Downloads

Top risks to value creation

R

1

Challenging political and macroeconomic conditions

Relevant material matters

Risk mitigation and controls

Enhanced scenario planning and risk monitoring to address evolving geopolitical and economic conditions.
Strengthened business continuity frameworks to safeguard operations in key and high-risk markets.
Implement targeted forex strategies to mitigate currency exposure and protect financial performance.
Maintain committed financing facilities to ensure each Opco can operate independently and withstand market volatility while adhering to self-funding principles.

Prioritise employee safety and asset security through comprehensive continuity management practices.
Ensure strict adherence to global sanctions regulations, maintaining legal and ethical compliance across operations.
Conduct stress testing of business plans for liquidity and capital management across markets.
Increased reliance on local currency obligations and forex risk mitigation strategies.
Facilitate dividend repatriation under favourable conditions to enhance financial flexibility and drive shareholder value.

Relevant capitals

Principal risk and risk issues

MTN navigates a complex geopolitical and macroeconomic environment, characterised by economic volatility, trade disruptions and regional instability. Heightened global tensions, evolving trade dynamics and geopolitical realignments are reshaping the operating landscape. Ongoing conflicts and political uncertainties contribute to market volatility, impacting supply chains, cross-border operations and investor sentiment. Within MTN's key markets, persistent inflation, currency devaluations and fiscal tightening – particularly in Nigeria, Ghana and South Africa – inflation, currency volatility, and public debt remain key challenges. Food security, water shortages and unemployment exacerbate economic strain in key markets.

Opportunity

Proactive risk management enables MTN to position itself as a resilient and trusted operator amid geopolitical and economic uncertainties.

Expanding digital and fintech solutions can address socioeconomic challenges while strengthening market presence.

Strategic partnerships with governments and private sector players can drive sustainable growth and innovation.

R

2

Increased regulatory pressure

Relevant material matters

Risk mitigation and controls

Strengthened cross-functional collaboration through timeous reporting and escalation of regulatory issues.
Proactive regulatory advocacy and engagement to navigate the evolving environment, especially in tax, pricing, SIM registration, data privacy and protection and licensing.
Regular capacity building and development of robust frameworks and playbooks to address data privacy, SIM registration, know your customer (KYC) requirements, pricing and spectrum issues across markets, in line with local and international standards.
Engagements with regulatory authorities and industry bodies such as the GSMA, African Telecommunications Union (ATU), Smart Africa and International Telecommunication Union (ITU) to advocate for regulatory parity, fair competition practices, spectrum management and regulatory reforms.
Proactively managed spectrum renewals and applications, while optimising spectrum allocation to support network growth.

Conduct ongoing scenario planning, stress testing, and regulatory impact assessments to inform strategic decision making and mitigate emerging risks.
Proactive monitoring of sanctions and export control legal and regulatory environment to ensure compliance with new sanctions and export control rules.
Enhanced regulatory monitoring to address risks, such as AI and tariff restrictions.
Enhanced due diligence processes and risk assessments to ensure compliance with international trade and sanctions regulations across all operations.
Timely operating licence renewals.
Monitoring developments in tax laws and regulations and managing
tax-related regulatory engagements across markets.
Conducted regular floor pricing and tariff reviews to ensure market-aligned pricing strategies and mitigate risks related to regulatory interventions.
Engaged with regulators to support emerging technologies, including 5G and AI, while promoting balanced policy approaches that encourage innovation.

Relevant capitals

Principal risk and risk issues

MTN operates in a highly regulated sector where policy decisions and regulatory frameworks shape our operating environment. As with all telecoms providers, MTN must comply with a range of sector-specific regulations, including licensing conditions, data privacy and governance laws, quality of service (QoS) performance indicators, and SIM registration and KYC requirements. Recent macroeconomic and geopolitical developments have heightened regulatory risks, particularly around capital management, market conduct and international sanctions in certain regions. Regulatory bodies are also intensifying scrutiny of tax compliance, competition practices and digital service offerings, adding further complexity to our operational landscape. To navigate this environment, MTN prioritises adherence to applicable laws and regulations as part of its corporate governance framework. This is supported by a proactive and collaborative regulatory approach, involving cross-functional teams that engage with regulators to anticipate and address emerging issues while ensuring operational continuity and sustainable growth.

