Together,

we’re
unstoppable.

MTN UGANDA LIMITED ANNUAL REPORT

AND FINANCIAL STATEMENTS FOR THE YEAR
ENDED 31 DECEMBER 2022

MTN Uganda Limited

Annual Report for the year ended 31 December 2022
1
 MTN Uganda Limited MTN Uganda Limited
2 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
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 Contents
1. Glossary 6

2. Notice of AGM 9 11. Corporate Governance Report 131

Corporate Governance Philosophy 132

3. Explanatory Notes 12 Board Function 133
Our Board of Directors 134
Our Executive Management Team 136
4. About MTN Uganda 17 Our MTN MoMo Executive Management Team 138
Board Composition 141
About this Report 17 Board Operations 142
Our Purpose Statement 20 Board Effectiveness 145
Our Journey in Uganda 21 Company Secretary 147
Value Created in 2022 23 Material Governance Policies 148
Our Services, Products and Solutions 26 Governance Audit 149
Stakeholder Inclusivity 150
Remuneration Philosophy 150
5. Chairperson’s Statement 31 Directors’ Remuneration 150
Directors’ Interest in Shares 151
6. Chief Executive Officer’s Statement 35 MTN Group Relationship Agreement 151

7. Strategy and Business Report 43 12. Financial Review 153

Our Market Context 43 Chief Finance Officer’s Statement 153

Our Business Model and Strategy 44 Key Performance Highlights 158
Our Outlook and Investment Case 48 Three Year Financial Review 159
Our People and Culture 50 Director’s Report 160
Statement of Director’s Responsibilities 161
8. MTN Mobile Money Report 63
13. External Auditor’s Independent Report 162
MTN MoMo CEO’s Statement 63
MTN MoMo Value Proposition 66 14. Financial Statements and Notes 169
MTN MoMo Strategic Focus and Goals - BOLD 67
Doing for our Subscribers - 2022 at a Glance 68
MTN MoMo Governance 70 15. Supplementary Information 219

9. Sustainability Report 75 Shareholder Analysis 220

Proxy Form 223
Our Sustainability Framework 77
Our Sustainability Impact: Our Year at a Glance 79 GRI Universal and Topic Standards Index 225
Our Sustainability Governance 80
Our Stakeholder Engagement Values 81
Environmental Sustainability: Energy Consumption and Climate Change 83
Our Commitment to the Society 88
Our Commitment to Governance and Ethics 92
Our Commitment to Economic Growth 94
Investing in communities – our corporate social investment impact 96

10. Risk Management Report 115

Risk Management Approach 115

Three Lines of Defence Strategy 117
Risk Management Governance Structure 118
2022 Risk Profile 118
Material Events Report 122
Ethics and Ethical Business 124

MTN Uganda Limited MTN Uganda Limited

4 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
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 Glossary

DEFINITIONS GRI Global Reporting Initiative

GSM Global system for mobile communication

2G Second generation mobile
ICT Information and communication technologies
3G Third generation mobile
IFRS International Financial Reporting Standards
4G/LTE Fourth generation of long-term evolution mobile communications
IIRC International Integrated Reporting Council
5G Fifth generation mobile
IPO Initial public offering
AI Artificial Intelligence
ISO International Organisation for Standardisation
AGM MTN’s annual general meeting for 2023 (year ended 31 December 2022)
KYC Know your customer; a process to identify and verify customer identity
AML/CFT Anti-money laundering and combating the financing of terrorism
MoMo Subsidiary MTN Mobile Money Uganda Limited
API Application Programming Interface
MTN and MTN Uganda MTN Uganda Limited
ARPU Average revenue per user
MTN MoMo MTN Mobile Money
BOU Bank of Uganda
NaaS Network as a Service
Board Board of directors of MTN Uganda
NPS Net Promoter Score
Capex Capital expenditure
NPS Act National Payment Systems Act 2020
Chenosis A marketplace that gives developers and businesses access to open APIs
NTO Licence National telecommunications operator licence issued by UCC
Communications Act Uganda Communications Act 2013 (as amended)
OTT Over-the-top services
Company MTN Uganda Limited
PSO Payment systems operator, as defined by the NPS Act
COVID-19 The novel coronavirus
PSP Payment service provider, as defined by the NPS Act
CVM Customer value management
SIM-card Subscriber identity module-card
EBITDA MTN Uganda’s earnings before interest, tax, depreciation and amortisation
SME Small-and-medium enterprises
e-NPS Employee Net Promoter Score
SMS Short message service
ERM Enterprise Risk Management
UCC Uganda Communications Commission
EVP Employee Value Proposition
UGX Uganda Shilling, the official currency of Uganda
ESG Environment, social and governance
UN SDGs The United Nations Sustainable Development Goals
Fintech MTN MoMo, e-commerce, insurance, airtime and data monetization streams
URA Uganda Revenue Authority
FY Financial Year
USD United States Dollar, the official currency of the United States of America
GCA Group Culture Audit
USE Uganda Securities Exchange
GDP Gross Domestic Product
USSD Unstructured Supplementary Service Data, a communications code (*1234#)
GHG Greenhouse gas emissions
YoY Year-on-Year
GOU Government of Uganda

MTN Uganda Limited MTN Uganda Limited

6 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
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 Notice of AGM

Notice is hereby given that the Annual General Meeting (“AGM”) of MTN Uganda Limited (the “Company”) will
be held using electronic means in accordance with Article 62(b) of the Company’s Articles of Association,
on Friday, 19 May 2023 at 10.00 a.m to conduct the following business.

ORDINARY BUSINESS

1. To receive, consider and if approved adopt the Company’s audited accounts for the year ended 31
December 2022, together with the reports of the directors and external auditor thereon.

2. To approve and declare the payment of a final dividend of UGX 5.5 per ordinary share (UGX 123.1
billion) for the year ended 31 December 2022.

3. To confirm the appointment of Ms. Winnie Tarinyeba Kiryabwire as a director in accordance with
Article 96 of the Company’s Articles of Association.

4. To approve the appointment of Ernst & Young Uganda as the external auditor of the Company for
the audit relating to the financial year ending 31 December 2023, and to authorise the directors
to fix their remuneration for that purpose.

5. To conduct any other business that may be conducted at the AGM, of which due notice has been
given.

By Order of the Board,

MS. ENID EDROMA

Company Secretary
27 April 2023

Every Ugandan deserves the

benefits of a modern connected life.

MTN Uganda Limited MTN Uganda Limited

8 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
9
 Notes livestream platform and vote (when prompted) using the livestream link of using the USSD
prompts.
REGISTRATION FOR VIRTUAL AGM 11. In line with the Companies Act 2012, all the resolutions to be passed at the AGM are ordinary
resolutions. Ordinary resolutions require the support of more than 50% (fifty percent) of
1. The Company will conduct the AGM as a virtual meeting using electronic means in accordance the voting rights exercised on each of them by the shareholders.
with Article 62(b) of the Articles of Association.

2. Shareholders wishing to participate in the AGM should register by doing the following: ATTENDANCE OF AGM AND PROXIES
a) Dialing *284*481# for Uganda telecommunications networks and *483*481# for Kenya 12. Only a person whose name appears on the Company’s share register at the close of
telecommunications networks and following the various prompts regarding the business on Thursday, 18 May 2023 at 10.00 a.m. is entitled to attend the AGM.
registration process; or
b) Sending a request via email to be registered to mtnuganda@image.co.ke or 13.
A shareholder who is entitled to attend and vote at the AGM is entitled to appoint one or more
c) Shareholders with email addresses will receive a registration link via email which proxies to attend, speak and vote instead of himself/herself. Such proxy need not be a shareholder
can be used to register. of the Company but must be an individual. A proxy form may be downloaded from the Company
website: https://www.mtn.co.ug/investors/annual-general-meetings/
3. To complete the registration process, shareholders will need to provide their national identity
card /passport numbers which were used to purchase their shares and/or their Securities Central The appointment of a proxy will not preclude the shareholder who appointed that proxy from
Depository Account Number. For assistance during registration, shareholders should dial the following attending the AGM and participating and voting in person at the meeting. A proxy form for a
helpline number +256 762 260 804 between 9:00 a.m. and 4:00 p.m. from Monday to Friday or send an corporate shareholder must be accompanied by a power of attorney or other authority issued by
email to mtnuganda@image.co.ke the corporate shareholder in favour of the proxy.
4. Registration for the AGM opens on Thursday, 27 April 2023 at 10:00 a.m. and will close on Shareholders who are unable to attend the AGM are encouraged to use the proxy form to ensure
Thursday, 18 May 2023 at 10.00a.m. Shareholders will not be able to register after this time. that their votes on the proposed resolutions are taken into account.
5. The AGM will be streamed live at the scheduled time and date indicated above to registered 14. For the appointment to be valid, duly executed proxy forms must be delivered electronically via
shareholders who will receive a link 24 hours before the AGM. Registered shareholders will also email address investorrelations.ug@mtn.com or deposited at any of the following locations not
receive a short message service (SMS/USSD) prompt on their registered mobile numbers 24 hours later than Tuesday, 16 May 2023 at 5.00 p.m:
before the AGM acting as a reminder of the AGM and providing a link to the livestream. A second SMS/
USSD prompt shall be sent one hour ahead of the AGM. By registering to attend the AGM, a shareholder a) At the MTN Uganda head office at Plot 69/71, Jinja Road, Kampala, Uganda; or
consents to receive these messages. b) At the offices of the Share Registrar, Uganda Securities Exchange Nominees Limited
(SCD Registrars) at Plot 3-5 New Port Bell Road, UAP Nakawa Business Park, Block A,
4th Floor, Kampala, Uganda.
RIGHT OF SHAREHOLDERS TO ASK QUESTIONS

6. Shareholders have the right to ask questions not only at the AGM, but also in writing prior BOOKS CLOSURE AND DIVIDEND PAYMENT
to the meeting as follows:
15. The books closure date for entitlement to the final dividend is Thursday, 1 June 2023. Only
a) Sending their written question by email to mtnuganda@image.co.ke shareholders registered in the books of the Company at close of business on that date are
b) Shareholders who will have registered to participate in the meeting shall be able to ask entitled to receive the final dividend.
questions by SMS by dialing the USSD code above and selecting the option (Ask Question)
on the prompts or via the Question Tab on the livestream link during the AGM; 16. In line with the Uganda Securities Exchange Trading Rules 2021, the ex-dividend date shall be
c) To the extent possible, physically delivering their written questions with return physical Monday, 29 May 2023. Accordingly, an investor who buys MTN Uganda shares before this date
address or email address to the Company Secretary at the MTN Uganda head office will be entitled to the final dividend. Any investor buying MTN Uganda shares on this date and
at Plot 69/71, Jinja Road, Kampala, Uganda. afterwards will not be entitled to the final dividend declared for the year ended 31 December 2022.
7. All questions received will be responded to via email or SMS or via the selected mode by the 17. On Thursday, 22 June 2023, the final dividend will be paid (net of withholding tax) electronically to
shareholder. A full list of questions received and the answers provided will be published on the the nominated bank accounts or mobile money wallets of eligible shareholders.
Company’s website within 24 hours of the conclusion of the AGM.

8. Shareholders are advised to submit their questions by Thursday, 18 May 2023 at 10.00 a.m. ANNUAL REPORT AND AUDITED FINANCIAL STATEMENTS

18. The electronic version of the Annual Report and audited financial statements is available online
VOTING for viewing and download from our website at www.mtn.co.ug/investors. In addition, shareholders
who have provided their email addresses to the Share Registrar will receive the electronic version
9. All shareholders of the Company are entitled to vote at the AGM. Every shareholder present of the Annual Report and audited financial statements via email.
electronically (in person or by proxy) at the meeting shall be entitled to one vote, and on a
poll, shall be entitled to one vote for every share held.

10. Shareholders attending electronically will receive an SMS prompt with instructions on their
registered mobile phone number alerting them to propose or second the resolutions put forward
in the notice. Shareholders attending electronically may follow the AGM proceedings using the

MTN Uganda Limited MTN Uganda Limited

10 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
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 Explanatory Notes

We welcome you to the second AGM of the Company following its listing on the Uganda Securities Exchange
Resolution 3: CONFIRMATION OF THE APPOINTMENT
on 6 December 2021. Explanatory notes are provided below to the resolutions set out in the notice of the
OF INDEPENDENT NON-EXECUTIVE DIRECTORS
AGM. At the meeting, you will be requested to vote in favour of the proposed resolutions. Please note that if
you abstain from voting, you will not be counted in the calculation of the proportion of votes for or against
To confirm the appointment of Ms. Winnie Tarinyeba Kiryabwire as a director in accordance
a resolution.
with Article 96 of the Company’s Articles of Association

Resolution 1: 2022 AUDITED ACCOUNTS

Explanatory Note:
To receive, consider and if approved adopt the Company’s audited accounts for the year ended
31 December 2022, together with the reports of the directors and external auditor thereon.
The Capital Markets Corporate Governance Guidelines 2003 provide that a board should reflect a balance
between independent, non-executive directors and executive directors. Further, the Company’s Articles
of Association adopt the Code of Corporate Governance (Table F) of the Companies Act, which provides
Explanatory Note:
that a sufficient number of the non-executive directors of a board shall be independent directors. Article
96 (b) of the Company’s Articles of Association provides that any person who is willing to act as a director,
Pursuant to the requirements of Section 155 and 170 of the Companies Act 2012 (the “Companies Act”),
and is permitted by law to do so, may be appointed to be a director by a decision of the directors to fill
the directors of the Company are mandated to prepare financial statements for each year. In line with
a casual vacancy or as an addition to their number, subject to the directors’ appointment of a director
those provisions, the 2022 financial statements have been prepared, audited, approved and included in
being confirmed at the Company’s next annual general meeting. Accordingly, the Board of the Company
the 2022 Annual Report. The Annual Report also contains the report of the directors and the Company’s
appointed Ms. Winnie Tarinyeba Kiryabwire, and recommends the confirmation of her appointment.
external auditor on the audited financial statements.
In line with the Capital Markets Corporate Governance Guidelines, the Companies Act and the Articles
The directors are required by the Companies Act to lay before the Company in the general meeting for each
of Association, we request that you support the motion to confirm the appointment of Ms. Tarinyeba
financial year copies of the financial statements of the Company made up to a date not exceeding nine
Kiryabwire, who is appointed as an independent non-executive director of the Company.
months prior to the date of the meeting. This provides the shareholders the opportunity to ask questions
on the content of the audited financial statements.
Resolution 4: EXTERNAL AUDITOR
We urge you to vote in support of the motion to receive the audited financial statements and the
accompanying reports.
To approve the appointment of Ernst & Young Uganda as the external auditor of the Company
for the audit relating to the financial year ending 31 December 2023, and to authorise
the directors to fix their remuneration for that purpose.
Resolution 2: FINAL DIVIDEND

To approve and declare the payment of a final dividend of UGX 5.5 per ordinary share
Explanatory Note:
(UGX 123.1 billion) for the year ended 31 December 2022.
Section 167 of the Companies Act requires the Company to appoint an auditor to hold office from the
conclusion of that general meeting, until the conclusion of the next general meeting. The Companies Act
Explanatory Note:
further permits the remuneration of the external auditor appointed by the shareholders to be fixed in
such manner as the general meeting may determine. Article 142 of the Company’s Articles of Association
Section 69 of the Companies Act empowers the Company to declare and pay a dividend based upon a
provides that the external auditors shall be appointed by the shareholders and their remuneration decided
recommendation by the directors and with reference to the accounts of the Company. Article 53 of the
by the directors.
Company’s Articles of Association provides that the shareholders in a general meeting may declare a final
dividend by ordinary resolution, but no dividend shall exceed the amount recommended by the directors
In conformity with corporate governance best practice regarding the rotation of external auditors, Ernst
acting in accordance with any Company’s prevailing dividend policy.
& Young Uganda has been nominated to replace PricewaterhouseCoopers Uganda as the Company’s
external auditor.
The proposed amount of UGX 5.5 per ordinary share (UGX 123.1 billion) constitutes the final dividend for
the year ended 31 December 2022.
In line with the referenced provision of the Companies Act and the Company’s Articles of Association, we
request that you support the motion to approve the appointment of Ernst & Young Uganda as external
The proposed final dividend for 2022 is UGX 123.1 billion (UGX 5.5 per share). This follows two interim
auditors of the Company, and to authorise the directors to fix their remuneration for the audit of the
dividends paid in September and December 2022 of UGX 111.9 billion (UGX 5.0 per share) and UGX 120.9
Company’s accounts for the year ending 31 December 2023. The directors will be guided in this regard by
billion (UGX 5.4 per share) respectively, which translates to a total dividend of UGX 15.9 per share. As such,
the Audit and Risk Committee.
the total 2022 dividend will be UGX 355.9 billion. The dividend pay-out translates to 87.6% of profit and
total comprehensive income for 2022 and is in line with our dividend policy which provides for a pay-out
ratio of at least 60% of distributable income.

We urge you to vote in support of the motion to declare and approve the final dividend of UGX 5.5 per
ordinary share (UGX 123.1 billion) for the year ended 31 December 2022.

MTN Uganda Limited MTN Uganda Limited

12 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
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 Shareholders at the 2022 Annual General Meeting (AGM)
of MTN Uganda Limited held on Friday 27th May 2022,
at the MTN Headquarters.

MTN Uganda Limited MTN Uganda Limited

14 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
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 About MTN Uganda

This ABOUT THIS REPORT

is our value This Annual Report is our primary communication to all stakeholders
and aims to enable them to make an informed assessment of the
creation Company’s performance and prospects in Uganda. It provides a

story balanced review of the material matters that the Company faces: our
use of capital; our key operational, financial, economic, social and
environmental performance; how we are governed; our engagement
with stakeholders; as well as our risks and opportunities.

MTN Uganda Limited MTN Uganda Limited

16 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
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 APPROVAL BY THE BOARD
Scope And Our material matters, as well as our strategy, form the anchor
Boundary of the report and determine its content. It covers the period The Board is responsible for the Annual Report, and believes that this report addresses all material issues
1 January to 31 December 2022, and gives commentary, and presents a balanced and fair account of the Company’s performance for the reporting period, as well
performance measures and prospects for MTN’s operations. The as an accurate reflection of our core strategic commitments for the short, medium and long term. The Audit
full set of annual financial statements can be accessed at the and Risk Committee ensures the integrity of the Annual Report and has applied its collective mind to its
‘Investors’ page on the MTN website - www.mtn.co.ug/investors preparation and presentation.

The Board approved the consolidated audited financial statements for the year ended 31 December 2022
on Thursday, 9 March 2023.
Basis For This report is prepared by the Investor Relations team, reporting
Preparation to the Chief Financial Officer. In determining its content, we
assess the annual business plan, Ambition 2025 and the issues
that materially impact our ability to create and preserve value.
We also draw on our monthly reports prepared by management
and submitted to the Board. These reports include details of our
operating context, our strategic performance, our stakeholder
engagement, as well as risks and opportunities. CHARLES MBIRE SYLVIA MULINGE
Board Chairperson Chief Executive Officer

Controls And Combined The Board ensures an effective control environment which
Assurance supports the integrity of our information. We use a combined
assurance model which considers the role of management, control
functions, internal and external audit and Board committees. For
2022, we assessed our controls to be adequate and effective.

Financial We apply IFRS as issued by the International Accounting

Information Standards Board and interpretations as issued by the IFRS
Interpretations Committee. We comply with the annual filings
requirements of the USE Listing Rules 2021, as issued by the
USE. We also comply with the requirements of the Companies Act
2012.

Non-Financial We use local and global standards and guidelines to compile

Information non-financial information. These include the Global Reporting
Initiative Standards, the International Integrated Reporting
Council, the Companies Act 2012, the Capital Markets Corporate
Governance Guidelines 2003 and the USE Listing Rules 2021.

Forward-Looking Opinions and forward-looking statements expressed in this

Information report represent those of the Company at the time. Undue
reliance should not be placed on such statements and opinions
because by nature, they are subject to known and unknown
risk and uncertainties and can be affected by other factors that
could cause actual results and Company plans and objectives to
differ materially from those expressed or implied in the forward-
looking statements.

Neither the Company nor any of its respective affiliates, advisers

or representatives shall have any liability whatsoever for any loss
howsoever arising from any use of this report or its contents, and
do not undertake to publicly update or revise any of its opinions or
forward-looking statements whether to reflect new information
or future events or circumstances otherwise.

MTN Uganda Limited MTN Uganda Limited

18 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
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 Our Purpose Statement Our Journey In Uganda

MTN is a Ugandan telecommunications operator with the strategic intent of providing telecommunications Our history in Uganda overlaps with significant historical events in the country’s telecommunications
and digital solutions for Uganda’s progress. Inspired by our belief that everyone deserves the benefits of sector. MTN was incorporated as a private company limited by shares on 25 February 1998, and the
a modern connected life, the Company provides a diverse range of voice, data, digital, fintech, wholesale main object for which the Company was incorporated was to operate as a second national operator of a
and enterprise services to approximately 17.2 million subscribers. Our industry leadership in coverage, telecommunications network in Uganda. Prior to the launch of the Company’s GSM services in Uganda,
capacity and innovation reflects the steadfast and progressive nature of our customer base. GOU was undertaking targeted telecommunication sector reform in line with GOU’s broader program of
macroeconomic adjustment, structural reform and economic liberalisation. Telecommunications services
The opportunity we have been granted to play a role in Uganda’s evolution has been our great privilege. As in the country were being provided by a state-owned monopoly, and there were considerable limitations in
a proudly Ugandan company with a rich heritage, we are committed to using our technology and assets to geographical reach, infrastructure and quality of service.
help build a better tomorrow where businesses expand, the economy grows, and people progress. Guided
by the principle of shared value which enables shared prosperity, we know that the success and growth of GOU reorganised the telecommunication sector by enacting a new law (the predecessor to the
our business is tied to the wellbeing and development of the community where we live and work. Communications Act), de-regulating and allowing private sector participation, unbundling and transforming
the state telecommunications utility into a private entity and establishing UCC to assume regulatory
This is why MTN is constantly looking for opportunities and possibilities to make a positive and sustainable responsibility for the sector.
impact, and we support our customers and stakeholders by realising the benefits of a modern connected
life through the execution of our sustainability framework. Sustainability is at the core of our business Following an open tender process, MTN emerged as the best evaluated bidder for the grant of a second
strategy as we strive to create shared value for our stakeholders. national operator licence in 1998. The Company launched commercially on 21 October 1998. Riding on a
demand for mobile telecommunication services that was much higher than anticipated, MTN put in place
a cellular network with 36,000 subscribers within the first year of operation. Since then, we have been
central to the exponential growth witnessed in the sector, and remain a leading player in the Uganda
telecommunications market. On 6 December 2021, the Company was listed on the USE following the most
Our successful IPO in Uganda’s history.
Strategic Intent We are committed to using our
technology and assets to help build
is to lead digital solutions a better tomorrow.
for Uganda and Africa’s
progress.
OUR JOURNEY SO FAR
Our people drive our success and
exemplify Leadership, Innovation, On 15 April 1998, MTN is awarded
Our Relationship, Integrity & a Can-do spirit. national operator licence.

Values
define what is important
In a complex world of constant and
rapid change within a dynamic business
1998 Launched with 2G network and on 21 October
1998, President Yoweri Museveni makes the
first commemorative call on the MTN network
to President Nelson Mandela of South Africa.
to us, they guide our environment, our organisational values
conduct and inform are guiding principles that help shape

2001
our actions. our culture, inform our decisions and MTN completes first fibre optic
define our Company. ring on the African continent.

Our dedication to enabling connections

We
Believe
that matter - among families, friends and
communities is fuelled by this conviction. 2004 Introduced MTN VillagePhone project,
which provided access to telecommunications
to remote areas.

everyone deserves the This commitment, coupled with the support

benefits of a modern, and trust placed in us by our customers,
connected life . has made our growth and success
possible. MTN marks 1 million subscribers.
2005
Introduced MTN MoMo, the revolutionary

2009
mobile telephone-based banking product.

Awarded Best Solution for Rural Services

award at the second AfricaCom Award.

MTN Uganda Limited MTN Uganda Limited

20 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
21
 Value Created In 2022

Growth
Doing for our
OUR JOURNEY SO FAR Overall mobile Total revenue grew Total investment grew Profit after tax grew
subscribers grew from UGX 2.06 trillion from UGX 271.2 billion from UGX 340.4 billion
from 15.7 million to to UGX 2.28 trillion to UGX 331.0 billion to UGX 406.1 billion

continued
17.2 million

2010

Society
Doing for our
Launches 3G network.

Businesses using Government tax Corporate social impact Local supplier

MTN MoMoPay revenue grew from investment grew from percentage of supplier
Launches 4G network, becoming the first increased from UGX 839 billion to UGX 3.5 billion to UGX base (Buy Uganda, Build
53,426 to 173,315 UGX 927 billion 3.9 billion Uganda) is at 62%

2014
operator to use the technology in Uganda.

MTN becomes a network partner in the East Africa

One Network Area Agreement to improve regional
connectivity and telecommunication affordability.

Shareholders
2015 Launched cashless payment solution
to bridge divide between large enterprises
and the cash-based informal merchants.

Doing for our

2016
Introduced MoKash in partnership with Dividends paid out Local shareholders Percentage of local USE Percentage of total
Commercial Bank of Africa (now NCBA Bank). grew from UGX as of 31 December 2022 market capitalisation market activity
335.6 billion to UGX at 19,923 at 56% in 2022 grew to
Launched MTN aYo. 355.9 billion 19.9%

Launched an API in Uganda. Through free access

to our proprietary software platform, the open API

2018
enables developers and programmers to innovate
on our platform.

Customers
Launched the joint Tidal-MTN music
streaming service.

Doing for our

Issued the NTO Licence for the period

2020
1 July 2020 to 30 June 2032.

Conducted 5G trial in collaboration with ZTE 4G coverage 3G coverage 2G coverage Fibre coverage Best Performing
Corporation, making MTN the first operator in increased from increased from increased from widened from Network (Voice &
East Africa to carry out a 5G trial. 62.7% to 78.4% 90.5% to 91.4% 97.8% to 98.1% 7,821 km to Data) by Rohde &
9,418 km Schwarz
MTN marks 15 million subscribers.

2021
Awarded Most Admired Brand by Brand Africa 100
for being helpful during the COVID-19 pandemic. Employees
Listed on the USE on 6 December 2021
following Uganda’s largest ever IPO.
Doing for our

MTN marks 17 million subscribers.

2022 Number of
employees grew
from 1,049 to
Women in
our workforce
increased from
Women in
senior management
increased from 31%
MTN rating
per employee
increased to
1,262 47% to 49.4% to 35.7% 90%

MTN Uganda Limited MTN Uganda Limited

22 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
23
 Rewards And Recognition In 2022
Eco-responsibility
Doing for our

Water Upgraded 2,620 sites Energy Carbon emissions

consumption to solar and hybrid consumption reduced from 11,882 tCO2
reduced from power cell at 10,371 GJ to 4,814 tCO2
65,110 m3 to
57,824 m3
Digital Inclusion
Doing for our

MTN Uganda Chief Technology and Information Office, Ali Monzer, receives International Standards Certifications
Data subscribers Fibre-home Fibre coverage Smartphone - ISO 27001 on Information Security Management Systems from Certi-Trust Group
increased from connections increased widened from 7,821 km penetration increased
5.3 million to from 1,433 to to 9,418 km from 30.8% to 35.0%
6.7 million 4,000

AWARD AWARDING BODY

Africa’s Best Brand Brand Africa 100; a leading consumer-led survey that
- Winner seeks to establish brand preferences across Africa.

Financial Services Digital Excellence Digital Impact Awards (HiPipo Foundation);

- MTN Mobile Money a leading digital age organisation.
Financial Inclusion

Phones sold MTN MoMo MTN MoMo MTN MoMo Digital Brand of the Year and Digital Impact Awards (HiPipo Foundation);
through smartphone subscribers grew merchants grew transaction value Technology Services Digital Excellence a leading digital age organisation.
device programme from 9.9 million to from 53,426 to grew from UGX - MTN & MTN Mobile Money
increased from 11.0 million 173,315 66 trillion to UGX
72,409 to 92.3 trillion Best Performing Network Rohde & Schwarz; an internationally recognised
Doing for our

178,361 - Winner mobile network benchmarking organisation.

Mobile Operator Ookla; a global leader in network intelligence

- Fastest Internet Speed in Uganda and connectivity insights.

Consumer and Industrial Products Institute of Certified Public Accountants

Financial Reporting Category of Uganda Financial Reporting Awards.
- Winner

Chairperson of Listed Company Award League of East African Directors; a highly-respected

-Nominated not-for-profit organisation which advances training of directors.
Number of MTN MoMo agents
MTN MoMo transactions decreased from 173,400
grew to 2.7 billion to 166,229

* Implementation of agent rationalisation programme

to create more value for agents.

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24 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
25
 Our Services, Products and Solutions Our Key Service Offerings

MTN Uganda’s innovative products and services are delivered across three segments: consumer, enterprise
and wholesale. The business service lines covered are voice, data, digital, MTN MoMo, and wholesale and VOICE
enterprise business. MTN MoMo is conducted through the MoMo Subsidiary.

Our customer segmentation philosophy is anchored on the premise of developing a deeper knowledge of
and relationship with these segments, and designing suitable products and engagement platforms to drive
growth in each segment.

CONSUMER This segment provides us with the unique opportunity to offer tailored
products and services to different groups based on needs. The key
focus groups are:
myPAKA PAKA FIXED VOICE FIXED VOICE - CLOSED-USER TALKTIME
• High Value: Heavy users of our voice, data and or digital KIGALE WITH GROUPS
services. Key activities include business meetings, connecting MTN
with family and friends through calls and high-level
entertainment. An innovative Fixed voice This starter A unique service With MTN
voice offering calling service, pack enables that provides TalkTime
• Mass-Market: Moderate to low users of voice, data and from MTN that offered with businesses multi-user Standard, clients
digital services. Key activities include making and receiving was developed prepaid plans, to make environments have a flexible
calls, social media, remote payment options, and limited time using customer’s post-paid plans uninterrupted with convenience solution that
on online entertainment platforms. usage behaviour or voice bundles. free calls for and cost savings, keeps them
and average six months. as each user in connected at
• Youth: This segment covers the undergraduate and spend to the pre-defined preferential
young professionals, with interest towards social networking create various This offering is group can prices.
and entertainment/ infotainment. bundles suited targeted towards make calls at
to each users’ SME businesses. preferential rates.
affordability.
ENTERPRISE Focused on wholesale use of our products (voice and data), this
segment addresses the widest variety of customer needs from simple
mobile services of small office/ home office and micro enterprises to
vertical and bespoke needs of small, medium, large enterprises, and
public sector institutions. We have designed an innovative suite of
DATA
products to meet the various needs of these sub-segments.

WHOLESALE To provide high-quality services to wholesale customers, MTN

GlobalConnect was established to accelerate the procurement of
relevant infrastructure, which can be shared among the operating
companies and facilitate the routing of the traffic in the markets
where MTN operates.

MTN GlobalConnect provides services to MTN Uganda related to the

management of wholesale activities (by defining commercial strategy,
pricing, key performance indicators, products, services and custody BUNDLES MTN WAKANET MTN BUSINESS
of wholesale financial budgets and targets), providing a commercial
interface with third parties, acting as the centre of excellence for
wholesale and assuming responsibility for wholesale/carrier accounts MTN provides different customer WakaNet provides affordable MTN Business Internet is a
(including managing the requirements of wholesale customers/ groups with relevant data value internet solutions that are fixed internet solution delivered
carriers). propositions. These include focused exclusively on home using fiber optic cable directly to
super bundles, freedom bundles, connectivity through fiber optic businesses.
This enables us to make available our infrastructure to third parties, roaming bundles, business cable or Wi-Fi. A mobile pocket-
including other telecommunications and technology companies and bundles, shared bundles (MTN size 4G WakaNet MiFi is part of
to resell excess capacity. Tugabane) and TikTok bundles. the service offering.

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26 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
27
 DIGITAL MTN MoMo

MyMTN APP MTN PULSE AYOBA YOTV CHANNELS MoMo AGENT MoMo MERCHANT MoMo CORPORATES MoMo ADVANCE

MTN Pulse is a youth

MyMTN App is a free, Ayoba is a simple, YOTV Channels is a Agents effect MoMo MoMo Merchants MTN’s corporate mobile This service is available
platform created
all-in-one, self-care secure, and seamless streaming service that transactions through receive payment for payments solutions to qualifying MTN MoMo
by MTN to provide
tool enabling customers messaging service, and allows customers watch cash-in and cash- goods and services. offers bulk payments customers to complete
discounted products
to self-serve online. It has been updated to a variety of the best of out. They also help to They also sell airtime, and collection transactions when they
like data and voice
is available for all MTN include music, gaming, Uganda’s TV and radio educate customers earn commission, pay accounts. have insufficient funds
bundles, as well as,
postpaid and prepaid channels and money content on a smart on how to use mobile suppliers and salaries. in their mobile wallets.
various interactive
customers. transfer services. phone and computer. financial services.
activities and services.

KIBANDA XPRESS MTN GOGAMES TIDAL WITH MTN

PAY MPOLA MPOLA MoKASH XENO INVESTMENT MoSENTE

MTN partnered with Pearlwood, Go Games is a mobile portal that TIDAL, a global entertainment
This is a payment This service provides This partnership with This is a convenient way
a private local film hub, and allows customers to enjoy world- platform, partnered with MTN to
model that enables customers the ability to Xeno allows subscribers for MTN customers to
YOTV Channels to create a class games from thousands of provide access to exclusive HQ
MTN customers to buy save using MTN MoMo to save and invest for access credit facilities
video-on-demand channel to categories ranging from sports, music, videos, concerts and more
the smartphones of and to take loans on a any financial goal via at terms that fit their
promote local Ugandan movies. puzzles, action and adventure. as part of their mobile plan.
their choice and pay short-term basis. USSD. personal circumstances
installments over time. or earning cycles.

ENTERPRISE

MoMo API MoMoCARD CLINIC PESA MoMo REMITTANCES

ENTERPRISE DIGITAL DATA CENTRES LEASED LINES ACCESS POINT NAME This functionality This is a virtual card This is a healthcare Using MTN MoMo, a
allows business available to MTN financing solution subscriber can send
systems to integrate customers that enables targeting the uninsured money to a bank
Digital solutions which Specialist colocation for Data circuits providing Enables businesses directly with the MTN them to perform online individuals through account in another
enable businesses businesses, providing secure and high-speed have traffic sent from MoMo sytem, giving transactions with funds micro loans, savings, country.
connect with customers access to networks and transmission of data to mobile devices to access to a range of from their MTN MoMo payments and value
e.g. bulk SMS & USSD. security. connect businesses. application servers. services. wallet. creation.

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28 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
29
 Our Chairperson’s Statement

“MTN’s On behalf of the Board, I take great pleasure in presenting to you the
Annual Report and Financial Statements of MTN for the year ended 31

IPO and
December 2022 and look forward to welcoming and interacting with
you at the AGM. On 6 December 2022, MTN marked its first anniversary

listing is a
as a listed company. At the beginning of that journey, MTN committed
to drive business growth to return value to all our shareholders. I am

transaction
excited to report that we have delivered on our promise in our first
year of listing.

we look back We remain alive to the enhanced responsibility that comes with being
a listed entity, and we are excited about the future prospects and
upon with growth potential of MTN and the opportunity to make an even greater
contribution to our shareholders and the country’s transformation by
pride” extending digital and financial inclusion in line with our core strategic
intent ‘Leading digital solutions for Africa’s progress’.

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30 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
31
 LEADERSHIP BUSINESS PERFORMANCE UPLIFTING OUR SOCIETY League of East African Directors nominated MTN
CHANGE AND SHAREHOLDER RETURNS - SUSTAINABILITY AND SOCIAL IMPACT for the Chairperson of Listed Company award.

Ms. Sylvia Mulinge assumed office as the Chief 2022 presented a challenging business One of our strategic priorities is to create shared
Executive Officer (CEO) on 1 October 2022. She environment. The telecommunications sector value, with ESG at the core. Our four-pillar
became the first-ever female CEO at MTN, bringing had to contend with increasing operational costs sustainability strategy covers eco-responsibility,
with her an impressive track record of executive from high fuel prices, depreciation of the Uganda sustainable societies, governance and economic
business experience spanning over 20 years. The Shilling and inflationary pressures. Nevertheless, value, and outlines MTN’s vision of creating shared APPRECIATION
Board is confident that Sylvia’s experience will be we demonstrated resilience and returned positive value through responsible environmental, social
beneficial to MTN, particularly given her alignment results. I express my sincere gratitude to the Board, and governance practices. Our sustainability
with our strategic objective of playing a more the senior management team and employees for agenda is integrated across the entire organisation, On behalf of the Board, I wish to express my
considered role in ensuring that digital technologies their efforts in the past year. and sustainability performance is monitored by the sincere gratitude and appreciation to our
and online platforms become fundamental to Board Remuneration, Human Resource, Social and executive team and the employees for their
everyday life. Ethics Committee. efforts over the past year. I am proud of
the work that the team has achieved. I also
The former CEO, Mr. Wim Vanhelleputte, left the We are proud of our sustainability achievements
Proposed Dividend express my appreciation to all shareholders,
Company to take up a new position within MTN in 2022. Key highlights in this regard are an 8.9%
Per Share MTN Group and fellow members of the
Group where he will oversee operations in certain and 96.4% reduction in direct (Scope 1) and indirect Board for their dedication, commitment and
West and Central African markets. Wim spent (Scope 2) greenhouse gas emissions respectively, resilience.
six memorable years with MTN and guided the extending rural broadband coverage between 2021
Company through significant events such as the
renewal of the NTO Licence and the IPO. The Board
is grateful to Wim for his exceptional service and
UGX
5.5
per
UGX
123.1
billion
and 2022 by 0.3% for 2G, 0.9% for 3G and 15.7% for
4G and achieving a representative balance of 49.4%
women in our workforce. We appreciate that there
I thank our customers for their continued
loyalty and our business partners, the
share distributors and agents, for enabling us to
contribution during that period and wish him every is more work to be done and will continue to work reach and serve our customers throughout
success in his current role. aggressively towards meeting our baseline targets. Uganda. I also wish to thank the GOU
Total Dividend Per Share particularly the Ministry of ICT and National
We contributed to the achievement of national fiscal Guidance and our principal regulators,

15.9 355.9
EXECUTING UGX UGX and economic development goals through taxes UCC and BOU, for the support and positive
OUR STRATEGY in 2022. Over the year, UGX 927 billion was paid engagement throughout the year.
per billion to the Uganda Revenue Authority in tax revenue,
Ambition 2025 was officially launched at the share compared to UGX 839 billion the previous year. We are excited about the prospects and growth
beginning of 2021, providing our strategic focus for potential of MTN and the opportunity to make
the next three years and ensuring that we continue A further statutory contribution was made to the a contribution to Uganda’s transformation.
to evolve and stay relevant while harnessing Rural Communications Development Fund to We will continue to play our part in ensuring a
At the AGM, the Board will recommend
opportunities to create and preserve value for support the development of a commercially viable more sustainable and equitable future.
that the shareholders approve the
our stakeholders. Ambition 2025 is hinged on communications infrastructure in rural Uganda
proposed final dividend.
the primary objective of accelerating growth and and promote social, economic and regional equity
unlocking the value of our infrastructure assets in the deployment of telecommunication services.
and platforms. This strategic path will position our We also contributed a total of UGX 3.9 billion to the
business to capture opportunities within Uganda. community through the MTN Uganda Foundation.
Projections from
Our four strategic pillars are to build valuable Bank of Uganda
platforms (financial technology, mobile financial GOVERNANCE CHARLES MBIRE
and the African Development Bank
services, interactive applications and enterprise Board Chairperson
services); drive industry-leading connectivity The Board remains committed to the highest
operations (voice and data solutions, expansion standards of governance and ethics conduct, and
of the fibre network and expense efficiency we continue to maintain a strong internal control
programs); create shared value through our environment and instill a culture of ethical conduct
sustainability agenda and a notable step-change within the Company. Our corporate governance
in our approach to ESG matters; and to accelerate framework is evaluated by both internal audit and
Macro-economic GDP growth to
portfolio transformation through implementing our indicators to rise by lower-digit evaluation tools and external reviewers such as
asset realisation and de-leveraging programme improve percentages the Capital Markets Authority, and the Board is
which started in 2021 with the separation of committed to swiftly resolving all the key issues
the mobile financial services business from that are raised from time to time to ensure that we
the telecommunications business following the have an appropriate and compliant governance
establishment and licensing of the MTN MoMo structure in place.
subsidiary. I have every confidence in our
ability as an organisation and our ability to I am happy to report that MTN was recognised for
We reported a strong overall performance across work with strategic stakeholders to unlock governance performance and reporting in 2022.
these pillars, details of which appear in this report. the opportunities that present themselves MTN was selected as the winner of the Consumer and
MTN will stay focused on delivering on Ambition so as to continually deliver value Industrial Products Financial Reporting Category
2025 and remaining a reliable partner to all to our shareholders. at the Institute of Certified Public Accountants
stakeholders in this journey. of Uganda Financial Reporting Awards, while the

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32 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
33
 Our Chief Executive Officer’s Statement

It is a privilege to lead such an ambitious and diverse organisation

that is in many ways an essential part of the Ugandan cultural fabric.
I joined MTN on 1 October 2022, and it is such an exciting time to be
taking over the leadership of the Company! I am grateful to everyone
“I have received a at MTN and our external stakeholders for the warmth and hospitality
that I have encountered since day-one.
warm Ugandan MTN is in a wonderful place, and my priority is to steer the continued
welcome” growth of MTN through strategic partnerships and leveraging
MTN’s brand as the most trusted and valued by all consumers and
stakeholders in Uganda. It is clear to me, though, that while the
telecommunications and technology industry remains an attractive
sector, it is in the middle of a period of significant change bringing
both challenges and opportunities. While volatile macro-economic
and market conditions remain an area of concern, there are boundless
possibilities to look forward to as Uganda embraces a digitalization
journey.

