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How we are governed to create value
continued
Key board actions in 2016
Agreed to settle the MTN
Nigeria fine imposed by the
Nigerian Communications
Commission.
On 10 June 2016, we announced that the matter had been resolved
with the Federal Government of Nigeria. The cautionary on trading
in MTN securities and the prohibited period for trading in MTN
securities imposed on directors and employees were lifted.
Established a compliance
structure and constituted a
compliance committee.
A new compliance structure came into effect. We recorded good
progress in the implementation of the compliance framework and
appointed a number of compliance officers. The compliance
committee held its inaugural meeting in March 2016, and monitored
compliance throughout the year.
Established a Group
regulatory structure.
We established a regulatory office and appointed an executive for
regulatory affairs and public policy. The office works closely with the
legal function, the regional vice-presidents and the opco regulatory
teams to shape regulatory outcomes.
Established the Group
transformation board and
implemented the
transformation for accelerated
results programme, also
known as “IGNITE”.
IGNITE is about shaping the future of MTN, by proactively
introducing special measures to accelerate our business and
financial performance. These measures are designed to make our
organisation more agile, and our business more sustainable, efficient,
innovative and profitable. The programme is driven and monitored
under the guidance of the Group transformation board.
Established a formal Group
ethics office.
Although the implementation of the ethics programme has been
ongoing since 2013, in 2016 the Company formed a formal Group
ethics office with a dedicated ethics resource. This structure is also
replicated in MTN South Africa and MTN Nigeria.
Appointed new directors to
the MTN Group board and
MTN South Africa board.
We expanded the commercial and industry experience on both the
MTN Group board and MTN South Africa board to improve the
Group’s risk and governance profile.
Appointed new executives:
• Group president and CEO
• Group CFO
• Group COO
• Regional vice-president:
SEA
†
• Vice-president: mergers
and acquisitions.
Following on from the change in the operating model, in 2016, we
made a number of changes to the executive team. We expect that
the appointment of new executives and the expansion of the roles
of others, together with the appointment of additional non-executive
directors on the board, will strengthen management, enhance
governance and aid strategy.
Reviewed pertinent
governance policies.
We continued to review our policies and processes with the view of
ensuring that they are in line with changes in the regulatory,
compliance and governance landscape.
Implemented the King IV
readiness programme.
With the launch of the King IV Report on Corporate Governance, we
took strides to ensure that we are able to “apply and explain” the
17 new principles of the report. This continues into 2017.
Introduced a new BEE
scheme.
Transformation and empowerment are at the core of MTN’s ethos.
We launched MTN Zakhele Futhi Limited in South Africa, a
R9,9 billion empowerment scheme holding approximately 4% equity
in MTN Group.
† Excluding South Africa; subject to contractual restraints which have now ended.
MTN Group Limited
Integrated Report 2016
56