About this report

This integrated report is MTN Group Limited's (MTN, the "Group" or "Company") principal report to stakeholders and includes information on our governance, strategy, performance and prospects, seeking to provide a balanced account of key developments in the period 1 January to 31 December 2012. We have endeavoured to provide a clear and concise story of how MTN creates value over time, and have taken into account the latest prototype framework of the International Integrated Reporting Council.

The report also gives information on how we are addressing social, economic, environmental and governance issues that are important to our stakeholders and have a material impact on the long-term sustainability of our business.

To define the report content, we followed a structured approach, which included input from a broad range of key MTN representatives. This included representatives of the board, the executive committee and departments including Group strategy, company secretary, stakeholder management, investor relations, sustainability management, risk management, finance, marketing, human resources and corporate affairs.

The report endeavours to address issues that are material to the Company's sustainability. We determine which these are by reviewing the issues that are of most importance to our stakeholders, and our ability to influence these issues, as well as by taking into account our strategic objectives. These issues impact on our ability to remain commercially viable and socially relevant. These material issues have a strong bearing on our stakeholders' assessment and decisions about MTN's commitment to their needs.

Details of MTN Group's key stakeholders and our engagement appear on page 14. For more details of our process to determine materiality, please see page 9.

In this report, we provide commentary on the performance of the Group's businesses across 22 markets in the Middle East and Africa, and focus our more detailed reporting on the performance of the top nine operating companies (opcos) as they contribute the largest share to revenues, and have the most material impact on the Group's overall performance. This report also includes the Group's annual financial statements (AFS) as well as material activities undertaken through Group functions located in South Africa and Dubai. All figures are reported on a comparable basis, with no restatements, excluding the segment report (note 3) and statement of cash flows (note 45). A copy of this report is also available at www.mtn.com.

Key improvements in this year’s report

This year we have made a number of refinements to our report. These include more detailed disclosure of our strategic objectives and MTN's delivery against these at Group level.

We have also provided better alignment of our governance to our strategic objectives, and in turn to our key performance indicators as well as to the risks the Group faces. We have reintroduced a value added statement and have endeavoured to provide more forward looking and strategic commentary. Following the organisational restructuring in early 2012, we now provide more comprehensive reporting on our operations: we have included detailed reports on the top nine operating companies, compared to five in the 2011 report.

This report shows that we are maturing in our integration of sustainability matters into the business, but we acknowledge that we still have much to do. We welcome feedback at investor_relations@mtn.co.za.

While we have included our financial, environmental, social and socio-economic performance in this report, we recognise the need for more detailed reporting to certain stakeholders. The 2012 MTN Group sustainability and GRI reports are available at www.mtn.com/sustainability. Similarly, we provide highlights of governance developments in this report, but a full governance report can be found at www.mtn.com. MTN's Carbon Disclosure Project standard report is at www.cdproject.net.

The integrated report has been approved by the board. It is dated 28 March 2013.

Reporting principles

In compiling its AFS, the Group applies International Financial Reporting Standards (IFRS) and complies with the SAICA Financial Reporting Guides, the JSE Listings Requirements and the Companies Act.

We use local and global sustainability standards, protocols and guidelines to report our responsible business performance. The key standards of reference are the JSE Social Responsibility Index (SRI), the King Code of Corporate Governance, the United Nations Global Reporting Initiative (GRI) G3 Sustainability Reporting Guidelines, the Telecommunications sector supplement and the Carbon Disclosure Project standard. We lodge a detailed report with the JSE SRI annually, and maintained our listing in 2012.

Assurance

The audit committee oversees the drafting of the integrated report with recommendations from joint auditors PricewaterhouseCoopers Inc and SizweNtsalubaGobodo Inc, where considered necessary. The audit committee approves the AFS which have been prepared under the supervision of the Group CFO, Mr NI Patel. This is the first year that we have undertaken external assurance on aspects of our sustainability performance. The full assurance statement is on page 100.