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34 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
35
 OPERATIONAL REVIEW It further accelerates our Ambition 2025 of leading
AMBITION 2025: – CREATING VALUE FOR OUR digital transformation in Africa through innovation SUSTAINABILITY
CUSTOMERS AND STAKEHOLDERS that will step-change businesses in Uganda. – ESG AT THE CORE OF OUR BUSINESS
MTN is focused on delivering
the reality of making digital I am delighted to report that we delivered a strong In 2022, MTN was recognised as the mobile operator At MTN, we believe that technology and
technologies a fundamental operational performance in 2022 across all key with the fastest internet speed in Uganda, according connectivity provide transformative solutions,
part of our customers’ metrics. to user-initiated tests completed by Ookla, a acting as the cornerstone for economic
everyday life. global leader in mobile and broadband network growth in our modern connected world. We
intelligence. MTN was also ranked as having the strive to create socio-economic value using
best network in Uganda for both data and voice our institutional capabilities while adding
Mobile Subscriber base following an independent network test from Rohde value to each aspect of the Ambition 2025
ESG - A KEY ENABLER: grew by 1.5 million & Schwarz, an internationally recognised mobile strategy. Our sustainability vision creates
to 17.2 million network benchmarking organisation. I am both and protects shared value for MTN and
proud and excited about our continuing initiatives our stakeholders through responsible ESG
At MTN, we are strong
to lead digital and financial inclusion, creating practices. In addition to ESG, our framework
proponents of protecting Active Data Users shared value and a more inclusive and sustainable includes creating economic value.
the environment we operate increased by 1.4 society.
in, and we commit to execute million to 6.7 million
our strategy in creating value MTN underlined its commitment to adopting
To ensure network quality, capacity and resilience, sustainable business practices in 2022. In
for our stakeholders through
Market Leadership we spent UGX 331.0 billion in capital expenditure relation to the environment, we took steps to
responsible ESG practices
was maintained in 2022 and increased 4G, 3G and 2G population reduce our emissions profile by implementing
and ensuring that we
in Voice coverage by 15.7, 0.9 and 0.3 percentage points carbon and energy reduction initiatives.
consistently make a
respectively. Our commitment to extending rural Cell tower site locations, which are a large
societal contribution.
broadband will see MTN invest over UGX 1 trillion contributor of emissions as they utilise a
Value Proposition in network expansion over the period 2021 – 2024 significant amount of electricity and diesel,
and Customer Value with the aspiration to expand our geographical will continue to be a focus area for us through
has improved network coverage to at least 90% countrywide. our supplier engagement programme.
MACRO-ECONOMIC OVERVIEW
– HOPE AMIDST UNCERTAINTY Our home Internet solutions such as MTN WakaNet
Mobile Money Active
provides a high-quality Internet experience to Our Project Zero 2040 underlines
2022 was a year of marginal economic growth amidst
Subscribers rose from
9.9 million to 11.0 million meet the needs of residential and home office our target to achieve a 47% average
considerable volatility in both the international users. In 2022, we registered a 181% increase in
and domestic markets. As both BOU and the
reduction in absolute emissions by 2030.
fibre home connections. In addition, our device
World Bank observe in their year-end country
Active MTN MoMo financing partnerships have enabled our low-
economic analysis, as the shock of the COVID-19
pandemic receded, Uganda gradually returned to agents reduced from segment customers to own a smartphone; a key At MTN, we are transitioning to a low-carbon
its pre-pandemic path to growth, with economic 173,400 to 166,229 lever in driving digital inclusion and data growth. economy and adopting cleaner energy
recovery boosted by the strong performance of the We registered an increase of 146% smartphones technologies that include integrating hydro
services and industrial sectors, increased private sold through this programme and this initiative, electric energy, solar and lithium-ion battery
consumption and an uptick in private investment. Active MTN MoMo coupled with our dynamic data value proposition,
merchants increased storage. In 2022, we upgraded 2,620 cell
supported smart phone penetration of 35.0% in sites to solar and hybrid power. At our head
On the basis of these trends, sustained recovery from 53,426 to 173,315
2022 compared to 30.8% in 2021. office premises, we have made a number of
driving real GDP growth to 5.5% in 2022-2023 (from
interventions to minimize power consumption
4.7% in 2021-22) is forecasted. However, structural
economic challenges remain present. and carbon-dioxide emission into the
FINANCIAL PERFORMANCE atmosphere, and also put in place waste
We have commenced an ambitious program to – DELIVERING SHAREHOLDER VALUE recycling and reuse initiatives.
BOU reported in its monetary policy statements for
the year that annual headline and core inflation for
transform and modernise our network towards
Uganda was high due to high food and energy prices, a Cloud-native 5G-Capable Core network, and We continue to demonstrate commendable In relation to social equity, we set out to drive
stunted global growth due to high interest rates, we have entered a strategic partnership with resilience despite a challenging economic gender diversity, ensure gender pay parity,
the depreciation of the Uganda Shilling against Huawei Technologies in this regard. Our network environment, and I am grateful for the dedication increase rural broadband connectivity and
the United States Dollar and moderate demand. evolution into an All-Cloud Core network will and commitment of our team. We achieved service make targeted corporate social investments.
As internal and external shocks subside, increased allow MTN to have a future-oriented network with revenue growth of 11.1% to UGX 2.27 trillion which
external demand for exports, a rebound in foreign greater service agility, innovation, differentiation, was driven by the continued revenue momentum in
direct and private investment and improvements improved operation efficiency and better customer the data and financial technology segments, which Women in our workforce
in supply-chain conditions should drive projected experiences with higher data speeds and reduced both posted strong double-digit growth. Supported
growth in 2023. latency (the time it takes for a signal to travel to its by cost management initiatives through our
destination and back). expense efficiency program, EBITDA rose by 11.5%
Challenging macroeconomic conditions is one of
our top risks to value creation, and we shall deploy in the year while our EBITDA margin expanded to
our business resilience tools as we monitor evolving This modernisation of our network is also a 51.6%. This resulted in a profit after tax of UGX

49.4% 35.7%
conditions. forerunner of the 5G capabilities which Uganda is 406.1 billion, an increase from the UGX 340.4 billion
going to experience soon, and for which MTN is the recorded in 2021.
market pioneer. women in our women in senior
workforce management

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36 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
37
 CONCLUSION
In support of the government’s national – LOOKING FORWARD
content agenda, 62% of our supplier database AND APPRECIATION
comprised Ugandan registered entities. We
invested UGX 3.9 billion in corporate social Our outlook for 2023 will focus on two key themes:
impact activities. We extended fibre coverage improving the network and cost efficiencies.
from 7,821 kilometres to 9,418 kilometres. In relation to the network, we will undertake
continuous engagement with the regulator for more
Our governance agenda focused on sound spectrum following the grant of additional spectrum
internal corporate agenda, respect for digital resources in October 2021 so as to support the
human rights in our operations, protecting expansion of our network infrastructure and
consumer data privacy, conducting improve our customer service proposition. We will
transparent stakeholder management and make additional 4G investments to continue driving
adopting a no-compromise approach towards data speeds to improve customer experience, while,
ethical business practices. in parallel, transforming our system towards a
5G-Capable Core network. We will also increase our
customer value management proposition to drive
RISK voice revenue.
– RISK MANAGEMENT AT THE HEART
OF OPERATIONAL EXCELLENCE

Our robust risk management and compliance Our cost efficiency

approach confirms MTN’s agility and strong initiatives will focus on energy-
risk culture. We take a holistic approach saving and enhancing specific
to risk management, and our enterprise cost strategies.
risk management framework defines the
processes and practices in place across the
Company to proactively identify and manage
risks and opportunities that may impact our Creating shared value remains a key focus for us
ability to achieve our objectives, in line with our and we will strengthen our partnerships in Uganda
strategy, risk appetite and risk preferences. even further. We will deepen our co-operation with
governmental, private and cultural institutions in
We view risk management as a core various projects touching millions of Ugandans.
competence by embedding a risk culture We are excited about the potential to combine the
supported by top-down and bottom- power of our network and our innovative technology
up processes, ensuring completeness, solutions with the passion that Ugandans have for
proportionality to our business and the their culture and country.
robustness of mitigating control actions. In
addition to core business or commercial risks, I wish to express my appreciation to our shareholders
our compliance universe has also broadened for demonstrating trust and confidence in MTN, and
significantly. Our principal compliance to all our business partners and stakeholders. I look
obligations are contained in the NTO Licence, forward to the year ahead walking in-step with you.
the Communications Act, and guidelines
and directives issued by UCC from time to
time. The NPS Act contains the compliance
obligations for the MTN MoMo subsidiary.

As a listed company, we comply with the

regulatory regime of the Capital Markets
Authority and the Uganda Securities
Exchange. We also comply with critical SYLVIA MULINGE
ancillary legislation relating to SIM-card Chief Executive Officer

Now a proud family of

registration, AML/CFT and KYC, data
protection and privacy, and taxation. Our
legal, regulatory compliance and risk teams
conduct rigorous risk management review
procedures to ensure appropriate stakeholder
management and the Company’s compliance
17.2 million Ugandans.
on a timely basis.

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39
 MTN Uganda Limited MTN Uganda Limited
40 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
41
 Strategy and Business Report

The environment in which we operate has direct implications for

our ability to create value, informing our business strategy and our
investment case. By considering our market context, we are better

Our
able to determine our material matters; to understand the impact
these have on our business model; and to develop and execute on our

Market
strategy by leveraging off our competitive advantages. We are also
able to better align our priorities to those of our stakeholders as we

Context
strive to create greater shared value.

In Uganda, the market environment remains highly competitive

and evolving, with new entrants with disruptive business models
in financial services. Regulatory scrutiny is growing, and MTN’s
compliance universe in Uganda has broadened significantly.

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42 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
43
 Our Operating Context In Uganda
Ambition 2025
Macro-Economic • 2022 was a year of marginal economic growth amidst
Belief
considerable volatility. statement ‘Everyone deserves the benefits of a modern connected life’
• As the shock of the COVID-19 pandemic receded, Uganda
gradually returned to its pre-pandemic path to growth, with
economic recovery boosted by the strong performance of
the services and industrial sectors, increased private
consumption and an uptick in private investment. Strategic Ambition 2025: ‘Leading digital solutions for Africa’s progress’
• However, inflationary pressures due to high food and energy intent
prices, high interest rates and the depreciation of the
Uganda Shilling presented a challenge and negatively
affected consumer spending power.
• Continued high levels of macro-uncertainty brought about
by the recent invasion of Ukraine by Russia.
Build the largest Drive Create Accelerate
and most industry-leading shared value portfolio
Socio-Political • Regulations from various regulators are evolving, requiring valuable connectivity transformation
Strategic platforms operations
MTN and other sector players to make procedural changes. priorities
• Outbreak of the Ebola virus disease in parts of Central and
Western Uganda disrupted business value chains.

Competitive Landscape • Traditional GSM business remains highly competitive with

increased pressure on pricing. There is greater substitution
Vital
between voice and data, with strong growth in data revenue enablers
as consumers continue to shift from conventional voice to Leading Best talent, Value-based ESG at the Technology
customer culture and capital core platforms
rich-media communication. experience future skills allocation second to none
• Fibre infrastructure - the opportunity for fibre networks is
significant in Uganda, buoyed by the strong growth in data
traffic across Africa.
• Fintech – a number of new entrants providing internet-
based alternatives to traditional telephony services
Values Leadership Innovation Relationships Integrity Can do
are leading to aggressive competitive activity
and putting pressure on fintech revenues.

Our Business Model And Strategy SIX CAPITALS

AMBITION 2025 In implementing our Ambition 2025 strategy, we depend on various resources and relationships known
as the Six Capitals, to create value by developing and distributing a range of innovative and reliable
Ambition 2025 provides MTN’s strategic focus and ensures that we continue to evolve and stay relevant communication products and services. The Six Capitals, which are aligned with 11 of the 17 UN SDGs are:
while harnessing opportunities to create and preserve value for our stakeholders. Ambition 2025 is hinged human capital, manufactured capital, financial capital, intellectual capital, social and relationship capital
on the primary objective of accelerating growth and unlocking the value of our infrastructure assets and and natural capital.
platforms. This strategic path will position our business to capture opportunities within Uganda. Our four
strategic pillars are to build valuable platforms; drive industry-leading connectivity operations; create
shared value and accelerate portfolio transformation. Capitals Key Capital Inputs And Strategic Approach

As we reposition for growth through Ambition 2025, our strategy is centred around becoming a fully- Human • Human capital consists of accumulated knowledge and skills,
fledged digital platform and technology company. Ambition 2025 extends our focus beyond core mobile and it allow the company to grow.
and fixed connectivity infrastructure to building the largest and most valuable platform business. This will • MTN has a total staff complement of 1,262 employees – one of the
rest on a scale connectivity and infrastructure business, using both mobile and fixed access networks largest largest employers in Uganda.
across the consumer, enterprise, and wholesale segments. The implementation of this strategy will be • Invested in targeted training and development.
accelerated through selective partnerships and leveraging MTN’s brand, while it will be supported and • Attractive remuneration packages, including performance bonuses.
funded through enhanced cost efficiencies and value-based capital allocation. In the past, our strategies • Encouraged diversity, so the workforce understands the needs of
have delivered impressive results and Ambition 2025 is designed to build on these foundations, driving our our subscribers.
growth and exploring new opportunities.
Manufactured • By expanding our networks, we increase the stock of
At the heart of Ambition 2025 is the need to close the technology and digital divide. At MTN, we recognise manufactured capital and reduce our stock of financial capital
that our success is a function of the prosperity of the communities that we serve. This mindset is the in the short term.
anchor for our Ambition 2025 strategic priorities.

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45
 AMBITION 2025 IN CONTEXT
Capitals Key Capital Inputs And Strategic Approach

• Focused our capital investment on rolling out dedicated fibre and Stragetic Objectives What We Did
enhanced 2G, 3G and 4G base stations, data and switching centres. Priorities In 2022

Financial • By applying financial capital, we are able to grow our business,

positively impacting manufactured, human and intellectual capital, Building • Pivot from a “product to • 1.1 million active monthly
as well as social and relationship capital. the largest a platform” play Ayoba users
• Continued to maintain and improve on our liquidity levels. and most • Selective partnerships to • 11.0 million active MTN MoMo users
• Expense efficiency programme included enhanced oversight of valuable accelerate growth • NaaS and API marketplace
expenditure such as network costs, distribution, information platforms • Fintech, digital, enterprise, NaaS, integration in place
technology and third-party supplier costs. In 2022, we realised API marketplace
UGX 33.7 billion worth of efficiencies and savings across several
expense areas.
• Declared total dividend of UGX 15.9 per share in 2022 (increase Drive • Doubling of consumer mobile data • 6.7 million data subscribers
from UGX 14.99 per shares in 2021). industry- • ‘Own the home’ • Expansion of proprietary owned
leading • Leading fibre company in Uganda fibre from 7,821 kilometres to
Intellectual • Comprises our strong and established brand, skilled and connectivity • Digital transformation and step- 9,418 kilometres
experienced employees, partnerships and joint ventures and more operations change in efficiencies and
than 20 years’ experience of operating in Uganda. service levels
• Refreshed our brand.
• Enhanced our customer value management proposition.
• Partnered with experts in various fields, such as technology. Create • Step-change in ESG positioning • 19,923 local shareholders
• Creating and maintaining joint ventures and partnerships to expand shared value • Broad based ownership and as of 31 December 2022
new revenue streams. inclusion in Uganda • 56% of USE local market
• Sentiment shift through capitalisation
Natural • Currently, MTN’s radio spectrum allocation covers the 900, 1800, stakeholder management efforts • 19.9% of secondary market
2100, 2600 and 3500 frequency bands. trading activity
• Ensured resilience to change in climate or increase in extreme • ESG framework in place to guide
weather events on critical infrastructure through business strategic and operational activities.
continuity processes.
• Continued to invest in efficiencies to ensure our technical
infrastructure supports service delivery using the least possible Accelerate • Realise and crystallise value • Managed separation of MTN MoMo
amount of energy. portfolio of infrastructure assets and as an independent subsidiary
transformation platforms regulated by BOU
Social & Relationship • Constructive relationships and engagements with stakeholders,
and continuing interactions with GOU and tax authorities.
• Enhanced management structure to support regulatory compliance.
• Monitored staff morale through annual culture survey.
• Extended MTN MoMo services to more people The strategic priorities will be underpinned by five vital enablers to assist in operationalising the Ambition
• Percentage price reduction of 13.4% in the blended cost of data. 2025 strategy – fintech (including MTN MoMo), Ayoba with MTN (digital services), enterprise services, NaaS
and Chenosis (a marketplace for API).

FINTECH DIGITAL ENTERPRISE NaaS API MARKET

SOLUTIONS SERVICES SERVICES PLACE

• Payments • Messaging • Unified • Open mobile • Aggregate

• Lending • Social media communications • Fixed as a • Exchange
• Insurance • User-generated • Internet of service • Monetise
• Saving content things • Edge and data
• m-commerce • Advertising • Cloud centres
• Software- • Cloud
defined wide communication
area network

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 Our Outlook And Investment Case
Ambition 2025 highlights MTN’s key differentiators as well as our plan to take advantage of the
opportunities. Among these are an emerging market with a youthful population (with approximately 75%
of the population being under 25 according to the Uganda Bureau of Statistics), established leading brand
with a solid infrastructure base and our strong management. We are also optimising efficiencies, Capex and
cash flow, which will all ultimately translate into attractive returns and shared value for all stakeholders.

Underscoring the step change in our approach to ESG, we also articulate ‘committed to create shared
value, with ESG at the core’ in our investment case. Our sustainability report provides comprehensive
detail of our sustainability approach.

Our outlook as part of Ambition 2025, we want to build five scale platform businesses on top of a very
strong connectivity network. The platforms are at different levels of maturity, with – at one end – the
fintech platform, which is relatively mature, and – at the other end – the API marketplace, Chenosis, which
we launched last year.

Growth Ambition - Building A Five-Scale Platform Business

Fintech Solutions • We are building a scale fintech business, but we have ambitions to
double the size of the platform and broaden the product
proposition, moving from payments to lending to insurance
to savings.
• We will take advantage of a leading subscriber share in Uganda,
our ‘second to none’ and well-invested networks and enterprise,
wholesale and infrastructure sharing opportunities.

Digital Services • We see the opportunity for mobile commerce where the fintech
business intersects with our Ayoba business. We will interact
with our payment systems regulator, BOU, to cover the regulatory
issues.
• Attractive return profile - digital platforms stand to accelerate
growth, and provide an attractive cash flow, return of equity profile
and balance sheet flexibility.

Enterprise Services • Focus on connectivity by building and indexing up on enterprise.

With increasing industrial internet-of-things and workloads moving
to the cloud, we see opportunity to create a significant and scale
enterprise business.

NaaS • Opportunity to improve the economics of our business

• Drive digital acceleration of Uganda
• Portfolio optimisation to enhance risk/return profile
• Realise value in infrastructure assets and platforms

API • Look to aggregate APIs and ultimately monetise them over time
• Exciting demographic opportunity in Uganda - fast-growing,
youthful population coupled with low data, fintech and digital
adoption.

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 Our People And Culture EMPOWERING OUR EMPLOYEES TO
“LIVE INSPIRED”
In line with our strategic ambition, our employees believe in a better future and work hard to bring the Our employees are our greatest asset, and we maintain a dedicated and consistent level of investment in
benefits of a modern connected life to everyone in Uganda. our people. We strive to provide an enabling environment as well as hire and develop the best talent, and
we are proud to have built an incredible business that is overseen, managed and operated by Ugandans.
Empowering, enabling and supporting our workforce requires agility and flexibility to ensure they adapt We have built a culture that empowers our employees, values inclusivity and hard work and instils
and thrive in the rapidly changing environment. The COVID-19 pandemic accelerated the future of work responsibility for our customers and our communities. Our people continually demonstrate our core values
trends, catalysing a major shift in the way people engage, connect and work. Aligning our people strategy and vital behaviour.
to the future of work and our new strategic framework Ambition 2025, our employee value proposition
“Live Inspired” seeks to drive agility, flexibility and future fit skills for our workforce. The workplace is under constant evolution and the COVID-19 pandemic underlined the fact that
organisations need to think differently about the employee dynamic. In 2021, we adopted a refreshed,
Our people goal is to create an inspiring environment where our employees and our extended ecosystem organisation-wide approach which involves a move away from older, conventional ways of working and
partners are empowered to activate and realise their full and true potential. Our employee value proposition into what is now considered the new-normal. To this end, our new employee value proposition “Live
considers trends in globalisation, disruptive forces in technology and business models, balancing dynamics Inspired” is defined by our four “Pillars of Inspiration” which captures the essence and our people mission
of our multi-generational and cultural workforce, and the need for a transformative and self-driven culture for the future of MTN.
in the workplace. Our mission is to attract, empower and retain our talent while enabling the achievement
of our Ambition 2025. Our employee value proposition also seeks to revitalise our cultural ecosystem,
powered by genuine inclusion, respect for diversity, fair rewards, true recognition and personal flexibility
to enable our employees to lead happy, healthy and productive lives at work and beyond.

KEY INDICATORS

Workforce 1,262 (2021: 1,049)

Women in our workforce 49.4% (2021: 47%)

Women in executive management team 35.7% (2021: 31%)

Employee sustainable engagement index 90% (2021: 87%) WORK CONNECT THRIVE GROW
WITH MEANING TO DEVELOP ON POSITIVITY WITH PURPOSE

• Empowered • Outcomes • Secure, • Future

to work for goals rewarded and for future
• Small and • Invested recognised learning
swift teams leadership • Balanced • Career
• Work fit for • Coach to work and life flexibility
capability manage • Anywhere • Ownership
• Anytime work • Agile workplace culture
performance • Inclusive • Sustainability
and diverse

“Live Inspired” drives inspiration and creates an environment where employees harness their talents and
skills. We have an open culture that allows employees to connect and engage professionally to achieve
their personal career objectives and the Company’s strategic objectives.

“Live Inspired”capitalises on the organic movement towards a digital-adopter mindset and flexi-workforce.
We acknowledge that as technology moves forward and our business converges, we need to do the same
with our employee capabilities, and this initiative underscores our reputation for innovation, customer-
centricity and being a Company that is driven by people who bring personal commitment and a range of
skills and experience together for the benefit of our customers. We have also entrenched smart-working
through principles such as ‘anywhere, anytime work’ and ‘balanced work-life’.

We recognise that as technology moves forward and our business converges, we need to do the same with
our employee capabilities, for having the best talent is equally as important as having the best network.
Therefore, our focus will be to create an inspiring environment for everyone to ‘activate one’s whole self’,
and this will be powered by genuine inclusion, respect for diversity, fair rewards, true recognition and
personal flexibility to contribute most productively.

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 PILLAR ONE

We believe that our people must be

empowered, enabled and inspired to create
our future and realise our ambitions. Work
with meaning is aimed at people strategies
which transform the way MTN staff work with
purpose in our environment. Our goal is to
create a work environment which holistically
brings meaning to our mission as a Company
and to empower our people to bring their best
to work every day.

AMBITION 2025 FOR OUR PEOPLE

Business and technology convergences need people capabilities that are transformational, flexible and
highly adaptable. Having an energised, right-skilled and connected workforce is as important as having the
best network. Our approach to employee engagement supports Ambition 2025 and enables the realisation
of our belief that everyone deserves to live a modern, connected, purpose-driven life.

In 2022, we continued with our objective of creating awareness of Ambition 2025 to ensure that each
of our staff in MTN Uganda is immersed in our strategy. Specifically, our executive management team
cascaded Ambition 2025 to all employees and other stakeholders.

WORKPLACE DIGITISATION

We embarked on our journey to define our future of workplace as the world moved closer to a post-
pandemic work environment. To support this journey, we aimed to capitalise on the organic movement
towards a digital-adopter mindset and the need for a flexible work environment.

Some of the initiatives introduced in this regard in Uganda is the roll-out of the digital canteen service

Our people
solution, which allows staff to access and pay for meals digitally. In line with the initiative at MTN Group,
we are also exploring the launch of a digital workplace access application to make office workspaces easy,
accessible and safe. The application will be integrated with health and safety protocols to promote safety-

drive our
first office spaces supported with paperless and contact less workplace experiences.

In 2021, one of the key initiatives that we launched is “anywhere, anytime work” flexibility policy to support

success.
our employees’ work and life priorities, considering personal work-style preferences, operational business
needs and the team culture. This enabled our employees to responsibly exercise choice of workplace and
time so as to achieve a desirable work-life balance. We continue to constantly review and assess this model.
Our overall objective is to attain a hybrid work model that achieves a ‘best-of-both’ worlds philosophy –
recognising the necessity for flexibility for our diverse workforce while at the same time recognising the
importance for physical work interactions.

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 PILLAR TWO PILLAR THREE

This ideal is premised on the belief that being This pillar aims to build a mindful, caring, fair,
connected is the essence of human progress balanced and inclusive work environment for
and development. We believe that connections our staff. This is because our employee value
promote organic collaboration, create shared proposition focuses on the value and power
value and in doing so, pushes the boundaries of happy, healthy and engaged staff. Our
of human innovation. At MTN, our people are goal is to create a work environment which
connected by our shared beliefs and goals, welcomes, recognises, cares and holistically
supported by common outcomes, shared risks promotes a balanced work and life for every
and rewards, strongly anchored by authentic individual.
leadership.

PROMOTION OF EMPLOYEE WELL-BEING

MTN has a high-performance culture, but we ensure the employees balance their professional work with
their personal lives. We have created various initiatives to support staff health and well-being at work. We
launched the “anywhere, anytime work” flexibility policy to support our employees’ work and life priorities.
This policy is focused on empowering staff to self-manage.

As part of our wellness programmes for employees, we launched an employee wellbeing application ‘MTN
Move’. The application aims to help our staff to ‘get fit, feel calm, eat better, be heard and get connected’.
In addition to standard medical insurance, we also partnered with Rocket Health to provide a virtual
telemedicine service to all staff. This scheme also encourages staff to seek medical attention/treatment
remotely.

Our existing programmes include the wellness application ‘Afya Pap’, a patient centered platform that
leverages artificial intelligence and behavioral science to improve management and prevention of chronic
health conditions, and supports our employees to prevent, manage and control diabetes and hypertension
conditions. ‘Afya Pap’ is administered in collaboration with Baobab Centre.

Through our employee assistance programmes, we have also partnered with external health experts to
organize quarterly virtual webinar sessions on mental health and nutrition to educate employees on the
mental health and nutrition issues that affect them to prevent mental stress for the employees. Our health
and wellness programme also supports the employees’ mental wellbeing and work-life balance through
weekly physical fitness sessions.

DIVERSITY AND INCLUSION

We embrace diversity, recognising that Uganda is a multi-cultural and multi-ethnic country. MTN has a
diversity and inclusion programme which promotes equal opportunities for all its employees. We believe
in equality for everyone despite their differences and our mission is to accelerate full inclusion to attract,
retain and enable the best talent and to increase leadership diversity.

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 The ‘He-For-She’ initiative aims at supporting all CULTURE OF RECOGNITION This has increased the collective spirit of going the
The Key Strategic Highlights of our female employees to grow into leadership roles extra mile and seeking performance excellence.
commitments in this regard include: and meeting specific needs of the Company’s Recognition for excellence is part of our culture. We
female employees. We also previously launched recognize and reward our top performers for their
the Women’s Resource Group among MTN Women contribution to the achievement of the Company’s PEOPLE HEALTH AND SAFETY FIRST
• In line with the wider MTN Group to drive empowerment and collaboration among results. This is done through competitive reward
commitment, achieving workforce female employees. approaches like annual performance-based salary We have a responsibility to ensure our workplaces
gender equality by 2030, and in increases, short-term incentives, quarterly team are guided by the highest standards of health and
doing so, strengthening our ambition These initiatives are in line with the MTN Group’s recognition awards, long-service awards and safety. We continue to enhance our health and safety
for the sustainability agenda; commitments under the United Nations Women notional share options incentives. policies, procedures, and processes ensuring that
Empowerment Principles, in which MTN pledged they are continuously implemented, understood,
its collective commitment to the advancement of Our employees are also encouraged to celebrate periodically reviewed and communicated
• Committing to gender pay parity gender equality and the empowerment of women. the contribution of their co-workers to making throughout the organisation. MTN is aware of most
as key strategic measure to the MTN Uganda brand and customer experience of the hazards and risks facing our employees
enhance diversity, The principles provide guidance on how businesses brighter; to recognise their colleagues’ ability to in their work environment that vary in terms of
equity and inclusion; in all sectors can advance and empower women support other team members; to shine a spotlight location, processes, activities, size and complexity.
in the workplace by, among others, establishing on our people and their spirit leadership; as well
high-level corporate leadership for gender as to acknowledge everyday heroes in the group In addition to internal protocols, we also follow GOU
• Attaining deliberate gender equality, treating all women and men fairly at work, who go to extraordinary lengths to care for our guidance on public health and occupational health
representation in our strategic promoting education, training and professional communities. and safety issues. Compliance requirements for
programmes across the business. development for women and implement enterprise employees are carefully outlined and communicated
development, supply chain and marketing practices We have an ‘employee of the year’ award which to ensure alignment in execution.
that empower women. recognises the best employees across all
Further, to drive the diversity and inclusion departments and the ‘appreciate initiative’ where
programme, we have selected individuals from To accommodate working mothers, MTN also staff are appreciated and recognised by fellow staff HARASSMENT AND DISCRIMINATION
different departments as champions to create launched the ‘MTN Crèche’. We acknowledge every last Thursday of the month. We also have a
awareness and educate other employees on the that access to childcare services is essential to a digital recognition programme called the ‘MTN We have a zero-tolerance approach to harassment
diversity and inclusion programme. We also have woman’s ability to participate in the workforce. Shine’ where employees can recognize their peers and discrimination. This is supported by proactively
diversity and inclusion e-learning programmes on Therefore, to create a fair and inclusive culture, across the Company for good performance and creating awareness of what harassment and
the ‘MTN Learn’ platform to enable employees take MTN put in place a viable working solution that excellence. discrimination look like. The senior leadership at
courses to enhance their knowledge and skills on saw the launch and provision of a crèche at the MTN constantly promotes awareness of the central
the importance of inclusion. These diversity and workplace to aid breastfeeding mothers and create The recognized employee accumulates recognition themes of this policy.
inclusion programmes include Women-in-Tech a conducive environment that has enabled them to points which can then be redeemed after a period
diversity and inclusion the workplace and diversity thrive. The nursery receives infants who are below of time for a reward in form of vouchers for prizes
and inclusion for managers. one and a half years of age. of their choice.

INITIATIVE

‘He-For-She’ is a social movement

campaign launched by the United
Nations Entity for Gender Equality
and the Empowerment of Women
and seeks to provide a systematic
approach and targeted platform
for gender equality.

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 • Experiential Learning:
Experiential learning which provides employees with an opportunity to gain exposure in other
areas of the business which they believe they can grow into. Employees learn on the job and get
acquainted with the technical and operational requirements in these areas, equipping them with the
formative experience to take advantage of entry opportunities in these areas. In 2022, 32 employees
participated in this programme.

• Inter-company Secondment:
MTN runs a secondment programme where talented and experienced employees are seconded
to work in other MTN Group operations on short or long-term expatriate contracts to gain further
PILLAR FOUR
exposure as part of career growth and development. We currently have approximately 13 local
Ugandan employees working across the MTN Group.
This staff value proposition aims to re-instil,
promote and inspire traits of innovation,
customer-centricity, ownership as well as
excellence in all that we do for our customers,
• Global Graduate Development Programme:
communities and, also, societies. We create
For prospective employees, our Global Graduate Development Programme provides graduates
opportunities for individuals to explore
with an accelerated career path and the opportunity to genuinely make a difference. Through this
innovative aspirations, where they can
programme, we grant graduates high-level business exposure where they will have an opportunity to
acquire future skills and meaningfully use it
experience rotations in different areas of MTN. The programme combines both formal development
to impact the communities we serve.
in partnership with the MTN Group Global Leadership and Career team, as well as on-the-job
development through placement into strategically aligned roles. The formal component includes
modules at MTN’s three regional learning centres, located in South and East Africa, West Africa, and
the Middle East. The blended learning experiences include technical education coupled with coaching
and mentorship. About 14 trainee graduates have been integrated as MTN staff.

• Tuition Reimbursement:
TRAINING AND DEVELOPMENT AND EMPLOYEE MENTORSHIP Approximately eight employees benefitted from our tuition reimbursement programme upon
completion of their academic qualification. This program supports eligible employees in their pursuit
MTN believes in the development and investment of talent. The Company has created a learning organization of further professional academic qualifications.
to equip employees with the necessary skill, knowledge and capabilities for the future. We ensure that we
develop the best talent, culture and future skills. This has been done through the implementation of agile
training programmes where employees have been equipped with futuristic skills like business analytics,
business intelligence, digital, fintech and information security. The programmes are diverse, ranging from • Career Fair:
digital transformation, leadership, health and safety, stakeholder management, service management and We run an annual career fair that is aimed at providing employees with information about the
personal development. These programs imbue our employees with the capacity and capabilities to face opportunities that are available within the business, and have engagements from our senior
market challenges, develop cutting-edge solutions, forge new ways of collaboration, and build leadership executives where insights are shared about how staff can realize career growth. In 2022, we held a
skills, among other positive outcomes for the organization. three-day career fair where all of MTN’s core departments showcased various career opportunities
and skill requirements within their departments, while the senior management executives also shared
Our learning and development strategy is built around the 70-20-10 learning model, which provides that expectations from a strategic point of view. External exhibitors from various tertiary institutions were
individuals obtain 70% of their knowledge from job-related experiences, 20% from interactions with others, also present and provided information on academic programs and funding options. Over 700 staff
and 10% from formal educational events. This approach promotes learning from experiences, social attended the fair.
interactions with others, and formal training. We leverage our online learning platform, ‘MTN Learn’, to
support employees’ skilling and re-skilling with both current and future skills. The platform boasts of over
150,000 courses. In 2022, over 31,000 learning activities were completed. Over 35 instructor-led trainings
were also deployed, and our employees spent a total of 5,800 hours on training. • Future Skills Build:
In collaboration with MTN Group, we have embarked on an initiative to build future-fit skills and
emerging technology capabilities across the business. This is to ensure that MTN has the right skills
OUR BESPOKE TALENT UPSKILLING AND DEVELOPMENT PROGRAMMES INCLUDE: in place to help the business realize its strategic objectives. Through this programme, in 2022, about
15 employees were accredited with data science skills and another set of employees is undergoing
the same up-skilling process.
• Internal Resourcing:
An internal resourcing programme which is designed to give competent internal employees the
opportunity to vie for vacant positions as part of career development. When a position falls vacant,
LEARN

we consider internal competent employees as first priority to compete for the positions through • 70% job-related • Boasts of over 150,000 courses • 5,800 hours on training
MTN

interviews and assessments before we source for potential candidates externally. This includes • 20% inter-personal • 31,000 learning activities • Over 35 instructor-led
giving opportunities to contract staff. • 10% educational events completed trainings deployed

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 GROUP CULTURE AUDIT

The sustainable engagement index of employees

is measured through the annual GCA, where we
evaluate the overall satisfaction of employees
with the Company’s working conditions and
processes. This is also measured through the NPS,
where we evaluate the employee’s satisfaction
with the Company as a great place to work,
recommending their supervisors as people to work
for and recommending the Company’s products
and services to external people.

Further, we administer quarterly rapid pulse

surveys called the Sentimeter surveys which
measure employees’ views about the workplace at
a particular time in the year. These metrics measure
human resource experience, customer satisfaction
score, leadership, communication and strategy
engagement, rewards and recognition, and diversity
and inclusion. This employee feedback is important
for the Company to identify the areas that are
lacking and need improvement.

Key Achievements in the GCA 2022

and Sentimeter surveys included:

• Increase in overall GCA sustainable

engagement index score from 87%
in 2021 to 90% in 2022.

• Overall e-NPS score remained

high at 75% in 2022 compared to
76% in 2021.

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 MTN Mobile Money Report

2022 OUR MTN MoMo MD STATEMENT

The 2nd Year 2022 marked the second year of operation of MTN MoMo as an
independent MTN subsidiary. It was a phenomenal year marked with

of MTN MoMo many wins, partnerships, and growth opportunities. I am delighted to

share the MTN MoMo success story with you.

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 FINANCIAL INCLUSION IMPERATIVE

Following the enactment and implementation of Indeed, mobile money service providers are Uganda has a young fast growing population that Revenue from the insure-tech pillar declined as
the NPS Act in 2020, the MTN MoMo business was recognised as a key player in the National Financial thrives on connectivity and convenience in digital we review the range of our service offering in this
separated from the GSM [telecommunications] Inclusion Strategy (2017-2022), which seeks, among transactions. In light of this, we retain a cautious aspect. A performance improvement in the short-
business as a stand-alone business with a separate others, to reduce barriers of access to financial optimism on the economic outlook and hope to term is expected as MTN MoMo and a leading
governance and operational structure. In that services and to build digital infrastructure. register a strong performance considering the continental insurance company work towards
regard, the MTN MoMo Subsidiary was incorporated ongoing innovations and improvements to the implementing a strategic alliance to market and
on 27 November 2020 to conduct the MTN MoMo MTN MoMo service offering. distribute insurance and investment products
business. We view MTN MoMo as not only being a across Uganda through the insurance platform,
key aspect to the achievement of MTN’s Ambition aYo.
2025 strategy, but also core to Uganda’s financial OPERATIONAL REVIEW
We currently have...
inclusion agenda. The World Bank’s Mobile Money - SHARED VALUE THROUGH INNOVATION
for Financial Inclusion report notes that mobile RISK MANAGEMENT
money, in general, is key to delivering a critical approx. 40% 11.0 million 2022 was a year of innovation and capitalisation
financial inclusion imperative. contributed active MTN MoMo on our existing products to create and increase Risk management is a crucial aspect of our
to financial customers value amidst a challenging macroeconomic business, and continually evolving internal and
In many developing countries, millions of households inclusion environment. I am pleased to report that our external factors, including the rise of cyber security
lack an account with a financial institution, while MTN MoMo active subscriber base grew from attacks, have greatly altered the risk landscape
small firms frequently cite difficulty in accessing Transaction value 9.9 million to 11.0 million. As of December 2022, and informed our risk assessments and mitigation
and affording financing as a key constraint on their 2.7 billion the mobile money sector registered 25 million measures for 2022.
of UGX 93.2 transactions in
growth. Uganda is no exception and, therefore, customers transacting on a 90 day basis and
finding innovative models to extend financial trillion 2022 processed approximately UGX 120 trillion, of Mitigating cyber risk is particularly important
services to the poor continues to be an urgent which 60% were made through MTN MoMo. considering the nature of our business, the
challenge, and part of our excitement around our vulnerability of our systems to emerging threats as
MTN MoMo offering is because we view it as an MACRO-ECONOMIC OVERVIEW We revised our agent onboarding model, which technology continues to evolve and the recent fraud
effective way to provide access to finance to under- – OPTIMISM AMIDST A CHALLENGING in turn reduced our active mobile money agents incidents that have affected the mobile money sub-
served communities. ECONOMIC OUTLOOK from 173,400 to 166,229 in a bid to create more sector. In response to this, we have deployed a
sustainable and profitable business for our multifaceted approach that involves actions at both
Under Ambition 2025, MTN intends to lead digital According to the World Bank, global growth is agents. We also increased our active MTN MoMo the organisational and sectoral level.
and financial inclusion across Uganda over the projected to decline to 1.7% from the 3% growth merchants from 53,426 to 173,315 in support
long term, creating shared value and a more predicted in July 2022 in light of increased inflation, of cashless payments. Usage of our savings In addition to improving the security of our MTN
inclusive and shared tomorrow. Access and usage elevated geopolitical tensions, reduced investments and loan products also continued to grow MoMo platform and offering cyber security training
of appropriate financial services continues to play and the disruptions caused by the Russia-Ukraine progressively. to our third party partners, we have rolled out an
an integral role in the realization of inclusive and war. anti-fraud awareness campaign that encourages
sustainable growth in the country. A new feature – MTN MoMo Reverse – was also our customers to keep their MTN MoMo personal
In its monetary policy statement for February 2023, introduced to reverse erroneous mobile money identification numbers confidential.
Bank of Uganda maintained the central bank rate transactions between individuals. Following
at 10% and projected economic growth for the its introduction, we have registered significant The MTN MoMo application has been reconfigured
financial year 2022 to 2023 to even at about 5.0 - success with a 10% reduction in call centre to only authorise withdrawal transactions where
5.6%. This projection is higher than the previous 5.0% traffic attributed to wrong transactions and an the application and the SIM-card are located in
- 5.3% estimate and is attributed to the increased improved maximum turnaround of 48 hours. Our the same device. Sectorally, we are partnering with
external demand for exports, a significant rebound extraordinary teams continue to work tirelessly the other industry players to run an anti-fraud
in foreign direct and private investment and better to innovate and improve the MTN MoMo user awareness campaign.
supply chain conditions. Further, headline and core experience for our customers.
inflation are expected to average between 6.5% and Since SIM-card swapping is one of the avenues
5.6% respectively in 2023. through which fraud is perpetuated, we have
PERFORMANCE OVERVIEW integrated our SIM-card swap application with
The projected economic growth is particularly some bank systems to ensure that SIM-card swap
important to us in light of the recent reduction in MTN MoMo reported considerable year-on-year notifications are received by the bank timeously.
sending rates for transactions to MTN customers, growth across all key pillars. Overall revenue We will continue monitoring our risk environment to
other networks and other countries, and the grew by 24.9% to UGX 656.1 billion. Wallet-based ensure the safety and reliability of transactions on
resulting reduction in revenues despite increased transactions grew by 13.5%; while our advanced our platform.
traffic on the network. revenues grew by 95.7% supported by strong
growth in our Payment Services, Remittances
and Bank Interface platforms.

