‌MTN Group Limited

Integrated Report for the year ended 31 December 2024

Leading digital solutions for Africa's progress

‌Welcome to our 2024 Integrated Report‌ Our purpose is to enable the benefits

of a modern connected life for everyone

Inside this report

All about MTN

01

11 Q&A with the Group President and CEO

14 Q&A with the CFO

17 Key financial tables

19 Our market context

22 Operational performance summary

28 Our outlook

29 Investment case - a compelling African growth story

Delivering value through our strategy

03

74 Finance and Investment Committee Chair's review

75 Our Ambition 2025 strategy

76 Our strategic performance dashboard

77 Our strategic performance

77 Connectivity

83 Fintech

85 Digital infrastructure

87 Create shared value

90 Portfolio optimisation

How we create and preserve value Governance and remuneration

02

30 Creating and preserving value through our business model

31 Outcomes and trade-offs

35 Material matters impacting value creation

47 Social, Ethics and Sustainability Committee Chair's review

48 Stakeholders with whom we partner to create value

59 Audit Committee Chair's review

60 Risk Management and Compliance Committee Chair's review

61 How we manage risk

64 Top risks to value creation

91 Directors Affairs and Governance Committee Chair's review

04

92 Governance in support of value creation

96 Our Board of Directors

98 How the Board transformed our values into actions

104 Our Executive Committee

106 Remuneration Report

142 Definitions for assured non-financial data

144 Independent assurance practitioner's limited assurance report

146 Glossary

147 Administration

‌Our reporting suite‌

Our Integrated Report provides a comprehensive overview of MTN's strategic achievements and initiatives, including our operational highlights, financial performance and environmental, social and governance (ESG) value creation. This information allows our investors and other stakeholders to understand the overall health and prospects of our company. This report is accompanied by supplementary reports which outline MTN's strategic goals and how the company plans to achieve them.

Integrated Report

Our primary communication to investors and other stakeholders is designed to enable them to make well-informed evaluations of our performance and prospects, strategic direction and the value we create, preserve or erode through our activities. It offers a forward looking view of MTN's financial and non-financial performance, covering strategy, risks and opportunities, targets and governance.

Materiality lens: Financial and impact

Sustainability Reporting

The following suite of reports provides information on MTN's strategy and performance related to sustainability issues with the potential to impact our organisation, society and the environment. The reports detail MTN's performance data on a wide range of ESG metrics and targets informed by various standards (see alongside). The reports detail MTN's policies, governance strategies, risks and opportunities relating to sustainability considerations.

Sustainability Report

Climate Report Transparency Report ESG Data Booklet

Financial Reporting

Our comprehensive financial reports provide detailed insights into our company's performance, which includes an analysis of the Group's financial results, a five-year review and our tax approach. These reports not only highlight our financial health and operational efficiency but also offer a clear view of our strategic direction and prospects.

Annual Financial Results

Annual Financial Statements

Tax Transparency Report

Five-year Review

Regulatory and reporting frameworks used†

CR

IR

INTEGRATED REPORTING

Materiality lens: Impact

Materiality lens: Financial

Information for shareholders

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

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

King IV Assessment Networks Holdings

Report Limited.

B-BBEE

Act

Companies Act

Amended

ESG Matrix Financial

for Mobile Sector Code (IFSC)

AFR

TTR

IFRS -

S1 and S2

UN Guiding Principles on Business and Human Rights

IABS

DRIVING SUSTAINABLE ECONOMIES

Materiality lens: Financial

† For more details see page 147.

Our

and the supplementary reports are available online for review. This report is also available in a web version for an additional interactive experience.

Integrated Report 2024

01

‌Our approach to materiality‌

At MTN, we recognise the interconnectedness of our operations, the environment and society, as each of these factors impacts the others in various ways - both positively and negatively - which often change over time.

The concept of 'double materiality' proposed by the European Commission in 2019 encourages companies to consider financial materiality and impact materiality. Financial materiality follows various codes, standards and frameworks (see page 147), while impact materiality follows the GRI standards. MTN considers a range of matters that can affect our ability to create value for our stakeholders; for the Integrated Report, this focus is primarily for short, medium and long term consideration. We acknowledge that materiality is a dynamic area, with the potential for sustainability measures to shift between financial and impact materiality, which drives our annual process to identify key material matters for the Group. Our reporting suite, explained on page 01, examines the 'financial' (financial reporting) and 'impact' (sustainability reporting) materiality of the matters affecting our business.

Our materiality determination process is led by Investor Relations and is subject to review by the Exco and Board:

Given the dynamic nature of our material matters, our annual materiality determination process also assesses any shifts between impact and financial materiality.

Identification

Evaluation

1

Through an independently facilitated survey and scoring mechanism, evaluate the extent to which good or bad management affects

Impact materiality

2

Significant external impacts (informs Sustainability Reporting)

Most significant impacts (double materiality informs Integrated Reporting)

Identify potentially relevant material topics for consideration including:

Prioritisation 3

Prioritise matters based on the likelihood

of occurrence and the magnitude of impact by:

• Submitting final scores to the Exco and Board for review.

• Using the outcomes to guide the content of

our , and all Financial Reporting.

Financial materiality

Integrated Report 2024

02

‌Navigating this report‌

Throughout our Integrated Report, the icons below illustrate the connectivity between our Ambition 2025 strategic priorities, the six capitals, material matters, risks and value creation for our stakeholders.

Ambition 2025 strategic priorities to create value

pg.75

The capitals

pg.30

Our material stakeholders

pg.48

Government

Top risks

pg.61

R

1

Material matters (MM)

We unpack

our material matters on

pg.35

MM

3

Regulatory/tax

MM

1

Macro

MM

4

Finance

MM

2

Geopolitics

MM

5

Platforms

Challenging political and macroeconomic conditions

R

3

R

5

We unpack our principal risks and how we manage them on

Strategy and execution

R

2

Increased regulatory pressure

R

4

R

6

Increased tax-related uncertainty

Natural

We provide details on how the capitals enable our strategy (definitions)

Financial

Intellectual

Regulators and policymakers

Our stakeholder engagement report is on

Civil society

Build the largest and most valuable platforms

Our strategic performance report is on

Drive industry-leading

R

8

connectivity operations

Create shared value

Portfolio optimisation

MM

6

MM

8

R

7

Competition

MM

7

Emerging tech

Skills

Cyber and information security

Competition

Human

Other icons

LA

Investment community

MM

9

Governance

MM

10

MM

11

DigiFin inclusion Cybersecurity

Financial markets, liquidity and funding

Compliance

Manufactured

Subscribers/ customers

Limited assurance obtained

https://www.mtn.com

Our material matters icons are denoted in short form to enhance ease of use and reference throughout the

. Full details on page 35.

R

9

Technology

R

10

Human capital

Social

MTNers

ESG remains at the core of our strategy. This aligns with our work to advance the United Nations Sustainable Development Goals (SDGs) through our business activities and our support of governments, communities and customers. The SDGs target a sustainable society with a plan to end poverty, protect the planet and ensure equality for all by 2030. We are committed to bridging the digital divide and promoting financial inclusion to advance the attainment of the goals.

Our primary SDG contribution areas for shared value creation: Key indirect opportunities exist in the following SDGs:

Throughout this report we use the * symbol:

* Constant currency after taking into account pro forma adjustments. These are the responsibility of the directors and have been reviewed by our external auditors.

The forward looking financial information disclosed in this Integrated Report has not been reviewed or audited or otherwise reported on by our external joint auditors.

Integrated Report 2024

03