About this report

This integrated report is MTN Group Limited’s (MTN, the Group or Company) primary communication to shareholders. It is also useful to other stakeholders interested in MTN’s ability to ensure a sustainable business in the future. It explains who we are, how we are governed and how we implement our strategy to create value. It gives our Group performance in 2015 and our prospects.

This year, in our effort to tell the MTN story more thoroughly, we provide a more detailed discussion of the most material issues the Company faced in the year ( 11) and what actions these prompted. This material issues section also provides details of the environment in which we operate, so to avoid duplication, we have removed the separate operating context page which had appeared in the 2014 report. Similarly, we have done away with the CFO report.

The material issues and our strategy form the golden thread that runs throughout the report. To keep our report concise, we provide supplementary information in associated reports on MTN’s website. The sustainability and corporate governance reports, as well as a full set of the annual financial statements (AFS) and a tax report, are available at www.mtn.com/investors/FinancialReporting/Pages/IntegratedReports.aspx. A detailed stakeholder engagement table is also available online.

Scope and boundary

The content of this report addresses key developments and material matters for the period 1 January to 31 December 2015. It provides insight into factors which influence our strategy and determine our strategic priorities. It gives commentary, performance measures and prospects for the Group’s strategy and main operations. Matters we consider most material determine the report’s content. For details on how we define our material issues, and what they are, see 11.

Our strategy is underscored by our strategic priorities, detailed on 23. Strategic priorities are further developed into specific initiatives, delivery of which is quantified and evaluated against annual targets set by the Group executive committee (exco) at the start of the year. In this report we also provide our outlook on the delivery of our priorities on 28.

When determining material issues, we consider the size of each operating company (opco). The contribution of each cluster is given on 02 and shows that MTN Nigeria and MTN South Africa collectively account for 63% of the Group’s total revenue. The CEOs of these operations therefore sit on the exco. Our large opco cluster makes up 21% of the Group’s total revenue and the executive responsible for this cluster sat on the exco in 2015. For these reasons, we include more detailed 2015 performance reports for MTN South Africa, MTN Nigeria and our large opco cluster on 32 to 41.

Given a number of changes that took effect early in 2016, we provide the composition of the board and executive committee at 2 March 2016. On 10 we also provide details of the main changes to our organisational structure which came into effect in the new financial year.

For the purposes of this report, we have included summarised financial statements. The full AFS and the external audit report can be found at .

Approval by the board

The structure and layout of this report is based on guidance in the latest integrated reporting framework set by the International Integrated Reporting Council (IIRC). The report was prepared under the supervision of Group CFO Brett Goschen CA(SA). The audit committee ensures the integrity of the report and has applied its collective mind to its preparation and presentation. The directors are responsible for the integrated report as a whole. The report was approved by the board in March 2016.

We welcome feedback on this report at investor_relations@mtn.co.za.

STRATEGY ICONS

MTN’s strategy ( 22) is driven through five strategic themes, the icons of which are:

Creating and managing stakeholder value Creating a distinct customer experience Driving sustainable growth Transforming our operating model Innovation and best practice

Reporting principles and assurance

Financial information

In compiling the summarised financial results and AFS, the Group applies International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB) and interpretations as issued by the IFRS Interpretations Committee (IFRIC), and complies with the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee, Financial Reporting Pronouncements as issued by the Financial Reporting Standards Council (FRSC), the JSE Listings Requirements and the requirements of the South African Companies Act, No 71 of 2008.

In parts of this report, we include data on MTN Irancell as it is a large and important operation. However, under IFRS, this business is equity accounted for, like our businesses in Botswana and Swaziland.

The audit committee advises the board, which approves the AFS. The AFS are jointly audited by PricewaterhouseCoopers Inc. (PwC) and SizweNtsalubaGobodo Inc.

Non-financial information

Local and global standards and guidelines are used in compiling non-financial information. The key standards of reference are the JSE Listings Requirements, the Companies Act of 2008, King Code of Governance Principles for South Africa 2009 (King III), IIRC guidelines, the JSE Socially Responsible Investment Index, the United Nations Global Reporting Initiative G4 Sustainability Reporting Guidelines, the telecommunications sector supplement and the CDP standard.

Non-financial information on certain aspects of the business has been externally assured by PwC. This includes certain quality of service indicators; the outcome of the employee culture survey; CSI spend; number of whistle-blower tip-offs and net promoter score. These are included in the detailed sustainability report. The assurance statement is on 118.