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 CONCLUSION MTN MoMo MTN MoMo’s proposition was clear: fast, secure, simple financial services off the most basic phone utilizing
USSD. This democratized access and usage of MTN MoMo. Our aspiration at MTN MoMo is that in addition
– OUTLOOK Value Proposition to extending financial services to the poor, MTN MoMo should improve productivity by increasing the
efficiency and lowering the cost of transactions, generate employment opportunities and create a platform
As a key contributor to Uganda’s economic At MTN MoMo, our core value and strategy on which other businesses can grow.
growth, MTN MoMo continues to position itself proposition is to unlock economic growth through
as an invaluable development partner in the financial and digital solutions for consumers
achievement of Uganda’s National Development and businesses of all sizes. As we progressively
Plan III and Vision 2040. We will, for example,
work to partner with commercial banks to have
grow our MTN MoMo service offering, we aim to CONSUMERS BUSINESSES
create a marketplace that supports cashless and
funds that are disbursed under GOU’s Parish digital economies through affordable, inclusive,
Development Model digitised through MTN MoMo understandable and comprehensive financial • Wallet & Payment
so as to bring more money into the economy. services. In line with our Ambition 2025 strategic • Data Scoring & Analytics
money into the economy. goal to build the largest platforms, we are playing a Deposit • Insuretech
Also core to this aspiration is the innovation of key role in the evolution of mobile financial services
& withdraw
• E-commerce & Loan
new products to support seamless merchant and to interconnected mobile financial platforms. • Subscription & Content Payment
acceptance
agent lending, e-commerce, micro-insurance, • Distribution & ecosystem
increased use of consumer digital assets and an MTN MoMo was launched in partnership with Stanbic • API & Managed Services payments
Payment &
enhancement of existing lending solutions for Bank in 2009 as the inceptive mobile money service e-commerce
savings and co-operative societies and lending in Uganda and the flagship mobile money service
clubs. Customer
within MTN Group. It was launched as an innovative INTEGRATED PLATFORMS engagement
solution to assist in “banking the unbanked” against & messaging
To achieve this, MTN MoMo will be bold and a backdrop where banking infrastructure could not New loan
and insurance
ensure that everyone derives the benefit of a reach certain areas, but cellular phone technology
connected life through the provision of clear, was fairly extensive. Online
fast, secure, and simple financial services! store front
management
MTN MoMo aspires to be at the forefront of answering Local P2P & API
international
the evolving needs of the Ugandan population and remittance
is led by MTN’s vision “Leading digital solutions for
INTEGRATED ECOSYSTEM Micro loans
Africa’s progress” and belief statement “Everybody PARTNERS & insurance
deserves the benefits of a modern connected life”.
The MTN MoMo service offering includes mobile Digital
content
money wallet services (deposit and withdrawal), • Banks & Insurers
bulk payments, insurance, mobile savings, loans, • Money Transfer Operator Distribute
RICHARD YEGO and investments. • Agent & Logistics Networks content
Managing Director Free • Developers & Fintechs
messaging • Payment Networks
MTN MoMo operates a bold strategy where it seeks
to become the biggest platform in Uganda, that • Content Providers
operates like a fintech by offering in-store payments,
remittances, prepaid services, mobile wallets,
micro-loans and micro-insurance. In this regard
the five key pillars or unicorns of our consolidated
service offering are: wallet, payment/e-commerce,
MTN MoMo Strategic Focus And Goals
remittance, insure-tech and bank-tech. - BOLD
MTN MoMo’s rapid progress and growth is hinged on MTN MoMo continues to “unlock” or innovate more services to boldly venture into new areas to further
responding to the needs of the Ugandan population. accelerate financial and digital inclusion. We are focused on developing merchant and agent lending,
Initially, the biggest concern was the transfer of rolling out consumer digital assets such as the MTN MoMo App, enhancing village savings and lending
money from one person in one part of the country club solutions, savings and credit co-operative societies solutions, e-commerce and micro-insurance, and
to another in a different part. This necessitated the easier and more seamless payment methods such as static and dynamic machine-readable codes [QR
establishment of a countrywide agent network that codes].
currently stands at 166,229 to enable the cash-in,
person-to-person transfer and cash-out of funds.

The agents network is facilitated by MTN dealers, To this end, our strategy
partner banks and microfinance institutions, which is founded on MTN Group’s
ensure that the agents have adequate cash and float 4 Strategic Pillars:
(e-money) to service our customers. The availability
of these basic services (person-to-person transfer
and cash-out) immediately brought millions of
people in the towns and villages of Uganda, all
previously non-banked or underbanked, into the
financial services ecosystem.

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 MoMo PERFORMANCE HIGHLIGHTS - 2022

BIGGEST
FINTECH AND
OPERATE
LIKE AN OTT
LEVERAGE MTN’S
CORE BUSINESS
DELIVER
FIVE UNICORNS 11.0Mn 15.6Mn
DIGITAL PLATFORM AND ASSETS [+10.6% YoY] [+12.6% YoY]
IN UGANDA Active Subscribers Registered Customers

• Increase in MTN base • Create independent • Digitize distribution • Wallet

• Accelerate payment MTN MoMo to realise • Enable device lending • Payment and
• Compliance focus value • Accelerate prepaid e-commerce
11.0
• Rapid growth through
strategic partnerships
• Evolved technology
• OTT operating model
airtime payments
• Airtime as a reward
• Bank-tech
• Insure-tech 9.9 166,229
• Acquire new talents • Rapid OTT adoption • Remittance [-4.2% YoY]
• Acquire non-MTN with free data Female 38.6% 41.5% Active Agents
customers

Our strategy in 2022 was to continue accelerating MTN MoMo by delivering innovative products and services Male 61.4% 58.5%
such as investment, short-term lending, e-commerce, MTN MoMo Pay and social protection payments to
meet the changing needs of our customers.
173,315
[+224% YoY]
Active Merchants
In line with the vision of providing digital solutions for consumers and businesses in Uganda, MTN MoMo 2021 2022
has had a single-minded focus on further meeting the evolving needs of Ugandan society. Our market
pioneering initiative have included the launch of bill payments for electricity and water; the first mobile
loan service in 2016 (MTN MoKash); the receipt of value from abroad (international inbound and outward
remittances) in conjunction with partners; paying for retail purchases via MTN MoMoPay, hence taking
away the need for carrying cash and its attendant risks; paying school fees via MTN MoMo, provision of
loans for health care (clinicPesa); and a strategic partnership with Xeno, a digital saving and investment MoMo PERFORMANCE HIGHLIGHTS - TRANSACTION VALUES 2022
fintech and licensed fund manager, that allows subscribers to save and invest for any financial goal via
USSD.

We have focused on businesses as we seek to support cashless and digital economies. We launched bulk Total Transaction Value (’Tns) Total Payment Values (’Tns)
payment services which enable both public and private sector organizations to pay salaries, allowances
and social relief; our payment collection services are utilised by various organizations such as religious
institutions, insurance companies, schools, banks, manufacturing and service firms and the MTN MoMo 49.0 3.1
Business solution is a payments system that enables businesses invoice, receipt, receive and make 43.3 2.2
payments. With these and other initiatives, MTN MoMo strives to become the largest fintech platform in 37.5 1.5
Uganda, accelerating economic and social development through positive digital disruption. 28.5 1.2

Doing For Our Subscribers H12021 H22021 H12022 H22022 H12021 H22021 H12022 H22022

- 2022 At A Glance
DOING IN 2022 Total Deposit Value (’Tns)

11.0 million MTN MoMo subscribers (2021: 9.9 million)

11.5
2.7 billion Number of MTN MoMo transactions (2021: 2.0 billion) 10.6
8.7
92.3 trillion MTN MoMo transaction value (2021: UGX 66.0 trillion) 7.8

173,315 Businesses using MTN MoMo Pay (2021: 53,429)

166,229 MTN MoMo agents (2021: 173,400). * Implementation of agent H12021 H22021 H12022 H22022
rationalisation programme to create more value for agents.

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 MTN MoMo Governance
BOARD OF DIRECTORS

MS. YOLANDA CUBA ANDREW BUGEMBE

CHAIRPERSON AND NON-EXECUTIVE DIRECTOR
NON-EXECUTIVE DIRECTOR
Mr. Bugembe is a highly-experienced telecomunications finance
Ms. Cuba is a seasoned executive with experience in diversified executive. As Chief Financial Officer, Mr. Bugembe’s key roles are
industries including telecommunications, finance and fast-moving to drive the Company profitability mandate, with a focus on service
consumer goods. She currently serves as the Group Regional Vice revenue growth and margin expansion.
President (Southern and East Africa) at MTN Group.
Date appointed:
Date appointed: 27 November 2020
27 November 2020

RICHARD YEGO
PROFESSOR WASSWA BALUNYWA MANAGING DIRECTOR
INDEPENDENT
NON-EXECUTIVE DIRECTOR Mr. Yego serves as the Managing Director of the MTN MoMo subsidiary,
where he is responsible for deploying commercial and operational
Professor Balunywa is a highly-renowned scholar in management, strategy to shape and direct the fintech business
leadership and entrepreneurship. He is also an academic administrator,
who serves as the Principal of Makerere University Business School. Date appointed:
19 January 2022
Date appointed:
8 February 2021

EVELYN NAMARA
INDEPENDENT
NON-EXECUTIVE DIRECTOR

Ms. Namara is a technology entrepreneur with over 10 years of leading

systematic change in the fields of social entrepreneurship, digital
technology, and driving innovation for small businesses.

Date appointed:
8 February 2021

SERIGNE DIOUM
NON-EXECUTIVE DIRECTOR

Mr. Dioum is the Chief Digital and Fintech Officer at MTN Group. He
is responsible for driving MTN MoMo and related mobile financial
services products and services across the MTN footprint.

Date appointed:
27 November 2020

SYLVIA MULINGE
NON-EXECUTIVE DIRECTOR

Ms. Mulinge is the Chief Executive Officer of MTN, and she is a seasoned
business and corporate executive with a passion for transforming
customers’ lives using technology. Prior to joining MTN, she served as
the Chief Consumer Business Officer at Safaricom PLC. His Excellency the President of Uganda engages with MTN group CEO, Ralph Mupita and MTN Uganda leadership .

Date appointed:
1 October 2022

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 MTN Uganda Limited MTN Uganda Limited
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 Sustainability Report

This report presents

our Sustainability Approach
and shows our commitment
to implementing ESG
practices

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 Our Sustainability Framework
INTRODUCTION: In alignment with our Ambition 2025 strategy, MTN has placed creating shared value as a strategic priority
SCOPE OF SUSTAINABILITY REPORTING supported by vital enabler of ‘ESG at the core’. Our four-pillar sustainability strategy framework outlines
our vision of creating shared value and broader socio-economic benefits to society through responsible
ESG practices. In addition to ESG, our framework includes creating economic value.
MTN Uganda supports its customers and stakeholders by realising the benefits of a modern
connected life through the execution of our sustainability framework in Uganda. Sustainability Our Ambition 2025 goals and targets support our role as an UN SDG enabler. We believe that due to the
is at the core of our business strategy as we strive to create shared value for our stakeholders. significance of our position and reach, we have both the power and the responsibility to make a difference,
We realise the importance of driving economic value sharing through responsible ESG improving lives and livelihoods across our operational footprint in Uganda.
practices as outlined within our sustainability framework. This sustainability report provides
an overview of the Company’s sustainability performance for the period from 1 January 2022
to 31 December 2022. This report presents insights into our sustainability approach and
provides evidence of our commitment to implementing the most sustainable ESG practices.
This report covers operations in Uganda and includes the MTN MoMo subsidiary and the MTN
Foundation. BELIEF
STATEMENT
Everyone deserves the benefits of a modern connected life.

Disclosures within this report are guided by MTN and MTN Group’s signatory membership
of the United Nations Global Compact, a non-binding United Nations pact to encourage
businesses to adopt sustainable and socially responsible policies, the Global Reporting
STATEGIC Ambition 2025: Leading digital solutions for Africa’s progress.
Initiative Standards, an international independent standards organization that provides global
INTENT
sustainability reporting standards, the United Nations Guiding Principles on Business and
Human Rights, a set of guidelines for companies to prevent, address and remedy human rights
abuses committed in business operations, the Carbon Disclosure Project, an international
non-profit organisation which fosters environmental reporting and risk management, and the
King Report (IV) on Corporate Governance. COMMITMENTS

Our sustainability report is a practical, transparent, and effective way of communicating with ECO- SUSTAINABLE GOVERNANCE ECONOMIC
RESPONSIBILITY SOCIETIES VALUE-ADDED
our stakeholders while also helping them understand the impact of our business on critical
sustainability issues such as climate change, social justice, diversity and partnership, among
other areas. The report helps us strengthen stakeholder confidence, enhance corporate We’re committed We’re committed We’re committed We’re committed
reputation and maintain social goodwill. We view this report as an opportunity to share our non- to protecting our to driving digital & partners to our to boosting
financial progress and communicate our sustainability vision, which entails creating shared planet by acheving financial inclusion stakeholders to inclusive economic
net zero emissions & diverse society create & protect growth on the
value for our stakeholders and strengthening the Company’s long-term competitiveness. by 2040 value continent

Information sourced from various internal information management systems has been used
to compile this report. The accountable person for our sustainability reporting is Ms. Enid
Edroma, the General Manager – Corporate Services. a Project Zero: a Generational a Enhance a Tax
Reduce GHG Equality: reputation & contribution
METRICS/ emission Increase trust with across
ACTIONS women stakeholders markets
representation

b Efficiency: b Increase b Digital b Network

Improve access and human infrastructure
energy reduce cost to rights investment
efficiency communicate

c Water & waste c Increase c Responsible c Contribution

management: financial procurement to society
Reducing our inclusion & supply through ICT,
impact chain digital
education,
skills & jobs

Responsible Policies & Practices: Business ethics, Enterprise-wide risk

manangement, Board(s) effectiveness & diversity, Disclosures & others.

Ms. ENID EDROMA

UN
GENERAL MANAGER
SDGs
- Corporate Services

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 The principles underlying our sustainability commitments are: Our Sustainability Impact:
Eco- One of the most significant ways that MTN fosters its sustainability
Our Year At A Glance
Responsibility agenda is through energy use and contribution to climate change.
As a result, we take responsibility for our environmental impacts
and manage the aspects within our respective business divisions. Doing Reduction in GHG emissions 4,814 tCO2
for our (targeting 47% reduction by 2030 (2021: 11,882 tCO2)
Planet and net zero by 2040):

Sustainable As an emerging market operator, addressing social challenges is Suppliers who have pledged 314 suppliers
Societies an inherent part of our business. MTN can flourish only when the to join MTN’s road to net zero:
communities and ecosystems in which it operates are healthy.
We strive to operate ethically, transparently and accountably by Energy sites upgraded with 2,620
addressing all the concerns relevant to our stakeholders and renewable energy sources:
balancing them, while still meeting our NTO Licence obligations.
General waste reduced / recycled: 2.4 tonnes recycled
(out of 23.9 tonnes collected)

Governance A strong governance framework fosters sustainability, establishes

sustainable values and enables a value-driven organisational Doing Percentage of women in our workforce: 49.4% (2021:47%)
culture. Good governance promotes accountability and transparency, for our
underpinning efficient management of human, natural, economic Society Percentage of women
in senior management:
35.7% (2021:31%)
and financial resources.

Number of Ugandans educated 1,043 beneficiaries

in digital literacy (MTN Internet Bus):
Economic Mobile technologies and services contribute significantly to
Value-Add Uganda’s gross domestic product. Our success is closely linked Total disbursement value through UGX 279.7 billion
to inclusive socioeconomic growth and development in Uganda. MTN MoMo lending products:
Connectivity provides access to fintech and digital solutions that
pave the way for participation in economic activities and education, Smartphones distributed through 178,361 (2021: 72,409)
enhancing lives and strengthening communities. device finance collaboration:

Smartphone penetration: 35.0% (2021: 30.8%)

Broadband coverage: 4G coverage up to 78.4%

(2021: 62.7%)

3G coverage up to 91.4%
(2021: 90.5%)

2G coverage up to 98.1%
(2021: 97.8%)

Percentage price reduction 13.4%

in the blended cost of data to
improve affordability:

Active monthly Ayoba users: 1.1 million (2021: 625,153)

Award recognition: Consumer and Industrial Products

Doing it Financial Reporting Category at
Right the Institute of Certified Public
Accountants of Uganda Financial
Reporting Awards

No of suppliers who have signed 179 suppliers

the supplier code of conduct as
a prerequisite for conducting
business with MTN:

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 Our Stakeholder Engagement Values
Doing for MTN Foundation / CSI investment: UGX 3.9 billion
Growth (2021: UGX 3.5 billion) MTN appreciates the interdependence between effective stakeholder management and organisational
performance, we place great importance on the “social license to operate” – which we at MTN define as
Tax contribution: UGX 927 billion a concept used to describe the importance of having broad-based stakeholder consent or support for our
(2021: UGX 839 billion) business. The failure to manage stakeholder concerns, hence losing stakeholder support, can result in
severe disruption to, or discontinuation of, the Company’s investments.
Supported through job creation 1,123 beneficiaries
and skills development: Therefore, an MTN business imperative is standardised, consistent and well-governed stakeholder
engagement that creates and preserves value. Our stakeholder management policy brings about greater
Expansion of proprietary owned fibre: 9,418 kilometres inclusion of stakeholder needs, interests and expectations in corporate decision-making in recognition of
(2021: 7,821 kilometres) the critical fact that best practice requires MTN to have a stakeholder engagement policy in place to guide
MTN’s approach to communicating, working and interaction with stakeholders. Within the framework of this
policy, we map key stakeholders, plan engagement proactively and keep record of official engagements.

Our Sustainability Governance OBJECTIVES

Our sustainability governance is led by the Board, which is responsible for setting the tone-at-the-top. At
committee level, MTN’s Remuneration, Human Resources, Social and Ethics Committee has oversight of Drive the Company’s Invest in healthy and Focus on the quality
sustainability strategic ambitions, progress and milestones. The management of the Company tracks ESG reputation long-term relationships of our engagement
progress and oversees the effective implementation of agreed initiatives, programmes and policies.
By managing the gap between With priority stakeholders Especially our responsiveness
The Company management also shares key learnings with key staff, aligns strategy with responsibilities, stakeholder expectations and to build stakeholder trust – to stakeholder issues
and reports to the Board. company performance. the foundation of strong and concerns.
relationships.

• Remuneration philosophy
Workplace • Human resources practices and employment equity
• Organisational ethics

• Economic development
Economy • Fraud and corruption
• Ethical and transparent business practices

• Environmental impact
• Pollution
Environment • Waste disposal
• Biodiversity

• Balance between economic and social goals

• Stakeholder relations
Society • Consumer relationships (including advertising)
• Sponsorships and donations

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 ENGAGEMENT MATRIX
• A constructive contribution to girls and women have the skills and
industry. knowledge to advance economically.
Stakeholder Key Engagement Issues Our Response

Employees • Positive impact of leadership, • Entrenched smart-working through

GOU and • Network performance. • Engaged UCC on technical matters communication and diversity principles such as ‘anytime work,
Regulators • A positive impact on socioeconomic related to the issue of the annual actions. anywhere workplace’ and ‘balanced
development. compliance certificate. • Their belief and connection to the work-life’. Our programmes capitalise
• Strong business performance and • Involved government in efforts to goals and objectives of MTN. on the movement towards a digital-
financial results. enhance network performance and • Safeguarding their health and adopter mindset and flexi-workforce.
• Compliance with legislation and create shared value. wellbeing. • Encouraged employees to explore
regulations. • Partnered on matters of national and their career options and learning
• A constructive contribution to business interest and honoured our paths to ensure their skillset remains
industry. obligations as a reliable partner. relevant.
• Maintained a stringent compliance • Provided learning opportunities to
regime. employees through access to our
• Monitored the strategic intent behind online learning platform.
emerging policy and regulatory • Offered a programme to help
trends. employees find their unique work
• Engaged regulators for enhanced and life balance.
mutual understanding on what may
appear to be conflicting positions on
matters material to government and
business sustainability.
• Contributed to tax base and added Environmental Sustainability:
economic value.
Energy Consumption And Climate Change
Subscribers • Network performance (speed of data • Invested UGX 331.0 billion in our Uganda faces environmental challenges related to biodiversity loss, extreme vulnerability to climate
and Consumers connection and network quality). networks. change, land degradation and deforestation. Our use of environmental resources and our impact on the
• Customer service. • Reduced the cost to communicate environment in Uganda is a key driver of our ESG framework. We believe that the growth and success of
• Ability to resolve my queries or through innovative and tiered pricing. any business should not come at the expense of the future of our planet.
requests. • Zero-rated some transactions
• Overall rates and prices. through MTN MoMo. The activities of telecommunications companies have a significant impact on the environment, and the
• Pricing being easy to understand. • Advanced financial inclusion through industry has a collective duty to minimize the negative impact of our activities on the environment and
our mobile financial services promote eco-friendliness. At MTN, we take responsibility for our environmental impacts and manage the
offerings. aspects within our control.

Specifically, we recognise climate action is imperative to secure future socioeconomic development in

Investment • Strong business performance and • Sustained MTN’s financial and Uganda. We recognise the importance of balancing the reduction of our impact on the environment with
Community financial results. operational performance. the need to connect more people. Increased global demand for energy has an undeniable negative impact
• Compliance with legislation and • Executed on strategy with a focus on the climate, yet complexities exist around driving progress on the continent while reducing negative
regulations. on accelerating growth and unlocking environmental impacts. As the economy and the population grows, we face a unique challenge since every
• Good corporate governance. value for our stakeholders. additional connected person, device or data transmitted represents a potential increase in energy used.
• Network performance. • Focused on ensuring that our MTN’s approach to reducing our impact aims to increase efficiencies, reuse infrastructure and components
• Customer services. enterprise-wide risk management and invest in renewable energy sources.
• Sustainability and ESG. systems are continuously
strengthened and remain resilient.
• Took step change in our approach to PROJECT ZERO
ESG.
• Execution of MTN MoMo / fintech We manage the need for urgent action on climate change through Project Zero, which is aligned with the
separation Paris Climate Agreement to limit global temperature rise to 1.5°C as well as UN SDG 7 (Affordable and
• Prioritised communication with clean energy) and UN SDG 13 (Climate action).
investors.
Project Zero was introduced as an energy efficiency and carbon emission sustainability program. The
project seeks to leverage the latest technologies and service partners to enable business sustainability
Civil Society • A positive impact on socioeconomic • Invested in programmes to empower through greater energy efficiencies, low carbon emissions, risk reduction and cost control. Project Zero’s
development. youth to access decent work and vision is to promote environmentally conscious business and reduce GHG emissions across our Ugandan
• Network performance. become economically active. footprint. We at MTN have committed to achieve net zero GHG emissions by 2040.
• Strong business performance and • Supported programmes aligned to
financial results. GOU’s NDP and Vision 2040.
• Good customer service. • Advanced programmes to ensure

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 WHAT WE ARE DOING
TO ACHIEVE NET ZERO?

WHY? HOW? Emissions profile:

We implemented carbon and energy reduction initiatives which contributed to the reductions in direct
(Scope 1) and indirect (Scope 2) greenhouse gas emissions, and we are constantly undertaking materiality
Actively pursue the reduction assessments to better understand the emissions across our value chain.
of our carbon footprint via the
MTN environmental
setting of science-based targets We achieved an 8.9% and 96.4% reduction in Scope 1 and Scope 2 emissions, respectively. Scope 3
management commitments
(in line with SBTi business ambition emissions are the result of activities from assets not owned or controlled by MTN. Through our supplier
are at the heart of sustainablity
for the 1.5oC campaign) and engagement programme, we are focused on improving our Scope 3 emissions.
carbon off-setting

2021 GHG 2022 GHG Difference

• Commit to environmental Scope 1 Category Emission Sources Emissions Emissions (tCO2e)
protection and management. Emissions are direct emissions from (tCO2e) (tCO2e)
owned or controlled sources

• Commit to use natural Scope 2 SCOPE 1 Fuel combustion for electricity 1,180 872 308
resources and energy more Emissions are indirect emissions from generation at Data centres
efficiently. the generation of purchased energy
Fuel combustion for electricity 998 778 220
• Commit to reduce emissions, Scope 3 generation at BTS sites
releases and waste. Emissions are all indirect emissions
(not included in Scope 2) that occur in Combustion of fuel in Vehicles 1,568 1,933 365 Increase in
the value chain of the reporting fuel prices
/ Forklifts
company, including both upstream
and downstream emissions Fuel combustion for electicity 215 328 112
generation at buildings
• Commit to monitor and Scope 3
report MTN environmental Activity that compesates for the Fuel combustion for electicity 498 481 17
performance. emission of CO2 and other GHG e.g. generation at stores
renewable energy projects.
Refridgerant refilling 554 177 377
(Fugitive emissions)

Global warming remains one of the most urgent threats faced by humanity. However, with the identification
of critical enablers in achieving significant emission reduction as well as employing cleaner renewable Total Scope 1 Emissions 5,014 4,568 447 (8.9%)
technologies to power growth and expansion, we can achieve our periodic targets and remain on course
to achieve net zero emissions by 2040.
SCOPE 2 Purchased electricity 108 5 103
This will require the incorporation of three climate actions in business processes: at BTS sites

Reduce, Substitute & Compensate Purchased electricity 5,998 205 5793

at Data centres

Purchased electricity 530 27 503

Reduce at buildings
Reduce energy use by improving efficiencies,
optimising operations and redesigning processes. Purchased electricity 231 8 223
at stores
Compensate
NET ZERO Compensate or remove unavoidable residual emissions
INITIATIVES
through Renewable Energy Certificates (RECs) Total Scope 2 Emissions 6,867 246 6,621 (96.4%)
and / or offsets.

Substitute
Replace convetional, dirty energy sources with
renewable technologies and low emission products.

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 ENERGY EFFICIENCY

We have employed strategies to extract greater efficiencies from our infrastructure and facilities
and replaced inefficient and old products with more efficient solutions. We deploy a circular economy
programme aimed at keeping resources in use for as long as possible, extracting the maximum value from
them while in use, then recovering and regenerating products and materials at the end of each service life.
We continue to focus on ensuring our base station and data centre sites are as efficient as possible and
where possible, are powered by renewable energy sources.

Categories Initiatives

BTS • Use of features of RAN software for optimizing energy demand.

• Auto-shutdown in non-peak hours.
• Sharing of active infrastructure with other telecom players.
• Power factor correction i.e. installing more efficient rectifiers on 239 sites.
• Hybrid gensets i.e. installing gensets which use solar / wind energy in
conjunction with traditional gensets on about 147.
• Battery swaps (485)

Data • Server virtualization at 78%

Centres • Running servers on eco-mode when utilization is low.
• Increasing DC temperature by 2C across all 6 datacenters.
• Installed over 5000 blanking panels over last 2 years.
• Cold aisle - hot aisle arrangement and cold aisle containment across
2 of our data centers.
• Installing variable speed fan drives in the regional switching centers
currently at 75%
• Air-side economizer i.e. using air to maintain temperature in Data centers.
• Installed voltage stablizers in 4 /6 Data centers.
• Replaced old Acs with new efficient ones in 5 of the Data centers.

Buildings • Using power management features on office IT equipment.

• Timer installed ACs that switch off when staff are out of office.
• Replace CFI with efficient LED lights and augment with smart sensors
MTN HQ standing at 75%

The trust placed in us

by our customers has made our
growth and success possible.

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 MANAGING OUR ENVIRONMENTAL IMPACT

We recognise that enormous potential exists for MTN to contribute to sustainable development in Uganda
through conscious environmental policies. Our approach is informed by international best practice
and applicable national laws and environmental regulations. The main areas in which we manage our
environmental impact include:

Green Office The programme helps our operations and office environments to identify
Programme how to conserve resources, reduce consumption and ensure responsible
waste, recycling and upcycling management practices. At the MTN office
premises, compact fluorescent lamp bulbs have been replaced with light-
emitting diodes to minimize power consumption and carbon dioxide
emission into the atmosphere.

COVERAGE HANDSETS AFFORDABILITY SERVICE EDUCATION

Our impact on biodiversity is, in principle, managed through adherence BUNDLING
Biodiversity
Impact to environmental laws and regulations within Uganda. We sustained
practices that seek to protect biodiversity such as ensuring the conduct of Ensure sufficient Increase Increasing Create service Enhance digital
Management
environmental assessments and monitoring audits before new activities and and affordable affordability data service offerings that are literacy and ease
working with site roll-out partners, tower providers and base transmission coverage in rural and access to affordability. relevant, simple with which data
station operating partners to maintain environmentally friendly ecosystems. and low-income data-enabled and meaningful can be accessed.
areas. devices. to customers.

Water
Consumption Even though MTN does not currently hold any water use licence (and
therefore does not have any direct legal obligations in terms of water use or
management), reducing water use forms part of our sustainability strategic THE FOLLOWING ACHIEVEMENTS WERE RECORDED:
framework to reduce the Company’s environmental impact. In 2022, MTN
also embarked on using water from a natural spring that is stored in an Increased Population
Coverage Increased 4G, 3G and 2G coverage to 78.4%, 91.4% and 98.1%.
underground tank and pumped for use within sanitary facilities and in other
sections. Extended fibre coverage from 7,821 kilometres to 9,418 kilometres.
Increased Fibre Coverage
and Rural Connectivity

Used New Technologies Advanced network automation using Telecom Infra Project
Waste Our waste management strategy is to reduce (minimize the amount of Disaggregated Cell Site Gateway and commenced an ambitious
waste we create), reuse (repurpose old items or reuse them again) and To Find Coverage Solutions
program to transform and modernise our network towards a Cloud-
recycle (create new products from waste). In 2022, 10.5 tonnes of waste was native 5G-Capable Core network.
collected, and 1.48 tonnes was recycled. MTN also operates in a paperless
environment where all documents are signed digitally. This is intended to In collaboration with M-KOPA Solar, sold 178,361 phones through
minimize paper usage which in turn conserves trees that are crucial in the Supported Device Financing
smartphone device program (up from 72,409 in 2021).
absorption of carbon-dioxide from the atmosphere, combating climate
change in the process. As a continuation of the data price benchmarking, we continued to
Benchmarking Affordability
monitor the affordability of our data on a quarterly basis through a
price, income, elasticity score to determine whether data pricing for
the Uganda market meets the affordability guidelines.
Our Commitment To The Society
Tailored Bundles Pricing MTN offered microbundles, social media bundles, peer-to-peer social
MTN is focused on providing inclusive connectivity and accelerating financial inclusion. Access to affordable to Meet Customers’ Needs data and digital products such as Ayoba to add tailored value to
means of communication has the power to change lives and bridge inequalities, and MTN is determined the lives of our customers. Providing different customer groups with
to provide increased access, reduce the cost of communication of voice and data services and advance relevant value propositions drives down the cost of communicating
digital inclusion. and ensures new data users do not experience bill shock.

Increased the Availability Our digital literacy programmes are based on the Global System for
DOING FOR INCLUSIVE CONNECTIVITY of Digital Literacy Content Mobile Communications Association’s Mobile Internet Skills Training
Toolkit designed to improve people’s basic understanding of mobile
We continued our efforts to connect the unconnected in Uganda through the a framework called: internet and applications. MTN, through the MTN Foundation and
CHASE in partnership with Maendeleo Uganda, embarked on a digital
literacy program aimed at spreading digital literacy across Uganda,
introducing digital skills to rural schools, ICT capacity building for
teachers and empowering communities with relevant digital skills.

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 Driving We have developed Ayoba from messaging app to a super-app The Following Achievements Were Recorded:
Digital Inclusion platform offering localised third-party content through channels
and micro-apps. As of December 2022, Ayoba had an average of
1.1 million active channel users and 37,000 active gaming users. We Developing Solutions For We continued our efforts in developing solutions through e-commerce
offer customers free data allocation to use ayoba features including High-Potential Industry and transport platforms.
messaging, gaming, and listening to music. Ayoba is on track to Verticals
support the realisation of the huge opportunity in mobile commerce.
Supporting SMEs Through MTN MoMoPay, we offer small businesses a secure,
Through MTN MoMoPay convenient and efficient payment method that can be tailored to meet
and MoMoBusiness their unique needs. Our MTN MoMo API platform allows partners
DOING FOR FINANCIAL INCLUSION and vendors to integrate the MTN MoMo platform into their own
applications seamlessly.
We believe that financial service solutions enabled through digital channels have the potential to stimulate
socioeconomic development and economic growth. MTN played a critical role in the evolution of mobile Offering Access to Loans We continuously supported our customers in meeting their financial
financial services to a mobile financial platform in Uganda by offering services including in-store payments, and Savings Through demands through MoKash saving and lending facilities.
remittances, prepaid services, mobile wallets, micro-loans, and microinsurance. MTN MoMo

These services are available to individuals and several services are accessible to small and medium Providing Affordable Through the Ayo insurance solution for MTN subscribers, we provided
enterprises through MTN MoMo Business. As we grow our service offering, we aim to create a digital Insurance Through Ayo our customers in Uganda with access to simple, flexible and affordable
marketplace that supports cashless and digital economies through affordable, inclusive, understandable hospital and life products.
and comprehensive financial services in Uganda.
Supporting Remittances Through MTN Homeland, subscribers living in Uganda receive money
Across Africa and airtime from their relatives in select countries abroad through an
instant, reliable and affordable service.

Developed A Suite We invested in enriching our MTN MoMo ecosystem and platform
of Revolving Credit capabilities, and scaled the adoption of our Banktech products like
Products Through loans and savings, payments, and e-commerce. We launched MoMo
UGX 11.0 UGX 93.2 UGX 2.7 Banktech Advance, with more than 300,000 customers opting into the service.
173,315 166,229 Through the service, qualifying MTN MoMo customers can complete
Million Trillion Billion
their transactions when they have insufficient funds in their MTN
MoMo wallet through a revolving credit mode.
Mobile Financial MTN MoMo MTN MoMo MTN MoMo Number of
services merchants Agents transaction value MTN MoMo
Increasing The Safety MTN remains aware of the risks associated with mobile financial
customers transactions
of Mobile Financial services and continues to pursue an integrated approach to anti-
Services money laundering, counter-terrorist financing, and fraud. As a result,
(2021: 9.9 (2021: 53,426) (2021: 173,400) (2021: UGX 66.0 (2021: UGX 2.0
we focus on detection, prevention, education, partner collaboration
million) trillion) billion)
and certification. Following an assessment process in 2022, the
*Implementation of
Global System for Mobile Communications (GSMA) granted the MTN
agent rationalisation
MoMo subsidiary the GSMA Mobile Money Certification.
programme

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 Our Commitment To Governance And Ethics DOING FOR GOOD GOVERNANCE

In our approach to responsible corporate citizenship, MTN endeavours to “do the right thing” and abide by Managing MTN’s data privacy and protection policy guides our employees in compiling
a culture of compliance, ethical behaviour and respect for human rights. From MTN’s perspective, this ethos Our Customers’ regulatory requirements to the letter and in the spirit of data protection. We
is built on a solid foundation of responsible business practices and disclosure. Robust ethics, governance, Data Privacy have registered with the Uganda Personal Data Protection Office, established
compliance, and risk management are the pillars that drive progress in our business and society. Through Rights a data protection office and officer and implemented a comprehensive data
our strong good corporate governance practices, we position the business for long-term success while privacy and protection programme to support the policy.
also creating value to enhance people’s lives. MTN shall always take a no-compromise approach in our
efforts to ensure a strong ethical culture within the Company. Enhancing Our information and cybersecurity programme has strengthened our
Information and governance and controls across key aspects of the information security
Cybersecurity risk landscape. Continuous improvement and performance management
DOING FOR GOOD GOVERNANCE is, however, vital as the information and cybersecurity threat landscape
continues to evolve. Our approach is to embed security by design in everything
Access To Access to the internet has been recognised by the United Nations Human we deploy.
Internet Rights Council as a human right, which may offer the opportunity to reduce
inequalities within Uganda as well as enabling people to fully participate
online in activities that have broader economic and social impact such as
education, learning, health, government services and business. MTN Uganda
continues to expand its network coverage so that no one is left behind. We SUSTAINABLE SUPPLY CHAIN AND
have also introduced device financing to enable our customers to purchase SUPPLIER CODE OF CONDUCT
smart phones at an affordable cost.
To provide affordable and reliable products and services to our customers, MTN Uganda relies on both
Managing Our enterprise risk management framework covers corporate governance, a local and global supply chain. We manage our local purchasing and supply chains by enhancing local
Risk information security and business continuity risk, as well as risks related to content and local supplier partnerships, while the Company’s global sourcing and supply chain arm
governance and ethics, and social and environmental. These are grouped as procures products and services within four broad categories namely network, information technology,
sustainability risks. commercial, and indirect.

Committing MTN’s compliance universe has also broadened significantly. Our approach In 2022, locally registered Ugandan suppliers formed 62% of our supplier database, delivering on our
To Compliance to compliance is embedded in a solid Group-wide governance framework commitment to enhance national content participation in our procurement chain. Further, 7% of the local
underpinned by sound policies, principles, and practices consistent with vendors were female-owned businesses and 30% of supplier procurement was purchased from local
internationally recognised frameworks. vendors.

Access To MTN provides customers with easy access to information about its services To ensure continuity of supply, we proactively manage different legal, social, ethical, and environmental
Information and tariffs, allowing them to make informed decisions about their usage. risks and we require all our suppliers to have sustainable business practices in place and our supplier
code of conduct. The supplier code of conduct sets out our approach to ethical and sustainable business
Freedom Of MTN respects the right of its customers to express themselves freely and practices and aims for the highest ethical conduct. The code outlines MTN Uganda’s commitment to respect
Expression responsibly and does not censor or restrict access to online content. and promote human rights and fair workplace practices, including equal opportunities, environmentally
sustainable business activities, and a zero-tolerance policy to bribery and corruption.
Ethical Behaviour We have created a working environment where all employees understand the
depth and breadth of ethical behaviour and have the tools to act appropriately The code covers the following key themes:
in the face of ethical challenges and opportunities. Our ethics policies include
anti-bribery and corruption policy, data privacy and protection policy, anti-
harassment and discrimination policy, grievance policy, disciplinary policy
and political contributions policy. For employees, a new mandatory ethics SOCIAL AND
ETHICS
and anti-bribery and corruption e-learning programme was launched for HUMAN RIGHTS
employees.

Ethics Training Over 170 supplier participants associated participated in our supplier ethics- OPERATIONS
For Suppliers awareness training programme through our supplier forum meeting. In LABOUR HEALTH AND VIOLATIONS
addition, we have collaborated with our sourcing and supply chain division to
conduct fraud awareness training.

Respect For We were deeply committed to respecting digital human rights. We take a
As of 2022, 179 suppliers had signed the code of conduct. MTN further requires its suppliers to embrace
Human Rights programmatic approach to human rights guided by a Group-wide framework,
this commitment to integrity by complying with and training its employees and subcontractors on the
while improving opportunities for building and leveraging strengths across
supplier code of conduct. MTN Uganda may verify a supplier’s compliance with this code by performing
the organisation. Our response to digital human rights is underpinned by a
audits or other assessments of the supplier’s facilities, records and business processes. In appropriate
sound policy and due diligence framework.
circumstances, violation of the code may result in the disqualification and the termination of the business
relationship between the supplier and MTN.

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 Our Commitment to Economic Growth WE SUPPORT DIGITAL INNOVATION

The SME sector, which spans various industries ranging in size, is Uganda’s current and future economic
OUR CONTRIBUTION TO TAX growth engine. SMEs are entrepreneurial and agile by nature and are often at the forefront of digital
innovation. MTN Uganda supports SMEs by creating a digitally inclusive environment that helps them
We consider tax to be an instrument to create socioeconomic cohesion, environmental value-creation and overcome the challenges of day-to-day operations and enables them to challenge the status quo of
long-term prosperity. The MTN Board understands and takes accountability for all risks that potentially traditional business models. We also prioritise the inclusion of SMEs as part of our supply chain enabling
affect the achievement of its strategic priorities, including tax risk. inclusive, sustainable economic growth that ultimately enables job creation.
Considering an increasingly complex tax legislation environment, multiple regulatory requirements, and
the focus of revenue authorities in protecting their tax revenues through the tightening of rules, increased
enforcement and improvement of their approach to tax collection, there is an increased focus on tax risk
and controls that will mitigate tax risk to an acceptable level. We have developed a systematic approach to
manage tax obligations and tax risk.

The principles governing MTN’s approach to tax are:

ACCESS TO TAILORED
1 It is paramount that the Company’s tax • 4 We are committed to ensuring that FINANCE TO ACCESS SKILLS BUSINESS
affairs are managed in such a manner so there is necessary resource capacity and MANAGE TO MARKETS DEVELOPMENT CONNECTIVITY
as not to cause a detrimental effect on the capability to manage tax affairs in an CASHFLOW & PRODUCTIVITY
reputation or brand of MTN. The Company’s efficient and effective manner, including SOLUTIONS
commitment is to act responsibly and in an investing in tax knowledge and training
accurate, transparent and timely of tax resources to ensure they have
manner in respect of its tax affairs by the requisite skills and knowledge. We support SMEs We support SMEs We provide skills We offer tailored
fulfilling all compliance, disclosure and in accessing finance in reaching their development to products and services
reporting obligations, in accordance • 5 Tax is integrated into all business processes to better manage customers and SMEs to pivot from to cater to the needs
with the prevailing tax laws. supported by adequate and robust controls, their cash flows in creating awareness traditional business of SMEs.
clear lines of communication, defined roles the face of reduced around their brand, models to digitally
2 We seek to create and manage shareholder and responsibilities and financial systems revenues. products and savvy business models
value by undertaking legitimate and that are adequately configured for specific services through able to use various
responsible tax planning within the tax tax requirements and controls. digital marketing. digital business
laws and regulations Uganda. solutions and
marketing.
3 We are committed to transparent and
constructive relationships with revenue
authorities. These are based on open and
honest communication. The need to foster Beyond our support of SMEs, we support digital innovation through our centre of excellence, which drives
strong relationships with revenue our ICT enterprise strategy. In addition, we facilitate digital innovation through Chenosis, our cross-industry
authorities is critical to ensuring sector API marketplace for developers, start-ups and businesses.
the management of tax risk.
In 2022, we:
In July 2022, MTN was granted the prestigious authorised economic operator status by the Uganda
Revenue Authority. The authorised economic operator program is a trade initiative that facilitates trade
and promotes the security of the international trade supply chain. Under the program, businesses that MTN Foundation, in partnership with the National ICT Innovation Hub and Centenary Technology

1 Services, implemented the MTN Innovation Program, dubbed the Ace Tech program. The program
consistently comply with customs laws benefit from customs preferential treatment and simplified
procedures in the clearance process. MTN was awarded this status due to our demonstrable history of tax is delivered by Refactory, a local technology academy, whose focus is on skilling work ready talent
transparency and compliance. for software engineering and related disciplines.