Opportunity

As regulatory landscapes evolve, MTN is well-positioned to leverage its proactive approach to strengthen partnerships with regulators, industry bodies and policymakers. By engaging early in regulatory discussions and promoting balanced frameworks, MTN can shape favourable policies that support market growth, innovation and digital inclusion. The ongoing expansion of 5G, fintech, and AI-driven solutions presents an opportunity to collaborate with authorities in establishing future-ready regulations.

R

3

Strategy and execution

Relevant material matters

Risk mitigation and controls

Annual strategy and business planning process, including Board reviews and approvals of strategic plans and budgets.
Development and Group-wide strategy working papers and their recommendations relating to developments that may significantly impact MTN's businesses and operations.
Comprehensive resource allocation and KPI tracking to measure progress against strategic priorities.
Ensured well-established management of capital projects, with ongoing monitoring to ensure timely delivery, cost efficiency and return profiles.

Communicate comprehensively about strategic intent.
Strategic partnerships to support digital, AI and cloud transformation, fintech expansion and fibre rollout.
Talent development initiatives aligned with evolving strategic needs.
Continuous monthly exco tracking and reporting on strategic programmes.
Refined risk assessments for infrastructure projects and joint venture partnerships to avoid unsustainable investments.
Monitored cash upstreaming from markets to assess the impact of economic volatility in key regions.

Relevant capitals

Principal risk and risk issues

MTN operates in a rapidly evolving industry where diverse markets (in terms of market maturity, macroeconomic and operating conditions) and technological advancements present several challenges. Effectively navigating this environment requires a cohesive strategic vision, organisational alignment and strategic and organisational agility to capitalise on market-specific opportunities.

MTN's evolving strategic plans focus on driving sustainable growth / value creation and innovation through terrestrial network monetisation, digital transformation (including AI adoption), expanding fintech and digital infrastructure ecosystems and enhancing operational resilience. This forward-looking approach ensures MTN's continued relevance amid dynamic industry shifts.

Executing complex strategies, such as platform growth and business segmentations, demands advanced programme and project management, supported by agile change management practices.

Strategy risk arises when strategic plans fail to achieve their intended outcomes, often due to misalignment with broader objectives or shifting market dynamics. Execution risk refers to obstacles encountered during implementation, including resource misalignments, operational bottlenecks, and evolving external conditions.

Opportunity

MTN's strategic focus on connectivity, fintech and digital infrastructure growth enables the Group to unlock new revenue streams, strengthen its market leadership and drive long-term value creation while maintaining agility in a dynamic industry.

Digital transformation, automation and AI also provide opportunities for improving returns through cost and productivity efficiencies and potentially further revenue growth.

R

4

Increased tax-related uncertainty

Relevant material matters

Risk mitigation and controls

Strengthened tax governance frameworks, including proactive tax readiness initiatives.
Ongoing tax compliance reviews and audits to identify and address potential exposures.
Enhanced cross-functional collaboration to respond to evolving tax regulations, including international tax, transfer pricing and VAT requirements.
Implementation of advanced tax technology solutions to improve reporting accuracy and efficiency.
Implementation of a Group-wide tax risk management framework to ensure consistent practices across all markets, aligning with international standards.

Strengthened transfer pricing policies and documentation and training to address regulatory scrutiny, ensuring alignment with local and international requirements.
Proactive management cross-border tax obligations, including permanent establishment (PE) risk assessments and utilisation of double taxation agreements (DTAs) to optimise tax efficiency.
Engagement with revenue authorities across markets to promote transparency and fair tax practices.
Regular training and capacity building to ensure adherence to evolving tax obligations.

Relevant capitals

Principal risk and risk issues

MTN operates in a dynamic tax environment shaped by evolving domestic and international reforms, including the Base Erosion and Profit Shifting (BEPS) initiative of the Organisation for Economic Co-operation and Development (OECD). Heightened scrutiny from revenue authorities, intensified transfer pricing audits, and increased tax compliance requirements across markets present significant challenges. These complexities are compounded by geopolitical and macroeconomic pressures, further driving the need for robust tax risk management strategies.

