(formely M-Cell Limited) - Business Report 2003 - MTN Group

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Chairman’s report (continued) DISTRIBUTION TO SHAREHOLDERS After due consideration, it is the Board’s view that – in the best interests of shareholders – we should maintain our policy of reinvesting retained earnings in operations and reducing borrowings where appropriate to ensure continued growth. Accordingly, no final dividend has been declared. Taking the strong cash generation of the South African operations and the reducing debt levels into consideration, the dividend policy will be reviewed regularly to ensure optimisation of shareholder value. PROSPECTS The Board is confident that the Group’s operations will show satisfactory growth in the year ahead. International operations are forecast to increase their contribution to the Group’s earnings and subscriber numbers, while MTN South Africa is expected to maintain strong positive cash flows. APPOINTMENTS As Chairman, it is my pleasure to welcome Ms Sindisiwe Mabaso and Mr Alan van Biljon to the MTN Group Board. Ms Mabaso is Financial Director of the Transnet Group and Mr van Biljon is a former Financial Director of the Standard Bank Group. During the year, Mr C R Jardine resigned from the Board and we thank him for the contributions he has made. After year-end, Ms Santie Botha joined the Board as Executive Director Marketing. She was previously Group Executive Director at Absa Bank. SHAREHOLDER MATTERS Management buy-in The management buy-in, initiated by the executive directors in October 2002, resulted in management and staff acquiring 18,7% of the issued share capital of MTN Group through Newshelf 664 (Proprietary) Limited. An ad hoc committee of independent non-executive directors with the assistance of independent advisors monitored the transaction and advised shareholders (in an announcement dated 15 January 2003) that no negative impact on MTN Group was foreseen. I am satisfied that the Group provided no financial assistance to facilitate the transaction. I believe that our management’s and staff’s significant interest in the Group will provide an additional performance incentive at no cost – through dilution or otherwise – to shareholders. Johnnic unbundling of interest in MTN Group On 3 June 2003, Johnnic shareholders approved the unbundling of a 31,9% interest in MTN Group to its shareholders. Arising from this, the National Empowerment Consortium (NEC) now has an estimated 8,8% interest in MTN Group. The free float of MTN Group shares increased to some 72,5% of the issued shares. ACKNOWLEDGEMENTS Having taken over as Chairman from Phuthuma Nhleko, who was subsequently appointed Chief Executive Officer, I wish to express my sincere thanks to my team, the Board, the Chief Executive Officer, executive management and staff members throughout Africa for their dedication, drive and determination to make the MTN Group the leading telecommunications company on the continent. Cyril Ramaphosa Chairman 19 June 2003 PAGE 8 MTN BUSINESS REPORT 2003
MTN group values Values To realise our vision, the Group subscribes to six shared values that form the foundation of our business principles and conduct, and guide us in our interaction with stakeholders throughout the continent and abroad: Innovation Doing new things and doing the same things differently Simplicity Suppressing the irrelevant so that the relevant can shine through Integrity Doing what we said we would do, and not what we said we were not going to do Can-do “Cannot” is not part of our vocabulary unless it is humanly impossible Friendly Treating others as we would like to be treated ourselves Teamwork Using our hearts and minds together, in order to release our full potential and creativity MTN BUSINESS REPORT 2003 PAGE 9