Due to this status, MTN is able to enjoy the following benefits:

The MTN MoMo subsidiary, in an effort to optimize the growth potential of the digital economy

2 and social economic transformation of Uganda, partnered with Outbox, an innovation hub and
• 1 Expedited cargo release due to minimal • 4 Easy access of information from customs
checks at the frontier office. for authorised economic operator-assigned launched another edition of the famous MTN MoMo Hackathon that called for entrepreneurs,
relationship manager. software developers, and innovators to participate in developing payment solutions hosted on the
• 2 Lower storage costs due to faster release MTN MoMo platform.
of cargo. • 5 First consideration for participation in any
programs in the course of improving
• 3 Reduced transit time due to faster release customs services delivery.
of cargo at transit points and fewer road
blocks.

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 VALUE DISTRIBUTION MTN FOUNDATION GOVERNANCE

Our activities drive economic value within each of the jurisdictions in which we operate. This value is The MTN Foundation is governed by a Board of Trustees made up of eminent members of society. The
distributed to our stakeholders in a multitude of ways only some of which are measurable. execution of approved strategy and the day-to-day running of the Foundation is entrusted to a senior
management team led by the General Manager: Corporate Services.
This includes:
TRUSTEES:

Value Base Amount (2022) Amount (2021) GEORGE WILLIAM

EGADDU
Taxes UGX 927 billion UGX 839 billion
Mr. George Egaddu is the current Chairperson of the Board of Trustees
Business - amount spent with suppliers UGX 839 billion UGX 1,005 billion at MTN Uganda Foundation. He is a chartered accountant with a
and contractors wealth of experience spanning 40 years in financial, audit, strategic
and risk management.
Social - employee staff costs UGX 127 billion UGX 105 billion

Social - employee learning and development UGX 1.4 billion UGX 357 million

Social - corporate social investment UGX 3.9 billion UGX 3.5 billion

PROFESSOR WILLIAM
Investing In Communities BAZEYO

- Our Corporate Social Investment Impact Professor William Bazeyo William is a Ugandan physician, public
health specialist, academic researcher, and academic administrator.
DOING THROUGH THE MTN FOUNDATION He is the Lab Director and Chief of Party of Resilient Africa Network.
He previously served as the Dean and Deputy Vice Chancellor at
In July 2007, MTN established the MTN Foundation as an incorporated trust for the purpose of focusing Makerere University Kampala for 20 years.
the Company’s corporate social investment initiatives that are aimed at contributing to the reduction of
poverty and fostering sustainable development in Uganda. The MTN Foundation is a channel through
which all our CSI activities align with the digital transformation strategy for Uganda Africa and leverage
our position within the ICT ecosystem, in line with Ambition 2025.

The main objective of the MTN Foundation is to improve the quality of life in communities across the
country by supporting and implementing sustainable projects in four thematic areas: Youth Empowerment, LULAMA MARYTHERESA
Education, Health, National Priorities and Y’ello Hope Support. The foundation’s objectives are strategically XINGWANA
tailored to address national challenges aligned with the NDP as well as the global targets set through the
UN SDGs. The MTN Foundation is funded annually by an endowment from MTN of 1% of MTN’s profit after Ms. Lulama Marytheresa Xingwana currently serves as the South
tax and partners with credible public and private non-profit organizations to execute sustainable projects Africa High Commissioner to Uganda. She previously served the
in each of the chosen focus areas. Government of South Africa as a Member of Parliament and Deputy
Minister of Minerals, among other roles.

CSI Strategic Framework

ONAPITO
EKOMOLOIT
EDUCATION HEALTH YOUTH Y’ELLO HOPE
EMPOWERMENT (NATIONAL PRIORITY Mr. Onapito Ekomoloit has served at AB InBev since 2006 as the
AREAS) Corporate Affairs Director. He is currently the Legal and Corporate
Affairs Director at Nile Breweries Limited.
Meet the needs Meet the needs Provide the youth Provide micro-level
of communities by of communities by with the tools, skills, support in disaster /
enabling GOU NDP enabling GOU NDP access, knowledge humanitarian /
and UN SDG goals on and UN SDG goals and opportunities to pandemic prevention,
education by enabling on health by enabling become economically relief and recovery.
digital literacy. access to healthcare. active citizens.

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 CONTRIBUTION AND PROJECTS SUPPORTED FROM 2020 - 2022

Education Aims And Outcome SDG Spend

Pillar Objectives And Impact Impact
Project Name

Provide access to basic Ensuring youth have UN SDG 4 UGX 561

Digital digital skills to youth in relevant skills, including million
literacy / marginalized communities digital literacy, for
MTN Internet through the MTN Internet employment, decent jobs
Bus, in Bus. and entrepreneurship.
partnership
with The initiative is managed by
Maendeleo Maendeleo Foundation and
Foundation. targets to train 1,000 young
adults and women in rural
areas.

The project focused on Ensuring youth have UGX 278

Digital creating avenues for the relevant skills, including million
access. last mile Ugandan to have digital literacy, for
access to the internet employment, decent jobs
through provision of and entrepreneurship.
computers and an internet
EDUCATION connection.

MTN and PEAS are aligned Building and upgrading UN SDG 4 UGX 904
The MTN Foundation has made significant contributions to improving literacy in Uganda through its
MTN School in their commitment to education and providing million
support of education initiatives in the country. These efforts have focused on improving the quality of
Infrastructure, improving people’s quality effective learning
education in marginalized communities across various regions of Uganda. As a result, the MTN Foundation
in partnership of life in Uganda’s most environments.
has played a key role in helping to increase literacy levels in the country.
with underprivileged rural
promoting communities, through the
Projects implemented have been anchored on the provision of financial support for infrastructural aid in
equality in expansion of access to
schools and vocational institutions, provision of furniture and equipment, refurbishment of dilapidated
African quality education.
structures, and offering of scholarships to underprivileged students. With the effects of COVID-19 on
schools
students’ learning, MTN Foundation has taken initiatives to actively promote the adoption of digital learning
(PEAS) PEAS is constructing three
and skilling aimed at improving learning outcomes and results in schools.
three-classroom blocks in
Luwero, Bugiri and Isingiro
These interventions have been able to contribute to the following outcomes.
district, and one four-
classroom in Serere district.
• Increase in the availability of learning facilities through construction and refurbishment
This will create 780 new
of related infrastructure.
conducive fully furnished
• Improvement in student performance.
spaces for learners.
• Improvement in the learning environment.
• Increased student enrolment.
• An improved learning environment that facilitates ICT integration in youth skilling.
Contribution towards the Provide a conducive UN SDG 4 UGX 86
• Increased classroom attendance.
Refurbishment construction of the school learning environment. million
of School sick bay/dispensary at
An independent impact assessment study commissioned by the foundation enumerated the unique and
Sick Bay. Kashaka Girls Secondary
positive impact arising out of the Foundation’s activities on the student beneficiaries, teachers, parents and
School, 1,000 girls and 200
the surrounding community members. Interactions with school beneficiaries recorded positive changes in
community members.
attitude towards school and higher satisfaction with services rendered.

Supported French school Ensuring youth have UN SDG 4 UGX 24

UGX 30,189 17 762 Njogera

Francais
competition to enhance
French students interest in
relevant skills for
employment, decent jobs
million

4.3 Billion Total student

Number of
Number of
new student School the language. and entrepreneurship.
Total expenditure Learning Institutions enrolments
beneficiaries Supported
in Education

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 Education
Pillar Aims And Outcome SDG BENEFICIARY
Project Objectives And Impact Impact Spend TESTIMONY
Name
I am grateful to MTN Foundation for the new girls’ dormitory. We have been able to keep the girls
at school and successfully complete two school terms. The school has never had a girl completing
Koboko To set up an ICT laboratory Creating a platform for ICT UN SDG 4 UGX 55 Primary Seven as a result of succumbing to early marriages. However, with this intervention, we
Resource (10 computers, four training and educational million will be able to retain the girls in school to ensure they complete and sit their primary leaving
Centre. batteries, uninterrupted research to enable youth education exams.
power supply and internet empowerment in West Nile.
connectivity) at Koboko Akan John Bosco
Resource Centre. Head Teacher - Loreng Primary School

Busia Supporting access to Provide an ample and UN SDG 4 UGX 75

Secondary secondary education conducive learning million BENEFICIARY
School. through refurbishment of a environment for learners TESTIMONY
3-classroom block, science and teachers.
laboratory and art room. The opening of the computer laboratory at the Resource Centre has had a positive impact on my
reading and research skills. It has allowed me to complete coursework and access information
more efficiently, reducing the need to visit internet cafes. As a result, I have seen an improvement
Buwolya Construct a 3-classroom Provide a conducive UN SDG 4 UGX 227 in my performance at university.
Primary block and a nine-stance learning environment. million
School. sanitary facility. Ismael Mawatabaka
University Student - Degree in Public Education Management (3rd Year)
Uganda Christian University (Arua) using Koboko Resource Centre
Loreng Improve enrolment of Enhance access to quality UN SDG 4 UGX 209
Primary female learners through education provided at million
School. construction of a girls’ Loreng Primary School.
dormitory.

Buhandagazi Provide access to quality Increased enrolment of UN SDG 4 UGX 120

C.O.U Primary education through learners at Buhandagazi million
School. construction of two C.O.U Primary School.
3-classroom blocks.

FAWE Girls Supporting disadvantaged Enabling women UN SDG 4 UGX 313

Scholarship. girls acquire professional participation in the ICT million
ICT education through sector thus contributing
providing full support e.g. towards national
tuition, accommodation, development.
meals, scholastic materials,
and mentorship for 10 girls
through the university

Stanbic Bank Nurture young people to The championship trains UN SDG 4 UGX 50
National develop positive attitudes, and empowers students million
School values and coping skills across the country in
Championship which prepares them for entrepreneurship, financial
the future. literacy and life skills.

MTN Foundation trustees at the ground breaking ceremony for a new dormitory at the
Salama School for the Blind

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 CONTRIBUTION AND PROJECTS SUPPORTED FROM 2020 - 2022

Health Pillar Aims And Outcome SDG Spend

Project Name Objectives And Impact Impact

Bitature Support children’s brain Ending preventable deaths UN SDG 3 UGX 10

Foundation surgeries at CURE Hospital of new-borns and children million
Fundraiser, in Mbale. under 5 years of age.
partnership
with Bitature
Foundation.

Access to Support equipping the Improving maternal and UN SDG 3 UGX 103
healthcare maternal ward at Kawempe new-born health outcomes million
Initiative in National Referral Hospital. in Uganda.
partnership
with Stanbic
Bank.

Maternal health Provide welfare kits for Improving maternal and UN SDG 3 UGX 15
Fundraiser in Kawempe Hospital health newborn health outcomes million
partnership workers complete. in Uganda.
with Stanbic
HEALTH Bank.

Celebrations Purchased red ribbons in

Investing in the health system not only saves lives but is also a crucial investment in the wider economy.
of World AIDS celebration of the World Initiative towards ending UN SDG 3 UGX 1
This is because ill-health impairs productivity, hinders job prospects and adversely affects human capital
Day 2022 in AIDS Day. the AIDS epidemic. million
development. There has been a strong political and historical commitment to treating health as a social
partnership
goal either through legislation or mandating and prioritizing expenditure on health. The UN SDG 3 (Good
with Uganda
Health and Well-being) fosters healthy lives and promote well-being for all at all ages.
AIDS
Commission.
UN SDG 3 has nine goals and targets, of which MTN Foundation chose to implement the following:

• By 2030, reduce the global maternal mortality ratio to less than 70 per 100,000 live births.
MTN Contribute to the reduction
• By 2030, end preventable deaths of newborns and children under 5 years of age, with all countries
Foundation in in maternal and newborn Improving maternal and UN SDG 3 UGX 331
aiming to reduce neonatal mortality to at least as low as 12 per 1,000 live births and under-5
partnership related morbidities and newborn health outcomes million
mortality to at least as low as 25 per 1,000 live births.
with United mortalities. in Uganda.
• By 2030, end the epidemics of AIDS, tuberculosis, malaria and neglected tropical diseases and
Nations
combat hepatitis, water-borne diseases and other communicable disease.
Population Increased access to
• Strengthen the prevention and treatment of substance abuse, including narcotic drug abuse and
Fund (UNFPA) reproductive, maternal,
harmful use of alcohol.
neonatal, child and
• By 2030, ensure universal access to sexual and reproductive health-care services, including for
adolescent health services
family planning, information and education, and the integration of reproductive health into
national strategies and programmes.
MTN To mobilize, clinically and Improving the quality of life UN SDG 3 UGX 187
Foundation in socially assess 50 children for children with disabilities million
partnership living with disability with in Uganda.
with the aim of facilitating
Comprehensive access to specialized
Rehabilitation surgery, treatment and
Services for rehabilitation.
UGX
2.5 Billion
41,710 43,800 50 10 People with
Disabilities in To provide quality
Direct Direct Number of children Number of
Total expenditure beneficiaries beneficiaries with disabilities health facilities Uganda. therapies, surgeries and
in Health operated supported
(Number of Live Births) (Mothers Accessing
Health Care)
hospital stay of up to 30

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 BENEFICIARY
Health Pillar Aims And Outcome SDG TESTIMONY
Project Name Objectives And Impact Impact Spend
During our visit to Karugutu Health Centre IV in Ntoroko, we spoke with a mother who had
just delivered her first child the day before. She praised the midwives at the hospital for
the excellent care she received during her stay and mentioned that she had undergone a
patients requiring surgical caesarean procedure in the refurbished theatre. She commended the healthcare staff for
services, 10 patients the high quality of their services, but also requested that donors consider supporting the
requiring rehabilitation expansion of the maternity ward and providing storage drawers for mothers to use.
services and 10 patients
requiring assistive devices. Esther Thungu
Accountant

Mama Increase the percentage For dramatic reductions UN SDG 3 UGX 54

Rescue Project of births that take place in maternal and newborn million
- Babies and in health facilities under mortality.
Mothers Alive. skilled care.

Improve timely referral for

women with complications
in labor and immediate
postpartum period.

Improve the quality of

care by reducing delays
in delivery of emergency
obstetric care.

Increase awareness for

maternal newborn and
child health services
leading to increased
demand and skilled
attendance at birth.

Mother Kevin Refurbishment of the Improve maternal and UN SDG 3 UGX 122
Health Centre existing maternity ward newborn healthcare million
III, Mbulamuti. delivery.
Equipping of the medical
facility with medical
equipment in partnership
with Joint Medical Stores

Facilitating training of the

medical staff at the health
facility.

Bwiizi Health Construction of a general Improve health care UN SDG 3 UGX 630
Centre. ward to ease access to services in Kamwenge million
health care services. district.

Butabika Building eco-friendly Improvement in sanitary UN SDG 3 UGX 335

Project RHCF. bio-digester toilets. hygiene. million

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 Youth
Aims And Outcome SDG
Empowerment
Objectives And Impact Impact Spend
Project Name

MTN Ace The initiative provides a Enhance scientific UN SDG 9 UGX 507
Career 3-month soft skills training research and upgrade the million
and internship placement technological capabilities
for selected participating of graduates in Uganda.
fresh graduates. A total of
50 recent graduates will be
shortlisted to participate.

Graduates who successfully

go through the program will
be placed at MTN Uganda
for internship.
YOUTH EMPOWERMENT
MTN Ace The program is aimed at Enhance scientific UN SDG 9 UGX 303
Uganda has the world’s youngest population with over 78% of its population below the age of 30. With just Skilling designing and delivering research and upgrade the million
under eight million youth aged 15-30, the country also has one of the highest youth unemployment rates in practical knowledge, skills technological capabilities
Sub-Saharan Africa. As indicated in the National Youth Policy, GOU has prioritized implementing programs experience for youth and of graduates in Uganda.
that strengthen the entrepreneurship skills of the youth with the view of making them job creators through young adults in preparation
the development of viable and sustainable enterprises while ensuring increased female participation in for the Fourth Industrial
male-dominated trades. In line with this, the MTN Foundation contributed towards the skilling of girls in Revolution.
male-dominated trades as well as sponsoring initiatives geared towards improving digital literacy among
the youth.
MTN Youth Equipping the youth Drive co-creation of UN SDG 9 UGX 552
Skilling with the right practical innovative digital products Million
Programme knowledge and skills that and solutions to solve
UGX 20% will enable them to provide Uganda’s biggest problems
2.7 Billion 1,400 53 Have transitioned
innovative ICT solutions to in education, youth
Direct Number of
Total expenditure on
beneficiaries districts
to formal employment solve community problems empowerment, health and
Youth Empowerment through the Smart Girls
programmes
(Number of Youth
Impacted)
impacted programme in an evolving digital world. agriculture.

MTN Girls Equipping and training Creating the social change UN SDG 9 UGX 240
CONTRIBUTION AND PROJECTS SUPPORTED FROM 2020 - 2022 with Tools young girls and ladies in that supports girls to fully million
leadership skills, life skills develop their confidence
Youth and healthy living. through the use of life skills
Aims And Outcome SDG
Empowerment that encourages them to
Objectives And Impact Impact Spend
Project Name To inspire and empower realize their potential.
girls and ladies through
our mentorship program.
MTN Ace The program is focus is Enhance scientific UN SDG 9 UGX 904 Equipping girls with life,
Tech on skilling work-ready research and upgrade the million entrepreneurship and
talent for software technological capabilities employable skills.
engineering and related of graduates in Uganda.
disciplines. It trains both Empowering girls by
entry level and experienced promoting innovation and
digital innovators that initiative.
are looking to upskill both
their programming and
entrepreneurial skills. MTN ICT for Equip students in Build digital skills for digital UN SDG 9 UGX 212
Vocational vocational training jobs in alignment to the million
The partnership focuses on Institutes Institutes with the Company’s Ambition
business development and necessary skills for the job 2025 strategy.
advisory service, capacity market.
building and incubation of
innovations.

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 BENEFICIARY
TESTIMONY

As a multi-passionate person, I always wanted to kick-start a career in software engineering

with an intention of solving problems using technology. It would not happen soon or even
forever if I did not join the youth skilling program computer skills certification modules. It
is because of them that I managed to kick start my career as a software engineer currently
enrolled at Clarke International University.

Nicholas Edgar Kiwanuka

Certified Spiritual Life Coach and Biblical Counselor,
Founder of La-Vie Coffee Shop

BENEFICIARY
TESTIMONY

I have always been interested in becoming an electrical engineer. This desire was inspired
by a female electrician who assisted with and managed our electrical repairs after a faulty
connection shocked my mother. At the time, I felt helpless because no one was able to
help. However, this lady was able to fix the electrical wiring and restore our power for safe
use. Her expertise and determination left a lasting impression on me and motivated me to
pursue a career in the field.

Lynette Nansamba
Electrical Installation (1st Year)
MTN Girls with Tools Centre
Y’ello HOPE
National Priority Areas
Uganda is the third-largest refugee-hosting country in the world and the largest refugee-hosting
BENEFICIARY
country in Africa. Its progressive refugee policy enables refugees to enjoy access to asylum, freedom
TESTIMONY
of movement, the right to work and own a business, and access services such as healthcare and
education. However, despite Uganda’s welcoming policy, refugee women, men, girls, and boys of
I have been using the new ICT laboratory to carry out research for the coursework and
diverse backgrounds face numerous challenges to accessing social and economic opportunities,
assignments provided while actively engaging in group work discussions. Previously, the
and services such as health care, education, and food assistance.
institution did not have enough computers with congestion in the old lab which hindered
self-learning and carrying out of research conveniently. However, with the new laboratory,
As a private sector actor, MTN Foundation aligned its corporate social responsibility with the
I am able to access a computer thrice a week to study, which has enhanced my learning.
government’s objective of creating a conducive working environment for refugees by improving
maternal health interventions in refugee settlements. Additionally, Uganda often experiences
Ambrose Olule
disasters by natural calamities leading to the loss of life, property as well as productive assets. The
Electrical Engineering (4th Year)
foundation donated items to the persons affected by floods to enable them to recover from the
MTN ICT for Vocational Institutions
disaster.

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 CONTRIBUTION AND PROJECTS SUPPORTED FROM 2020 - 2022

National Aims And Outcome SDG Spend

Priority Areas Objectives And Impact Impact
Project Name

UGX 51.2
Support Support 100 families with Improving the lives of UN
million
to Kisoro relief kits to kickstart their the communities within SDG 11
flood victims livelihood. which MTN operates by
through supplementing government
Uganda Red efforts in priority areas
Cross Society. including disaster
responses.

UGX 50
Support to Support 100 families with UN
million
Mbale flood relief kits to kickstart their SDG 11
victims livelihood.
through
Uganda Red
Cross Society.

UGX 41
Support Provide victims with urgent UN
million
to Kasese relief aid. SDG 11
flood victims
through
Uganda Red
Cross Society.

UGX 31
Support to Provide victims with urgent UN
million
Bundibugyo relief aid. SDG 11
flood victims
through
Uganda Red
Cross Society.

UGX 10
Support Contribution towards the Improving the lives of the UN
million
completion of fundraising campaign to communities within which SDG 11
Christ the King complete the construction MTN operates.
expansion. of the church.

UGX 403
United Construction and equipping Improve maternal and UN
million
Nations High of the maternity ward to newborn healthcare SDG 11
Commissioner enhance delivery of quality delivery in refugee
for Refugees health care in the refugee communities.
Project - communities.
Ibakwe Health

Proud to be recognised as
Centre II.

Uganda’s best
performing network.

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 MTN Uganda Limited MTN Uganda Limited
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 Risk Management Report

Risk MATERIAL MATTERS FRAMEWORK

Management Our material risk matters are those that could substantially
affect MTN’s ability to create and preserve value in the

Approach
short, medium and long term. In 2022, we continued
to progressively review our materiality determination
process, endeavouring to make it more thorough, inclusive
and integrated. Material risk matters that were noted over
the year resulted in the enhancement of our strategy, and
are influenced by stakeholder concerns, company risks
and the operating environment across Uganda.

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 Our risk and compliance function plays a vital role using different risk management tools like regular
MANAGING MATERIAL RISK MATTERS: involvement and inquiries in business operations, automation and deep data mining informing weekly
“Risk Heartbeat” reporting to the MTN executive committee, and quarterly risk reports to the Board Audit
At MTN, we manage material matters by identifying, prioritising, and Risk Committee on changing risk exposures, timely risk escalation and the general risk management
responding and reporting on them status across the organization for guidance and direction.

CRISIS MANAGEMENT PROTOCOLS

Our crisis management team continued to assess how the COVID-19 pandemic was evolving, to determine
the appropriate responses, which included, enforcing all recommended protocols, and continuing the
Identify Prioritise Respond Report telecommuting arrangement to ensure the well-being of our workforce, whilst not failing in our mission
towards delivering value to our stakeholders. The impact of the Ebola virus disease epidemic on the
We determine our These central themes We respond to our We report on the organization was also promptly addressed by the crisis management team in September to November
material matters by then form the basis of material matters by material matters 2022, enabling the continuity of telecommunication services in the most impacted districts of Central and
considering matters discussion at internal putting in place identified to all our Western Uganda.
of significant workshops at which appropriate stakeholders, both
importance to our representatives of management actions internal and We continue to actively monitor the war in Ukraine including cyber security threats, global oil and food price
stakeholders and key departments to capitalise on those external. inflation and sanctions compliance to ensure our risk mitigation strategies can withstand any adverse
factors that receive participate. factors that offer conditions. To boost our readiness to survive and thrive in the event of a crisis, simulations were performed
the most management opportunity for greater on various scenarios, for example, a massive cybersecurity ransomware incident with notable learnings/
and Board attention They prioritise MTN’s value creation as well actions adopted to improve readiness.
during the year. material matters as interventions to
by considering the mitigate those which As part of our focus on ensuring we are continuously fortifying our risk management culture, we conducted
scale and nature have the potential to a series of training sessions for our staff, executives, and Board members on various aspects of risk
of their impact on disrupt it. management and compliance.
business operations,
financial performance
and interest of our
stakeholders. Three Lines Of Defence Strategy
To ensure the effectiveness of our risk management process, the Company relies on adequate line
functions, including monitoring and assurance functions. Consequently, MTN adopts the principles of the
‘Three Lines of Defence’ model which provides a clear allocation of responsibilities for the ownership and
Our overarching risk management principle is to take calculated or balanced risk within the guardrails of management of risk, to avoid overlaps or gaps in risk governance.
compliance and institutional sustainability. The Board sets the thresholds (appetite and tolerance) within
which management takes risk, and on a quarterly basis, or as and when necessitated, the risk status
dashboard is reported to the Board as the apex governance platform for oversight.

Our risk management practice is based on the ISO 31000 risk management guidelines, the Committee
LINES OF ASSURANCE
of Sponsoring Organizations’ ERM framework and the King Report (IV) on Corporate Governance. This
is complemented by other discipline-specific standards like ISO 27001 on Cybersecurity, ISO 370301 on Responsible for defining ERM
and executing business LINE OF ASSURANCE #1 Proactive identification, managing and monitoring
Compliance and ISO 22301 on Business Continuity. The framework ensures appropriate ownership and strategy. Accountable for OPERATIONAL of risks for the achievement of strategic objectives.
accountability for risk management by all stakeholders in the value chain. managing risks and MANAGEMENT Management of risks within the set risk appetite
implementing a robust and reporting to stakeholders.
control environment.
COMPLIANCE
INTERNAL AND EXTERNAL ASSURANCE LINE OF ASSURANCE #2 Ensuring that MTN complies with all relevant
RISK MANAGEMENT regulatory, policies and best practice requirements.
AND COMPLIANCE
MTN is committed to continuous improvement of its risk management as a cornerstone for sustainable BUSINESS CONTINUITY
success. The risk management processes are, therefore, subjected to regular reviews and benchmarking AND CRISIS MANAGEMENT
on maturity. Based on the MTN Group risk and compliance maturity frameworks, both risk and compliance Providing independent Providing a framework for building resilience
assurance to the Board and the capability for an effective response that
management processes have been assessed with a “mature” rating. Reviews have also been performed by (internal audit, forensic
LINE OF ASSURANCE #3
safeguards the interest of MTN’s key stakeholders,
INTERNAL AUDIT
our internal audit function as well as external reviewers. audit, external audit and reputation, brand, and value creating activities.
the Board oversight
committees) ETHICS
Two external assessments towards ISO standard certification commenced in 2022 in the risk management Promoting standards of conduct to protect
areas of compliance and cybersecurity. These ratings attest to the successful entrenchment of a risk and brand reputation and interests of stakeholders
compliance management culture across all levels within MTN, with strong direction and tone at the top, in the pursuit of business objectives.

active collaboration, strong accountability for risk management, and the utilization and adoption of risk
management tools to manage existing and emerging risks.

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 Risk Management Governance Structure 2022 Risk Profile
We continue to conduct periodic assessments of our principal risks to fully understand and monitor our
risk landscape. As our process flow for managing and identifying material risk has demonstrated, the
identification and prioritization of risks are performed through discussions and workshops with executive
Board The Board sets our overall risk appetite, approves our risk management strategy
management and other members of senior management, facilitated by the risk management function. Our
and is ultimately responsible for the effectiveness of the risk management
risk profile is aligned to our strategic imperatives and maintained on MTN’s risk dashboard.
process and system of internal control within the Company.

The Board oversees risk management through the Board Audit, Risk and
To provide the appropriate level of governance and oversight for effective management of these risks,
Compliance Committee. The Board, through the committee, reviews the
we categorized the risks faced by MTN Uganda into 6 broad (Level 1) risks which are further split into 28
framework for the identification, measurement, and management of risks;
principal broad (Level 2) risks whose ownership is assigned to either one or multiple executives within
reviews quarterly risk management reports and directs appropriate actions to
MTN.
be taken by senior management; and periodically evaluates the Company’s risk
profile and action plans to manage the identified risks (and progress on the
implementation of these plans).

Governance The governance committee serves as the risk management committee at

Committee management level. It comprises key divisional executives with responsibility for
(Management) providing risk oversight, co-ordination, facilitation, monitoring and challenge PR26 : Competition Risk
PR27 : Legal Risk
of the effectiveness and integrity of our risk management processes. The PR28 : Political & Macroeconomy Risk
governance committee reviews risk exposure reports and recommends
appropriate mitigation actions, and reviews and recommends appropriate
policies and standards for the management of risks faced by the Company.

PR5 : Compliance Risk Strategic Execution : PR1

PR6 : Internal Control Environment Regulatory : PR2
Risk And The Risk and Compliance division oversees the day-to-day risk management PR7 : Fraud & Financial Crime risk Products and Innovation Risk : PR3
EXTERNAL STRATEGIC M&A, Divestitures & : PR4
Compliance activities within MTN. PR8 : Governance Risk
Strategic Partnerships Risk
PR9 : Social & Ethics Risk
Division
01 02
The division provides central co-ordination and oversight for all risk
management activities in the Company to ensure that the full spectrum of risks
is identified, measured, monitored and controlled. The Risk and Compliance RISK
division coordinates the development of risk management policies, procedures 06 UNIVERSE 03
GOVERNANCE FINANCIAL
and standards to assist in the effective management of risks; monitors the
overall risk profile including risk trends from internal and external market
changes; collaborates with other divisions to redesign controls that mitigate 05 04 Financial Markets Risk : PR10
Liquidity & Funding Risk : PR11
deficiencies noted in the internal and external audit reports; and reports on Tax Risk : PR12
PR16 : Network Risk
aggregate risk profile, control effectiveness and mitigation actions taken. PR17 : Information Technology Risk
Financial Accounting : PR13
& Reporting Risk
PR18 : Information Security Risk TECHNOLOGY OPERATIONAL PR14. Credit Risk : PR14
Financial Performance : PR15
Internal The Company’s internal audit and fraud management division provides & Returns

And External independent and objective evaluation of the effectiveness of our risk
Audit management and internal control system. The Internal Audit and Fraud PR19 : Supply Chain Management Risk
Management division provides independent assessment and evaluation on PR20 : Sales & Distribution Risk
PR21 : Customer Experience Risk
the adequacy and effectiveness of the ERM, and provides assurance on the PR22 : Continuity Risk
Company’s compliance with risk policies. The external auditors report on risk PR23 : Human Capital Risk
PR24 : Environment Risk
management, internal control and compliance issues that come to their notice PR25 : Branding & Marketing
during their statutory audit.

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 MATERIAL RISKS TO CREATING VALUE
Principal Risk Issues Mitigating
The principal risks that the company faces, and the mitigation actions taken are explained below: Risk And Opportunity Strategies

Principal Risk Issues Mitigating to create a unique differentiating factor.

Risk And Opportunity Strategies Consolidate on brand/product trust
(especially MTN MoMo), customer
experience and culture to maintain
MTN operates in a volatile regulatory • Instilling a culture of no-tolerance an edge over competition.
landscape and has no appetite for for noncompliance within MTN and
Regulatory & non-compliance. This is majorly its partners, and demonstrable strict • Regular and deliberate engagement
3 MTN continues to be subject to tax on tax policy and collaboration with
Compliance Risk influenced by: enforcement of compliance programs.
related uncertainty, and scrutiny that tax authorities
• Uganda Communications Act and • Customer-centered targeted and may be influenced by old and new
regulations, guidelines and directives. proactive stakeholder engagement Taxation legislation. • Proactive combined assurance
to ensure rationality and predictability Risk checks that complemented with
• NTO Licence obligations of emerging changes. OPPORTUNITY: external advisory on major
executions.
• Personal data protection and privacy • Regular oversight and assessment Proactive tax readiness through
(Data Protection and Privacy Act 2019) MTN’s executions against the self-initiated tax health-checks. • Continuous implementation
Company’s compliance universe, of internal tax management
• NPS Act and regulations. and the MTN Group compliance Continuous stakeholder engagement control reinforcements.
management maturity standards. on new tax proposals.
• Payment Service Provider and
Payment Systems Operator (PSP/PSO) • Customer-centered delivery from • Progressive financial performance
4 Challenging macroeconomic monitoring to inform agile commercial
NPS licenses. product innovation service delivery,
especially self-service in design environment that impacts returns: interventions.
• Anti-Money Laundering Act and and responsiveness.
Regulations Macroeconomics The war in Ukraine triggered imported • Successful cost efficiency program
Impact (Financial inflation pressures, primarily visible in implementation and company debt
• Capital Markets Authority Act and Performance oil, public transport, and food prices, restructuring (dollar to shilling
Regulations, and USE Listing Rules. & Returns) and in turn shrunk consumer wallet currency)
and increased network operational
OPPORTUNITY: expenditure, especially fuel to
power-up upcountry sites.
Our environment allows us to proactively
engage regulators and other industry Due to the above, the Central Bank
stakeholders on traditional and emerging continuously issued stringent monetary
issues. This improves our ability to policy interventions and lending rate
comply with regulatory requirements adjustments that could have affected
and facilitates relationships to work debt servicing and forex obligation
more closely with regulators and policy- fulfilments.
makers.
OPPORTUNITY:
• Regular commercial performance
2 There is aggressive competitor activity monitoring and agility in interventions, Implementation of our business
Competition on all core services of voice, data, and including product and price reviews. continuity contingency plans,
Risk MTN MoMo, often price-based. This is demonstrating business
largely driven by traditional players in • Efficient technology investments, resilience in the process.
the telecommmunications market and, for example network capacity and
a combination of traditional and new coverage expansion, optimization • Continued cybersecurity
5 Cybersecurity remains a top control enhancement program
players in the FinTech space for MoMo. through refarming, and pursuit/
use additional spectrum. priority as the related attack vector implementation and standardization
OPPORTUNITY: is widened by the MTN’s decentralized to drive MTN MoMo third party
• Scenario planning and testing Information digital distribution and a MTN MoMo platforms towards best practice.
Leverage cross-product modelling to to ensure readiness. Security Risk ecosystem, comprising of partners
customers, plus the economies of scale at varying cyber maturity levels. • Regular cybersecurity reviews
on OTT, and improve customer experience and monitoring extended to incident
detection.

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 UPCOMING KEY RISK MANAGEMENT IMPROVEMENT INITIATIVES
Principal Risk Issues Mitigating
Risk And Opportunity Strategies Data Privacy:
MTN processes large volumes of customer personal information as part of its business operations. In order
for us to conduct our business in accordance with the law, we must drive a culture of protecting personal
• Combine assurance approach information. Following a gap assessment by an international firm, MTN has commenced a journey to
OPPORTUNITY: at technical and extended to further enhance the data privacy and data protection controls and standards. Our vision for Data Privacy
commercial transactions monitoring and Protection at MTN revolves around the following pillars.
Implementation of the information where money may be involved.
security control improvement master
plans (Projects Marshal and Aspire) • Proactive scenario-based testing
aimed at a holistic approach to and awareness
cybersecurity control improvement
at all layers. • Capacity building for a fast
detection and response to minimize
TRUSTED CONSISTENT STREAMLINES VALUE ADDING
the impact in an unlikely successful
breach/compromise.
MTN should be a Have one programme Straight forward Ultimately, this
• Adequate cyber risk insurance trusted custodian with consistent data privacy and protection programme should
cover. of data, inspiring privacy and security guidelines and add value for our
confidence and controls that sets processes that are partners and customers,
provide peace of minimum standards simple to adopt, use contributing to our
mind to all across the MTN and enabled through commercial success
stakeholders. Group. innovation and and move MTN ahead
Material Events Report automation. of the curve.

REGULATORY REPORT FOR 2022

MTN received no regulatory sanctions in 2022. The Company successfully secured the Annual Compliance Internal Controls Improvement Programme:
Certificate from UCC in accordance with the requirements of the NTO Licence. This programme is aimed at improving the overall internal control environment through the adoption and
consistent application of a framework of internal controls across the MTN group. The programme will run
Due to MTN’s status as one of pioneer organisations that registered with the Personal Data Protection from May 2023 – September 2024.
Office in the National Information Technology Authority following the introduction of data privacy and
protection legislation in Uganda, the Personal Data Protection Office conducted a regulatory audit to
assess the extent of MTN’s compliance with Data Protection and Privacy Act 2019 and the Data Protection
and Privacy Regulations 2021. A final report is yet to be issued.

INTERNATIONAL ACREDITATION AND AWARDS

Identify Prioritise

Awards ENTERPRISE RISK MANAGEMENT (ERM)

TEAM OF THE YEAR:
MTN Uganda was recognised as having the best ERM within the MTN Group.

GSMA MOBILE MONEY CERTIFICATION:

International Groupe Speciale Mobile Association (GSMA) is a global organisation unifying
Accreditations the mobile ecosystem to discover, develop and deliver innovation foundation
to positive business environments and societal change. More than 750 mobile
operators are full GSMA members and a further 400 companies in the broader
mobile eco system are associate members.

ISO 27001:2013 -
CERTIFICATION OF MTN UGANDA’S INFORMATION
SECURITY MANAGEMENT SYSTEMS (ISMS):
ISO is important because it certifies that a management system, process or
service has all the requirements for standardisation and quality assurance.

ICT Parliamentary committee during a visit to the MTN Uganda Headquarters

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 Ethics And Ethical Business
DOING ETHICALLY EVERYDAY

At MTN, we have created a working environment where all employees and organisational stakeholders
who interact with us understand the depth and breadth of ethical behaviour and have the tools to act
appropriately in the face of ethical challenges and opportunities.

We uphold the highest standards of ethical and professional conduct. Our corporate governance practices
are in line with various regulatory standards. Our employees and service providers are required to
strictly adhere to our codes of ethics and anti-corruption policies, among other policies that require the
maintenance of high ethical standards. All these controls are in place to protect the Company, its employees,
and affiliates from inadvertently running afoul of laws and regulations. We have created the MTN Conduct
Passport, which emphasizes our commitment to our operations and demonstrates the standard of ethics
and conduct to be met by individuals employed by MTN, or entities that are engaged in business with MTN.

In 2022, we enhanced our ethics landscape by addressing areas identified for improvement in the ethics
risk assessment. The risk assessment is conducted regularly to monitor our ethics risk profile and the
maturity of our ethical culture. In view of this, MTN carried out a number of activities including dedicated
staff training and staff communications which were designed to drive a high standard of ethical behaviour
in line with the MTN Conduct Passport.

The following were some of the outcomes:

Increased awareness around general conduct and key ethics

themes for employees through the MTN Conduct Passport;

Held the MTN supplier engagement forum in 2022 where the

Supplier Code-of-Conduct was disseminated to all suppliers;

Held company-wide ethics messaging by executives on the MTN Conduct

Passport, acceptable usage, disciplinary code of conduct, insider trading,
fair recruitment and digital human rights.

Conducted policy awareness on gifts declarations and conflict of interest

declarations by way of staff communications and screen savers on all
desktops. These awareness sessions resulted in increased declarations
and consultations to the Ethics Office.

Accountability, transparency, fairness, responsibility, and integrity are at the core of our values. We have
zero tolerance for fraud. MTN ensures that all employees, suppliers, and partners are made aware of our
fraud policies and procedures which we communicate via various internal and external communication
channels. Our Board members and Management demonstrate openness, honesty, and integrity as role

We’re committed to using our

models who influence ethical behaviour.

technology to help build a

better tomorrow.

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 Principles That Govern Our Ethical Behaviour
Protecting customer data and privacy in communications are crucial for
Customer telecommunication services. MTN believes that data privacy is a digital human
MTN The MTN Conduct Passport is the foundation for setting the tone regarding our Data Protection right, and this resulted into MTN adopting a data privacy and protection policy
Conduct code of conduct. Our values lead to success and underpin our relationships & Safety designed to ensure that our clients’ data is handled appropriately and in line
Passport and trust with employees, customers, business partners, shareholders, with the regulatory expectation of a registered and accountable person. MTN
communities and society. is registered with the Personal Data Protection Office as a data collector, data
processor and data controller.
The MTN Conduct Passport emphasizes our commitment to our operations
and demonstrates the standard of ethics and conduct to be met by individuals In 2022, the data protection and privacy controls were subjected to reviews by
employed by MTN, or entities that are engaged in business with MTN. both internal audit and the Personal Data Protection Office regulatory of which
MTN was among the pioneer entities that underwent a review by the regulator.

MTN Uganda MTN considers violations of anti-corruption and anti-bribery laws and From a technology and cyber security perspective, MTN received the ISO 27001:
Anti-Bribery regulations to be a grave matter due to the negative impacts on the social and 2013 – Certification of MTN’s Information Security Management Systems.
& Corruption economic growth, undermines rule of law and public trust, leads to distortion
Policy of the economy, restricts access to basic human rights, undermines labour
standards and can cause serious damage to the reputation of MTN.
CONTINUOUS IMPROVEMENT PROCESSES
This policy formally communicates MTN’s stance towards the prevention of AND ASSURANCE
bribery and corruption and provides guidance on recognizing and dealing
with bribery and corruption issues. It also articulates MTN’s commitment to Ethical Culture Assessment:
prohibiting bribery and corruption, and the need to be in compliance with anti- MTN retained Ethisphere LLC to evaluate and report on employees’ perceptions of ethical culture inside
bribery and anti-corruption laws and regulations. the organization. The survey results showed that the Ethical Culture Quotient for MTN Uganda improved
from 70 in 2016 to 82 in 2022. Recommendations aimed at further improvement of our ethical culture were
adopted as part of the 2023 ethics strategy.
MTN Uganda MTN recognises that the management of conflicts of interest is of high
Conflict Of importance in promoting ethical conduct. The declaration of conflicts of Ethics Officer Certification:
Interest interest is therefore essential in protecting the integrity and objectivity of MTN’s As part of capacity building towards the creation of an ethical organization, we enrolled our ethics
Policy decision-making process and strengthens confidence among stakeholders in officer into the ethics officer certification programme offered by the Ethics Institute of South Africa. The
MTN’s business activities and its procedural and governance structures. Ethics Institute is an independent public institute producing original thought leadership, services and
products related to organisational ethics. Successful students receive accreditation from the University of
Stellenbosch Business School. Our ethics officer was successfully certified, thereby enhancing our skillsets
MTN Uganda MTN adopts a “no gift” stance. MTN is committed to fair dealing when conducting in maintenance and improvement of the ethics culture quotient at MTN.
Gifts, its business and strives to always act with due skill, care, and diligence. MTN
Hospitality & adopts a zero-tolerance attitude towards fraud, bribery, corruption, or any
Entertainment other associated act within the public or private sector. No employee may
Policy accept any gift, entertainment, hospitality, or form of gratuity from any third
party of MTN. Similarly, no employee should offer any gift or gratuity to a third
party without the required governance authorizations. The gift policy outrightly
bars cash and cash-equivalent form of gifts.