Opportunity

MTN's proactive approach to tax governance presents an opportunity to strengthen trust with regulators, demonstrate leadership in tax transparency, and streamline compliance processes. By leveraging automation, enhancing internal controls and engaging with authorities through collaborative platforms, MTN can effectively navigate evolving tax landscapes while optimising its tax structures. This approach not only mitigates financial risks but also reinforces MTN's position as a responsible corporate citizen, promoting sustainable business practices across its markets.

R

5

Cyber and information security

Relevant material matters

Risk mitigation and controls

Strengthened incident detection and response capabilities to ensure rapid identification and mitigation of threats.
Continued investment in security infrastructure, enhancing real-time threat monitoring and response.
Implementation of key security initiatives under the ASPiRE+ 2025 Programme, including cloud security, application security and network segmentation.
Advanced security tools, including AI-driven threat detection and zero-trust network architecture, to improve resilience.
Regular vulnerability assessments and security patching to proactively address emerging cyber threats.
Strengthened governance and compliance frameworks, embedding cybersecurity controls into business processes and third-party agreements.

Enhanced security awareness and training initiatives to improve employee vigilance and reduce risks of human error.
Improved ransomware resilience through updated crisis response frameworks and playbooks.
Expanded automation in security monitoring and intelligence gathering to enhance threat prevention and mitigation.
Strengthened security measures for digital financial services to protect customer data and comply with evolving regulatory requirements.
Integration of enhanced security standards into vendor contracts to ensure third-party compliance with MTN's cybersecurity policies.

Relevant capitals

Principal risk and risk issues

Cybersecurity remains a critical priority for MTN as the threat landscape continues to evolve, with increasingly sophisticated cyber-attacks, AI-enabled threats and ransomware campaigns targeting organisations globally. Such incidents could disrupt services, compromise personal and confidential data, damage MTN's reputation and result in regulatory penalties. Emerging threats include vulnerabilities in third-party platforms, phishing attacks targeting employees and exploitation of infrastructure weaknesses.

Opportunity

MTN can strengthen its market position by embedding advanced cybersecurity into its digital services, enhancing customer trust and differentiation. Expanding security awareness and integrating robust protections into third-party ecosystems will reinforce MTN's reputation as a secure and resilient digital operator, driving growth and strategic partnerships.

R

6

Competition

Relevant material matters

Risk mitigation and controls

Adaptive pricing, including device financing and flexible payment models, to enhance affordability.
Utilise AI-driven omnichannel engagement to personalise the customer experience and drive retention.
Cost optimisation to sustain competitive pricing and protect profitability.
Regulatory advocacy to influence fair competition and pricing flexibility.
Form strategic partnerships with hyperscalers, fintech providers and satellite players to differentiate offerings and expand reach.
Invest in network and platform excellence, including fibre expansion and enhancing service level agreements for enterprise clients.
Simplification of brand architecture, with minimum brand-building investment thresholds and execution standards.

Expand MoMo and digital financial services to increase customer engagement create additional revenue streams.
Focus on customer retention, especially for high-value segments, through loyalty programmes, premium support and proactive customer relationship management.
Engage youth through targeted digital products, entertainment bundles and social experiences.
Develop vertical-specific solutions and enhance managed service capabilities.
Invest in talent development by upskilling staff and building a competitive employer brand.
Tailor market approaches to account for local conditions, including scenario planning and forex risk mitigation.

Relevant capitals

Principal risk and risk issues

We operate in a competitive and fast-changing environment, where evolving customer expectations, regulatory developments and new market entrants are reshaping the landscape. As demand for affordable, personalised and seamless digital experiences grows, maintaining brand relevance, attracting talent and adapting to local conditions remain key priorities.

These changes also create strong opportunities for growth. By positioning MTN as a digital-first platform, we can expand our ecosystem across fintech, enterprise and adjacent digital services. Strategic partnerships, AI-driven engagements and bundled value offerings can enhance customer loyalty, open new revenue streams and support long-term differentiation. Proactive regulatory engagement and innovation in areas like Internet of Things (IoT) and cybersecurity reinforce MTN's role as a key enabler of inclusive digital progress.