Page 1 and 2: MTN Group Limited (formerly M-Cell
Page 3 and 4: FINANCIAL HIGHLIGHTS 2003 ● ●
Page 5 and 6: OUR VISION IS TO BE THE LEADING PRO
Page 7 and 8: MTN Footprint AS AT 31 MARCH 2003 E
Page 9 and 10: EXECUTIVE DIRECTORS 1. P F NHLEKO G
Page 11: Keeping pace with the technological
Page 15 and 16: Flashed, superheated air hotter tha
Page 17 and 18: for between 94,9% and 97,9% of the
Page 19 and 20: LOOKING AHEAD The positive results
Page 21 and 22: operations in local currency was su
Page 23 and 24: a deferred tax asset raised which i
Page 25 and 26: Table 5 Capital expenditure Capital
Page 27 and 28: Table 7 Group facilities Total Util
Page 29 and 30: In the post-paid market, MTN South
Page 31 and 32: gathering and analysing relevant cu
Page 33 and 34: (2002: R450 million). EBITDA was R2
Page 35 and 36: MTN RWANDA MTN Rwanda recorded plea
Page 37 and 38: MTN UGANDA MTN Uganda continues to
Page 39 and 40: products across the Group. Airborn
Page 41 and 42: GROUP BALANCE SHEET AS AT 28 FEBRUA
Page 43 and 44: SHAREHOLDER INFORMATION SPREAD OF O
Page 45 and 46: In a military-like manoeuvre of pre
Page 47 and 48: Details of attendance by directors
Page 49 and 50: DEALINGS IN SECURITIES All director
Page 51 and 52: of internal, financial and operatio
Page 53 and 54: ● No share options have been repr
Page 55 and 56: investment in five countries outsid
Page 57 and 58: Glossary of terms and acronyms Grou
Page 59 and 60: These regular visitors, who shape c
Page 61 and 62: DIRECTORS’ APPROVAL OF THE ANNUAL
Page 63 and 64:
DIRECTORS’ REPORT FOR THE YEAR EN
Page 65 and 66:
THE MTN GROUP SHARE OPTION AND INCE
Page 67 and 68:
EQUITY COMPENSATION BENEFITS FOR EX
Page 69 and 70:
DIRECTORS’ SHAREHOLDINGS The inte
Page 71 and 72:
DIRECTORS’ EMOLUMENTS AND RELATED
Page 73 and 74:
In addition, the Public Investment
Page 75 and 76:
The Group’s investment in associa
Page 77 and 78:
issue during the period and is base
Page 79 and 80:
● income and expenditure and cash
Page 81 and 82:
GROUP BALANCE SHEET AS AT 31 MARCH
Page 83 and 84:
GROUP STATEMENT OF CHANGES IN SHARE
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1. BUSINESS AND GEOGRAPHICAL SEGMEN
Page 87 and 88:
2003 2002 Rm Rm 3. OPERATING EXPENS
Page 89 and 90:
2003 2002 Rm Rm 7. EARNINGS PER ORD
Page 91 and 92:
Information systems, furniture Netw
Page 93 and 94:
Other Connection intangible incenti
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16. TRADE AND OTHER RECEIVABLES Bal
Page 97 and 98:
2003 2002 Rm Rm 20. BORROWINGS (con
Page 99 and 100:
2003 2002 Rm Rm 20. BORROWINGS (con
Page 101 and 102:
22. TRADE AND OTHER PAYABLES Trade
Page 103 and 104:
Carrying amount Fair value 2003 200
Page 105 and 106:
2003 2002 Rm Rm 31. CONTINGENT LIAB
Page 107 and 108:
40. CLASSIFICATION OF MTN MAURITIUS
Page 109 and 110:
COMPANY CASH FLOW STATEMENT FOR THE
Page 111 and 112:
7. RECEIVABLES Sundry receivables 7
Page 113 and 114:
INTERESTS IN ASSOCIATED COMPANIES A
Page 115 and 116:
R S DABENGWA (44) BSc (Eng), MBA Ex
Page 117 and 118:
Symbolizing the power of a leader,
Page 119 and 120:
Details of directors offering thems
Page 121 and 122:
4. That the maximum discount at whi
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PROXIES A form of proxy which sets
Page 125 and 126:
This resolution is required to be p
Page 127 and 128:
APPENDIX TO THE NOTICE OF ANNUAL GE
Page 129 and 130:
FORM OF PROXY ONLY FOR USE BY REGIS
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(formely M-Cell Limited) - Business Report 2003 - MTN Group

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