Supplier MTN strives to conduct business with suppliers who share our commitment to
Code Of high ethical standards and operate in a responsible and ethical manner. Ethical
Conduct requirements include the following aspects:

• Demonstrate a zero-tolerance policy prohibiting any and all forms

of corruption and bribery;

• The supplier must never, directly or through intermediaries, offer or promise

any personal or improper advantage in order to obtain or retain a business,
or other advantage from a third party, whether public or private;

• The supplier shall avoid the appearance of or actual improprieties

or conflicts of interests; and

• The supplier shall avoid giving gifts to MTN employees.

MTN took the suppliers through the Supplier Code of Conduct at the first
supplier forum held in September 2022.

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 MTN Uganda Limited MTN Uganda Limited
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 Corporate Governance Report

Our
Philosophy Enhanced Accountability • Corporate
Responsibility • Strong Risk & Performance
Management • Culture • Transparency •
Effective Leadership

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 Corporate Governance Philosophy Board Function
MTN Uganda is committed to the highest standards of governance, business integrity, ethics and The Company acknowledges that an effective Board must have the expertise and competence to
professionalism. Corporate governance is the cornerstone of the Company’s approach to doing business promptly and appropriately address current and emerging issues to ensure the delivery of its strategy. We
and ensures that the Company always operates responsibly at all times. We believe that good governance continually aspire to achieve value creation through robust governance. The Board is committed to good
enables us to live our values through enhanced accountability, corporate responsibility, a strong risk and governance and international standards of best practice, and to ensuring an unequivocal tone from the
performance management culture, transparency and effective leadership. The Board provides oversight top that requires a commitment by all directors and employees to the values of integrity, transparency and
using a combined assurance model which considers the role of management, control functions, internal uninhibited oversight of the Company’s affairs and operations. This is to ensure that all governance issues
and external audit and Board committees. The Board uses a simplified governance approach in a complex are identified, monitored and addressed.
environment as it strives to create shared value with the Company’s key stakeholders.
We operate a unitary board structure where the roles and duties of the Board Chairperson and Chief
MTN continually aspires to achieve value creation through robust governance, and our governance Executive Officer are separate and clearly defined so as to conform with corporate governance best
philosophy and ecosystem is grounded on the core elements of good governance, including transparency, practices with regard to the independence of the board from management. The Chief Executive Officer
integrity, sound policy, stakeholder participation, accountability and anti-corruption. We deliver on our reports directly to the Board and her performance is reviewed on an annual basis.
belief and ensure the relevance and sustainability of our business by monitoring the macro environment, the
availability of appropriate capital inputs and our impact on these, as well as the needs of our stakeholders. The Board has non-executive, executive and independent directors serving collectively on one board, which
All of these inform our strategy. This strategy enables MTN to maintain operational focus and deliver on ensures effective monitoring and oversight whilst achieving balance of power and diversity of viewpoints
our targets. Our governance processes ensure that we are a sustainable business and that creates and and perspectives.
preserves value for ourselves and our stakeholders.
The Board establishes the strategic objectives and the corporate values of the Company. In addition, it
provides oversight of the Company’s business, operations, practices, performance and policies and
does this by defining and ensuring delivery on the Company’s purpose by management, relevance and
MTN Governance Ecosystem sustainability of the business model, adequacy and optimisation of all forms of capital inputs and the
meeting of stakeholder expectations.
MTN GOVERNANCE ECOSYSTEM

MTN’s governance ecosystem reflects the connection in establishing sound THE BOARD HAS A CHARTER WHICH SETS OUT
governance principles and practices, which serve as a foundation for Ambition 2025.
THE FOLLOWING KEY RESPONSIBILITIES:

• Remuneration philosophy • Board composition

• Human resources practices • Board and committee effectiveness Delegating the management of the Governing disclosures so that
and employment equity • Governance risks and opportunities Company to a competent executive stakeholders can assess the
• Organisational ethics • Internal controls and assurance management team. performance of the Company.
• Ethical and effective leadership • Stakeholder inclusivity
• Strategic direction and stewardship Ensuring that management defines Protecting the interests of the
and executes a robust strategy Company’s stakeholders and ensuring
process. fair, responsible and transparent
people practices.
Ensuring MTN Uganda’s compliance
with applicable laws and rules and Overseeing the combined assurance
appropriate best practices. and control functions.

In addition to these core responsibilities, the Board has other obligations under applicable law, specifically
the Companies Act which sets out the duties of directors, and has in place arrangements to ensure directors
are updated on new laws and changes in legislation.

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133
 Our Board Of Directors
WINNIE TARINYEBA KIRYABWIRE
CHARLES MBIRE INDEPENDENT
CHAIRPERSON AND NON-EXECUTIVE DIRECTOR
NON-EXECUTIVE DIRECTOR
Mrs. Tarinyeba-Kiryabwire is a lawyer and academic with over 20
Mr. Mbire is a leading businessman, entrepreneur and industrialist in years’ professional experience and expertise in corporate law,
Uganda. Mr. Mbire’s investments are in telecommunications, finance, banking, securities regulation and corporate governance. She is also
energy, real estate, oil and gas and mining. a certified director and a member of the British Institute of Directors,
and currently serves as an independent director with various
Date appointed: organizations in the private, public and not-for profit sectors.
25 February 1998
Date appointed:
3 March 2023

YOLANDA CUBA SYLVIA MULINGE

NON-EXECUTIVE DIRECTOR CHIEF EXECUTIVE OFFICER AND
EXECUTIVE DIRECTOR
Ms. Cuba is a seasoned executive with experience in diversified
industries including telecommunications, finance and fast-moving Ms. Mulinge is the Chief Executive Officer of MTN, and she is a seasoned
consumer goods. She currently serves as the Group Regional Vice business and corporate executive with a passion for transforming
President (Southern and East Africa) at MTN Group. customers’ lives using technology. Prior to joining MTN, she served as
the Chief Consumer Business Officer at Safaricom PLC.
Date appointed:
16 March 2021 Date appointed:
1 October 2022

KARABO NONDUMO
INDEPENDENT
NON-EXECUTIVE DIRECTOR ANDREW BUGEMBE
CHIEF FINANCIAL OFFICER AND
Ms. Nondumo is an entrepreneur with major interests in industrials EXECUTIVE DIRECTOR
and has extensive experience in the telecom, financial and mining
sectors. She serves as the chair of the audit and risk committees of Mr. Bugembe is a highly experienced telecommunications finance
the MTN Group entities in Eswatini, Zambia, Uganda and Rwanda. executive. As Chief Financial Officer, Mr. Bugembe’s key roles is to
drive the Company profitability mandate, with a focus on service
Date appointed: revenue growth and margin expansion.
1 April 2021
Date appointed:
2 November 2020

SUGENTHAREN PERUMAL
NON-EXECUTIVE DIRECTOR

Mr. Perumal is a highly accomplished finance professional with ENID EDROMA

experience in strategic and operational planning, as well as COMPANY SECRETARY
management of telecom companies in the Middle East and Africa. He’s
is currently the Group Executive, Finance at MTN Group. Ms. Edroma serves as the General Manager: Corporate Services
and Company Secretary. She has extensive experience in corporate
Date appointed: and legal affairs, commercial transactions, corporate governance,
5 August 2019 regulatory compliance and risk advisory.

Date appointed:
23 February 2019

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135
 Our Executive Management Team - MTN Uganda
The execution of Board approved strategy and the day-to-day running of the Company’s business are
entrusted to a senior management team of diverse skills, experiences and expertise. In addition to the Chief
Executive Officer, the Chief Financial Officer and the Company Secretary / General Manager: Corporate
Services, our senior leadership team comprises:

DORCAS MUHWEZI IBRAHIM SENYONGA

Position: Position:
General Manager: Customer Experience General Manager: Enterprise Business Unit
Joined MTN: July 2004 Joined MTN: October 2019
MONZER ALI JOSEPH BOGERA Joined Executive Management: September 2015 Joined Executive Management: October 2019

Position: Position:
Chief Technical and Information Officer General Manager, Sales and Distribution
Joined MTN: July 2018 Joined MTN: September 2005
Joined Executive Management: September 2018 Joined Executive Management: September 2019

MICHAEL KAWESA-SEKADDE JUDITH NAMUGENYI

Position: Position:
SEN SOMDEV NICHOLAS BEIJUKA General Manager: Human Resources General Manager: Internal Audit and Forensics
Joined MTN: December 1999 Joined MTN: June 2009
Position: Position: Joined Executive Management: April 2009 Joined Executive Management: June 2012
Chief Marketing Officer General Manager: Capital Projects
Joined MTN: February 2019 Joined MTN: November 2005
Joined Executive Management: February 2019 Joined Executive Management: November 2012

KENNETH KIDDU

SAMUEL GITTA JULIET NSUBUGA Position:

General Manager: Business Intelligence
Position: Position: Joined MTN: December 2007
General Manager: Risk and Compliance General Manager: Wholesale and Carrier Services Joined Executive Management: February 2019
Joined MTN: July 2020 Joined MTN: January 2008
Joined Executive Management: July 2020 Joined Executive Management: January 2019

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 Our Executive Management - MTN MoMo
The execution of Board approved strategy and the day-to-day running of the Company’s business are
entrusted to a senior management team of diverse skills, experiences and expertise. In addition to the
Chief Executive Officer, MTN MoMo’s senior leadership team comprises:

PETER OCHEN SHEILA KAWOOYA

Position: General Manager, Financial Operations Position: Head of Legal and Regulatory Affairs
Joined MTN: October 2007 Joined MTN: October 2017
Joined MTN MoMo Executive Management: Joined MTN MoMo Executive Management:
May 2022 June 2021

RICHARD YEGO STEPHEN MUTANA

Position: Managing Director Position: Chief of Strategy & Stakeholder Mgt

Joined MTN: January 2022 Joined MTN: January 2006
Joined MTN MoMo Executive Management: Joined MTN MoMo Executive Management:
January 2022 November 2020

ISRAEL MAYENGO JOACHIM MASAGAZI

Position: Head of Risk and Compliance Position: Head of Human Resource

Joined MTN: December 2019 Joined MTN: October 2008
Joined MTN MoMo Executive Management: Joined MTN MoMo Executive Management:
May 2022 December 2021

SARA BATETA OKWI ALBERT GITTA

Position: Chief Financial Officer Position: Chief Information Officer

Joined MTN: June 2013 Joined MTN: January 2013
Joined MTN MoMo Executive Management: Joined MTN MoMo Executive Management:
May 2022 January 2022

WILLIAM SENFUMA STEPHEN WAKHULA

Position: Position: Head of Internal Audit

Head of Business Intelligence and Analytics Joined MTN: November 2016
Joined MTN: September 2017 Joined MTN MoMo Executive Management:
DENNIS MUSINGUZI ADAMS KIBET Joined MTN MoMo Executive Management: April 2022
December 2021
Position: Acting Chief Products Officer Position: Acting Chief Commercial Officer
Joined MTN: January 2006 Joined MTN: July 2022
Joined MTN MoMo Executive Management: Joined MTN MoMo Executive Management:
November 2020 December 2022

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139
 Board Composition
The Company acknowledges that an effective Board must have the expertise and competence to promptly
and appropriately address current and emerging issues to ensure the delivery of its strategy.

We continually aspire to achieve value creation through robust governance. The Board is committed to
good governance and international standards of best practice, and to ensuring an unequivocal tone from
the top that requires a commitment by all directors and employees to the values of integrity, transparency
and uninhibited oversight of the Company’s affairs and operations. This is to ensure that all governance
issues are identified, monitored and addressed.

We operate a unitary board structure where the roles and duties of the Board Chairperson and Chief
Executive Officer are separate and clearly defined so as to conform with corporate governance best
practices with regard to the independence of the board from management. The Chief Executive Officer
reports directly to the Board and her performance is reviewed on an annual basis.

The Board has non-executive, executive and independent directors serving collectively on one board, which
ensures effective monitoring and oversight whilst achieving balance of power and diversity of viewpoints
and perspectives.

The Board establishes the strategic objectives and the corporate values of the Company. In addition,
it provides oversight of the Company’s business, operations, practices, performance and policies and
does this by defining and ensuring delivery on the Company’s purpose by management, relevance and
sustainability of the business model, adequacy and optimisation of all forms of capital inputs and the
meeting of stakeholder expectations.

Date Of
Director S Age Appointment Classification

Charles Mbire M 63 25 February 1998 Non-executive director

Yolanda Cuba F 45 25 February 2021 Non-executive director

Karabo Nondumo F 45 1 April 2021 Independent

non-executive director

Sugentharen M 43 5 August 2019 Non-executive director

Perumal

Winnie Tarinyeba F 46 3 March 2023 Independent

Kiryabwire non-executive director

Sylvia Mulinge F 46 1 October 2022 Executive director

Andrew Bugembe M 49 2 November 2020 Executive director

The Board comprises directors with diverse skills and competencies, extensive international and local

A proudly Ugandan company

experience and insight of the business areas in which MTN operates. The Board is comfortable that it has
the requisite skills and experience across its committees to discharge its responsibilities.

that aims to provide communication The Board acknowledges the importance of board balance and the need to have a sufficient number
of independent directors. Independent directors bring immense value: an independent and objective

solutions for Uganda’s progress.

view; new skills, knowledge and experience with positive impact on strategy development and oversight;
safeguarding the interests of minority shareholders and other stakeholders; and providing reassurance to
external shareholders that the Company’s affairs are being run in an effective manner.

The Board currently has three independent directors and three non-executive directors, a balance that
is in line with the requirements of the Capital Markets Corporate Governance Guidelines 2003 and the
Companies Act.
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141
 Board Operations The members of the committee consist of not less than one independent non-executive director, and the
committee chairperson is an independent non-executive director. Members of the committee are required
to have a financial background and appropriate expertise and experience with regard to accounting risk
The Board’s operations are guided by the Articles of Association of the Company and a Board charter. In line management and auditing matters.
with its charter, the Board meets regularly to consider matters within its mandate. In addition to meeting
at least once every financial quarter, the Board meets on an ad hoc basis as and when the exigencies of The committee convenes a minimum of four times a year but may meet on other occasions where the
the Company and its business require it. The deliberations of the Board are recorded in minutes that are business of the Company so requires. Executive directors and other relevant business managers attend all
approved by the Board. committee meetings.
The record of scheduled meetings and attendances for 2022 are as below: In 2022, the committee met on the following occasions:

MARCH 2022 MAY 2022 AUGUST 2022 NOVEMBER 2022 MARCH 2022 MAY 2022 AUGUST 2022 NOVEMBER 2022

CHARLES MBIRE Y Y Y Y KARABO NONDUMO Y Y Y Y

YOLANDA CUBA Y Y Y Y YOLANDA CUBA Y Y Y Y

KARABO NONDUMO Y Y Y Y SUGENTHAREN PERUMAL Y Y Y Y

SUGENTHAREN PERUMAL Y Y Y Y CHARLES MBIRE Y Y Y Y

WIM VANHELLEPUTTE Y Y N/A N/A WIM VANHELLEPUTTE Y Y N/A N/A

SYLVIA MULINGE N/A N/A N/A Y SYLVIA MULINGE N/A N/A N/A Y

ANDREW BUGEMBE Y Y Y Y ANDREW BUGEMBE Y Y Y Y

Winnie Tarinyeba Kiryabwire was appointed on 3 March 2023 Winnie Tarinyeba Kiryabwire was appointed on 3 March 2023

BOARD COMMITTEES, MEMBERSHIP AND ATTENDANCES REMUNERATION, HUMAN RESOURCE, SOCIAL

AND ETHICS COMMITTEE
The Board has delegated its authority to well-structured committees of directors with the mandate to
deal with certain governance issues and report to the Board on their activities on a quarterly basis. Each The Remuneration, Human Resources, Social and Ethics Committee is established to improve the efficiency
committee operates under terms of reference which set out its roles and responsibilities, composition and of the Board in discharging its duties relating to the selection and appointment of senior managers as well
scope of authority. The Board has reserved certain powers to itself including establishing other committees as formulation of a remuneration philosophy and human resources strategy that ensure that the Company
for the better discharge of its mandate. attracts and retains the best human capital possible relevant to its business needs and maximises the
potential of its employees while ensuring that sound corporate governance principles are adhered to.
In 2022, we re-examined our committees’ mandates and terms of reference in light of current governance
trends, worldwide standards and best practices. We carefully assessed committee membership, The committee also discharges a residual nominations mandate to make recommendations to the Board
considering the skills and knowledge required by each committee, as well as the need for cross-referencing on suitable candidates for the appointment to the Board and its committees, ensuring that all have an
of information across all committees. After an exhaustive evaluation, the Board was satisfied that the appropriate balance of expertise and ability.
committees effectively executed their obligations in 2022.
The committee also has oversight of sustainability strategic ambitions, progress and milestones. The
management of the Company tracks ESG progress and oversees the effective implementation of agreed
AUDIT AND RISK COMMITTEE initiatives, programmes and policies across environmental, social, governance, employment and labour,
social security, human rights and anti-corruption parameters.
The Audit and Risk Committee is established to assist the Board in discharging its duties relating to the
safeguarding of assets, the operation of adequate financial systems and control processes, and the The members of the committee are appointed by the Board from among its non-executive directors with
preparation of financial statements and related financial reporting in compliance with all applicable legal relevant experience and who have a good knowledge of the Company’s structures and its executive
requirements and accounting standards. management in addition to a good understanding of cross-cutting stakeholder concerns. The committee
convenes a minimum of four times a year but may meet on other occasions where the business of the
The committee is not to perform any management functions or assume any management responsibilities. Company so requires. Executive directors and other relevant business managers attend committee
Rather, the committee provides a forum for discussing business risk and internal control issues and for meetings.
developing relevant recommendations for consideration by the Board.

The committee has no executive power and its decisions require Board approval where appropriate.
The membership, resources, responsibilities, authority and other terms of reference of the committee to
perform its role effectively are stipulated in a committee charter, which may be amended by the Board
from time to time. The committee has complied with its mandate and terms of reference for FY 2022.

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143
 Board Effectiveness
In 2022, the committee met on the following occasions: DELEGATION OF BOARD’S AUTHORITY
MARCH 2022 MAY 2022 AUGUST 2022 NOVEMBER 2022
The Board has ultimate responsibility for and control over the way the Company is run. In line with its
constitutional power to delegate some of its functions, there is a delegation of authority framework in
SUGENTHAREN PERUMAL Y Y Y Y place by which the Board delegates part of its authority to the Board committees and the Company’s
executive management.
YOLANDA CUBA Y Y Y Y
The Board believes that appropriate delegation of authority is fundamental to the efficient management
CHARLES MBIRE Y Y Y Y and operation of the Company. MTN’s delegation of authority framework assigns powers and authority to
ensure that decisions are made, and actions taken, at appropriate levels within the Company’s governance
WIM VANHELLEPUTTE Y Y N/A N/A chain. The framework also facilitates distribution of the workload at Board and senior management
levels; moves responsibility closer to the point of contact; supports a sound internal control environment,
SYLVIA MULINGE N/A N/A N/A Y facilitates timely decision making; maintains fiscal integrity and ensures that transactions are executed
as intended and under applicable law, regulations, and company policy. The Board retains overall control
ANDREW BUGEMBE Y Y Y Y over, and responsibility for, strategy, financial affairs, risk, governance and certain corporate matters.

The executive management team, led by the Chief Executive Officer, is responsible for a defined set of
Winnie Tarinyeba Kiryabwire was appointed on 3 March 2023 everyday operational matters that are to be executed within the overarching strategic mandate approved
by the Board. The delegation of authority framework for the executive management team provides clear
thresholds for the exercise of authority, and there is an extensive monitoring mechanism in place for this
aspect. The Board regularly reviews the delegation of authority framework to ensure that it is appropriate
for the size and scope of the Company’s operations and consistent with evolving best practice.

DIVERSITY

We embrace diversity at the Board level and understand that the diverse perspectives of directors allow
for effective strategic oversight as well as robust deliberation during Board meetings. Therefore, it is the
firm intention of the Board to continually review and focus on its diversity, and this includes improving the
representation of women on the Board and ensuring that an appropriate mix of age profiles and skills are
represented on the Board.

Long-serving directors ensure that there is an appropriate mix of institutional knowledge and experience
on the Board, while the regular review of Board composition and appointment of new directors introduces
new perspectives and ensure that there is a young and dynamic leadership to complement the experience
and institutional knowledge of the seasoned directors. Finding an appropriate balance is crucial, and the
Board is constantly reviewing its composition to ensure that an optimum balance is attained.

Female Board
Representation
57.1%
Women on the
Board

INDUCTION, TRAINING AND DEVELOPMENT

The Board recognises that in order to remain effective, it must induct, develop and train its members from
time to time in line with the Company’s evolving needs. Accordingly, the Company has a structured induction
and development programme that seeks to equip new directors with understanding of the culture, strategy
and complexities of the business.

The programme also includes ongoing training for all directors on various matters related to their role
to assist them to act with due care, skill and diligence. Particular upskilling focus areas include financial
technology, digital, regulatory, ESG and climate change priorities.
MTN Uganda directors and senior executive team in regulatory engagement meeting
Uganda Communications Commission

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 EVALUATION AUDIT AND COMBINED ASSURANCE

The performance of the executive directors is evaluated regularly and in line with the Company’s The Board recognises the crucial role of the internal audit function and the external auditor within the
performance review cycles. Annual remuneration decisions relating to the executive directors are based context of its risk management framework. Accordingly, the Board (through its Audit and Risk Committee)
on the results of the performance evaluation. In line with best practices on Board performance evaluation, regularly receives and considers reports from the internal audit function. On an annual basis, the Board
the Board has also developed a framework for the evaluation of the Board, its committees, the Chairperson receives and considers the management letter issued by the external auditor. The remedial actions from
and individual directors to ensure that the directors remain accountable and the Board as a whole remains the reports are tracked for closure.
effective. A comprehensive Board evaluation is scheduled for the second quarter of 2023. The Board will
also examine its own processes and procedures on an annual basis to ensure that they are not unduly The Board is focused on embedding a combined assurance approach which leverages and optimises
complex and are designed to assist the Board in effectively fulfilling its role. all assurance services and functions within the Company. The ultimate objective is an effective control
environment and reliability of information relied on by the Board for decision making and reporting to
regulators and other key stakeholders.
MANAGEMENT OF CONFLICT OF INTEREST

We recognise that the management of conflicts of interest is of high importance in promoting ethical conduct
and in protecting the integrity of MTN’s decision-making processes. Accordingly, the Board and employees
are encouraged to act in a responsible, transparent and ethical manner, taking into consideration the
Company’s best interests and are required to complete a declaration of any declarable interest at the start
of each year in addition to routine disclosures in the course of discharging their obligations.
Company Secretary
The Company’s conflict of interest policy provides guidance and mechanisms for the identification of
conflicts of interest and provides measures for the disclosure, mitigation and/or management of such The Board is assisted by a competent and suitably qualified Company Secretary, Ms. Enid Edroma.
conflicts. The policy also regulates the relationship between MTN and its employees, directors, suppliers The Company Secretary is the chief governance advisor to the Board and operates with an
and service providers. There has been significant improvement in the understanding of the process, and appropriate level of independence from the Board. The Company Secretary’s performance is
this has been as a result of the extensive internal awareness campaigns and the guidance framework assessed on an annual basis, and the Board is satisfied that she has the competence, qualifications
provided to employees and rolled out in all operational areas. and experience to provide the Board with sound governance advisory and stewardship assistance.

ACCESS TO INFORMATION AND ADVICE

In line with their duties to access information necessary for them to discharge their duties and responsibilities,
the Board has access to all Company information they require. In addition to receiving information on the
Company’s business and affairs through Board meeting packs, the Board and its committees can request
information from senior management as and when they need it. Where appropriate, the Board seeks and
obtains independent advice from consultants and other advisors at the Company’s expense.

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 Material Governance Policies This is done through the utilisation of available reporting procedures and facilities [including a fraud
hotline]. Employees or individuals who have reported such incidents to the Company in good faith and
INSIDER TRADING AND without malicious intent may do so without fear of reprisal.
SHARE DEALINGS AML/CFT

MTN is obliged by the Uganda Securities Exchange MTN is committed to acting with integrity in all its DATA PROTECTION AND PRIVACY
Insider Trading Rules 2008 to require that the Board business dealings and conducting its activities in
and certain other employees with inside information accordance with applicable laws and regulations In addition to compliance with data protection and privacy legislation in Uganda, which the Company is
do not abuse or place themselves under suspicion relating to prevention of financial crime at national complying with, the Company has adopted data protection, information security and privacy policies that
of abusing inside information that they may have or level and on the global scale. The Company’s AML/ govern its collection, processing, control and use of the personal information of its customers, employees
be reasonably perceived to have. CFT policy ensures that we are compliant with the and other individual partners received in the normal course of its operations. The processes and systems
law and other regulatory requirements prohibiting underlying these policies are audited regularly.
The Company has adopted an insider trading policy the use of our products and services for the
which, amongst other aspects, prohibits trading facilitation of money laundering, the financing of
in the Company’s shares by the Board, prescribed terrorism and other financial crimes. COMMUNICATION
officers, senior executives and employees during
“closed” periods in accordance with the terms of The policy is also aimed at safeguarding MTN Our business communications are honest, accurate and timely and are governed by a communication
the policy. The standard closed periods are effective against legal and reputational risk, and shielding policy. We do not comment unfavourably on our competitors’ products, management or operations. At
two months before the interim and annual financial the Company, its employees and its partners all governance levels, confidentiality of Board deliberations and other Company- sensitive information is
reporting dates until the financial statements are against becoming vehicles for financial crime and emphasized. As a listed company we have an obligation to ensure that all our shareholders have access
published and during any period when the Company other illicit activities. MTN has appointed a money to the same information and at the same time and that insiders (including substantial shareholders and
is trading under a cautionary announcement. The laundering control officer who is responsible for directors) do not use price-sensitive non-public information in a manner that distorts trading in the
policy also requires disclosure by the directors the day-to-day management of the financial crime Company’s shares or otherwise prejudices the interests of non-insiders.
and certain employees of intended and concluded compliance program. Appropriate separation of
trading in the Company shares. roles and segregation of duties parameters have
been put in place. Governance Audit
To ensure compliance, the Company communicates
closed periods for trading in its shares to its In compliance with corporate governance best practice, our corporate governance framework is assessed
directors and employees on an ongoing basis. The WHISTLEBLOWING by both internal audit and evaluation tools, and external reviewers such as the Capital Markets Authority.
Board and other persons affected by the policy will We recognise the value of governance audits as being a critical component of ensuring that MTN attains the
continue to be made aware of their obligations in As we have re-affirmed above, MTN is committed objective of realizing shareholders’ long-term value while taking into account the interests of stakeholders.
these terms. to a culture of zero‑tolerance to fraud, bribery,
corruption, misappropriation and illegal activity The Board undergoes an annual internal governance audit across the following six areas:
throughout the organisation. In this regard, MTN
ANTI-BRIBERY AND recognises the importance of having procedures
CORRUPTION and a facility in place whereby employees and other STRATEGY & GOVERNANCE & TECHNOLOGY TALENT
stakeholders can safely report actual or suspected PERFORMANCES ORGANISATION & REMUNERATION
We recognise that MTN’s brand is one of the country’s incidents of fraud, misconduct, illegal activity, or
most recognisable and our success depends on the other irregularities.
trust and confidence of our customers, suppliers
and other third-party stakeholders. Therefore, Whistleblowing has the potential to be seen as
we are committed to conducting business in an adverse activity as individuals who speak up
GOVERNANCE REGULATORY MONITORING
OF RISK & LEGAL & ASSURANCE
accordance with the highest ethical standards and against suspected fraud, misconduct or any illegal
maintain a policy of zero tolerance to all forms of activity may be branded as trouble-makers. We see
bribery and corruption. whistleblowing differently, regarding it as a positive
practice that assists the organisation to detect
The policy articulates the general prohibitions in incidents of fraud, misconduct, and illegal activity
respect of gifts, hospitality and corporate expenses, early. In addition to the Capital Markets Corporate Governance Guidelines 2003, the Board’s discharge of its
facilitation payments, political donations, charitable mandate is also assessed against the King IV Code on Corporate Governance, the Deloitte Governance
donations and sponsorship, third party due It enables us to limit or prevent financial and Framework and Governance Capability Maturity Assessment, which is aligned to the principles of COSO
diligence and procurement practices. The objective reputational damage to the Company, provides 2017 Internal Control – Integrated Framework published by the Committee of Sponsoring Organisations
of the policy is to outline the Company’s risks related us the opportunity to prevent future occurrences of the Treadway Commission.
to bribery and corruption, to highlight each relevant and take corrective measures against the
person’s responsibilities under both the applicable individuals involved illegal activities. Through The last governance audit returned a positive rating, with the Board’s structure and performance being
anti-corruption laws and Company policies, and to speedy identification, investigation, resolution and classified as “advanced”. Externally, the Company underwent a corporate governance assessment by the
provide affected persons with the tools and support mitigation of fraud incidents, MTN can ensure that Capital Markets Authority, and the areas of assessment covered Board operations and control, the roles of
necessary to identify, mitigate and manage bribery our profitability and revenue streams, as well as the Chief Executive Officer and the Chief Financial Officer, and internal audit and risk management.
and corruption risks. our business reputation, are safeguarded. Through
relevant policies, we encourage employees to The Board is committed to swiftly resolving all the key issues that were raised by both the internal
Any violation of the Company’s policy in this regard report any incidents of fraud, misconduct, bribery, governance audit and the external assessment conducted by the Capital Markets Authority to ensure that
attracts grave sanctions, in addition to civil and corruption, misappropriation or illegality against we have compliant governance structures and operations in place at all times.
criminal liability that may be imposed by the state. MTN by any internal or external party.

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 Total Director’s Emoluments – 2022 (Ugx ‘000)
Stakeholder Inclusivity
DIRECTORS FEES AND EXPENSES 367,772
We are heavily invested in the health of our relationships, and the Board oversees the implementation of a
structured and inclusive approach to stakeholder management which is in line with corporate governance
best-practice. MTN’s relationship with all its stakeholders is based on a set of non-negotiable principles:
integrity, competence, responsibility, accountability, fairness and transparency. MTN has adopted a Ms. Mulinge and Mr. Bugembe, who serve as executive directors, hold fixed-term employment contracts with
stakeholder management policy which sets out our approach and strategy with respect to stakeholder the Company and are remunerated in accordance with their contracts of employment. Under their service
engagement, ensuring that the approach takes into account corporate governance guidelines. contracts, Ms. Mulinge and Mr. Bugembe are entitled to a combined gross basic salary and a number of
Company-funded benefits, subject to certain monetary limits, including participation in a medical scheme
Our stakeholder management policy promotes greater inclusion of stakeholder needs, interests and which covers family members, performance bonuses conditional on achieving targets as prescribed by
expectations in corporate decision-making. This is designed to drive the Company’s reputation by the Company’s performance bonus policy, share options in MTN Group under the staff share incentive
managing the gap between stakeholder expectations and Company performance, invest in healthy and schemes which apply to MTN as a subsidiary and participation in the MTN Contributory Provident Fund
long-term relationships with priority stakeholders to build stakeholder trust and focus on the quality of our Scheme. Ms. Mulinge and Mr. Bugembe are not entitled to or paid additional remuneration for their service
engagement, especially our responsiveness to stakeholder issues and concerns. on the Board.

Our main stakeholders are our shareholders and the investment community, our employees, the community
and environment in which we operates, our suppliers and service providers and GOU and regulatory Directors’ Interest In Shares
bodies. The expectations of these stakeholders are considered in all aspects of the Board’s decision-
making processes, and we believe that effective communication with shareholders and other stakeholders As of 31 December 2022, the following directors held a direct interest in the Company’s issued share
is fundamental in maintaining MTN’s reputation as a responsible partner. capital as reflected in the table below:

Remuneration Philosophy Director Number Of Shares

MTN’s remuneration philosophy is part of an interlinked, holistic and people-oriented talent approach, CHARLES MBIRE 895,561,810 ordinary shares
aiming to support current and evolving business priorities. The philosophy aims to attract, motivate, retain
and engage the desired talent to execute business strategy in a sustainable manner over the longer term. ANDREW BUGEMBE 1,072,500 ordinary shares
The competitive talent landscape demands a differentiated reward system, capable of competitively
matching pay for results, delivered fairly without bias, and flexible yet compliant across all markets. In our
efforts to achieve our talent objectives, we apply various approaches, including the following:

• For competitiveness and affordability: regular market benchmarking of reward components MTN Group Relationship Agreement
and linking short and long-term incentives to various performance indicators.
MTN has entered into a Group Relationship Agreement with MTN Group (the Relationship Agreement) to
• For differentiation and flexibility: establishing performance as the basis for employee reward record the relationship between MTN Uganda and MTN Group following the Company’s listing in 2021. The
and the ability to customise reward, considering the varied needs and lifestyles of employees. Relationship Agreement is governed by Ugandan law.

• For compliance and sustainability: continuously striving to apply full regulatory and legislative In the Relationship Agreement, MTN Group undertakes that it will treat all unpublished information that it
compliance in our markets, and regularly auditing and assessing risks, benefits and compliance receives from MTN which is of a price sensitive nature with appropriate confidentiality and acknowledges
of reward. that, it shall at all times ensure that it will treat and procure the treatment of the information disclosed to
it as insider information/unpublished price sensitive information.
The Company’s pay is benchmarked against peers in the industry and within the MTN Group. In addition,
we have a combination of short-term incentives (bonus) and long-term incentives through participation On the other hand, MTN undertakes to provide MTN Group with all operational and financial information
of eligible employees in the Group Share Incentive Scheme and contributions to the MTN Uganda Staff reasonably requested by MTN Group to enable MTN Group to comply with its legal and contractual
Provident Fund. obligations, and to treat all unpublished information that it receives from MTN Group which is of price
sensitive nature with appropriate confidentiality. The Company further acknowledges that it will ensure
Our remuneration policies, which are endorsed by management and governed by the Remuneration, Human that it treats and procures the treatment of the information disclosed to it as inside information.
Resource, Social and Ethics Committee, guide the decision-making process. It is our intent to deliver a
legislatively-compliant and market-competitive system aligned with the future strategic objectives of the Each of MTN and MTN Group acknowledge that, because of the nature of their relationship and the holding
Company. by certain individuals of directorships of both companies and the existence of minority shareholders in
MTN, there may be circumstances where a conflict of interest could arise or be perceived to arise. In such
circumstances, both parties will liaise with each other to ensure that appropriate arrangements are put in
Directors’ Remuneration place to deal with the situation. MTN and MTN Group undertake to promptly disclose any real or potential
conflict of interest that a director may have regarding any matters that may come before the Board or its
The remuneration of the non-executive directors is governed by the Articles of Association which provide committees, and to abstain from discussions and voting on any matter in which a director has or may have
that the directors are entitled to remuneration for their services. The reasonable expenses incurred in a conflict of interest.
attending meetings of the Board and of the Company and otherwise in the course of performing their
duties are payable by the Company. The remuneration payable to the Board has been approved by ordinary
resolution of the Company. The fees payable to the non-executive directors are reflective of their roles and
responsibilities in a listed company and have regard to the findings of a remuneration survey that was
conducted by the Company and considered by the Remuneration, Human Resource, Social and Ethics
Committee.
MTN Uganda Limited MTN Uganda Limited
150 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
151
 Our Chief Financial Officer’s Statement

MTN is inspired by our belief that everyone deserves the benefits

“We are of a modern connected life. We acknowledge our position as one of

Uganda’s leading companies and we work actively towards attaining
pleased with a sustainable society that benefits all Ugandans. ‘Creating shared
value’ is one of the key objectives of our Ambition 2025 strategy.
the Company’s
performance Amidst a challenging macro-economic environment, we delivered a

in 2022”
robust set of results which were largely in-line with set targets and
underlined our business resilience and execution strength. Beyond
managing various material business risks, we continued to strengthen
our commercial, operational and financial position while focusing on
the resilience of our network and our expense efficiency programme.

MTN Uganda Limited MTN Uganda Limited

152 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
153
 STRONG REVENUE PERFORMANCE
DRIVEN BY DATA AND FINTECH GROWTH
AND COMPETITIVE VOICE PERFORMANCE

Voice revenue declined marginally by 0.5%. However, despite this decline, voice
remained our highest revenue line, contributing 44.2% to total service revenue.
The reduction is broadly attributed to the impact of the COVID-19 pandemic at
the start of 2022 and continued macroeconomic pressures (including inflation)
impacting customers’ spending power. However, the positive momentum
recorded in the second half of 2022 offset the performance challenges in
the first half of the year. The overall recovery of the voice service line is also
attributed to a 1.4 million increase in our subscribers, improved network
quality supported by continued subscriber re-profiling and price optimisation
strategies. These initiatives have driven recovery in engagement and usage.

Data revenue increased by 24.0% to UGX 511.4 billion supported by growth

in our active data users to 6.7 million and a 26.9% growth in data usage (MB
per active user). We added a total of 1.2 million smartphones to our network
supported by increased investment in the 4G network, thereby increasing
our smartphone penetration to 34.9% (2021: 30.8%). In line with our ‘Own the
Home’ strategy, we added over 48,000 home broadband subscribers in 2022,
translating to a 58% growth in revenues.

Fintech revenue grew by 24.9% as a result of solid performance of our basic

revenues due to increased transactional activities in the economy following the
complete removal of all COVID-19 restrictions. Our advanced revenue portfolio
(revenues from other fintech services) recorded notable growth in the payments,
bank interface and remittance lines as we see many businesses adopt to
cashless payment models. The MTN MoMo Pay platform has gained significant
market traction, with our merchant numbers growing threefold to 173,315,
while our agent numbers declined to 166,229 as a result of rationalisation of
our agent model. This has also seen our MTN MoMo transaction value increase
by 39.8% to UGX 92.3 trillion and the number of transactions on our platform
increase by 27.8% to UGX 2.7 billion.

RESILIENT OPERATIONAL EFFICIENCY

Our EBITDA grew by 11.5% to UGX 1.18 trillion this year underpinned by
improved growth in service revenue and continued realised operational
efficiencies as a result of digitisation of our process and solid execution of
our expense efficiency programme. This translated in an improvement in our
EBITDA margin to 51.6% in the year (up 0.3 percentage points), above our
medium-term guidance of 50%.

SUSTAINED CAPITAL INVESTMENT

Capex (excluding Right of Use assets) in 2022 was 22.5% higher at UGX 331.0
billion with a focus on investment in the 4G network, which will go a long way
in sustaining our network performance and ensuring a better experience for
our customers. Our Capex intensity was maintained at mid-teen levels at 14.7%
in accordance with recommended guidance, reflecting an efficiency approach.

MTN Uganda Limited MTN Uganda Limited

154 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
155
 SHAREHOLDER In 2023, we will continue to drive efficiencies in
RETURNS AND DIVIDENDS network and information technology costs, and
sales and distribution. In addition, as we accelerate
our ESG initiatives we will also realise savings
through greater energy efficiency.
UP 2022 Dividend per share
is UGX 15.9 from UGX
6.1% 14.99 per share in 2021 TAX POLICY AND APPROACH

MTN is the largest taxpayer in Uganda. In 2022,

we contributed UGX 927 billion in tax revenue
The Board remains committed to improving compared to UGX 839 billion in 2021.
performance and creating long-term shared value
for our shareholders in line with our Ambition 2025 We are committed to Uganda’s inclusive economic
strategy. growth, and we embrace our duty of being a
responsible and transparent taxpayer. We recognise
the meaningful impact that our tax contribution
makes to uplifting communities across Uganda
Proposed Dividend in terms of poverty alleviation, value creation and
Per Share - 2022 long-term prosperity. We also acknowledge that
there is an expectation by all stakeholders for
corporate entities like MTN to operate ethically and Andrew Bugembe receiving the Authorised Economic Operator certificate

5.5 123.1
UGX UGX transparently from a tax perspective. from the Commissioner General of the Uganda Revenue Authority

per billion The way that we manage our tax affairs is directly
share relevant to our shareholders, and other internal and
external stakeholders. There is also an increased
Total Dividend Per Share - 2022 focus on tax risk and controls to mitigate tax risk LOOKING AHEAD AND APPRECIATION
to an acceptable level in view of an increasingly
complex tax legislation environment, multiple

15.9 355.9
UGX UGX
We consider that we are well-positioned for the medium to long term, with an enhanced return profile
regulatory requirements and government’s general underpinned by a strong risk and regulatory framework as well as a disciplined capital allocation framework.
approach to tax collection. In light of this, MTN Our capital allocation framework guides our financial discipline at MTN, and it prioritises investment in the
per billion
share has developed a systematic approach to manage growth of our core connectivity businesses and platforms. We will position the business to capture the
tax obligations and tax risk. Tax is integrated into exciting market opportunities that we have identified in Uganda and will invest in our network, fintech and
all business processes supported by adequate digital services platforms in 2023.
and robust controls, clear lines of communication,
defined roles and responsibilities and financial We will continue to demonstrate the resilience of our business model in the midst of a tough and evolving
Dividend Pay-Out - 2022 systems that are adequately configured for specific macro-economic environment with a plan to accelerate our revenues in data and fintech and further
tax requirements and controls. consolidate our voice positions while executing disciplined operational efficiency to improve our margins.

87.6
Profits & Total
%
Our tax management principles encompass
transparency, responsibility, accuracy and
Managing our working capital will also be key as we preserve our balance sheet and liquidity position in
challenging operating conditions. This will provide the Company with the financial flexibility to execute our
Comprehensive constructive engagement with Uganda’s tax Ambition 2025 priorities.
Income policymakers and revenue authorities. Currently,
MTN does not have significant contingent tax In terms of guidance, we expect our service revenue growth to be within the low double digits with a focus
disputes or exposures in Uganda. on EBITDA expansion through operational efficiency. We expect our EBITDA margin to remain above 50%
with Capex (excluding Right of Use assets) intensity to remain at similar levels as we invest to meet our NTO
EXPENSE EFFICIENCY In 2022, MTN was granted the prestigious authorised Licence coverage obligations. I wish to thank our stakeholders, management, the Board, and employees,
PROGRAMME economic operator status by the Uganda Revenue who all supported us. Their confidence in our leadership to steer the Company is highly appreciated.
Authority. The authorised economic operator
Our expense efficiency programme includes program is a trade initiative that facilitates trade
enhanced oversight of expenditure such as and promotes the security of the international
network costs, distribution, information technology trade supply chain. Under the program, businesses
and third-party supplier costs. In 2022, we realised that consistently comply with customs laws benefit
UGX 33.7 billion worth of efficiencies and savings from customs preferential treatment and simplified
across several expense areas, and this frees up procedures in the clearance process. MTN was ANDREW BUGEMBE
more resources for Capex outlay and shareholders’ awarded this status due to our demonstrable Chief Financial Officer
distributable income. history of tax transparency and compliance. We
are extremely proud of this achievement for it
We are pleased with the execution of the programme underlines the integrity and execution of our tax
and the manner it has aided us to contain overall management principles.
costs across the entire value chain.