Opportunity

We are positioning MTN as a leading digital platform player. By deepening fintech, enterprise and sector-focused digital offerings, we can create more integrated and relevant experiences for customers. Strategic partnerships with tech leaders, investments in AI and the personalisation and development of bundled value-added services (such as entertainment, gaming and digital identity) can enhance customer loyalty and drive new revenue streams. Expanding into adjacent areas like cybersecurity, private 5G, and IoT will strengthen MTN's value proposition to consumers and businesses. Through continued innovation, a strong brand presence, and thoughtful regulatory engagement, we can shape the future of digital connectivity and unlock sustainable growth.

R

7

Financial markets, liquidity and funding

Relevant material matters

Risk mitigation and controls

Maintain disciplined financial management through adherence to treasury policy to ensure liquidity preservation, with structured cash repatriation strategies to navigate market volatility.
Continue to implement a smart capex agenda, aligning the capital allocation framework to drive investment in core business areas while ring-fencing funding for partner-led future growth in strategic enablers.
Stress testing and risk assessment conducted through annual business plan stress and shock scenarios to evaluate financial resilience against currency devaluation, inflation and interest rate fluctuations.
Forex and liquidity management include hedging currency exposures where feasible, particularly in Nigeria and Ghana, to mitigate forex volatility and strengthen local currency funding to reduce reliance on hard currency debt.

Capital and debt optimisation are achieved through strategic capex management and disciplined capital allocation to improve efficiency, while prioritising ARP proceeds to enhance Holdco leverage and balance US dollar exposure with local financing.
The debt and liquidity strategy includes proactive refinancing of upcoming maturities and exploring alternative financing solutions, such as multilateral partnerships and asset realisation.
MTN Nigeria's Recovery Plan is focused on disciplined cost control, revenue growth and capital preservation to restore positive equity and strengthen liquidity.
Optimised excess cash balances in Opcos and cash upstreaming to the Group.
Holdco leverage 1.4x: targeted at less than 1.5x.
The US dollar-denominated debt ratio is currently at 21:79, targeting a 40:60 local to hard currency mix.
Maintain liquidity headroom to ensure a buffer for debt service and operational flexibility.

Relevant capitals

Principal risk and risk issues

MTN operates in highly volatile financial markets. Key challenges include local currency depreciation, inflationary pressures and limited access to hard currency in key markets like Nigeria and Ghana, impacting cash repatriation and funding availability. The rising cost of debt, driven by high interest rates and constrained liquidity in global capital markets, increases refinancing risk for upcoming maturities. Forex volatility affects capex planning. MTN's ability to secure funding at competitive rates, maintain optimal leverage and efficiently upstream cash from Opcos is critical to sustaining financial resilience and delivering shareholder value.

MTN is strengthening local currency funding and partnerships with regional and global financial institutions to mitigate forex volatility and reduce reliance on hard currency debt.

In Nigeria, where macroeconomic pressures have led to a negative equity position, MTN's recovery plan focuses on revenue growth, cost optimisation and capital preservation. As inflation moderates and interest rates decline, MTN aims to optimise its capital structure, lower financing costs and enhance liquidity, driving long-term growth and shareholder value.

This reinforces MTN's proactive management of Nigeria's challenges while maintaining Group-wide financial resilience.

Opportunity

MTN can enhance financial resilience by deepening local currency funding solutions and expanding strategic partnerships with regional and global financial institutions. By optimising capital allocation, leveraging alternative financing mechanisms and refining cash upstreaming strategies, MTN can mitigate forex volatility and reduce its reliance on hard currency debt. Additionally, proactive engagement with investors and regulatory bodies can support favourable policy adjustments, improve access to liquidity and strengthen market confidence in MTN's long-term financial stability.

R

8

Compliance

Relevant material matters

Risk mitigation and controls

Strengthening compliance governance and internal controls across all markets.
Enhancing regulatory engagement to address compliance gaps and mitigate financial and operational risks.
Improving SIM registration processes and compliance monitoring to align with evolving regulatory requirements.
Strengthening data privacy measures by focusing on maturity assessment and automation.
Implementing risk-based compliance monitoring frameworks to proactively identify and address vulnerabilities.

