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Our people and their remuneration

continued

Furthermore, in line with the approval received in 2015, for each financial period, two computations would apply:

•

Computation if the board declares bonuses based of achievement on minimum company performance

levels being met.

•

Computations if the board does not declare bonuses, i.e. minimum Company performance levels are

not met.

These three scenarios are summarised as follows:

Description

Minimum 4% payment

in lieu

of shares

1

Requirements if a

bonus is declared

by the board

Requirements if a

bonus is not declared

by the board

Individual

performance

applies

Yes, an individual

minimum performance

score is required

Yes, an individual

minimum performance

score is required

Yes, an individual

minimum performance

score is required

Earning range as a

% of applicable

annual salary

Exactly 4%

From 0% to 12%

From 0% to 6%

Percentage

payable at target

achievement

Not applicable

9%

4,5%

1

The 4% minimum was payable with effect from December 2015, subject to approval of each opco board. The changes as applicable to

the performance bonus were effective for the 2015 financial year.

December incentive scheme

A 4% of annual remuneration payment in December remained a key vehicle of incentivising our general

staff at employee levels 1 and 2. In accordance with the approved rules:

•

This payment was conditional on minimum individual performance set by the Company and on the

basis that the employee was still in the employment of the Company at payment date.

•

All computations are based on the individual’s previous year’s (i.e. 2015) earnings and IPF scores.

Remuneration report

continued

MTN Group Limited

Integrated Report 2016

78