MTN Uganda Limited MTN Uganda Limited

156 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
157
 Key Performance Highlights Three Year Financial Review
UGX’ Billion 2022 2021 2020

2500 Total revenue 2,286,252 2,060,087 1,877,799

PROFITABILITY 2000 2286 GROWTH
2060
1500 1878 Service revenue 2,265,928 2,040,227 1,865,717
1000
11.0 %

Revenue (Billions) 500 21-22 Voice 1,001,510 1,006,724 971,385

2020

2021

2022
0

Data 511,346 412,462 338,267

500

400
GROWTH Digital 4,676 4,458 5,463
406
300 340
322
200
19.3% Fintech 656,123 525,291 476,868
Profit After Tax (Billions) 100 21-22

2020

2021

2022
0 Other service revenue 92,273 91,292 73,734

1500
Expenses 1,107,687 1,002,510 948,390
OPERATIONAL EFFICIENCY 1179 GROWTH
1000 EBITDA 1,179,392 1,057,576 929,409
1058
500
929
11.5 %
EBITDA margin 51.6% 51.3% 49.5%
EBITDA (Billions) 2020 21-22

2021

2022
0

Depreciation and amortisation 407,115 421,300 330,467

1500
51.6 Net finance costs 181,248 145,333 138,564
GROWTH
1000 51.3
49.5 Profit before tax 591,029 490,943 460,379
500
+
0.3pp
EBITDA Margin 21-22
Taxation 184,979 150,533 138,697
2020

2021

2022
0

Profit after tax 406,050 340,410 321,682

400

CAPITAL INVESTMENT GROWTH Profit after tax margin 17.8% 16.5% 17.1%
300 331
270
Investment In Network
200
235 22.5% Ordinary dividend per share 15.9 14.99 6.83*
(Billions) 100 21-22
2020

2021

2022

20

15 GROWTH *Dividend per share for 2020 adjusted to reflect 22,389,044,239 ordinary shares
16.1 14.5
13.1 +
1.4pp
10

Capex Intensity 5
21-22
2020

2021

2022

400

CASH FLOW GENERATION 300 312 GROWTH

298
200

176
4.9%
Free Cash Flow (Billions) 100 21-22
2020

2021

2022

400

356 GROWTH
300
336
200
6.1%
Dividends Paid (Billions) 100
153
21-22
2020

2021

2022

MTN Uganda Limited MTN Uganda Limited

158 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
159
 Directors’ Report Statement of Directors’ Responsibilities
The directors submit their report together with the audited financial statements for the year ended 31 The Ugandan Companies Act requires the directors to prepare financial statements for each financial year
December 2022 which disclose the state of affairs of MTN Uganda Limited and its subsidiary, MTN Mobile that give a true and fair view of the state of affairs of the Group as at the end of the financial year and of
Money (U) Limited and its dormant subsidiaries, MTN Publicom (Uganda) Limited and MTN Village Phone its profit or loss. It also requires the directors to ensure that the Group keeps proper accounting records
(Uganda) Limited (together “the Group”). that disclose, with reasonable accuracy, the financial position of the Group. They are also responsible for
safeguarding the assets of the Group.

PRINCIPAL ACTIVITY The directors accept responsibility for the annual financial statements, which have been prepared using
appropriate accounting policies supported by reasonable and prudent judgements and estimates, in
The principal activity of the Group is to provide telecommunication and mobile financial services. conformity with International Financial Reporting Standards (IFRS) and the requirements of the Ugandan
Companies Act. The directors are of the opinion that the financial statements, which have been prepared in
accordance with International Financial Reporting Standards and the Ugandan Companies Act, give a true
STAFFING and fair view of the Group’s state of the financial affairs and its profit for the year. The directors further
accept responsibility for the maintenance of accounting records that may be relied upon in the preparation
The number of persons employed by the Group at 31 December 2022 was 563 (2021: 543 employees), of financial statements, as well as responsibility for such internal control that the directors determine is
excluding contract employees. The average number of persons employed by the Group for the year ended necessary to enable the preparation of financial statements that are free from material misstatements
31 December 2022 was 549 (2021: 527 employees). whether due to fraud or error.

The Group operates in an established control environment, which is documented and regularly reviewed.
RESULTS AND DIVIDENDS This incorporates risk management and internal control procedures, which are designed to provide
reasonable, but not absolute, assurance that assets are safeguarded and the risks facing the business are
The Group made a net profit for the year ended 31 December 2022 of Shs 406,050 million (2021: Shs being controlled. Nothing has come to the attention of the directors to indicate that any material breakdown
340,410 million). During the year ended 31 December 2022, the Group declared a dividend of Shs 338,212 in the functioning of these controls, procedures and systems has occurred during the period under review.
million (2021: Shs 230,206 million). The directors recommend the payment of a final dividend of Shs 123,140
million (2021: Shs 105,363 million). The going concern basis has been adopted in preparing the financial statements. The directors have no
reason to believe that the Group will not be a going concern in the foreseeable future, based on forecasts
and available cash resources. These financial statements support the viability of the Group.
DIRECTORS
PricewaterhouseCoopers Certified Public Accountants have audited the Group’s financial statements and
The directors who held office during the period and to the date of this report were: their report is presented on pages 162 to 167. The financial statements set out on pages 168 to 216 were
approved for issue by the Board of Directors on 9 March 2023 and are signed on its behalf by:
Charles Mbire Chairman

Karabo Nondumo Director

Sylvia Mulinge Director Appointed 1 October 2022

Wim Vanhelleputte Director Resigned 31 July 2022

Sugentharem Perumal Director

………………………………………………………… …………………………………………………………
Andrew Bugembe Director CHAIRMAN DIRECTOR

Yolanda Cuba Director

AUDITOR

The Group’s auditor, PricewaterhouseCoopers, Certified Public Accountants, will in the next financial year
be replaced by Ernst & Young, Certified Public Accountants in office in accordance with Section 167(1) of
the Ugandan Companies Act.

By order of the Board,

......................................................
ENID EDROMA
Secretary
9 March 2023

MTN Uganda Limited MTN Uganda Limited

160 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
161
 External Auditors’ Report REPORT OF THE INDEPENDENT AUDITOR TO THE MEMBERS OF MTN UGANDA LIMITED
(continued)
Report on the audit of the consolidated financial statements (continued)

Key audit matters (continued)

Key audit matter How our audit addressed the key audit matter

REPORT OF THE INDEPENDENT AUDITOR TO THE MEMBERS OF MTN UGANDA LIMITED Recognition of revenue from contracts with custom- Our procedures to address this key audit matter includ-
ers. ed:

As disclosed in notes 2 (B) and 5 of these consol- ● • evaluating the Group’s revenue recognition account
Report on the audit of the consolidated financial statements idated financial statements, the Group earned its ing policies for alignment with IFRS 15 – Revenue
Shs 2,286 billion revenue from disparate revenue from Contracts with Customers.
Our opinion streams each driven by different contractual ar-
rangements with customers. ● • testing the design and operating effectiveness of
In our opinion, the consolidated financial statements give a true and fair view of the financial position of MTN Uganda controls over the integrity of key revenue Informa-
Limited and its subsidiary, MTN Mobile Money (U) Limited, (together the “Group”) as at 31 December 2022, and of its We considered revenue recognition as a key audit tion Technology systems, including the general and
consolidated profit and its consolidated cash flows for the year then ended in accordance with International Financial matter because the Group’s revenue recognition application controls applicable to revenue billing
Reporting Standards and have been prepared in the manner required by the Ugandan Companies Act. process relies on the use of multiple, and in some systems.
What we have audited cases complex, information technology systems to
apply distinct tariff structures and pricing models to ● • for selected revenue streams, performing substan-
The Group’s consolidated financial statements comprise: the Group’s products and services. tive analytical procedures that involve comparing
actual revenues to expected revenues.
• the consolidated statement of financial position as at 31 December 2022;
The variations in and the complexity of the Group’s
• the consolidated statement of comprehensive income for the year then ended; revenue recognition systems and processes height- ● • tracing revenue amounts on a sample basis to
• the consolidated statement of changes in equity for the year then ended; ened the risk of revenue misstatement. source systems and other supporting documents.
• the consolidated statement of cash flows for the year then ended; and ● • checking the adequacy of the relevant disclosures
• the notes to the consolidated financial statements, which include significant accounting policies and other for revenues in the Group’s consolidated financial
explanatory information.
statements.
Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under Recognition of lease liabilities in accordance with Our procedures to address this key audit matter included:
those standards are further described in the Auditor’s responsibilities for the audit of the consolidated financial state- IFRS 16 Leases.
● • evaluating the Group’s lease liability accounting
ments section of our report.
As disclosed in note 18 (b) of these financial state- policies for alignment with IFRS 16 – Leases.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. ments, the Group’s lease liabilities at 31 December
2022 amounted to Shs 1,072 billion. This liability ● • evaluating management’s processes, systems and
Independence is recognized in line with the Group’s accounting controls for identifying and accounting for leases.
policy described in note 2 (G). ● • checking management’s basis for determining and
We are independent of the Group in accordance with the International Code of Ethics for Professional Accountants
(including International Independence Standards) issued by the International Ethics Standards Board for Accoun- Management applied a number of judgments and excluding non-lease components in the computa-
tants (“the IESBA Code”) together with the ethical requirements that are relevant to our audit of financial statements estimates in deriving the Group’s lease liability. The tion of lease liabilities, and where applicable, tracing
in Uganda, and we have fulfilled our ethical responsibilities in accordance with these requirements and the IESBA significant judgements applied include: managements conclusions to supporting documen-
Code. tation.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the
Group’s consolidated financial statements for the year ended 31 December 2022. These matters were addressed
in the context of our audit of the Group’s consolidated financial statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on these matters.

MTN Uganda Limited MTN Uganda Limited

162 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
163
 REPORT OF THE INDEPENDENT AUDITOR TO THE MEMBERS OF MTN UGANDA LIMITED REPORT OF THE INDEPENDENT AUDITOR TO THE MEMBERS OF MTN UGANDA LIMITED
(continued) (continued)
Report on the audit of the consolidated financial statements (continued) Report on the audit of the consolidated financial statements (continued)

Key audit matters (continued) Responsibilities of the directors for the consolidated financial statements

The directors are responsible for the preparation of consolidated financial statements that give a true and fair
view in accordance with International Financial Reporting Standards and in the manner required by the Ugandan
Companies Act, and for such internal control as the directors determine is necessary to enable the preparation of
How our audit addressed the key audit consolidated financial statements that are free from material misstatement, whether due to fraud or error.
Key audit matter
matter
In preparing the consolidated financial statements, the directors are responsible for assessing the Group’s ability to
Recognition of lease liabilities in accordance with IFRS 16 Our procedures to address this key audit matter continue as a going concern, disclosing, as applicable, matters related to going concern and using the going con-
Leases (continued) included: cern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or have no
realistic alternative but to do so.
● • for a sample of lease additions, disposals,
and repayments, tracing lease cash flows The directors are responsible for overseeing the Group’s financial reporting process.
- identifying and excluding cash flows for non-lease compo- to the lease model and to supporting docu-
nents in the derivation of the lease liability. ments. Auditor’s responsibilities for the audit of the consolidated financial statements

- determining the applicable lease terms for each lease ● • checking the reasonableness of the incre- Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole
mental borrowing rate applied in discounting are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes
including estimating the lease term implied in the renewal
lease cash flows. our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted
clauses in the lease contracts.
in accordance with ISAs will always detect a material misstatement when it exists. Misstatements can arise from
● • performing analytical procedures to check fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to
- determining the appropriate incremental borrowing rate for the reasonableness of the interest charge on
influence the economic decisions of users taken on the basis of these consolidated financial statements.
discounting lease liability cash flows. lease liabilities.
● • evaluating management’s conclusions on As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional scepti-
- identifying and recognizing lease liabilities for lease modi- whether there are any lease modifications cism throughout the audit. We also:
fications. arising during the year.
• Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to
We considered the recognition of lease liabilities as a key ● • checking the adequacy of the lease liability fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that
audit matter on account of the significant judgements involved disclosures for in the Group’s consolidated is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstate-
and because lease liabilities are a material item representing financial statements. ment resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery,
35% of total liabilities. intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
Other information Group’s internal control.

The Directors are responsible for the other information. The other information comprises the Directors’ Report and • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
the Statement of Directors’ Responsibilities which we obtained prior to the date of this auditor’s report, and addi- and related disclosures made by the directors.
tional sections of the Group’s annual report which are expected to be made available to us after that date, but does
not include the consolidated financial statements and our auditor’s report thereon. Our opinion on the consolidated
financial statements does not cover the other information and we do not and will not express any form of assurance
conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other infor-
mation identified above and, in doing so, consider whether the other information is materially inconsistent with the
consolidated financial statements or our knowledge obtained in the audit, or otherwise appears to be materially mis-
stated. If, based on the work we have performed on the other information that we obtained prior to the date of this
auditor’s report, we conclude that there is a material misstatement of this other information, we are required to report
that fact. We have nothing to report in this regard.

When we read the additional sections of the Group’s annual report, if we conclude that there is a material misstate-
ment therein, we are required to communicate the matter to those charged with governance.

MTN Uganda Limited MTN Uganda Limited

164 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
165
 REPORT OF THE INDEPENDENT AUDITOR TO THE MEMBERS OF MTN UGANDA LIMITED REPORT OF THE INDEPENDENT AUDITOR TO THE MEMBERS OF MTN UGANDA LIMITED
(continued) (continued)
Report on the audit of the consolidated financial statements (continued) Report on other legal and regulatory requirements
Auditor’s responsibilities for the audit of the consolidated financial statements (continued) The Ugandan Companies Act requires that in carrying out our audit we consider and report to you on the following
matters. We confirm that:
• Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on
the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast • we have obtained all the information and explanations which to the best of our knowledge and belief were
significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty necessary for the purposes of our audit;
exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated
financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based • in our opinion proper books of account have been kept by the Group, so far as appears from our examination
on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may of those books; and
cause the Group to cease to continue as a going concern. • the consolidated statement of financial position and the consolidated statement of comprehensive income are
• Evaluate the overall presentation, structure and content of the consolidated financial statements, including in agreement with the books of account.
the disclosures, and whether the consolidated financial statements represent the underlying transactions and The engagement partner on the audit resulting in this independent auditor’s report is CPA Cedric Mpobusingye -
events in a manner that achieves fair presentation. P0213.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activi-
ties within the Group to express an opinion on the consolidated financial statements. We are responsible for the
direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and ________________________ ________________________
significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
Certified Public Accountants CPA Cedric Mpobusingye
We also provide the directors with a statement that we have complied with relevant ethical requirements regarding
independence, and communicate with them all relationships and other matters that may reasonably be thought to Kampala
bear on our independence, and where applicable actions taken to eliminate threats or safeguards applied. Date: 25th April 2023
From the matters communicated with those charged with governance, we determine those matters that were of most
significance in the audit of the consolidated financial statements of the current period and are therefore the key audit
matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about
the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our
report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest
benefits of such communication.

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 Financial Statements and Notes

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 Consolidated Statement of Comprehensive Income Consolidated Statement of Financial Position

2022 2021 2022 2021

Notes Shs’000 Shs’000 Notes Shs'000 Shs'000

Assets
Revenue from contracts with customers 5 2,286,251,974 2,060,086,932 Non-current assets
Other Income 827,339 - Property and equipment 18(a) 949,189,267 863,704,661
Direct network operating costs 7 (284,343,020) (237,846,075) Right-of-use assets 18(b) 949,357,815 636,870,389
Government and regulatory costs 8 (57,935,672) (53,115,865) Intangible assets 19 357,716,576 382,814,913
Cost of handsets and other accessories sold (23,878,564) (22,613,391) Deferred Tax assets 17 14,615,302 6,456,748
Interconnect and roaming (49,455,209) (62,075,504) Contract assets 5(b) 10,702,428 9,564,790
Employee benefits expenses 9 (126,574,477) (105,422,345) Receivables and prepayments 20 55,876,044 53,073,072
Selling, distribution and marketing expenses 10 (414,176,823) (358,212,198)
Increase in impairment of trade receivables 22 (7,797,794) (9,230,223) 2,337,457,432 1,952,484,573
Other operating expenses 11 (143,525,853) (153,995,224)
Depreciation: property and equipment and right of use assets 18 (330,505,073) (303,600,259) Current assets
Amortisation of intangible assets 19 (76,609,606) (117,699,567) Inventories 21 27,432,437 7,810,731
Current income tax recoverable 13 429,270 2,351,797
Operating profit 772,277,222 636,276,281 Contract assets 5(b) 10,585,068 9,949,198
Trade and other receivables 22 185,363,265 176,992,789
Finance income 12 37,923,920 22,501,091 Mobile money deposits 23 1,207,758,423 959,991,495
Cash and cash equivalents 24 200,772,719 188,814,310
Finance costs 12 (219,172,077) (167,834,272)
1,632,341,182 1,345,910,320
Profit before tax 591,029,065 490,943,100
Total assets 3,969,798,614 3,298,394,893
Income tax expense 13 (184,978,704) (150,532,726)
Equity
Profit for the year 406,050,361 340,410,374 Ordinary share capital 15 22,389,044 22,389,044
Retained earnings 881,608,509 813,769,826
Other comprehensive income for the year net of tax - -
903,997,553 836,158,870
Total comprehensive income for the year 406,050,361 340,410,374
Liabilities
Basic/ diluted earnings per share 14 18.14 15.20 Non-current liabilities
Borrowings 27 82,897,391 165,460,344
Lease liabilities 18(b) 965,891,796 627,943,283
Provisions 26 31,728,658 23,185,594

1,080,517,845 816,589,221

Current liabilities
Trade and other payables 25 460,430,472 351,713,442
Contract liabilities 5(b) 16,507,615 7,709,821
Current income tax payable 13 4,323,181 -
Borrowings 27 166,675,565 198,693,425
Lease liabilities 18(b) 106,595,075 104,276,553
Mobile money deposits 23 1,207,758,423 959,991,495
Provisions 26 22,992,885 23,262,066

1,985,283,216 1,645,646,802

Total liabilities 3,065,801,061 2,462,236,023

Total equity and liabilities 3,969,798,614 3,298,394,893

These financial statements were approved by the Board on 9 March 2023 and signed on its behalf by:

………………………………………………………… …………………………………………………………
CHAIRMAN DIRECTOR

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 Consolidated Statement of Changes in Equity Consolidated Statement of Cash Flows

Ordinary Retained 2022 2021

Share Capital earnings Total equity Notes Shs’000 Shs’000
Shs’000 Shs’000 Shs’000

Operating activities
Year ended 31 December 2021
Cash generated from operations 28 1,237,180,299 1,092,317,616
At start of year 3,764 725,950,972 725,954,736 Interest received 12 28,046,231 5,314,139
Interest paid on Mobile Money deposits 12 (20,706,131) -
Comprehensive income: Interest paid on borrowings 27 (29,191,791) (31,861,851)
Profit for the year - 340,410,374 340,410,374
Other comprehensive income - - - Income tax paid 13 (186,891,550) (171,980,729)

Net cash generated from operating activities 1,028,437,058 893,789,175

Total comprehensive income for the year - 340,410,374 340,410,374
Cash flow from investing activities

Transactions with owners: Purchase of property and equipment 18(a) (295,573,672) (212,796,427)
Bonus share issue 22,385,280 (22,385,280) - Proceeds from disposal of property and equipment 4,832,840 2,942,523
Dividends paid (note 16) - (230,206,240) (230,206,240)
Purchase of intangible assets 19 (42,085,919) (106,618,286)
22,385,280 (252,591,520) (230,206,240)
Net cash used in investing activities (332,826,751) (316,472,190)
At end of year 22,389,044 813,769,826 836,158,870
Financing activities

Year ended 31 December 2022 Repayments of borrowings 27 (120,451,228) (70,777,880)

Proceeds from borrowings 27 - 50,000,000
Repayments of lease liability 18(b) (220,753,172) (194,365,454)
At start of year 22,389,044 813,769,826 836,158,870
Dividends paid 16 (338,211,678) (230,206,240)

Comprehensive income: Net cash used in financing activities (679,416,078) (445,349,574)

Profit for the year - 406,050,361 406,050,361
Other comprehensive income - - - Net increase in cash at bank and in hand 16,194,229 131,967,411

Total comprehensive income for the year - 406,050,361 406,050,361 Movement in cash at bank and in hand

At start of year 188,814,310 59,170,525

Transactions with owners: Increase 16,194,229 131,967,411
Bonus share issue - - -
Exchange losses on cash at bank and in hand (4,235,820) (2,323,626)
Dividends paid (note 16) - (338,211,678) (338,211,678)
At end of year 24 200,772,719 188,814,310
- (338,211,678) (338,211,678)

At end of year 22,389,044 881,608,509 903,997,553

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 Notes

• Annual improvements cycle 2018-2020 - these amendments include minor changes to:
IFRS 1, ‘First time adoption of IFRS’, IFRS 9, ‘Financial Instruments’ IFRS 16, ‘Leases’ and
IAS 41, ‘Agriculture’. These are effective for annual periods beginning on or after 1 January
1 GENERAL INFORMATION 2022.

MTN Uganda Limited is incorporated in the Republic of Uganda under the Companies Act and is • Amendments to IAS 37 ‘Provisions, Contingent Liabilities and Contingent Assets’ on Onerous
domiciled in Uganda. The address of its registered office and the registration number are: Contracts - Cost of Fulfilling a Contract - clarifies which costs an entity includes in assessing
whether a contract will be loss-making. These are effective for annual periods beginning on
Plot 69-71, Jinja Road or after 1 January 2022.
P.O. Box 24624
Kampala • Amendments to IAS 16 ‘Property, Plant and Equipment’ on Proceeds before Intended Use -
Uganda prohibits an entity from deducting from the cost of an item of PPE any proceeds received
Reg. No: 37058 from selling items produced while the entity is preparing the asset for its intended use.
These are effective for annual periods beginning on or after 1 January 2022.
MTN Uganda Limited is a subsidiary of MTN International (Mauritius) Limited. MTN Group Limited
is the Group’s ultimate parent and holding company, which is incorporated in the Republic of • Amendment to IFRS 3, ‘Business combinations’ - refer to the 2018 Conceptual Framework
South Africa and is listed on the Johannesburg Stock Exchange Limited. for Financial Reporting; adding a new exception in IFRS 3 for liabilities and contingent
liabilities; and clarifying that the acquirer should not recognise contingent assets.
For Ugandan Companies Act reporting purposes, the balance sheet is represented by the It is effective for annual periods beginning on or after 1 January 2022.
statement of financial position and the profit and loss account by the statement of comprehensive
income in these financial statements. (ii) New standards and interpretations not yet adopted
A number of new standards and amendments to standards and interpretations are effective
2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES for annual periods beginning after 1 January 2023 and have not been applied in preparing these
financial statements. These standards, which are not expected to have a significant effect on the
The principal accounting policies applied in the preparation of these financial statements are set financial statements of the Group, are set out below:
out below and in the related notes to the Group financial statements. The principal accounting
policies applied are consistent with those adopted in the prior year. • IFRS 17, ‘Insurance contracts’. Whereas the current standard, IFRS 4, allows insurers to use
their local GAAP, IFRS 17 defines clear and consistent rules that will significantly increase
A. Basis of Preparation the comparability of financial statements. For insurers, the transition to IFRS 17 will have
an impact on financial statements and on key performance indicators. It is effective for
The financial statements have been prepared in accordance with International Financial annual periods beginning on or after 1 January 2023.
Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB)
and comply with the requirements of the Ugandan Companies Act. The Group has adopted all new • IFRS 17, Insurance contracts Amendments. In response to some of the concerns and
accounting pronouncements that became effective in the current reporting period, none of which challenges raised, the Board developed targeted amendments and a number of proposed
had a material impact on the Group. clarifications intended to ease implementation of IFRS 17, simplify some requirements of
the standard and ease transition. The amendments relate to eight areas of IFRS 17, and
The financial statements have been prepared on the historical cost basis, except otherwise stated they are not intended to change the fundamental principles of the standard or unduly
in the accounting policies below. Amounts are rounded to the nearest thousand with the exception disrupt implementation already underway. It is effective for annual periods beginning
of the number of ordinary share capital (note 15), earnings per share (note 14) and dividends per on or after 1 January 2023.
share (note 16). The preparation of financial statements in conformity with IFRS requires
management to make judgements, estimates and assumptions that affect the application • Amendment to IAS 1, ‘Presentation of Financial Statements’ on Classification of Liabilities
of accounting policies and the reported amounts of assets, liabilities, income and expenses. as Current or Non-current. The amendment clarifies that liabilities are classified as either
Actual results may differ from these estimates. Information about significant areas of estimation current or non-current, depending on the rights that exist at the end of the reporting period.
uncertainty and critical judgements in applying accounting policies that have the most significant A number of requirements are required to be met in conjunction with this amendment.
effect on the amounts recognised in the financial statements are included in note 4. It is effective for annual periods beginning on or after 1 January 2023.

Changes in accounting policy and disclosures • Amendments to IAS 12, Income Taxes: Deferred Tax related to Assets and Liabilities arising
from a Single Transaction. The amendments require companies to recognise deferred tax
i) New and amended standards adopted by the Group on transactions that, on initial recognition give rise to equal amounts of taxable and
deductible temporary differences. It is effective for annual periods beginning on or
The following standards and amendments have been applied by the Group for the first time for the after 1 January 2023. Earlier application is permitted.
financial year beginning 1 January 2022, with no material impact.
• Narrow scope amendments to IAS 1 ‘Presentation of Financial Statements’, Practice
• IFRS 16, ‘Leases’ COVID-19-Related Rent Concessions Amendment - provides lessees statement 2 and IAS 8 ‘Accounting Policies, Changes in Accounting Estimates and Errors’.
(but not lessors) with relief in the form of an optional exemption from assessing whether a The amendments aim to improve accounting policy disclosures and to help users of the
rent concession related to COVID-19 is a lease modification, provided that the concession financial statements to distinguish changes in accounting policies from changes in
meets certain conditions. It is effective for annual periods beginning on or after 1 April 2021 accounting estimates. It is effective for annual periods beginning on or after
On 31 March 2021, the IASB published an additional amendment to extend the date of the 1 January 2023. Earlier application is permitted.
practical expedient from 30 June 2021 to 30 June 2022. Lessees can elect to account for
such rent concessions in the same way as they would if they were not lease modifications.
In many cases, this will result in accounting for the concession as variable lease payments
in the period(s) in which the event or condition that triggers the reduced payment occurs.

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 B. Revenue Recognition Payment for interconnect and roaming is generally received on a monthly basis.
Some interconnect and roaming debtors have a historical pattern of late payment due to economic
The Group principally generates revenue from providing mobile telecommunications services, challenges in their operating environments. The Group has continued to provide services to these
such as network services (comprising voice, data and SMS), digital services (which include mobile debtors where the recovery of principal is significantly delayed beyond the contractual terms. The
financial services and other digital offerings), interconnect and roaming services, as well as from Group has considered historical payment patterns (i.e. customary business practice) in assessing
sale of mobile devices. Products and services may be sold separately or in bundled packages. whether the contract contains a significant financing component. For contracts containing a
Revenue is measured based on the consideration specified in a contract with a customer and significant financing component, the Group reduces interconnect and roaming revenue and
excludes amounts collected on behalf of third parties. The Group recognises revenue when it recognises interest revenue over the period between satisfying the related performance
transfers control over a product or services to a customer. For bundled packages, the Group obligation and payment.
accounts for individual products and services separately if they are distinct – i.e. if a product or
service is separately identifiable from other items in the bundled package and if a customer can Other income
benefit from it. The consideration is allocated between separate products and services in a bundle
based on their stand-alone selling prices. The stand-alone selling prices are determined based on Other income is recognised when the related services are provided to the customers and payment
the list prices at which the Group sells mobile devices and network services separately. is generally due on a monthly basis.

Network services and digital and fintech services Capitalisation of subscriber acquisition costs

The Group provides mobile telecommunication services, including network services and digital and The Group expects that incremental subscriber acquisition costs for obtaining and renewing
fintech services. Network services (comprising voice, data and SMS) are considered to represent a contracts are recoverable. These costs include agents’ commission on post-paid contracts and
single performance obligation as all are provided over the MTN network and transmitted as data SIM activation costs on prepaid contracts. The Group has therefore capitalised these costs as
representing a digital signal on the network. The transmission of voice, data and SMS all consume contract costs. Capitalised contract costs are amortised on a systematic basis over the average
network bandwidth and therefore, irrespective of the nature of the communication, the subscriber customer life and included in selling, distribution and marketing expenses in profit or loss.
ultimately receives access to the network and the right to consume network bandwidth. Network
services are, therefore viewed as a single performance obligation represented by capacity on the In terms of a practical expedient, the Group has elected to recognise the incremental costs of
MTN network. obtaining contracts as a selling, distribution and marketing expense in profit or loss, when
incurred, if the amortisation period of the assets that the Group otherwise would have recognised
Digital and fintech services include value-added services, rich media services, mobile money, is 12 months or less.
insurance, airtime lending and e-commerce. Customers either pay in advance for these services
or pay monthly in instalments over the contractual period. A contract liability is recognised for Contract costs are assessed for impairment in terms of IAS 36, Impairment of Assets when there
amounts received in advance, until the services are provided or when the usage of services is an indication of impairment.
becomes remote.
C. Functional currency and translation of foreign currencies
The Group recognises revenue from these services as they are provided. Revenue is recognised
based on actual units of network services/digital and fintech services provided during the (i) Functional and presentation currency
reporting period as a proportion of the total units of network services/digital and fintech services
to be provided. The customer receives and uses the benefits of these services simultaneously. Items included in the financial statements of the Group are measured using the currency that
Units of network services/digital and fintech services outside of post-paid contracts are best reflects the primary economic environment in which the Group operates (the functional
recognised as the service is provided. currency). The Group financial statements are presented in Uganda Shillings, which is the
functional and presentation currency of the Group.
When the Group expects to be entitled to breakage (forfeiture of unused value or network services),
the Group recognises the expected amount of breakage in proportion to network services provided (ii) Transactions and balances
versus the total expected network services to be provided. Any unexpected amounts of breakage
are recognised when the unused value of network services expire or when usage thereof becomes Foreign currency transactions are translated into the functional currency using the exchange rates
remote. Assessment of breakage is updated each reporting period and any resulting change is at the dates of the transactions. Foreign exchange gains or losses resulting from the settlement of
accounted for prospectively as a change in estimate in terms of IAS 8 Accounting policies, changes such transactions and from the translation at reporting date exchange rates of monetary assets
in accounting estimates and errors. and liabilities denominated in foreign currencies are recognised in profit or loss.

Mobile devices D. Property and equipment

The Group sells a range of mobile devices. The Group recognises revenue when customers obtain Property and equipment are measured at historical cost less accumulated depreciation and
control of mobile devices, being when the customers take possession of the devices. For mobile impairment losses. Property and equipment acquired through business combinations are initially
devices sold separately, customers pay in full at the point of sale. For mobile devices sold in shown at fair value and are subsequently carried at the initially determined fair value less
bundled packages, customers usually pay monthly in equal instalments over agreed upon periods. accumulated depreciation and impairment losses.

Interconnect and roaming The cost of property and equipment includes expenditure that is directly attributable to the
acquisition or construction of the assets, any other costs directly attributable to bringing the
The Group provides interconnect and roaming services. The Group recognises interconnect assets to the location and condition for their intended use and the present value of estimated
and roaming revenue and debtors as the service is provided unless it is not probable (based on decommissioning costs. Purchased software that is integral to the functionality of the related
historical information) on transaction date that the interconnect revenue will be received, in which equipment is capitalised as part of the equipment.
case interconnect revenue is recognised only when the cash is received or where a right of set-off
exists with interconnect parties in settling amounts.
Property and equipment under construction are measured at initial cost and depreciated from the
date the assets are available for use in the manner intended by management over their estimated

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 useful lives. Assets are transferred from capital work-in-progress to an appropriate category of Useful lives and residual values are reviewed on an annual basis and the effects of any changes in
property and equipment when commissioned and ready for their intended use. estimates are accounted for on a prospective basis.

The present value of the expected cost for the decommissioning of an asset after its use is included The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each
in the cost of the respective asset if the recognition criteria for a provision are met. balance sheet date.

The Group capitalises general and specific borrowing costs directly attributable to the acquisition, Right of use assets are depreciated over their expected useful lives on the same basis as owned
construction or production of a qualifying asset as part of the cost of that asset. A qualifying asset assets or, where shorter, the expected term of the relevant lease.
is deemed to be an asset which takes more than 12 months to acquire, construct or produce.
An asset’s carrying amount is written down immediately to its estimated recoverable amount if the
Borrowing costs include general and specific borrowings directly attributable to the acquisition, asset’s carrying amount is greater than its estimated recoverable amount.
construction or production of qualifying assets. Other borrowing costs are expensed in profit or
loss. The gain or loss arising on the disposal or retirement of an asset is determined as the difference
between sales proceeds and the carrying amount of the asset and is included in operating profit.
Asset exchange transactions are transactions where one or more items of property and
equipment are acquired in exchange for non-monetary assets, or a combination of monetary E. Impairment of Non - Financial Assets
and non-monetary assets. In circumstances whereby the Group enters into an asset exchange
transaction, the Group determines whether such an exchange has commercial substance. An impairment loss is recognised in profit or loss if the carrying amount of an asset or its cash-
Commercial substance depends on the extent to which the Group’s future cash flows are expected generating unit exceeds its estimated recoverable amount. The recoverable amount of an asset
to change as a result of the transaction. A transaction has commercial substance if the difference or cash-generating unit is the greater of its value in use and its fair value less costs to sell. In
in either of the points below is significant relative to the fair value of the assets exchanged: assessing value in use, the estimated future cash flows are discounted to their present value
using a pre-tax discount rate that reflects current market assessments of the time value of
• the configuration of the cash flows of the asset received differs money and the risks specific to the asset.
from the configuration of the cash flows of the asset given up; or
• the entity-specific value of the part of the operations affected by For the purpose of impairment testing, assets are grouped together into the smallest group of
the transaction changes as a result of the exchange. assets that generate cash inflows from continuing use that are largely independent of the
cash inflows of other assets or groups of assets (the “cash-generating unit”).
Property and equipment acquired in an exchange transaction is measured at fair value unless the
exchange transaction lacks commercial substance or the fair value of neither the asset received, When an impairment loss subsequently reverses, the carrying amount of the asset (or cash-
nor the asset given up is reliably measurable. If the acquired item is not measured at fair value, generating unit) is increased to the revised estimate of its recoverable amount but limited to the
its cost is measured at the carrying amount of the asset given up. Any consideration paid or carrying amount that would have been determined had no impairment loss been recognised for
payable is included in the cost of the asset received. the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised
immediately in profit or loss. An impairment loss in respect of goodwill is not reversed.
In instances whereby the Group receives assets for no consideration, the Group accounts for
these at cost in accordance with IAS 16 Property, Plant and Equipment, being zero value. F. Intangible Assets

When parts of an item of property and equipment have different useful lives, they are accounted Intangible assets with an indefinite useful life or not yet available for use.
for as separate items (major components) of property and equipment.
Intangible assets with an indefinite useful life or not yet available for use are tested for impairment
Depreciation is calculated using the straight-line method to write down their cost to their residual at least annually and whenever there is an indication that the asset may be impaired.
values over their estimated useful lives. In determining residual values, the Group uses historical
sales and management’s best estimate based on market prices of similar items. Property and equipment and intangible assets with finite useful lives.

Useful lives of property and equipment are based on management estimates and take into account Intangible assets are measured at historical cost less accumulated amortisation and impairment
historical experience with similar assets, the expected usage of the asset, physical wear and tear, losses. The Group annually reviews the carrying amounts of its property and equipment and
technical or commercial obsolescence and legal restrictions on the use of the assets. intangible assets with finite useful lives in order to determine whether there is any indication that
those assets have suffered an impairment loss. If any such indication exists, the recoverable
The estimated useful lives of property and equipment are as follows: amounts of the assets are estimated in order to determine the extent, if any, of the impairment loss.
Amortisation is calculated on a straight-line basis to write off the cost of intangible assets over
Buildings leased Over the period of the lease their estimated useful lives.
Leasehold improvements Over the period of the lease The estimated useful lives are as below:
Building owned 2%
Network licenses Over the period of the licence
Telecommunications equipment 5 % to 33.3%
Network software licenses Over the period of the licence
Mobile phones 33.3 %
Software 3 years
Computer equipment 25% to 33.3%
Other intangible assets 3 years
Furniture and equipment 14.3 %
Motor vehicles 25 %

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 The gain or loss arising on the disposal or retirement of an intangible asset is determined as the Right-of-use assets are measured at historical cost less accumulated depreciation
difference between the proceeds from the disposal and the carrying amount of the asset and is and accumulated impairment. Cost comprises of the following:
included in profit or loss.
• the amount of the initial measurement of lease liability;
Costs associated with maintaining intangible assets are recognised as an expense as incurred. • any lease payments made at or before the commencement date less any lease incentives
received;
Costs that are directly associated with the production of identifiable intangible assets controlled • any initial direct costs; and
by the Group, and that will probably generate economic benefits, are capitalised when all the criteria • restoration costs.
for capitalisation are met.
iii) Modification on Network sites leases
Expenditure that enhances or extends the performance of intangible assets beyond their original
specifications is recognised as a capital improvement and added to the original cost of the assets. With the initial adoption of IFRS 16 Network site costs were split into lease (78%) and non-lease
Expenditure on research activities is recognised as an expense in the period in which it is incurred. (22%) where lease represented the Right of use costs and non-lease was the maintenance
and power bills from the lessor. This resulted into 22% of tower rent for ATC to be allocated
G. Leases as maintenance and fluctuating lease costs for Eaton because of the single bill which
included power.
The Group leases various network sites, offices, motor vehicles and other property. Rental contracts
are typically made for fixed periods of 2 years to 10 years but may have extension options as ATC lease contracts have been modified to align with current operations and provide a more
described below. realistic allocation of costs between lease and non-lease costs based on the detailed cost
simulations done during contract review. All tower rent costs will be lease costs and all power
Contracts may contain both lease and non-lease components. The Group allocates the consideration and maintenance costs will be non-lease costs.
in the contract to the lease and non-lease components based on their relative stand-alone prices.
However, for leases of real estate for which the Group is a lessee, it has elected not to separate The new contract for ATC Blue required a disposal of the old leases on 31 August 2022 and new
lease and non-lease components and instead accounts for these as a single lease component. leases were added commencing 01st September 2022. Effective 01st January 2022, all new
sites for ATC Red will have all tower use assigned to lease and the power and maintenance
Lease terms are negotiated on an individual basis and contain a wide range of different terms costs assigned to non-lease.
and conditions. The lease agreements do not impose any covenants other than the security
interests in the leased assets that are held by the lessor. Leased assets may not be used as The impact on 2022 financial statements has been a transfer of an additional portion of tower
security for borrowing purposes. use costs from OPEX to leases which resulted into increase of ROU additions by Ush 51.5 billion,
depreciation by Ush 1.9 billion and Finance costs by Ush 3.2billion. The change in Eaton Contract
Assets and liabilities arising from a lease are initially measured on a present value basis. Lease resulted into increase in ROU additions by Ush 389.2billion depreciation by UShs 0.75billion and
liabilities include the net present value of the following lease payments: Finance costs by Ush 8.8 billion.

• fixed payments (including in-substance fixed payments), Right-of-use assets are generally depreciated over the shorter of the asset’s useful life and the
less any lease incentives receivable; lease term on a straight-line basis. If the Group is reasonably certain to exercise a purchase option,
• variable lease payment that are based on an index or a rate, the right-of-use asset is depreciated over the underlying asset’s useful life.
initially measured using the index or rate as at the commencement date; and
• amounts expected to be payable by the Group under residual value guarantees. Extension and termination options

Lease payments to be made under reasonably certain extension options are also included in the Extension and termination options are included in several property leases. These are used to
measurement of the liability. maximise operational flexibility in terms of managing the assets used in the Group’s operations.

The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot Indefeasible right of use (IRU) arrangements
be readily determined, which is generally the case for leases in the Group, the lessee’s incremental
borrowing rate is used, being the rate that the individual lessee would have to pay to borrow The Group applies the principles of IFRS 16 in order to assess whether its IRU arrangements
the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar constitute or contain leases. The requirements to be met in order to conclude that an IRU
economic environment with similar terms, security and conditions. To determine the arrangement constitutes or contains a lease are as follows:
incremental borrowing rate, the Group:
• the provision of a service in terms of the IRU arrangement should be dependent
i) where possible, uses recent third-party financing received by the individual lessee as a starting on the use of one or more specific assets; and
point, adjusted to reflect changes in financing conditions since third party financing was • the IRU arrangement must convey a right to use these assets.
received; and
ii) makes adjustments specific to the lease, e.g. term, country, currency and security. The Group applies its principal accounting policies for leases to account for IRU arrangements
which constitute or contain leases. All other IRU arrangements that do not constitute or contain
The Group is exposed to potential future increases in variable lease payments based on an index leases are treated as service level agreements; the costs are expensed as incurred.
or rate, which are not included in the lease liability until they take effect. When adjustments to
lease payments based on an index or rate take effect, the lease liability is reassessed and The IRU assets are amortised on a straight-line basis to write off the cost of assets over their
adjusted against the right-of-use asset. contract period.

Lease payments are allocated between principal and finance cost. The finance cost is charged to
profit or loss over the lease period so as to produce a constant periodic rate of interest on the
remaining balance of the liability for each period.