Enhancing trade and partner compliance to mitigate exposure to sanctions and contractual risks.
Aligning compliance certification efforts (ISO 37301) to enhance regulatory trust and improve compliance maturity.

Relevant capitals

Principal risk and risk issues

Regulatory complexity and evolving compliance requirements across multiple markets pose significant challenges, with increasing scrutiny from authorities on issues ranging from SIM registration and tax compliance to spectrum licensing and quality of service. Tight regulatory timelines and shifting policies heighten the risk of
non-compliance, potentially leading to financial penalties and operational disruptions.

Emerging risks include data privacy vulnerabilities. Strengthening compliance frameworks, improving monitoring capabilities and embedding regulatory alignment into operational strategies remain critical to mitigating compliance risk and ensuring long-term business resilience.

Opportunity

By embedding proactive compliance management, MTN can enhance regulatory trust, reduce financial penalties and improve operational resilience. Strengthened data privacy, automation, and compliance monitoring frameworks will improve efficiency and enable early risk detection.

R

9

Technology

Relevant material matters

Risk mitigation and controls

Strengthen network resilience through diversified spectrum planning, infrastructure sharing and investing in 5G and fibre expansion.
Rapid rollout of FTTH to decongest networks.
Reallocate spectrum and procured new equipment to improve spectral efficiency and support legacy network shutdowns.
Enhance resilience of passive infrastructure in areas like data centres and subsea cables.
Deploy critical core upgrades to improve the smooth and efficient transmission of data and communication signals.
Implement advanced backup power and deployed renewable energy solutions.
Procure renewable energy via power purchase agreements to reduce reliance on legacy grid vendors.
Expand disaster recovery capabilities and modernise all infrastructure to address legacy system vulnerabilities.
Improve key Radio Access Network (RAN) vendors' tech solution catalogues and pricing to enable local markets and save costs.
Renegotiate contracts by securing long-term agreements with vendors in stable currencies; explore cost-sharing partnerships.

Enhance cyber resilience through AI-driven security monitoring and risk-based mitigation.
Mitigate vendor concentration by diversifying network and IT suppliers, incorporating Open RAN and alternative tech partnerships.
Negotiate local price books in the local currency for all other key tech infrastructure.
Strengthen engagement with regulators to secure favourable licensing conditions and drive tech neutrality in spectrum allocations.
Leverage AI and automation to optimise network efficiency, reduce downtime and enhance predictive maintenance.
Expand connectivity via alternative solutions/partnerships such as LEO satellites to reach underserved areas.
Strategic cloud adoption to drive agility, scalability and cost efficiency, enabling faster innovation and service delivery.
Manage geopolitical and trade risks through contingency planning and a resilient supply chain.
Reduce reliance on third-party infrastructure providers by exploring strategic partnerships and renegotiating leases.
Evaluate ways to optimise towerco contracts and consider the value of in-sourcing this function.

Relevant capitals

Principal risk and risk issues

The rapid advancement of mobile and digital technologies, alongside customer demand for reliable connectivity, places pressure on infrastructure resilience and service availability. Network congestion and outages, constrained spectrum, regulatory complexities and security threats challenge service quality. Ensuring robust network performance requires ongoing investments in spectrum acquisition, modernisation, asset resilience and security measures.

Energy security is a key concern, especially in Africa, where grid power instability necessitates enhanced backups.

Geopolitical and geo-technological risks, including vendor concentration, evolving regulatory scrutiny and global trade realignments, impact supply chain stability and tech choices.

The pervasiveness of telco tech innovation largely outside Africa creates a dependency on procurement from foreign vendors at foreign currency rates.

Currency depreciation and increasing energy costs lead to a rise in tech operating expenses.

Increasing threats such as infrastructure vandalism, fibre cuts and cyber threats also challenge network availability.

Emerging techs, including AI-driven network automation, 5G advances, and LEO satellite solutions, present both risks and opportunities in scaling network capacity and service coverage.

Over reliance/dependency on towercos when the traditional towerco business model is experiencing major challenges.

