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All about MTN
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Welcome to our 2025 Integrated Report
Our reporting suite
Our approach to integrated thinking and value creation
Our approach to materiality
About this report
An overview of MTN Group
Where we operate and how we perform
Views from our Chairman
Q&A with the Group President and CEO
Q&A with the Group CFO
Key financial tables
Our market context
Operational performance summary
Our outlook
Investment case – Transforming Africa's growth potential

How we create and preserve value
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Creating and preserving value through our business model
Outcomes and trade-offs
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 2030 strategy
Meaningful value delivered by Ambition 2025
Our strategic performance dashboard
Connectivity
Fintech
Digital infrastructure
Create shared value

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
Governance in support of value creation
Our Executive Committee
Human Capital and Remuneration Committee Chair's review
Remuneration Report summary
Definitions for assured non-financial data
Independent assurance practitioner’s limited assurance report
Glossary
Administration
How we create and preserve value

Risk Management and Compliance Committee Chair's review

Sindi Mabaso-Koyana

Over the past year, we strengthened the effectiveness and integration of risk management, governance and resilience across the Group, with a clear focus on execution discipline, first-line accountability and proactive management of emerging risks. As we move into 2026, the focus remains on advancing a more data-driven, technology-enabled approach, strengthening external risk oversight and resilience and reinforcing ethical leadership to support sustainable value creation.

Nosipho Molope
Outgoing Chair

Ignatius Sehoole
Incoming Chair

Nosipho Molope

Key features of 2025

  • Advanced the Group enterprise risk management (ERM) approach, strengthening execution effectiveness, comparability across Opcos and alignment to strategy and capital allocation, supported by enhanced key risk indicator (KRI) tracking and reporting.
  • Strengthened first-line accountability and control effectiveness by advancing our control improvement programme and increasing automation to support consistent, robust assurance outcomes.
  • Reinforced integrated assurance and governance practices by advancing our combined assurance approach and leveraging technology to support more effective oversight.
  • Strengthened oversight of external risks, including geopolitical, sanctions and regulatory developments, through expanded horizon scanning and scenario analysis, supported by Board oversight and clear cross-functional accountability.
  • Improved the resilience of our network and infrastructure through optimised network redundancies, eliminating single points of failure and maintaining ISO 22301 certification in key markets.
  • Enhanced compliance and ethical culture, reinforcing conduct risk management, anti‑money laundering and counter‑financing of terrorism controls and data protection, including MTN’s first application for consideration as one of the World’s Most Ethical Companies.
  • Strengthened technology-enabled risk governance, including the introduction of the Group AI risk assessment framework to support responsible and riskr‑based innovation.
  • Reinforced cyber resilience and information security through enhanced detection and response capabilities, strengthened third-party and digital security controls, and increased security awareness across the Group.
Members Meetings
  Scheduled
Nosipho Molope˚~ 4/4
Noluthando Gosa 4/4
Shaygan Kheradpir^ 1/1
Stan Millerˇ 4/4
Nicky Newton-King 4/4
Tim Pennington 4/4
Lamido Sanusi 4/4
˚ Chairman from May 2025    
^ Retired 31 March 2025 ˇ Retiring 29 May 2026

All members are independent non-executive directors. Ignatius Sehoole was appointed to the committee and as Chair, effective 31 March 2026. On the same date, Ouma Rasethaba and Saf Yeboah‑Amankwah joined the committee.

~ Stepped down as Chair on 31 March 2026 as she became Chair of the Audit Committee.

By invitation: Chair of the Audit Committee, Group President and CEO, Group CFO, Group Chief Risk Officer, Group Chief Legal and Regulatory Officer, Group Executive: Internal Audit and Forensics and the external auditor.

 

Key focus areas for 2026

  • Embed first-line risk ownership at scale by expanding control self-assessment practices and strengthening continuous monitoring and accountability across markets.
  • Modernisation of the Group ERM approach towards a more data-driven operating model, leveraging analytics, automation and responsible AI to enhance risk insight and decision support.
  • Expand external risk intelligence and horizon-scanning capabilities, strengthening proactive monitoring and scenario analysis of geopolitical, regulatory and macroeconomic developments, with integration into executive and Board oversight.
  • Strengthen geopolitical, sanctions and trade-related risk governance, enhancing due diligence and maintaining active scenario planning for potential external disruptions.
  • Advance data privacy and information governance maturity, embedding privacy by design and strengthening third-party risk management to support consistency and accountability.
  • Strengthen resilience and business continuity capabilities, including improved disaster recovery testing, crisis simulation and market-specific response planning.
  • Reinforce compliance, conduct and financial crime controls, with continued focus on AML, KYC and ethical culture across the Group.

Mandate:

The committee provides strategic oversight of risk management, ensuring proactive identification, mitigation and monitoring of emerging threats and opportunities. It also oversees compliance and governance to maintain resilience and alignment with MTN's strategic priorities.

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