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 H. Inventories L. Cash and Cash Equivalents

Inventory mainly comprises items of handsets, SIM cards and accessories held for sale and Cash and cash equivalents comprise cash on hand, deposits held on call and investments in
consumable items. Inventories are measured at the lower of cost and net realisable value. money market instruments, net of bank overdrafts, all of which are available for use by the
The cost of inventory is determined using the weighted average method. Cost comprises direct Group. Bank overdrafts are included within current liabilities on the statement of financial position,
materials and, where applicable, overheads that have been incurred in bringing the inventories unless the Group has a legally enforceable right to set off the amounts and intends to settle on a
to their present location and condition, excluding borrowing costs. Net realisable value represents net basis, or realise the asset and settle the liability simultaneously.
the estimated selling price in the ordinary course of business, less applicable variable selling
expenses. Where appropriate, an impairment provision is raised in respect of obsolete and M. Provisions
defective inventories and the inventory carrying value will be net of this provision.
A provision is recognised when there is a present legal or constructive obligation as a result of
I. Receivables a past event for which it is more likely than not that an outflow of resources will be required to
settle the obligation and a reliable estimate can be made of the amount of the obligation.
Trade receivables are amounts due from customers for goods sold or services performed in the Provisions are not recognised for future operating losses.
ordinary course of business. They are generally due for settlement within 30 days and therefore
are all classified as current. Trade receivables are recognised initially at the amount of consideration Where there are a number of similar obligations, the likelihood that an outflow will be required
that is unconditional unless they contain significant financing components, when they are in settlement is determined by considering the class of obligations as a whole. A provision
recognised at fair value. The Group holds the trade receivables with the objective to collect the is recognised even if the likelihood of an outflow with respect to any one item included in the same
contractual cash flows and therefore measures them subsequently at amortised cost using class of obligations may be small.
the effective interest method. Details about the Group’s impairment policies and the
calculation of the loss allowance are provided in (W) below. The amount recognised as provision shall be the best estimate of the expenditure required to
settle the obligation at the end of the reporting period.
J. Income Tax
Onerous contracts
The tax expense for the period comprises current, deferred tax and withholding tax. Tax is
recognised in profit or loss, except to the extent that it relates to items recognised in other A provision for onerous contracts is recognised when the expected benefits to be derived by the
comprehensive income or items recognised directly in equity. For these items the tax is also Group from a contract are lower than the unavoidable costs of meeting its obligations under the
recognised in other comprehensive income or directly in equity, respectively. contract.

Current tax The provision is measured at the present value of the lower of the expected cost of terminating the
contract or the expected net cost of continuing with the contract. Before a provision is established,
Current tax is the expected tax payable on taxable income for the year, using tax rates enacted the Group recognises any impairment loss on the assets associated with the contract.
or substantively enacted at the reporting date in the countries where the Group operates and
generate taxable income, and any adjustment to tax payable in respect of previous years. Bonus provision
Management periodically evaluates positions taken in tax returns with respect to situations
in which applicable tax regulations are subject to interpretation and establishes provisions The bonus provision consists of a performance-based bonus, which is determined by reference to
where appropriate on the basis of amounts expected to be paid to the tax authorities. the overall Group performance with regard to a set of predetermined key performance measures.
Bonuses are payable annually after the Group annual results have been approved.
Deferred tax
Provision for cash-settled share-based payments
Deferred tax is recognised using the liability method, providing for temporary differences
arising between the tax bases of assets and liabilities and their carrying amounts in the For the accounting policy on cash-settled share-based payments, refer to V (Employee benefits).
financial statements for financial reporting purposes. Deferred tax is not recognised if the
temporary difference arises from goodwill or from the initial recognition of an asset or liability in N. Dividends
a transaction (other than a business combination) that at the time of the transaction, affects
neither accounting nor taxable profit nor loss. Deferred tax is measured at tax rates (and laws) Dividend distribution to the Group’s shareholders is recognised as a liability in the Group’s financial
that have been enacted or substantively enacted at the reporting date and are expected to apply statements in the period in which the dividends are approved by the Group’s directors. Proposed
to temporary differences when they reverse. dividends are shown as a separate component of equity until declared.

K. Borrowings O. Trade payables

Borrowings are accounted for as financial liabilities. Fees paid on the establishment of loan Trade payables are accounted for as financial liabilities. Payables are recognised initially at fair
facilities are recognised as transaction costs and capitalised to the extent that it is probable that value and subsequently measured at amortised cost using the effective interest method.
some or all of the facilities will be drawn down. When the draw down is made, the transaction costs
are amortised to profit or loss using the effective interest method. To the extent that it is not Trade payables are obligations to pay for goods or services that have been acquired in the ordinary
probable that some or all of the facility will be drawn down, the fee is capitalised as a prepayment course of business from suppliers.
for liquidity services and amortised over the period of the facility to which it relates.
Other payables are stated at their nominal values.
Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are
subsequently carried at amortised cost; any difference between the proceeds (net of transaction
costs) and the redemption value is recognised in profit or loss over the period of the borrowings
using the effective interest method.

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 P. Share Capital a business combination are measured initially at their fair values at the acquisition date,
irrespective of the extent of any non-controlling interests. For business combinations under
Ordinary shares are classified as equity. Incremental external costs directly attributable to the common control – where control is not transitory - the Group applies predecessor accounting,
issue of new ordinary shares or share options are recognised in equity as a deduction net of tax transferring the assets and liabilities at the carrying book values, accounting for this prospectively.
from the proceeds.
T. Related Party Transactions
Q. Finance Income And Costs
Related party transactions constitute the transfer of resources, services or obligations between
Finance income the Group and a party related to the Group, regardless of whether a price is charged. For the
purposes of defining related party transactions with key management, key management has been
Finance income comprises interest income on funds invested and dividend income. defined as directors and the Group’s executive committee and includes close members of their
Interest income is recognised as it accrues in profit or loss, using the effective interest method. families and entities controlled or jointly controlled by these individuals.

Finance costs U. Employee Benefits

Finance costs comprise interest expense on borrowings, unwinding of the discount on provisions (i) Short-term employee benefits
and interest expense on lease liabilities. All borrowing costs are recognised in profit or loss using
the effective interest method, unless the borrowing costs are directly attributable to the acquisition, Remuneration to employees in respect of services rendered during a reporting period is expensed
construction or production of qualifying assets, in which case the directly attributable borrowing in that reporting period. A liability is recognised for accumulated leave when there is a present
costs are capitalised. legal or constructive obligation as a result of past service rendered by employees.

R. Contingent Liabilities (ii) Share-based payment transactions

Contingent liabilities represent possible obligations that arise from past events and whose existence MTN Group Limited, the Group’s ultimate holding Group, operates two staff share incentive
will be confirmed only by the occurrence or non-occurrence of uncertain future events not wholly schemes, the MTN Group share and the MTN Group Share Appreciation Rights scheme
within the control of the Group. which applies to MTN Uganda Ltd as a subsidiary of the Group.

Contingent liabilities also represent present obligations that arise from past events but are not These schemes are accounted for as cash settled share-based payments to employees at
recognised because an outflow of resources is not probable or a reliable estimate cannot subsidiary level. Cash settled share-based payments are measured at fair value (excluding the
be made. The Group does not recognise contingent liabilities in the statement of financial position effect of no-market-based vesting conditions) at valuation date which is each financial year
until future events indicate that it is probable that an outflow of resources will take place and a end.
reliable estimate can be made, at which time a provision is raised.
Each NSO (Notional Share Option) may only be exercised by a participant as a factor of continuous
S. Consolidation employment with MTN Uganda Limited with the following time frame for allocations granted befor
2014:
The Company has prepared consolidated financial statements which incorporate the results of
its subsidiaries, all of which are wholly owned. These subsidiaries are: MTN Mobile Money (U) • up to 20% after two years;
Limited and the dormant entities, MTN Publicom (Uganda) Limited and MTN Village Phone (Uganda) • up to 40% after three years;
Limited. The Company directly holds 100% of the ordinary shares and the voting rights of the • up to 70% after four years; and
aforementioned subsidiaries. • up to 100% after five years of granting the notional options.

Subsidiaries Each allocation of NSO’s granted will remain in force for a period of 10 years from the date of offer.
Exercising refers to the decision by the participant to cash out any net realisable increase in value
Subsidiaries are all entities over which the group has control. The group controls an entity where over and above the NSO’s offer price of vested NSO’s.
the group is exposed to, or has rights to, variable returns from its involvement with the entity
and has the ability to affect those returns through its power to direct the activities of the entity. For allocations granted after 2014, these are granted annually, with 100% vesting after 3 years
Subsidiaries are fully consolidated from the date on which control is transferred to the group. They and expiring after 5 years.
are deconsolidated from the date that control ceases. Inter-company transactions, balances and
unrealised gains on transactions between group companies are eliminated. Unrealised losses The fair value is expensed over the vesting period on a straight-line basis based on the Group’s
are also eliminated unless the transaction provides evidence of an impairment of the transferred estimate of the shares that will eventually vest.
asset. Accounting policies of subsidiaries have been changed where necessary to ensure consistency
with the policies adopted by the group. (iii) Retirement benefit obligations

Business combinations The Group operates a defined contribution plan. A defined contribution plan is a post-employment
benefit plan (such as a pension plan) under which the Group pays a fixed percentage of employees’
The group accounts for business combinations using the acquisition method when control is remuneration as contributions into a separate entity (a fund) and will have no further legal or
obtained by the group. A business is defined as an integrated set of activities and assets that constructive obligations to pay additional contributions if the fund does not hold sufficient assets
are capable of being conducted and managed for the purposes of providing a return directly to to pay all employee benefits relating to employee service in the current and prior periods.
investors or other owners, members or participants. The consideration transferred is measured Contributions to defined contribution plans in respect of services rendered during a period
at the fair value of the assets given, equity instruments issued, and liabilities incurred or assumed are recognised as an employee benefit expense when they are due.
at the acquisition date. The consideration transferred includes the fair value of any asset or liability
resulting from a contingent consideration arrangement. Acquisition-related costs are recognised
in profit or loss. Identifiable assets acquired, and liabilities and contingent liabilities assumed in

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 (iv) Termination benefits The classification is dependent on the purpose for which the financial instruments were acquired.
Management determines the classification of financial instruments at initial recognition. Financial
Termination benefits may be payable when an employee’s employment is terminated before the instruments comprise trade and other receivables, cash and cash equivalents, borrowings and
normal retirement date due to retrenchment or whenever an employee accepts voluntary trade and other payables.
redundancy in exchange for these benefits.
Subsequent measurement
The Group recognises termination benefits at the earlier of the following dates:
Subsequent to initial recognition, financial instruments are measured as described below.
• when the Group can no longer withdraw the offer of those benefits; and
• when the Group recognises costs for a restructuring that are within the scope of IAS 37 Financial assets
Provisions, Contingent Liabilities and Contingent Assets.
Financial assets are subsequently measured at amortised cost using the effective interest method,
In the case of an offer made to encourage voluntary redundancy, the termination benefits are less any impairment losses.
measured based on the number of employees expected to accept the offer. Benefits falling
due more than 12 months after the reporting date are discounted to their present value. Interest income is recognised by applying the effective interest rate, except for short-term
receivables when the recognition of interest would be immaterial.
V. Comparatives
Financial liabilities
Where necessary, comparative figures have been adjusted to conform to changes in presentation
in the current year. Financial liabilities comprise trade and other payables, bank overdrafts, borrowings, and other
non-current liabilities (excluding provisions).
W. Financial Instruments
All financial liabilities are subsequently measured at amortised cost using the effective interest
Accounting for financial instruments method.

Financial assets and liabilities are recognised on the Group’s statement of financial position when Impairment losses on trade and other receivables are presented as net impairment losses within
the Group becomes a party to the contractual provisions of the instrument. operating profit. Subsequent recoveries of amounts previously written off are credited against the
same line item.
All financial assets and liabilities are initially measured at fair value, including transaction costs
except for those classified as at fair value through profit or loss which are initially measured at fair De-recognition
value, excluding transaction costs. Transaction costs directly attributable to the acquisition of
financial assets or financial liabilities at fair value through profit or loss are recognised Financial assets are derecognised when the rights to receive cash flows from the asset have
immediately in profit or loss. expired or have been transferred and the Group has transferred substantially all risks and
rewards of ownership. Financial liabilities are derecognised when the obligation specified
Financial assets and liabilities are classified as current if expected to be realised or settled within in the contract is discharged, cancelled or expires.
12 months; if not, they are classified as non-current.
Impairment of financial assets
Offsetting financial instruments
The Group’s trade and other receivables are subject to the expected credit loss model. While cash
Offsetting of financial assets and liabilities arises when there is a legally enforceable right to offset and cash equivalents are also subject to the impairment requirements of IFRS 9, the identified
the recognised amounts and there is an intention to settle on a net basis or realise the asset and impairment loss is immaterial.
settle the liability simultaneously. The net amount is reported in the statement of financial position.
The Group applies the IFRS 9 simplified approach to measuring expected credit losses which uses
Interconnect and roaming balances have been presented on a net basis and the net impact to a lifetime expected loss allowance for all trade receivables and contract assets. To measure the
Trade receivables and payables is Shs 17,966 millions ( 2021: Shs 18,638 millions) expected credit losses, trade receivables have been analysed based on shared credit risk
characteristics and the days past due.
Financial instrument classification
The loss allowances for trade and other receivables are based on assumptions about risk of default
The Group classifies its financial instruments into the following categories: and expected loss rates. The Group uses judgement in making these assumptions and selecting the
inputs to the impairment calculation, based on the Group’s past history, existing market conditions
• Financial assets at amortised cost; and as well as forward looking estimates at the end of each reporting period.
• Financial liabilities at amortised cost.
The expected loss rates are based on the payment profiles of sales over a period of 24 months
The Group classifies its financial assets as at amortised cost only if both of the following criteria before 31 December 2022 and the corresponding historical credit losses experienced within this
are met: period. The historical loss rates are adjusted to reflect forward looking information to the extent
that there is a strong correlation between the forward-looking information and the expected credit
• the asset is held within a business model whose objective losses.
is to collect the contractual cash flows; and
• the contractual terms give rise to cash flows that are solely Trade and other receivables are written off when there is no reasonable expectation of recovery.
payments of principal and interest. Indicators that there is no reasonable expectation of recovery include, amongst others, the failure
of a debtor to engage in a repayment plan with the Group, and a failure to make contractual
payments for a period of greater than 120 days past due.

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 X. Mobile Money Deposits 3 FINANCIAL RISK MANAGEMENT

Mobile Money (MoMo) deposits are balances that are held with banks for and on behalf of MoMo The Group has exposure to the following risks from its use of financial instruments: credit risk,
customers. MoMo regulations require that these balances with banks are held in a manner to liquidity risk and market risk (foreign exchange and interest rate risk). This note presents
ensure that they are not co-mingled with the Group’s cash and cash equivalents and that these information about the Group’s exposure to each of the above risks, the Group’s objectives,
are ring-fenced to settle MoMo customers’ obligations. The deposits held are accounted for at policies and processes for measuring and managing risk, and the Group’s management of capital.
amortised cost. Further quantitative disclosures are included throughout these financial statements.

Upon recognition of the MoMo financial asset, the Group recognises a corresponding current Market Risk
liability, in the ordinary course, to refund MoMo customers for the deposits made.
(i) Foreign exchange risk
The Group earns transactional fees on these MoMo balances and recognises transactional fees
as part of digital and fintech services revenue. Transactional fees are recognised over time as the The Group operates locally and is exposed to foreign exchange risk arising from various currency
transactions occur. The Group accounts for fees paid to agents as a commission expense in exposures, primarily with respect to the US dollar. Foreign exchange risk arises from recognised
selling, distribution, and marketing expenses. assets and liabilities.

Cash flows that relate to the principal MoMo deposit balances and corresponding liabilities are The Group aims to manage exposure to fluctuations in foreign currency exchange rates by keeping
reflective of customer transactions, but only interest received and paid to customers in relation a proportion of its cash balance in foreign currency. As a policy, the Group does not utilise forward
relating to these balances is recorded on the Company’s statement of cash flows. contracts or other methods of hedging foreign exchange risk that are speculative in nature.

Y. Operating Segments At 31 December 2022, if the Shilling had weakened/strengthened by 5% (2021: 5%) against
the US dollar with all other variables held constant, post-tax profit for the year would have been
Operating segments are reported in a manner consistent with the internal reporting provided to Shs 1,736 million lower/higher (2021: Shs 5,931 million), mainly as a result of US dollar receivables,
the chief operating decision maker. payables, borrowings and bank balances. The Group’s exposure to the US Dollar currency risk
expressed in Ugandan shillings, is as follows:
The board has appointed an executive committee which assesses the financial performance and
position of the Group and makes strategic decisions. The executive committee, has been identified
2022 2021
as being the chief operating decision maker. Shs’000 Shs’000

Z. Direct Network Costs Trade and other receivables 60,847,265 38,587,153

Cash and cash equivalents 28,655,771 51,091,159
These are costs incurred by the business in maintaining the network and telecommunications Trade and other payables (39,902,096) (78,870,876)
equipment.
Current borrowings - (46,674,513)
AA - Government and Regulatory Fees Non-current borrowings - (91,085,344)

These are costs relating to the annual gross revenue levy and spectrum fees paid to the regulator.
49,600,940 (126,952,421)

AB - Handset and Accessories costs

These are costs relating to the handsets, data devices and accessories sold by the company. (ii) Interest Rate Risk

AC - Interconnect and Roaming costs The Group’s interest rate risk arises from long-term borrowings and leases. Borrowings issued
at variable rates expose the Group to cash flow interest rate risk which is partially offset by cash
Interconnect costs are charges resulting from our customers making calls to another operator held at variable rates. The Group regularly monitors financing options available to ensure
and roaming costs result from our customers using another network when they travel and leave optimum interest rates are obtained.
our network.
At 31 December 2022, an increase/decrease of 5% in the interest rate would have resulted in a
AD - Earnings per Share decrease/increase in post-tax profit impact of Shs 1,022 million (2021: Shs 1,115 million).

The Group calculates basic earnings per share by dividing the profit or loss after tax attributable The Group’s exposure to interest rate risk is as follows:
to ordinary equity holders of the Group by the weighted average number of ordinary shares in issue
during the period. On the other hand, dilutive EPS are calculated by adjusting profit or loss
attributable to ordinary equity holders of the Group and the weighted average number of 2022 2021
LIBOR T-Bill rate LIBOR T-Bill rate
ordinary shares outstanding, for the effects of all dilutive potential ordinary shares. Shs’000 Shs’000 Shs’000 Shs’000

Current borrowings - (166,675,565) (47,120,729) (151,572,696)

Non-current borrowings - (82,897,391) (91,085,344) (74,375,000)

- (249,572,956) (138,206,073) (225,947,696)

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 Credit Risk iii) Security

Credit risk arises from cash and cash equivalents, deposits with banks and financial institutions, With the exception of post-paid and dealer trade receivables, no collateral is held for any of the
as well as credit exposures to customers, including outstanding receivables. Credit risk is the risk above assets. Some post-paid subscribers are required to pay a security deposit before being
that a counterparty will default on its contractual obligations resulting in financial loss to the Group. connected onto the Group’s network. Dealer debtors are also required to present post-dated
cheques and bank guarantees before being granted credit. The Group does not grade the credit
i) Risk management quality of receivables. The fair value of security deposit held was Shs 2,984 million (2021: Shs 3,033
million). Incase of default, the security deposit is used to clear the receivable balance.
Credit risk on financial assets with banking institutions is managed by dealing with institutions with
strong balance sheets and a proven track record. All receivables that are neither past due nor impaired are within their approved credit limits. The
dealer debt’s terms were renegotiated, increasing the term over which it is to be repaid. None of
The Group does not have any significant concentrations of credit risk. The Group credit controller the above assets are past due or impaired except for the following amounts in trade receivables
assesses the credit quality of each customer, taking into account its financial position, past (which are due within 30 days of the end of the month in which they are invoiced):
experience and other factors. Individual risk limits are set based on internal or external ratings
in accordance with limits set by the Board. The utilisation of credit limits is regularly monitored.
2022 2021
Shs’000 Shs’000
ii) Impairment of financial assets
Past due, but not impaired (Trade receivables) 48,026,980 40,098,177
Trade receivables are subject to the Expected Credit Loss (ECL) model. Details of impairment of
trade and other receivables are included in note 22. While contract assets, Mobile money deposits
and cash and cash equivalents are also subject to the impairment requirements of IFRS 9, the Impaired (Trade receivables) 20,878,863 15,366,253
identified impairment loss is immaterial since they are considered very low risk.
This excludes the impairment provision for intercompany and other receivables of Shs 1,554 million (2021: Shs 804 million).

To measure the expected credit losses, trade and other receivables have been grouped based on
shared credit risk characteristics and the days past due.
Liquidity Risk
The ECL for trade receivables, which comprise post-paid debtors, dealer debtors, mobile money
debtors, interconnect debtors and roaming debtors is arrived at as a product of the probability Prudent liquidity risk management includes maintaining sufficient cash and marketable securities,
of default, loss given default and exposure at default. The expected loss rates are based on the and the availability of funding from an adequate amount of committed credit facilities. Due to the
payment profiles of sales over a period of 24 months to December 2022 and the corresponding dynamic nature of the underlying businesses, Treasury maintains flexibility in funding by maintaining
historical credit losses experienced within this period. The historical loss rates are adjusted to availability under committed credit lines. Management monitors rolling forecasts of the Group’s
reflect current and forward-looking information on macroeconomic factors affecting the ability liquidity reserve on the basis of expected cash flow.
of the customers to settle the receivables. The Group identified the inflation rate and the impact
of the COVID-19 pandemic to be the most relevant factors, and accordingly adjusts the historical The table below analyses the Group’s financial liabilities that will be settled on a net basis into
loss rates based on expected changes in these factors. Related party receivable balances are relevant maturity groupings based on the remaining period at the balance sheet date to the
assessed for impairment based on the counterparty’s ability to settle on demand. contractual maturity date. The amounts disclosed in the table below are the contractual
undiscounted cash flows. Balances due within 12 months equal their carrying balances,
The ECL for contract assets is arrived at as a product of the probability of default, loss given default as the impact of discounting is not significant.
and exposure at default. Cash and cash equivalents and Mobile money deposits have been assessed
for credit loss based on the credit rating of the financial institutions holding the assets.
Less than Between 1 Between 2 More than
1 year and 2 years and 5 years 5 years Total
The amount that best represents the Group’s maximum exposure to credit risk at 31 December Shs’000 Shs’000 Shs’000 Shs’000 Shs’000
2022 is made up as follows:
At 31 December 2022:
• trade and other payables 349,386,474 - - - 349,386,474
2022 2021
Shs’000 Shs’000 • mobile money deposits 1,207,758,423 - - - 1,207,758,423
• borrowings 199,588,884 101,516,324 16,130,792 - 317,236,000
Cash and cash equivalents (note 24) 200,730,533 188,812,485
• lease liabilities 267,134,959 265,086,341 720,373,798 579,530,248 1,832,125,346
Mobile money deposits (note 23) 1,207,758,423 959,991,495
Trade receivables (note 22) 71,942,929 94,090,935 2,023,868,740 366,602,665 736,504,590 579,530,248 3,706,506,243
Other receivables (note 22) 23,879,077 15,807,193
Less than Between 1 Between 2 More than
Non-current trade receivables (note 20) 6,554,173 9,030,717 1 year and 2 years and 5 years 5 years Total
Shs’000 Shs’000 Shs’000 Shs’000 Shs’000
Receivables from related companies (note 22) 52,465,661 28,123,009
At 31 December 2021:
1,563,330,796 1,295,855,834 • trade and other payables 245,874,202 - - - 245,874,202
• mobile money deposits 959,991,495 - - - 959,991,495
• borrowings 227,045,752 110,380,674 84,692,188 - 422,118,614
• lease liabilities 217,384,708 164,987,411 316,202,232 446,604,347 1,145,178,698

1,650,296,157 275,368,085 400,894,420 446,604,347 2,773,163,009

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 The trade payables balances in the liquidity risk exclude tax and regulatory fees accruals amounting In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends
to Shs 111,044 million (2021: Shs 105,839 million). paid to shareholders, issue new capital or sell assets to reduce debt. The Group monitors capital
on the basis of the gearing ratio. This ratio is calculated as net debt divided by total capital. Net debt
is calculated as total borrowings (including lease liabilities) less cash and cash equivalents. Total
2022 2021 capital is calculated as equity plus net debt. The Group does not have a target gearing ratio or
Shs’000 Shs’000
externally imposed capital requirements. The gearing ratios at 31 December 2022 and 2021
Financial assets at amortised cost were as follows:
Mobile Money deposits 1,207,758,423 959,991,495

2022 2021
Shs’000 Shs’000
Financial liabilities at amortised cost
1,207,758,423 959,991,495
Mobile Money deposits
Total borrowings and lease liabilities (note 27 and 18(b)) 1,322,059,828 1,096,373,605
Less: cash and cash equivalents (note 24) (200,772,719) (188,814,310)
Shs’000 Shs’000

Financial assets at amortised cost Net debt 1,121,287,109 907,559,295

• Cash and cash equivalents (note 24) 200,772,719 188,814,310
• Mobile money deposits (note 23) 1,207,758,423 959,991,495 Total equity 903,997,553 836,158,870
• Non-current trade receivables and other receivables (note 20) 6,554,173 9,030,717
• Trade and other receivables (note 22) 148,287,667 138,021,137 Total capital 2,025,284,662 1,743,718,165

1,563,372,982 1,295,857,659 Gearing ratio 55% 52%

Shs’000 Shs’000

Financial liabilities at amortised cost

• Trade and other payables 349,386,474 245,874,202 4 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
• Mobile money deposits (note 23) 1,207,758,423 959,991,495
• Borrowings (note 27) 249,572,956 364,153,769 Estimates and judgements are continually evaluated and are based on historical experience and
• Lease liabilities (note 18(b) 1,072,486,871 732,219,836 other factors, including experience of future events that are believed to be reasonable under the
circumstances. It is reasonably possible, on the basis of existing knowledge, that outcomes within
the next financial year that are different from the assumption could require a material adjustment
2,879,204,724 2,302,239,302
to the carrying amount of the asset or liability affected.

(i) Critical accounting estimates and assumptions
Fair Value
Property and Equipment
The Group adopted the amendment to IFRS 7 for financial instruments that are measured at fair
value. This requires disclosure of fair value measurements by level of the following fair value Critical estimates in determining the useful lives of property and equipment are made by the
measurement hierarchy: directors in determining depreciation rates for property and equipment. The rates used are set out
in 2(D) above. The directors have established over the lifetime of the business that the depreciation
• Quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1). rates have been consistent with the useful lives of the Group’s assets. As at 31 December 2022, an
• Inputs other than quoted prices included within level 1 that are observable for the asset or increase/decrease in the annual depreciation rate of 5% would have resulted in an increase/
liability, either directly (that is, as prices) or indirectly (that is, derived from prices) (Level 2). decrease in the net book value of approximately Shs 9,708 million (2021: Shs 9,622 million).
• Inputs for the asset or liability that are not based on observable market data (that is,
unobservable inputs) (Level 3). (ii) Critical judgements in applying the Group’s accounting policies

The Group had no financial instruments measured at fair value as at 31 December 2022 and 31 Determining The Lease Term
December 2021. As such, there were no movements between levels in 2022 and 2021. Since most
of the financial assets are current assets, there is no significant non-current exposure therefore In determining the lease term, management considers all facts and circumstances that create an
most of the carrying amount of other financial assets is a reasonable approximation of their fair economic incentive to exercise an extension option, or not exercise a termination option. Extension
value. options (or periods after termination options) are only included in the lease term if the lease is
reasonably certain to be extended (or not terminated). The following factors are normally the
Financial liabilities that are measured at amortised cost. Non- current borrowings and leases most relevant:
have their fair values disclosed in the liquidity risk assessment.
• If there are significant penalties to terminate (or not extend), the Group is typically
Capital Management reasonably certain to extend (or not terminate).

The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as • If any leasehold improvements are expected to have a significant remaining value, the
a going concern in order to provide returns for shareholders and to maintain an optimal capital Group is typically reasonably certain to extend (or not terminate).
structure to reduce the cost of capital.

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193
 • Otherwise, the Group considers other factors including historical lease durations, the costs Deferred revenue represents unused activated airtime subscriber balances for prepaid products,
and business disruption required to replace the leased asset and the businessplanning as well as the cash equivalent of any unused bonus points on the 1-4-1 customer loyalty promotion.
horizon, which is 5 years. Extension options have been included in the lease liability to Revenue is recognised in profit or loss as calls are made, sms’s sent and data used on the unused
the extent that they are within the Group’s current business plan. activated airtime. Revenue in relation to the customer loyalty program is recognised when the
points are redeemed through calls or when they expire 12 months after the initial sale.
As at 31 December 2022, potential future cash outflows of Shs 758,197 million (undiscounted)
have been included in the lease liability because it is reasonably certain that the leases will (i) Significant changes in trade receivables and contract liabilities
be extended (or not terminated) (2021: Shs 321,101 million).
The increase in trade receivables and other receivables was primarily driven by the increase in
amounts due from related parties especially MTN Global Connect Solutions and MTN Management
5 REVENUE FROM CONTRACTS WITH CUSTOMERS Services. The Group has related payables that will be used to settle the bulk of these receivables.
Refer to Note 22 for further information on loss allowances recognised. The increase in contract
(a) Disaggregation of revenue from contracts with customers liabilities is as a result of an increase in outstanding airtime and data balances on account of the
increase in subscribers.
The Group derives revenue from the transfer of goods and services over time and at a point in time
in the following major service and product lines: (ii) Revenue recognised in respect of contract liabilities

The following table shows how much of the revenue recognised in the current reporting period
2022 2021
Shs’000 Shs’000 relates to carried-forward contract liabilities.

Revenue earned over time

2022 2021
Network services 1,472,553,328 1,381,281,155 Shs’000 Shs’000
Interconnect and roaming 90,333,606 91,297,270
Digital and fintech services 660,799,119 529,748,593 Revenue recognised that was included in deferred revenue at start of year 7,709,821 10,648,572

Other revenue 42,241,720 37,900,183

(iii) Assets recognised from costs to fulfil a contract
Revenue earned over time 2,265,927,773 2,040,227,201
Mobile devices 20,324,201 19,859,731 The incremental subscriber acquisition costs are capitalised as contract costs and are amortised
on a systematic basis over the average customer life of 3 years. The movement of the contract
assets is as below:
2,286,251,974 2,060,086,932

2022 2021
Shs’000 Shs’000
Network services, interconnect and roaming, digital services and other revenue are recognised
over time, whereas mobile devices are recognised at a point in time. Network services revenues At start of year 19,513,988 14,821,899
relate to outgoing voice revenue, outgoing sms revenue and mobile data revenues. Additions 10,691,895 18,174,081
Amortised as costs in the year (8,918,387) (13,481,992
Other revenue primarily relates to ICT revenue and IT services provided to MTN Zambia and MTN
Swazi. The revenue is recognised based on the output method in consideration of actual minutes
called,sms’ sent or bytes utilised. This is most appropriate as these are concluded within short At end of year 21,287,496 19,513,988
periods of time. Network services are earned within the consumer business segment (Shs 1,331
million), Enterprise Business Unit (EBU) (Shs 133,118 million) and Wholesale and Carrier (Shs 7,940 Current contract costs 10,585,068 9,949,198
million). Interconnect revenue is recognised within wholesale and carrier services. Mobile devices Non-current contract costs 10,702,428 9,564,790
revenue is primarily within the consumer business segment. Digital and fintech services are within
mobile financial services (Shs 664,550 million), the consumer business segment (Shs 3,907 million)
and Enterprise Business Unit (Shs 155 million). Other revenue is within EBU sales (Shs 42,242 21,287,496 19,513,988
million).

(b) Assets and liabilities related to contracts with customers

6 SEGMENT REPORTING

2022 2021 Operating segments reflect the Group’s management structure and the way financial information
Shs’000 Shs’000
is regularly reviewed. The Group has identified reportable segments that are used by the executive
Trade receivables 92,821,792 109,457,188 committee (EXCO) to make key operating decisions, allocate resources and assess performance.
Loss allowance (note 22) (20,878,863) (15,366,253)
The EXCO primarily focuses on revenue at the segment level. The structure of the business is such
that the assets and liabilities are primarily utilised across the segments, so are reviewed for the
entire Group.
Total trade receivables (note 22) 71,942,929 94,090,935

Contract liabilities - deferred revenue 16,507,615 7,709,821

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195
 The reportable segments are identified as below: 7 DIRECT NETWORK OPERATING COSTS

i) Telecommunications services. 2022 2021

ii) Mobile Financial services This relates to Digital and Fintech services. Shs’000 Shs’000

Leased Line costs 15,883,248 17,088,122

Mobile
Nature Of Telecommunications Financial Services Total TowerCo related costs 150,784,226 114,870,184
Operations Shs’000 Shs’000 Shs’000 Network and IT maintenance 117,675,546 105,887,769

2022 Revenue 1,663,241,262 623,010,712 2,286,251,974

284,343,020 237,846,075

2021 Revenue 1,534,661,090 525,425,842 2,060,086,932

2022 Profit After Tax 237,957,259 168,093,102 406,050,361

8 GOVERNMENT AND REGULATORY FEES
2021 Profit After Tax 215,162,632 125,247,742 340,410,374
2022 2021
Shs’000 Shs’000
2022 Total Assets 2,583,596,125 1,386,202,489 3,969,798,614
Spectrum Fees 19,361,833 17,815,259
2021 Total Assets 2,223,312,173 1,075,082,720 3,298,394,893
Regulatory Fees and Levies 38,573,839 35,300,606

2022 Total Liabilities 1,774,309,163 1,291,491,898 3,065,801,061

57,935,672 53,115,865
2021 Total Liabilities 1,458,737,655 1,003,498,368 2,462,236,023

9 EMPLOYEE BENEFITS EXPENSES

The EXCO also focuses on revenue by customer segment for internal revenue reporting. The
structure of the business is such that the assets and liabilities are primarily utilised across the
segments, so are reviewed for the entire Group. The reportable segments are identified as below: 2022 2021
Shs’000 Shs’000

i) Consumer Salaries and wages 80,752,780 67,702,516

- This comprises prepaid subscriber revenue.
MTN Uganda Limited Provident Fund contributions [note 31 (vii)] 2,787,233 2,828,670
Contributions to National Social Security Fund 7,779,793 6,829,243
ii) Enterprise Business Unit
- This comprises revenue earned from corporate customers, SMEs, governments and post-paid Notional share options (note 26) 11,736,465 11,855,844
customers. Other staff costs 23,518,206 16,206,072

iii) Wholesale and Carrier services 126,574,477 105,422,345

- This relates to revenue earned from other telecommunication companies that provide support
services such as Interconnect, roaming and leased lines services.
Remuneration for the Company’s permanent employees is disclosed under salaries and wages.
iv) Mobile Financial services
Staff welfare costs together with costs for the Company’s contract personnel are disclosed under
- This relates to revenue earned from Digital and Fintech services.
Other staff costs.

Enterprise Wholesale Mobile 10 SELLING, DISTRIBUTION AND MARKETING EXPENSES

Business & Carrier Financial
Nature Of Consumer Unit services Services Total
Operations Shs’000 Shs’000 Shs’000 Shs’000 Shs’000
2022 2021
Shs’000 Shs’000

2022 Revenue 1,383,783,191 172,948,870 106,509,201 623,010,712 2,286,251,974 Commissions 360,581,578 312,580,057
Marketing 46,601,170 39,254,818
2021 Revenue 1,289,503,971 142,135,119 103,022,000 525,425,842 2,060,086,932
Revenue ceded to content and service providers 6,994,075 6,377,323

2022 EBITDA 1,179,391,901

414,176,823 358,212,198
2021 EBITDA 1,057,576,107

2022 Profit After Tax 406,050,361

2021 Profit After Tax 340,410,374

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197
 11 OTHER OPERATING EXPENSES The tax on the Group’s profit before income tax differs from the theoretical amount that would
arise using the statutory income tax rate as follows:
Professional and consulting 4,739,778 11,174,177
Auditor’s remuneration 2,958,250 2,814,408
2022 2021
Directors’ fees 367,772 2,106 Shs’000 Shs’000
General expenses 51,915,116 25,500,348
Profit before income tax expense 591,029,065 490,943,100
Gain on disposal of Property and Equipment and leases (29,972,075) -
Tax calculated at a rate of 30% (2021: 30%) 177,308,719 147,282,930
Motor vehicle and insurance 10,645,396 7,487,060
Security costs 1,112,422 1,247,413
Tax effect of:
Communication costs 2,533,685 1,388,733
expenses not deductible for tax purposes 3,494,189 3,656,459
Management fees 72,424,185 85,063,232
prior year under provision of current income tax 4,715,072 94,563
MTN Foundation [note 31 (viii)] 5,755,342 2,970,598
prior year under provision of deferred income tax asset (539,276) (501,226)
Travel and entertainment 3,589,451 1,457,616
Electricity and diesel - non network 8,380,956 8,576,673
184,978,704 150,532,726
Other utilities - non network 51,907 10,350
Information technology fees 4,959,564 3,825,171
Office building and maintenance 4,064,104 2,477,339
The movement in current income tax (recoverable)/ payable is as follows:
143,525,853 153,995,224
2022 2021
Shs’000 Shs’000

12 FINANCE INCOME/ (COSTS) At start of year (2,351,797) 2,774,305

Current income tax charge 193,137,258 166,854,627

2022 2021 Tax paid (186,891,550) (171,980,729)

Shs’000 Shs’000

Finance income: At end of year 3,893,911 (2,351,797)

• Interest income on Mobile Money deposits 20,706,131 -

• Other Interest income 7,340,100 5,314,139 The current income tax payable / (recoverable) relates to:

• Foreign exchange gains 9,877,689 17,186,952 Income tax payable - Company 4,323,181 -
Income tax recoverable - Subsidiary (429,270) (2,351,797)

37,923,920 22,501,091
3,893,911 (2,351,797)
Finance costs:
• Interest expense and other charges on borrowings (note 27) (29,091,127) (32,389,113)
• Interest expense on lease liabilities (note 18[b]) (141,072,847) (115,043,904) 14 EARNINGS PER SHARE
• Interest expense on Mobile Money deposits (20,706,131) -
• Other interest expenses (642,168) (73,783)
• Foreign exchange losses (27,659,804) (20,327,472) The Group calculates basic earnings per share by dividing the profit or loss after tax attributable to
ordinary equity holders of the Group by the weighted average number of ordinary shares in issue
during the period. On the other hand, dilutive EPS is calculated by adjusting profit or loss attributable
(219,172,077) (167,834,272)
to ordinary equity holders of the Group and the weighted average number of ordinary shares
outstanding, for the effects of all dilutive potential ordinary shares.