Opportunity

To drive digital transformation, investments are focused on next-generation network capabilities such as AI, automation, and LEO satellites to enhance productivity, reduce costs, and improve service reliability. These technologies boost network efficiency, expand coverage in underserved areas, and improve customer experience. Strategic partnerships with vendors, hyperscalers, and infrastructure providers enable innovation and cost optimisation. Expanding satellite and cloud-based functions unlocks new revenue streams while reducing reliance on traditional infrastructure. Overall, adopting advanced technologies and investing strategically ensure a competitive advantage and maximised returns.

R

10

Human capital

Relevant material matters

Risk mitigation and controls

MTN is addressing the evolving demands of AI and digital transformation through skills mapping and upskilling initiatives. We are reskilling 8 000 people to equip them for emerging roles in areas like AI and cloud computing, ensuring our workforce remains competitive.
We are creating an on-demand skill pool for niche, high-demand capabilities and developing hireable pathways for both internal and external talent. This ensures we have the right skills to drive digital transformation.
MTN is focusing on reskilling employees in roles impacted by technology and ensuring they are equipped with productivity-enhancing tools and foundational tech skills to thrive in the digital era.

We are increasing women's participation in technology and building inclusive leadership pipelines, aligning with global workforce best practices and skills localisation policies.
Using predictive analytics, MTN is identifying skills shortages and turnover risks to improve succession planning and proactively address talent gaps.
We are collaborating with academic institutions, hyperscalers and tech providers to access emerging skills and reinforce our digital capability-building.
MTN's evolving rewards system focuses on recognising rapid collective milestones and offering growth opportunities, ensuring that our people are motivated and aligned with the company's transformation.

Relevant capitals

Principal risk and risk issues

The evolving nature of work, accelerated by AI, automation and digital transformation, is reshaping the skills landscape. Future-fit capabilities are critical for sustaining MTN's competitive advantage, yet talent scarcity in key areas such as AI and cloud computing threatens execution. The global shift towards remote and flexible work has intensified competition for skilled professionals, requiring adaptive workforce strategies.

Regulatory frameworks on employment, skills localisation policies and evolving expectations for diversity, equity and inclusion further shape MTN's human capital risk. At the same time, workforce transformation – through upskilling, reskilling and leadership development – is imperative to future-proof the business. The risk of failing to develop and retain top talent could result in execution delays, knowledge gaps and weakened market positioning.

Opportunity

MTN's employee value proposition fosters a future-ready workforce through continuous development, employee engagement and agility. Our recognition as a Top Employer strengthens our ability to attract and retain top talent, addressing global competition for skilled professionals in areas like AI and cloud computing.
Our “Y'ello” culture promotes collaboration and innovation, ensuring a unified approach across teams, mitigating knowledge gaps and execution delays, especially in the digital transformation journey. MTN's focus on diversity and inclusion enhances its talent pool and drives innovation, helping to meet evolving workforce expectations and skills localisation policies.

MTN Group Limited Integrated Report for the year ended 31 December 2024

Downloads

Top risks to value creation

R

1

Challenging political and macroeconomic conditions

R

2

Increased regulatory pressure

R

3

Strategy and execution

R

4

Increased tax-related uncertainty

R

5

Cyber and information security

R

6

Competition

R

7

Financial markets, liquidity and funding

R

8

Compliance

R

9

Technology

R

10

Human capital

About MTN

Reporting centre

Definitions and glossary

Downloads

Top risks to value creation

R 1 Challenging political and macroeconomic conditions

R 2 Increased regulatory pressure

R 3 Strategy and execution

R 4 Increased tax-related uncertainty

R 5 Cyber and information security

R 6 Competition

R 7 Financial markets, liquidity and funding

R 8 Compliance

R 9 Technology

R 10 Human capital

About MTN

Reporting centre

Definitions and glossary

R

1

Challenging political and macroeconomic conditions

R

2

Increased regulatory pressure

R

3

Strategy and execution

R

4

Increased tax-related uncertainty

R

5

Cyber and information security

R

6

Competition

R

7

Financial markets, liquidity and funding

R

8

Compliance

R

9

Technology

R

10

Human capital