivered strong financial results, with revenue growth accelerating by 4%, whilst trading profit was up 28%. Core headline earnings increased by a healthy 32% and free cash flow was up a solid 10% from the prior year.
   2. The business produced almost 4,600 hours of local content. This is a remarkable increase of 19% YoY, despite disrupted production in the early days of COVID-19.
   3. The business' focus on managing costs continues and the business delivered another R1.5bn in cost savings and generated healthy operating leverage of 7%.
   4. Losses in the Rest of Africa narrowed by R1.5bn and the business retained momentum in returning to profitability.
   5. The year saw the launch of several innovative new products and services, as well as the renewal of some popular football rights.
   6. The business also continued to enhance its ecosystem, specifically by expanding into the high- growth area of sports-betting through an investment in BetKing.
2. The business has a multi-pronged approach to driving growth:
3. 1. The linear Pay-Tv market remains a large and attractive growth opportunity.
   2. Penetration in sub-Saharan Africa is still relatively low and satellite remains the most affordable way of distributing long-form video content to the broadest segment of the market.
   3. As connectivity bottlenecks continue to improve, the addressable market in OTT is expected to grow quickly, albeit off a low base.
   4. The business's aim is to further develop its OTT platform and grow with this market segment.
   5. The business will also continue to look for select opportunities in adjacent areas to its core business. This will allow MultiChoice to further expand its ecosystem, thereby enhancing customer experiences and at the same time growing revenues.

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1. A key underpin to expanding MultiChoice's ecosystem is its ability to leverage scale and reach.
2. 1. MultiChoice currently reaches approximately 21 million households. Given an average of 5 people per household in its markets, MultiChoice currently reaches approximately 100 million people across the continent.
   2. MultiChoice operates in 50 countries through 4 platforms, namely DStv (our DTH platform), GOtv (our DTT platform), Showmax (our OTT platform), its many digital properties which include content websites such as M-Net and Africa Magic, and its social media presence, as well as its dedicated apps for the likes of SuperSport.
   3. Leveraging this scale and reach, the business aims to further expand its ecosystem:
   4. • by innovating to build the next generation of leading products and services,
      • by partnering with best in class content and technical operators to deliver an exceptional consumer experience,
      • and by investing in targeted and complimentary business opportunities to enhance its portfolio and generate positive financial returns.
   5. MultiChoice believes this approach supports the businesses ambition to provide a wider array of entertainment options and value-added services to customers, whilst generating additional revenues and creating value for stakeholders.
   6. During the past year:
   7. • Access to Amazon's Prime Video was added in January 2021, via MultiChoice's Explora Ultra device.
      • A distribution agreement with YouTube was concluded, and the adding of more third-partyvideo-on-demand services is planned over time.
      • The business has been rolling out ancillary financial services on a targeted basis by expanding its portfolio beyond pure Decoder Insurance to include Funeral Cover, Subscription Waiver and Debt Waiver products.
      • An investment in BetKing was made and following this the business is in the process of exploring avenues for closer collaboration.
3. Sports-betting
4. 1. The fast-growing,high-valuesports-betting segment has seen a surge in activity in recent years. It has

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been a particularly attractive market for media and content companies, who have entered into sports betting partnerships or launched their own betting business in anticipation of increased fan engagement, revenue stream diversification and improved viewership. Examples of these ventures include Sky, Fox, Turner and CBS.

1. Global sport-betting revenues are set to grow by more than 130 billion dollars over the next 4 years. Africa currently comprises only 2% of the global market but is poised for significant momentum as it starts to catch-up.
2. BetKing is a leading pan-African sport betting business. Effective 1 October last year, MultiChoice announced an initial 20% investment in this business, enabling it to indirectly add sports betting to its entertainment ecosystem, driving higher user engagement and ultimately long-term value.
3. By leveraging its own proprietary technology, BetKing is particularly well positioned to capture a large share of the African growth opportunity.
4. The business is using MultiChoice's investment proceeds to fund the expansion of their product set and geographic footprint beyond Nigeria, Kenya and Ethiopia. It is also looking to leverage SuperSport's strong brand and reach and MCG's regional presence and acumen.
5. MultiChoice is very pleased with BetKing's operational progress, reflected by the strong growth in key metrics. This has been achieved despite the impact of COVID-19 on live sport events and thus also on sports betting activity during the year.
6. BetKing is committed to creating a sustainable industry across Africa and adheres to regulatory requirements in all jurisdictions where it operates. Ensuring robust compliance processes and policies, including responsible gambling, and supporting corporate social responsibility and job creation are key strategic objectives. More specifically, BetKing applies advanced data-driven techniques to limit deposits and bet sizes, thereby preventing over- spending on its products, whilst verification checks are in place to restrict under-age gambling.
7. MultiChoice is looking to increase its stake in BetKing to 49% for an amount of two hundred and eighty-two million dollars. One hundred million dollars will be paid as a primary issuance to fund BetKing's accelerated roll-out plan, whilst one

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