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All about MTN
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Our reporting suite
Our approach to materiality
Navigating this report
About this report
Who we are
Our products and services
Where we operate and how we perform
Views from our Chairman
Q&A with the Group President and CEO
Q&A with the CFO
Key financial tables
Our market context
Operational performance summary
Our outlook
Investment case – a compelling African growth story

How we create and preserve value
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Creating and preserving value through our business model
Material matters impacting value creation
Social, Ethics and Sustainability Committee Chair's review
Stakeholders with whom we partner to create value
Audit Committee Chair’s review
Risk Management and Compliance Committee Chair’s review
How we manage risk
Top risks to value creation
Delivering value through our strategy
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Finance and Investment Committee Chair’s review
Our Ambition 2025 strategy
Our strategic performance dashboard
Connectivity
Fintech
Digital infrastructure
Create shared value
Portfolio optimisation

Governance and remuneration
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Directors Affairs and Governance Committee Chair’s review
Governance in support of value creation
Our Board of Directors
How the Board transformed our values into actions
Our Executive Committee
Definitions for assured non-financial data
Remuneration Report
Independent assurance practitioner’s limited assurance report
Glossary
Administration

Audit Committee Chair's review

In a dynamic and intricate multi-jurisdictional landscape, safeguarding MTN's assets is essential. Enhancing our financial stewardship continues to be a priority. We are committed to improving the maturity of our disclosures by prioritising transparency, accuracy and reliability.

Sindi Mabaso-Koyana CA(SA) Chair

Key features of 2024

In addition to the standing items on our annual agenda, in 2024 we:

  • Made progress in implementing process automation bots for tasks relating to intercompany mismatching and the tax return processes for professional fees and travel expenses.
  • Progressed activities to coordinate and oversee the standardisation of key controls across key processes.
  • Conducted ongoing monitoring and review of the implementation of enterprise cloud solutions in our Opcos and business units.
  • Strengthened the effectiveness of internal controls and internal financial controls by reviewing, updating and drafting new policies to enhance the control environment; completing a financial skill assessment; developing a programme to improve finance capabilities across taxation, treasury and finance operations functions; and implementing an enhanced attestation process.
  • Oversaw the ongoing enhancement of financial reporting within the Group, which included increasing the capacity of the technical accounting team, and adding in-country resources for key operations and platforms, and streamlining the vertical reporting from Opcos into the Group.
Members   Meetings
    Scheduled Special
Sindi Mabaso-Koyana   4/4 7/8#
Noluthando Gosa   4/4 7/8^
Nosipho Molope   4/4 8/8 
Tim Pennington   4/4 8/8 
Vincent Rague   4/4 7/8^

All members are independent non-executive directors.

By invitation: Group President and CEO, Group CFO, Group Chief Risk Officer, Group Chief Legal and Regulatory Officer, Group Executive: Internal Audit and Forensics, the Group Executive: Finance, and representatives of the external auditors.

# Recused from a special meeting in September 2024.
^ Tendered apology for non-attendance at a special meeting in September 2024.

Ad hoc special meetings were held to consider and approve various subsidiary AFS, Group trading statements/circulars and investment opportunities.

Key focus areas for 2025

In addition to our annual statutory and governance responsibilities, we shall:

  • Accelerate the adoption of digital technology in finance, including the implementation of cloud enterprise resource planning solutions and AI functionalities as they are released.
  • Continue to ensure the effectiveness of the separate governance structures for Group Fintech and Bayobab related to risk management, control and compliance capabilities.
  • Enhance specialised finance skills across the Group and strengthen centres of excellence for key finance functions.
  • Monitor the progress on the implementation and standardisation of key controls to further enhance the overall control environment.
  • Oversee compliance with Pillar Two legislation, including management's calculation of minimum tax within the Group and the relevant filing of the GloBE return.

Note: For details of the committee's work in 2024, see the full Audit Committee report in the AFS.

Mandate

The committee assists the Board in discharging its duties by independently monitoring the effectiveness of the operational, financial and control processes. This includes overseeing internal financial controls and ensuring that assurance services and functions enable an effective control environment, and that these support the integrity of information produced in compliance with applicable legal and regulatory requirements.