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Finance and Investment Committee Chair's review

"The committee reviewed a large number of significant transactions, major contracts and financing transactions. The committee diligently challenged management and was able to report and recommend to the Board around the various matters considered, enabling the Board to fulfil its oversight of the strategic execution of the Group."

Key features of 2023

Considered and approved:
- Fintech strategic investment by Mastercard of up to US$200 million.
- Disposal of MTN Afghanistan.
- Renewal of tower contracts approaching expiry.
- Acquisition of spectrum assets.
- Renewal of fintech system contract.
- Proposals for additional capital investment and operational expenditure where it exceeded approved budgets.
- The medium-term funding strategy.
- The investment framework including the criteria for the application of WACC across the Group.
Provided oversight on:
- Middle East market exit process.
- Smaller markets exit process.
- Various localisation share transactions.
- Various new market opportunities.
- Structural separation process.
Ensured all the opportunities considered followed a strict financial criteria and risk assessment in line with our disciplined capital allocation framework.

Key focus areas for 2024

Remain committed to our disciplined capital allocation framework.

Consider selective M&A and business development opportunities, aligned to our investment case, as well as strict risk and financial criteria.

Review and approve the Group funding plan.

Oversee:

The setup of the Group fintech holding company and its work to secure strategic partners to support the accelerated growth of the business.
The case for new market expansion opportunities.
The case for in-country market consolidation opportunities.
Further Opco licence renewals.

Chair
Tim Pennington

	Meetings
Members	Meetings

	Scheduled	Special
Tim Pennington	4/4	3/3
Noluthando Gosa	4/4	3/3
Sindi Mabaso-Koyana	4/4	2/3
Lamido Sanusi	4/4	3/3
Nosipho Molope	4/4	2/3

All members are independent non-executive directors.

Special meetings are scheduled on an ad hoc basis and at short notice to address urgent matters. Due to the nature of these meetings, it is not always possible for all directors to attend.

By invitation: Chair of the Audit Committee, Group President and CEO, Group Chief Financial Officer, Group Chief Risk Officer, Group Chief Operating Officer and the external auditor.