The weighted average number of ordinary shares outstanding during the period is the number of
13 INCOME TAX EXPENSE
ordinary shares outstanding at the beginning of the period, adjusted by the number of ordinary
shares bought back or issued during the period multiplied by a time-weighting factor. The time-
2022 2021 weighting factor is the number of days that the shares are outstanding as a proportion of the
Shs’000 Shs’000
total number of days in the period; a reasonable approximation of the weighted average is
Current income tax 193,137,258 166,854,627 adequate in many circumstances. The weighted average number of ordinary shares outstanding
Deferred income tax credit (note 17) (8,158,554) (16,321,901)
during the period and for all periods presented is adjusted for events, other than the conversion
of potential ordinary shares, that have changed the number of ordinary shares outstanding
without a corresponding change in resources.
184,978,704 150,532,726

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199
 2022 2021
17 DEFERRED INCOME TAX
Shs’000 Shs’000
Because of the uncertainty in estimating the extent to which the Group’s deferred income tax assets
Weighted average number of shares at 31 December 22,389,044 22,389,044 and liabilities will crystallise within 12 months from the year end, the Group’s entire net deferred
income tax asset has been classified as a non-current asset.
Profit from continuing operations attributable to shareholders 406,050,361 340,410,374
Deferred income tax is calculated using the enacted income tax rate of 30% (2021: 30%).
The movement on the deferred income tax account is as follows:
Basic / Diluted Earnings per share 18.14 15.20

2022 2021
Shs’000 Shs’000
At the reporting date, the basic and diluted earnings per share were the same. There are no
outstanding shares with a potential dilutive effect on the weighted average number of ordinary At start of year 6,456,748 (9,865,153)
shares in issue.
Credit to profit or loss 8,158,554 16,321,901

15 SHARE CAPITAL At end of year 14,615,302 6,456,748

Deferred income tax assets and liabilities and the deferred income tax charge in profit
2022 2021 or loss are attributable to the following items:
Ordinary Ordinary Credit/ (charge)
Number Par Share Capital Number Par Share Capital Year ended 1 January 2022 to profit or loss 31 December 2022
Of Shares Value Shs’000 Of Shares Value Shs’000 31 December 2022 Shs’000 Shs’000 Shs’000

Deferred income tax liabilities:

Authorised: 28,000,000,000 1 28,000,000 28,000,000,000 1 28,000,000
Ordinary shares
Accelerated tax depreciation (13,280,008) (461,284) (13,741,292)

Issued and fully paid:

Ordinary shares 22,389,044,239 1 22,389,044 22,389,044,239 1 22,389,044 Deferred income tax assets:
Provisions 17,817,978 4,468,176 22,286,154
Net unrealised foreign exchange (601,609) 1,429,370 827,761
The holders of ordinary shares are entitled to participate in dividends and to share in the proceeds Deferred income
of winding up the company in proportion to the number of and amounts paid on the shares held. 2,520,387 2,722,292 5,242,679

16 DIVIDENDS 19,736,756 8,619,838 28,356,594

2022 2021 Net deferred income tax asset 6,456,748 8,158,554 14,615,302
Dividend Dividend
per share Total per share Total
Credit/ (charge)
Shs’000 Shs’000 Shs’000 Shs’000 Year ended 1 January 2021 to profit or loss 31 December 2021
31 December 2021 Shs’000 Shs’000 Shs’000
Dividends paid 15 338,211,678 10 230,206,240
Deferred income tax liabilities:

Dividends paid and proposed 21 461,351,421 15 335,569,082

Accelerated tax depreciation (28,162,849) 14,882,841 (13,280,008)

Deferred income tax assets:

Payment of dividends is subject to withholding tax at rates depending on the residence of the Provisions 12,614,239 5,203,739 17,817,978
respective shareholders. The directors recommend the payment of a final dividend of Shs 123,140 Net unrealised foreign exchange 2,488,885 (3,090,494) (601,609)
million (2021: Shs 105,363 million.)
Deferred income
3,194,572 (674,185 2,520,387

18,297,696 1,439,060 19,736,756

Net deferred income tax asset (9,865,153) 16,321,901 6,456,748

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 18. (A). PROPERTY AND EQUIPMENT 18. (B). LEASES

Tele- Furniture, The balance sheet shows the following amounts relating to leases:
Land and Leasehold communications computers and Motor Work in
Buildings improvements equipment other equipment Vehicles progress Total
PPE Shs’000 Shs’000 Shs’000 Shs’000 Shs’000 Shs’000 Shs’000
2022 2021
i) Amounts Recognised In The Balance Sheet Shs’000 Shs’000
Year ended 31 Dec 2022
Opening Net Right-of-use assets
Book Amount 45,612,535 5,732,634 764,323,781 39,437,149 1,189,783 7,408,779 863,704,661
Network sites 930,780,307 616,469,909
Additions 1,971,766 4,750,591 257,541,772 23,165,761 140,135 8,003,647 295,573,672
Offices and services centres 5,006,339 14,419,126
Transfers* -
Motor vehicles 13,571,169 5,981,354
• Cost 537,186 1,226,744 969,296 752,672 - (3,485,898) -
• Accumulated 949,357,815 636,870,389
depreciation - - - - - -
Disposals: - Lease liabilities

• Cost - (6,437,339) (41,677,905) (20,245,320) (1,172,946) - (69,533,510) Current 106,595,075 104,276,553

• Accumulated Non-current 965,891,796 627,943,283
depreciation - 5,146,782 40,851,790 16,870,642 1,124,859 - 63,994,073
Reallocations** - 18,961 (7,711,474) 43,492 - (2,224,365) (9,873,386) 1,072,486,871 732,219,836

Impairment - - (509,391) - - - (509,391)

2022 2021
Depreciation
ii) Amounts Recognised In Profit Or Loss Shs’000 Shs’000
charge (2,475,135) (3,369,317) (169,856,626) (18,283,475) (182,299) - (194,166,852)
Depreciation charge for right-of-use assets
Closing Net
Book Amount 45,646,352 7,069,056 843,931,243 41,740,921 1,099,532 9,702,163 949,189,267 Network sites 128,929,090 103,649,502
Offices and services centres 4,027,981 5,949,116
At 31 December 2022
Motor vehicles 3,381,150 1,551,725
• Cost 52,391,599 29,725,183 2,191,793,569 208,046,416 12,586,318 9,702,163 2,504,245,248
• Accumulated 136,338,221 111,150,343
amortisation (6,745,247) (22,656,127)(1,347,862,326) (166,305,495) (11,486,786) - (1,555,055,981)
2022 2021
iii) The Movement In Right-Of-Use Assets Is As Follows: Shs’000 Shs’000
Net Book
Amount 45,646,352 7,069,056 843,931,243 41,740,921 1,099,532 9,702,163 949,189,267
At 1 January 2022 636,870,389 571,232,914
Year ended 31 Dec 2021 Additions 616,998,075 155,151,018
Opening Net
Book Amount 37,068,176 7,332,120 697,492,157 42,817,225 1,026,649 39,682,188 825,418,515 Remeasurements 31,071,924 23,361,765

Additions 9,952,347 3,637,298 178,740,336 15,154,129 543,172 4,769,145 212,796,427 Amortisation (136,338,221) (111,150,343)

Transfers* Disposal (199,244,352) (1,724,965)

• Cost - - 31,680,594 851,809 - (32,532,403) - At end of year 949,357,815 636,870,389

• Accumulated
depreciation - - - - - - - At end of the year
Disposals: Cost 1,272,590,629 923,519,732
• Cost - (3,200) (9,046,962) (6,753,367) (3,889,389) - (19,692,918) Accumulated Depreciation (323,232,814) (286,649,343
• Accumulated
depreciation - 3,200 7,396,420 6,409,135 3,657,678 - 17,466,433 Net right of use asset 949,357,815 636,870,389
Reallocations**
2022 2021
• Cost 360,738 (16,874) 24,084,496 131,622 119,598 (4,510,151) 20,169,429 iv) The Movement In Lease Liabilities Is As Follows: Shs’000 Shs’000
• Accumulated
depreciation (49) - 10,996 (13,769) (487) - (3,309) At 1 January 2022 732,219,836 635,537,229
Depreciation Additions 616,998,075 155,151,018
charge (1,768,677) (5,219,910) (166,034,256) (19,159,635) (267,438) - (192,449,916)
Remeasurements 31,071,924 23,361,765
Closing Net Interest expense 141,072,847 115,043,904
Book Amount 45,612,535 5,732,634 764,323,781 39,437,149 1,189,783 7,408,779 863,704,661
Repayments (220,753,172) (194,365,454)
At 31 December 2021 Foreign exchange (gains)/ losses 1,093,788 (735,038)
• Cost 49,882,647 30,166,226 1,982,671,880 204,329,810 13,619,129 7,408,779 2,288,078,471 Disposal (229,216,427) (1,773,588)
• Accumulated
amortisation (4,270,112) (24,433,592) (1,218,348,099) (164,892,661) (12,429,346) - (1,424,373,810) At end of year 1,072,486,871 732,219,836

Net Book
Amount 45,612,535 5,732,634 764,323,781 39,437,149 1,189,783 7,408,779 863,704,661
See note 2 (G) for the accounting policies relevant to leases.

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 19 INTANGIBLE ASSETS 20 RECEIVABLES AND PREPAYMENTS

License fee IT software Total 2022 2021

Shs’000 Shs’000 Shs’000 Shs’000 Shs’000

Year ended 31 December 2022 IRU assets

Opening net book amount 333,344,537 49,470,376 382,814,913 At start of year 50,289,239 52,342,466
Additions - 42,085,919 42,085,919 Additions 21,797,425 13,335,273
Amortisation (31,761,572) (44,848,034) (76,609,606) Charge for the year (14,462,644) (15,388,500)
Reallocation - 9,873,386 9,873,386
At end of year 57,624,020 50,289,239
Impairment - - -
Disposal: - - - IRU assets – current 8,302,149 6,246,884
• Cost - (9,702,762) (9,702,762) IRU assets – non–current 49,321,871 44,042,355
• Accumulated depreciation - 9,254,726 9,254,726
Total IRU assets 57,624,020 50,289,239
Closing Net Book Amount 301,582,965 56,133,611 357,716,576
Non-current receivables and prepayments
At 31 December 2022 IRU non-current receivables 49,321,871 44,042,355
Cost 380,988,858 194,154,112 575,142,970 Other non-current receivables 6,554,173 9,030,717
Accumulated amortisation (79,405,893) (138,020,501) (217,426,394)
Net book amount at end of year 55,876,044 53,073,072
Net Book Amount 301,582,965 56,133,611 357,716,576

Year ended 31 December 2021 The Other non-current receivables are the amounts due from the dealers that the Group expects
Opening net book amount 364,317,764 53,819,391 418,137,155
to collect within two to three years from the end of the reporting period. These amounts are
guaranteed by banks. The fair value of the receivables is not significantly different from their
Additions 49,219,168 57,399,118 106,618,286
carrying amount. The prepaid site and lease rentals primarily relate to Indefeasible right of
Amortisation (80,192,395) (37,507,172) (117,699,567) use arrangements with MTN Global Connect on undersea cables.
Reclassifications - (22,090,125) (22,090,125)
Write-offs
21 INVENTORIES
• Cost (50,267,807) (25,300,355) (75,568,162)
• Accumulated depreciatio 50,267,807 23,149,519 73,417,326
Year ended 2022 2021
Closing Net Book Amount 333,344,537 49,470,376 382,814,913 31 December 2022 Shs’000 Shs’000

At 31 December 2021 Sim cards, phones and accessories 29,189,912 9,498,482

Cost 380,988,858 151,897,570 532,886,428 Provision for obsolete stock (1,757,475) (1,687,751)

Accumulated amortisation (47,644,321) (102,427,194) (150,071,515)

27,432,437 7,810,731
Net Book Amount 333,344,537 49,470,376 382,814,913
(23,878,564) (22,613,391)
Inventories expensed during the year
Reversal/(Addition) of impairment provision during the year (69,724) 474,684
License Fee

The Company’s initial license to operate as a telecommunications company in Uganda expired on

20 October 2018 after 20 years. Uganda Communications Commission (UCC) granted MTN Uganda 22 TRADE AND OTHER RECEIVABLES
Limited a formal long-term licence in July 2021 for a period of 12 years.
Trade receivables 92,821,792 109,457,188
Software
Loss allowance (20,878,863) (15,366,253)
Software that is separately identifiable from components of the Group’s plant and equipment has
been recognised as an intangible asset. This software is amortised over its useful life which is Trade receivables – net 71,942,929 94,090,935
considered to be 3 years.
Receivables from related parties – net (Note 31 (iv) a) 52,465,661 28,123,009
Prepayments 37,075,598 38,971,652
Other receivables 23,879,077 15,807,193

185,363,265 176,992,789

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205
 In the opinion of the directors, the carrying amounts of the receivables approximates their 25 TRADE AND OTHER PAYABLES
fair value. The closing loss allowances for trade receivables as at 31 December reconciles
to the opening loss allowances as set out below.
2022 2021
Shs’000 Shs’000
2022 2021
Shs’000 Shs’000 Trade payables 174,203,551 81,122,753
Payables to related parties [note 31 (iv) b] 39,885,901 17,164,578
As at start of year 16,170,196 9,523,183 Other creditors and accruals 246,341,020 253,426,111
Increase in loss allowance recognised in profit or loss 7,797,794 9,230,223
Receivables written off during the year as uncollectible (1,535,183) (2,583,210) 460,430,472 351,713,442

At end of year 22,432,807 16,170,196

Trade and other payables are unsecured and usually paid within 30 days of recognition. The
carrying amounts of the above trade and other payables approximate their fair values. Other
Consisting of:
creditors and accruals mostly relate to accruals for goods received but not invoiced, statutory
deductions and other payables.
Trade receivables 20,878,863 15,366,253
Other receivables 1,553,944 803,943

26 PROVISIONS
22,432,807 16,170,196

2022 2021
Trade receivables are written off when there is no reasonable expectation of recovery. Shs’000 Shs’000

Non-current contract liabilities 12,215,045 10,831,409

23 MOBILE MONEY DEPOSITS
Non-current provisions 19,513,613 12,354,185

2022 2021 31,728,658 23,185,594

Shs’000 Shs’000
Current provisions 22,992,885 23,262,066
Mobile money deposits 1,207,758,423 959,991,495
Total provisions 54,721,543 46,447,660

Mobile money (MoMo) deposits are balances that are held with banks for and on behalf of MoMo
customers. MoMo regulations require that these balances with banks are not co-mingled with
MTN’s cash and cash equivalents and that these are ring-fenced to settle MoMo customers’ Non-
At Start Additional Utilised / At End Current Current
obligations. The Group recognises mobile money balances held by the respective banks and the Year ended Of Year Provisions Reversed Of Year Provision Provision
customers’ rights to these balances as an obligation (financial liability) in the ordinary course to 31 December 2022 Shs’000 Shs’000 Shs’000 Shs’000 Shs’000 Shs’000
repay the balances to the MoMo customers and a right to claim the corresponding amounts from
Bonus provision 9,827,567 13,175,994 (10,349,549) 12,654,012 - 12,654,012
the relevant banks (financial asset). Cash flows that relate to the principal mobile money deposit
balances and corresponding liabilities are reflective of customer transactions and, consequently, Notional share options 25,788,684 11,736,465 (12,564,943) 24,960,206 19,513,613 5,446,593
are not recorded in the Group’s statement of cash flows. Contract liabilities 10,831,409 2,215,521 (831,885) 12,215,045 12,215,045 -

Other provisions - 4,892,280 - 4,892,280 - 4,892,280

24 CASH AND CASH EQUIVALENTS 46,447,660 32,020,260 (23,746,377) 54,721,543 31,728,658 22,992,885

Cash and cash equivalents comprise cash on hand and deposits held on call, all of which are Non-
available for use by the Group. Below is breakdown of cash and cash equivalents. At Start Additional Utilised / At End Current Current
Year ended Of Year Provisions Reversed Of Year Provision Provision
31 December 2021 Shs’000 Shs’000 Shs’000 Shs’000 Shs’000 Shs’000

2022 2021
Shs’000 Shs’000 Bonus provision 8,600,685 11,050,652 (9,823,770) 9,827,567 - 9,827,567

Notional share options 19,562,445 11,855,844 (5,629,605) 25,788,684 12,354,185 13,434,499

Cash at bank 191,872,549 179,566,910 Contract liabilities 3,240,024 8,260,686 (669,301) 10,831,409 10,831,409 -
Cash at hand 42,186 1,825
Deposits on call (mobile money) 8,857,984 9,245,575 31,403,154 31,167,182 (16,122,676) 46,447,660 23,185,594 23,262,066

200,772,719 188,814,310

MTN Uganda Limited MTN Uganda Limited

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 Bonus provisions represent a performance incentive paid to employees based on the achievement The Group’s borrowings are in respect of an unsecured syndicated loan facility that the Group
of key performance indicators. The provision for the year is based on an estimate of a percentage obtained from Stanbic Bank Uganda Limited (Stanbic Bank), Standard Bank, Standard Chartered
of each of the employees’ annual basic salary. Bonus payment is expected in March 2023. Bank, ABSA Bank Uganda Limited (Absa Bank) and Citibank on 4 February 2016. This facility
refinanced on 25 February 2020, and the values reported are the carrying amounts which
The board approved a share incentive scheme to eligible employees effective 1 April 2004. The first was approximate fair value. The Group also has an unsecured loan facility from Stanbic Bank
vesting under the terms of this scheme was due on 1 April 2007 and specific amounts vest annually Uganda Limited which runs from 21 December 2018. The facilities denominated in USD were
over a four-year period. The value of the notional share options is based on MTN Group Limited’s extinguished in December 2022 and converted to a Uganda Shillings facility from Stanbic Bank
share price and performance of the Group (note 2 (U)). Set out below is a summary of the notional and Absa Bank which runs from 31 December 2022. There were no penalties at conversion.
share options.
None of the borrowings was in default at any time during the year.
2022 2021
Number Total Number Total Capitalised transaction costs relate to costs that are directly attributable to the acquisition of the
Of Shares Shs’000 Of Shares Shs’000 above facilities.

As at 31 December 960,980 24,960,206 1,329,290 25,788,684 (i) Loan facility A

Vested and exercisable at 31 December 172,452 5,446,593 491,050 13,434,499 This facility has a limit of Shs 110,000 million. At 31 December 2022, the principal loan outstanding
in respect of this facility amounted to Shs 61,875 million. The loan is repayable in 16 quarterly
instalments starting May 2021 with the final payment due in February 2024. The rate of interest on
this facility is the aggregate of the Ugandan Government 182-day Treasury Bill rate plus a margin
of 3.25%. The average interest rate for the year was 13.09 %% (2021: 13.1%).

27 BORROWINGS (ii) Loan facility A – Stanbic Bank

Borrowings comprise a syndicated loan facility broken down below: This facility has a limit of Shs 50,000 million. At 31 December 2022, the loan outstanding in respect
of this facility amounted to Shs 12.5 billion. The loan is repayable in 16 quarterly instalments which
started in March 2020 with the final payment due in December 2023. The rate of interest on this
Currency
facility is the aggregate of the Ugandan Government 182-day Treasury Bill rate plus a margin of
(i) Loan facility A Shs 62,900,321 90,431,353 2.5%. The average interest rate for the year was 12.25% (2021:12.1%).

(ii) Loan facility A – Stanbic Bank Shs 12,550,685 25,076,582
(iii) Loan facility B - Revolving Credit
(iii) Loan facility B – Stanbic Bank USD - 22,191,528
(iv) Loan facility B – Revolving credit Shs 77,577,000 112,760,722 This facility has a limit of Shs 110,000 million. At 31 December 2022, the principal loan outstanding
(v) Loan facility C USD - 115,568,329 in respect of this facility amounted to Shs 75 billion. The loan is repayable in either 3, 6, 9, or 12
months with an option to re-draw any amounts paid to a maximum of Shs 110 billion depending
(vi) Loan facility D (Amalgamated) Shs 97,785,634 -
on the cash requirements. The rate of interest on this facility is the aggregate of the Ugandan
Interest bearing loans 250,813,640 366,028,514 Government 182-day Treasury Bill rate plus a margin of 3.5%. The average interest rate for the
Capitalised transaction costs (1,240,684) (1,874,745) year was 13.01% (2021: 13.21%).

Total Borrowings 249,572,956 364,153,769 (iv) Loan facility D – Stanbic Bank and ABSA Bank

None of the facilities is secured against assets of the Group. This facility has a limit of Ush 98 billion. At 31 December 2022, the principal loan outstanding
The Movement In Borrowings Is As Follows: in respect of this facility amounted to Ush 97.7 billion. The loan is repayable in 9 quarterly
At start of year 364,153,769 388,224,948 instalments, which started in February 2023 with the final payment due in February 2025.
The rate of interest on this facility is the aggregate of the Ugandan Government 182-day
Proceeds from borrowings - 50,000,000
Treasury Bill rate plus a margin of 1.85%. The average interest rate for the year was 11.14%.
Interest expense 28,468,677 31,839,142
Amortisation of transaction costs 622,450 549,971 (v) Loan Facility B&C denominated in USD were extinguished on 28 December 2022
Principal repayments (120,451,228) (70,777,880) and converted into a new facility, Facility D.

Interest repayments (29,191,791) (31,861,851)
Unutilised Facilities
Unrealised foreign exchange (loss)/ gain 5,971,079 (3,820,561)
The Group had an unutilised overdraft and short-term loan facilities of Shs 37,236 million (2021:
At End Of Year 249,572,956 364,153,769
Shs 17,750 million). These facilities are unsecured. The overdraft interest rate is the aggregate of
the Ugandan Government 90-day Treasury Bill rate plus a margin of 3.25%.
The Maturity Profile Of The Above Borrowings Is As Follows:
More than one year but not exceeding two years 66,858,140 83,944,153 Bonds and Guarantees
More than two years but not exceeding five years 16,039,251 81,516,191
Non - current borrowings 82,897,391 165,460,344 At 31 December 2022, the Group had letters of credit and guarantee facilities from the following
banks: Standard Chartered Bank Uganda Limited – Shs 32,792 million (2021: Shs 1,930 million);
Current borrowings 166,675,565 198,693,425
Stanbic Bank – NIL (2021: 17,750 million).
249,572,956 364,153,769  

MTN Uganda Limited MTN Uganda Limited

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 Compliance with covenants 28 CASH GENERATED FROM OPERATIONS

The Group complied with the financial covenants of its borrowing facilities during the 2022 and 2022 2021
Net Debt
2021 reporting periods. The section below sets out an analysis of net debt and the movements in Shs’000 Shs’000
net debt.
Reconciliation of profit before income tax to cash generated from operations:

Net Debt 2022 2021 Profit Before Income Tax 591,029,065 490,943,100
Shs’000 Shs’000

Cash and cash equivalents (note 24) 200,772,719 188,814,310 Profit before income tax

Borrowings (249,572,956) (364,153,769) Adjustments for:

Lease liabilities [note 18 (b)] (1,072,486,871) (732,219,836) Depreciation and amortisation notes18(a) and 18(b) 330,505,073 303,600,259
Amortisation of intangible assets (note19) 76,609,606 117,699,567
At end of year (1,121,287,108) (907,559,295)
Impairment of Property and Equipment 509,391 -

Net debt reconciliation Cash Leases Borrowings Total Loss/ (Gain) on sale of property and equipment 706,597 (716,038)
Shs’000 Shs’000 Shs’000 Shs’000
Loss on disposal of intangible assets 448,036 2,150,836
Year ended 31 December 2021
Other movements in intangible assets (note19) - 1,924,005
At 1 January 2021 59,170,525 (635,537,229) (388,224,948) (964,591,652)
Interest and other changes in borrowings (note 27) 35,062,206 28,568,552
Cash flows 131,967,411 194,365,454 52,639,731 378,972,596
Interest and other changes in lease liabilities [note 18(b)] 142,166,635 114,308,866
Foreign exchange (losses)/ gains (2,323,626) 735,038 3,820,561 2,231,973
Gain on disposal of right of use asset and lease liabilities (29,972,075) (48,623)
Other changes - (291,783,099) (32,389,113) (324,172,212)
Interest expense on Mobile Money deposits (note 12) 20,706,131 -

Net debt at 31 December 2021 188,814,310 (732,219,836) (364,153,769) (907,559,295) Interest income (note 12) (28,046,231) (5,314,139)
Other foreign exchange movements 4,235,820 2,323,626
Year ended 31 December 2022
Changes in working capital:
At 1 January 2022 188,814,310 (732,219,836) (364,153,769) (907,559,295)
•  Inventories (19,621,706) 353,704
Cash flows 16,194,229 220,753,172 149,643,019 386,590,420
•  Trade and other receivables (11,173,448) (22,339,115)
Foreign exchange losses (4,235,820) (1,093,788) (5,971,079) (11,300,687)
•  Contract assets (1,773,508) (4,692,089)
Other changes - (559,926,419) (29,091,127) (589,017,546)
•  Contract liabilities 8,797,794 (2,938,751)

Net debt at 31 December 2022 200,772,719 (1,072,486,871) (249,572,956) (1,121,287,108) •  Trade and other payables 108,717,030 51,449,350
•  Provisions 8,273,883 15,044,506

Other changes in the net debt reconciliation above include amortisation of transaction costs, Cash generated from operations 1,237,180,299 1,092,317,616
the net of interest accruals and payments as well as additions and disposals of leases.

29 CAPITAL COMMITMENTS

Capital commitments at the balance sheet date not recognised in the financial statements are as
follows:

2022 2021
Shs’000 Shs’000

Property and equipment

Authorised and contracted for 64,813,671 127,127,559
Authorised but not contracted for 193,999,603 334,099,254

258,813,274 461,226,813

Intangible assets - software

Authorised and contracted for 1,544,463 7,049,300

Authorised but not contracted for 70,578,203 48,820,821

72,122,666 55,870,121

330,935,940 517,096,934

MTN Uganda Limited MTN Uganda Limited

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211
 30 CONTINGENT LIABILITIES
2022 2021
iii) Management, Technical And Other Fees Shs’000 Shs’000
i) Following a tax audit conducted by the Uganda Revenue Authority (URA) covering the financial
years of 2003 to 2009, the URA disallowed certain expenses and issued revised income tax Invesco Uganda Limited - 14,403,618
assessments in December 2011 for those periods. The impact of this would be Shs 10,500 million. MTN International (Mauritius) Limited (Parent company) 70,642,773 69,029,982
The Company did not agree with these assessments and declared a dispute, following which the
Global Trading Company (sister company) 1,781,412 1,629,632
matter was referred to the court mediation process stipulated in the Uganda Income Tax Act. The
key tax issues referred to mediation included the treatment of brand expense and management 72,424,185 85,063,232
fees.

As part of this case, the Company has also decided to allow the Mutual Agreement Procedure iv) Outstanding balances arising from sale and purchase of goods/services 2022 2021
a) Receivables from related parties (note 22) Shs’000 Shs’000
(MAP) to be concluded as provided for under the provisions of the Double Taxation Agreement
(DTA) between Uganda and South Africa. Although the contingency virtually cancels out from a
Group perspective, it should be noted that the Company holds the view that the URA is unlikely to MTN Management Services Company (sister company) 4,287,019 1,630,176
succeed with their claim. MTN Rwandacell (sister company) 34,251 121,312
MTN Swaziland (sister company) 540,360 270,389
ii) The Group is also a defendant in a number of other legal suits. In the opinion of the directors,
MTN South Sudan (sister company) 18,062 36,891
after taking appropriate legal advice, the outcome of such actions will not give rise to a significant
MTN Zambia (sister company) 7,589,359 7,449,939
loss.
MTN Botswana (sister company) - 46,160
MTN Iran (sister company) 2,795 2,668
31 RELATED PARTY TRANSACTIONS MTN Nigeria (sister company) 18,618 -

MTN Ghana (sister company) 20,974 7,700
The Group is controlled by MTN International (Mauritius) Limited incorporated in Mauritius. The
ultimate parent and ultimate controlling party of the Company is MTN Group Limited, incorporated MTN Guinea Bissau (sister company) 45,110 43,062
in South Africa. The other related party companies whose transactions are disclosed below are MTN South Africa (sister company) 855,984 1,546,087
sister companies controlled by MTN Group Limited except for Nilecom that is majority owned by MTN Global Connect Fibre Kenya Limited (sister company)*** 1,788,453 1,667,972
a shareholder who has influence on the entity. The following transactions were carried out with
MTN Liberia (sister company) 117,679 58,930
related parties, with whom the Company has common shareholdings or common directorships:
MTN Conakry (sister company) 352,723 315,860
MTN Congo Brazzaville (sister company) 308,256 161,668
2022 2021
i) Sale Of Goods And Services Shs’000 Shs’000 MTN Global Connect Solutions Limited (sister company) 36,479,997 14,758,447
MTN Afghanistan Limited (sister company) 6,021 5,748
Nilecom (U) Limited 1,252,517 980,905
MTN Rwandacell (sister company) 180,326 1,534,496 Receivables from related parties - net 28,123,009
52,465,661
MTN South Africa (sister company) - 154,357
MTN Zambia (sister company) 828,525 671,361 Unamortised IRU Prepayments
MTN Swaziland (sister company) 339,951 331,584
MTN Global Connect Solutions Limited (sister company) 35,146,093 26,054,913
Global Connect Fibre Kenya (sister company) 488,811 563,248
MTN Dubai Limited (sister company) 16,712,322 19,574,003
MTN South Sudan (sister company) 28,065 188,092
MTN Global Connect Solutions Limited (sister company) 75,103,530 76,152,066
51,858,415 45,628,916
MTN Sudan (sister company) - 8,594
MTN Management Services (sister company) 107,126 48,087
MTN Nigeria (sister company) - 2,647 *** MTN Global Connect Fibre Kenya Limited was formerly MTN Business Solutions Kenya Limited

78,328,851 80,635,437

2022 2021
ii) Purchase Of Goods And Services Shs’000 Shs’000

MTN Rwandacell (sister company) 180,767 2,319,919

Belgacom International Carrier Services* - 5,537
MTN Global Connect Solutions Limited (sister company) 43,150,014 48,780,683

43,330,781 51,106,139

* In 2022, Belgacom is not a sister company and therefore its activities are not included as part of
related party purchases. Purchases and sales of goods relate to sim card sales and accessories
as well as interconnect and roaming charges amongst the various partners.

MTN Uganda Limited MTN Uganda Limited

212 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
213
 33 RETIREMENT BENEFIT PLANS
iv) Outstanding Balances Arising From Sale And Purchase Of Goods/Services 2022 2021
b) Payables To Related Parties (Note 25) Shs’000 Shs’000
The Group set up a defined contributory provident fund scheme for its employees in 1999. The
provident fund is a defined contribution fund and is designed to provide a lump sum on retirement
MTN International (Mauritius) Limited - management fees 6,402,081 3,862,034
and not a guaranteed pension. The lump sum is dependent upon the investment performance of
MTN Dubai Limited (Sister company) 911,102 - the fund. Both employees and the Group contribute to the provident fund on a fixed contribution
MTN South Africa (sister company) 15,392 14,693 basis.
MTN Group Management Services Company (sister company) 7,117,299 837,038
MTN Rwandacell (sister company) 43,564 150,026
Under this plan, the Group does not have any legal or constructive obligation to pay further
contributions if the fund does not have sufficient assets to pay all employees’ benefits relating
MTN Ghana (sister company) - 21,023
to the employee service in the current or prior period. Consequently, no actuarial valuation of the
MTN Global Trading Company 149,293 178,312 fund is required.
MTN Botswana (sister company) - 7,178
MTN Zambia (sister company) 9,142 8,727
34 INTEREST RATE BENCHMARKS AND
MTN Swaziland (sister company) 6,937 4,024
REFERENCE INTEREST RATE REFORM
Interserve BV (sister company) 1,362,455 1,300,601
MTN Afghanistan Ltd (sister company) 18,356 17,523 Following the financial crisis, the reform and replacement of benchmark interest rates such
MTN Irancell (sister company) 205,698 196,359 as the USD LIBOR and other inter-bank offered rates (‘IBORs’) has become a priority for global
regulators. There remains some uncertainty around the timing and precise nature of these
MTN Global Connect Solutions Limited (sister company) 23,639,231 10,557,194
changes. The IASB ‘phase 2’ amendments address issues arising during interest rate benchmark
MTN Congo Brazzaville (sister company) 5,351 9,846 reform. They require that for financial instruments measured using amortised cost, measurement
39,885,901 17,164,578 changes to the basis for determining the contractual cash flows are reflected by adjusting their
effective interest rate.
2022 2021
v) Key Management Compensation
Shs’000 Shs’000
For lease liabilities where there is a change to the basis for determining the contractual cash flows,
Short term employee benefits 10,746,732 8,125,759 as a practical expedient, the lease liability is remeasured by discounting the revised lease payments
Post-employment benefits - 832,483 using a discount rate that reflects the change in the interest rate where the change is required by
IBOR reform.
Notional share options 197,066 199,070
10,943,798 9,157,312 The alternative benchmark that the Company has transitioned to is the Secured Overnight
Financing Rate (SOFR). At the time of reporting, all the management was in the early stages of
2022 2021
vi) Directors’ Remuneration
Shs’000 Shs’000
managing the transition, considering changes to processes, risk management and valuation
models, as well as managing any related tax and accounting implications.
Directors’ remuneration 367,772 2,106
The Company’s borrowing contracts previously denominated in USD which referenced the USD
2022 2021
vii) Contributions to the MTN Uganda Limited Staff Provident Fund LIBOR and extend beyond 2021 were fully repaid and new facilities obtained in Uganda Shillings.
Shs’000 Shs’000
The Company also has USD lease liabilities now discounted at SOFR. These contracts are
Employer contributions 2,787,233 2,828,670 disclosed within the table below:

2022 2021
viii) Contributions to the MTN Foundation
Shs’000 Shs’000 2022 2021
Shs’000 Shs’000
Contributions 5,755,342 2,970,598
Measured at amortised cost:
2022 2021
ix) Dividends Paid Borrowings - 137,759,857
Shs’000 Shs’000
Lease liabilities 13,243,020 6,025,033
MTN International (Mauritius) Limited 280,878,124 221,032,241
Invesco Uganda Limited - 9,173,999 Total liabilities exposed to USD LIBOR 13,243,020 143,784,890

Other Shareholders 57,333,554 -

338,211,678 230,206,240
35 EVENTS AFTER THE REPORTING PERIOD

32 GOING CONCERN There were no adjusting or non-adjusting subsequent events that would have an impact on the
financial statements as at 31 December 2022.
The Group’s forecasts and projections, taking account of reasonably possible changes in trading
performance, show that the Group should be able to operate within its current funding levels.

After making enquiries and in spite of the current liabilities exceeding the current assets, the
directors have a reasonable expectation that the Group has adequate resources to continue in
operational existence for the foreseeable future. The Group therefore continues to adopt the
going concern basis in preparing the financial statements.

MTN Uganda Limited MTN Uganda Limited

214 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
215
 36 IMPACT OF RUSSIA UKRAINE WAR AND COVID-19 PANDEMIC
ON THE BUSINESS

COVID-19 Pandemic Impact

The pandemic resulted in the implementation of moderate to strict government restrictions since
April 2020 but in 2021 all restrictions were eased and the economy was fully opened up with the
education sector being the last on in January 2022. The commercial trends are still doing well with
high growth seen in data and Fintec and promotional activities that had halted in the past years
have resumed. Roaming traffic is also up due to increase in cross border movements.

Russia – Ukraine War

In February 2022, Russian troops invaded Ukraine and this led to a year war that is still ongoing
causing over 2 million Ukranian people to flee their country and many more have lost their lives.
Many of the Western nations have issued sanctions to Russia and this includes Russian companies
high ranking government officials and businessmen supporting the government, The war has led to
global disruptions in the supply chain for food items as well as oil and gas since the 2 countries
were high production areas. The most direct impact to the Group was the increase in fuel prices
that led to increased network costs until towards the end of Q4 2022 when prices started dropping.

The impact of the sanctions on Russia is likely to be very low.

We live to make
connections that
matter.

MTN Uganda Limited MTN Uganda Limited

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217
 Supplementary Information

MTN Uganda Limited MTN Uganda Limited

218 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
219
 Shareholder Analysis
The company’s top 20 shareholders as of 31 December 2022 were:

ANALYSIS BY SIZE OF HOLDING

Shareholder Number %
of Shares Shareholding
Volume Number of Shares % Holders
1. MTN International (Mauritius) Limited 18,593,811,989 83.04%
1 – 1000 0.02% 9,110
2. National Social Security Fund 1,980,000,000 8.84% 4,988,559
1,001 – 5,000 0.05% 6,735
3. Charles Mbire 895,561,810 4.00% 11,748,002
5,001 – 10,000 0.05% 2,020
4. National Social Security Fund (2) 70,696,102 0.31% 11,946,678
10,001 – 1,000,000 0.92% 3,062
5. Bank of Uganda Defined Benefits Scheme (1) 42,000,000 0.18% 205,739,551
Above 1,000,001 (Excluding MTN
15.96% 119
6. Duet Africa Opportunities Master Fund IC 30,000,000 0.17% International (Mauritius) Limited) 3,560,809,460
83.05 1
7. EFG Hermes Oman LLC 26,855,500 0.13% * MTN International (Mauritius) Limited 18,593,811,989

8. First Rand Bank Limited 22,000,000 0.11% 22,389,044,239 100% 21,048

REGISTER TOTALS

9. National Social Security Fund (Kenya) 19,905,113 0.09%

10. National Social Security Fund (Kenya) (2) 19,905,112 0.08%

11. Uganda Revenue Authority Staff Benefit Scheme 18,900,000 0.07%

12. Centenary Rural Development Group 17,640,000 0.07%

Staff Defined Contribution Scheme

13. Patel Baloobhai and Patel Amarjeet Baloobhai 15,750,000 0.06%

14. Sanlam Africa Equity Fund 13,680,000 0.05%

15. National Social Security Fund 13,650,000 0.05%

Staff Provident Fund

16. Bank of Uganda Defined Benefits Scheme (2) 12,862,500 0.05%

17. Kuramo Africa Opportunity Fund 12,515,000 0.05%

18. Central Bank of Kenya Pension Fund 12,440,000 0.04%

19. Tonny Mpuuga Murungi 10,500,000 0.04%

20. Zamara Retirement Fund 9,870,000 0.03%

21. Other shareholders 550,501,113 2.45%

TOTAL 22,389,044,239 100%

MTN Uganda Limited MTN Uganda Limited

220 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
221
 Proxy Form
MTN UGANDA LIMITED (“the Company”)
Plot 69/71, Jinja Road, Kampala

I/We______________________________________________________
(Name in block letters)

of _______________________________________________________
(Address in block letters)

being a member(s) and the holder(s) of ________________ ordinary shares of UGX 1 each in the
Company and entitled to vote hereby appoint:

1.__________________________________________________________ or, failing him/her;

2.__________________________________________________________ or, failing him/her;

3. the Chairperson of the annual general meeting,

as my/our proxy to vote for me/us and on my/our behalf at the annual general meeting to be held on
Friday, 19 May 2023 at 10.00 a.m by electronic means, and at any adjournment thereof as follows:

Number Of Number Of
Votes For* Votes Against* Abstain

Adoption of audited financial statements

for the year ended 31 December 2022:

Approval and declaration of a final

dividend of UGX 5.5 per ordinary share
(UGX 123.1 billion) for the year ended
31 December 2022:

Approval of the appointment of Ms.

Winnie Tarinyeba Kiryabwire as a director
in accordance with Article 96 of the
Company’s Articles of Association:

Approval of the appointment of Ernst &

Young Uganda as the external auditor of
the Company for the audit relating to the
financial year ending 31 December 2023,
and to authorise the directors to fix the
auditor’s remuneration:

Our growth is tied to the growth Dated __________________________ 2023 Full name:______________________________________________________

of the communities Capacity:_____________________________________________

where we live and work. Please provide contact details:

E-mail::_______________________________________________ Tel: :____________________________________________

MTN Uganda Limited MTN Uganda Limited

222 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
223
 GRI Universal And Topic Standards Index

NOTES: GRI
Disclosure Section Page
Standard

(1) A shareholder may insert the name of a proxy or the names of two alternative proxies of
his/her choice in the space provided. The person whose name stands first on the proxy Organisation And Its Reporting Practices - Universal Standard 2021
form and who is present at the general meeting first will be entitled to act as proxy to the
exclusion of those whose names follow. 2.1 Legal name. About MTN 17
(2) For the appointment to be valid, duly executed proxy forms must be delivered electronically Shareholder
2.1 Nature of ownership and legal form. 218
via email address [•] or deposited at any of the following locations not later than Tuesday, analysis
16 May 2023 at 5.00 p.m: 2.1 Location of headquarters. Corporate Info. 233
a) At the MTN Uganda head office at Plot 69/71, Jinja Road, Kampala, Uganda; or 2.1 Countries of operation. About MTN 21
b) At the offices of the Share Registrar, Uganda Securities Exchange Nominees 2.2 Entities included in sustainability reporting. About MTN 76
Limited (SCD Registrars) at Plot 3-5 New Port Bell Road, UAP Nakawa Business
Park, Block A, 4th Floor, Kampala, Uganda.
2.2 Differences between the list of entities included N/A N/A
(3) The completion and lodging of this form of proxy will not prevent the shareholder from in its financial reporting and the list included in
attending the general meeting and speaking and voting in person at the general meeting its sustainability reporting.
instead of the proxy.
2.2 Approach used for consolidating information. N/A N/A
(4) The chairperson of the general meeting may accept or reject any proxy form which is
completed and/or received other than in compliance with these notes. 2.3 Reporting period for, and the frequency of, Sustainability 76
its sustainability reporting. Report
(5) The signatories must initial any alteration to this proxy form, other than the deletion of
alternatives. 2.3 Reporting period for its financial reporting. Financial 183
Review
(6) If the appointer of a proxy is a corporate entity, the proxy form must be executed under the
seal of the corporate entity or under the hand of a director or an officer or attorney duly 2.3 Publication date of the report or reported information. Sustainability 76
authorised by that corporate entity. Report

(7) Documentary evidence establishing the authority of a person signing the proxy form 2.3 Contact point for questions about the report Sustainability 76
in a representative capacity must be attached to this proxy form. In the case of a company or reported information. Report
or an unincorporated body or association, a resolution of the board or equivalent body shall
be required. 2.4 Restatements of information made from N/A N/A
previous reporting periods.
(8) Where there are joint holders of ordinary shares any one holder may sign the proxy form;
and the vote of the senior shareholder (for that purpose seniority will be determined by the 2.5 Policy and practice for seeking external About MTN 18
order in which the names of the shareholders who tender a vote (whether in person or by assurance.
proxy) appear in the Company’s register) will be accepted as to the exclusion of the vote(s)
of the other joint shareholders. 2.5 Sustainability reporting has been externally About MTN 18
assured.

MTN Uganda Limited MTN Uganda Limited

224 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
225
 GRI GRI
Disclosure Section Page Disclosure Section Page
Standard Standard

Activities And Workers - Universal Standard 2021 Governance - Universal Standard 2021

2.6 Active sectors. About Us 26 2.11 Whether the chair of the highest governance body Corporate 132
is also a senior executive in the organization. Governance
Report

2.6 Description of value chain. About Us 26 2.11 If the chair is also a senior executive, explain their function Corporate 133
within management, the reasons for this arrangement, Governance
and how conflicts of interest are prevented and mitigated. Report
2.12 Role of the highest governance body and of senior Corporate 133
2.6 Relevant business relations. Strategy and 43 executives in developing, approving, and updating the Governance
Business organization’s purpose, value or mission statements, Report
Report strategies, policies, and goals related to sustainable
development.
2.7 Total number of employees, and a breakdown Strategy and 50
of this total by gender and by region; Business 2.12 Role of the highest governance body in overseeing Corporate 133
Report the organization’s due diligence and other processes Governance
to identify and manage the organization’s impacts Report
2.7 Total number of permanent employees, temporary Strategy and 50 on the economy, environment, and people.
employees, non-guaranteed hours employees, Business
full-time employees and part-time employees. Report 2.12 Role of the highest governance body in reviewing Corporate 133
the effectiveness of the organization’s processes. Governance
2.7 Methodologies and assumptions used Strategy and N/A Report
to compile the data. Business
Report 2.13 How the highest governance body delegates Corporate 142
responsibility for managing the organization’s Governance
2.7 Significant fluctuations in the number of employees N/A N/A impacts on the economy, environment, and people. Report
during the reporting period.
2.13 Process and frequency for senior executives or Corporate 142
2.8 Workers who are not employees and whose work Strategy and 50 other employees to report back to the highest Governance
is controlled by the organization. Business governance body. Report
Report
2.14 Highest governance body is responsibility for Corporate 142
reviewing and approving the reported information. Governance
Governance - Universal Standard 2021 Report

2.15 Processes for the highest governance body to ensure Corporate 146
2.9 Governance structure, including committees Corporate 132
that conflicts of interest are prevented and mitigated. Governance
of the highest governance body. Governance
Report
Report
2.15 Whether conflicts of interest are disclosed Corporate 146
2.9 Committees of the highest governance body Corporate 142
to stakeholders. Governance
that are responsible for decision-making. Governance
Report
Report
2.16 Whether and how critical concerns are Corporate 150
2.9 Composition of the highest governance body Corporate 141
communicated to the highest governance body. Governance
and its committees. Governance
Report
Report
2.16 Total number and the nature of critical concerns Corporate N/A
2.10 Nomination and selection processes for the Corporate 142
that were communicated to the highest governance Governance
highest governance body and its committees. Governance
body during the reporting period. Report
Report
2.17 Measures taken to advance the collective knowledge, Corporate 146
2.10 Criteria used for nominating and selecting Corporate 141
skills, and experience of the highest governance Governance
highest governance body members. Governance
body on sustainable development. Report
Report

MTN Uganda Limited MTN Uganda Limited

226 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
227
 GRI GRI
Disclosure Section Page Disclosure Section Page
Standard Standard

Governance - Universal Standard 2021 Strategy, Policies And Practices – Universal Standard 2021

2.18 Processes for evaluating the performance of Corporate 146 2.23 Extent to which the policy commitments apply to the Sustainability 92
the highest governance body in overseeing the Governance organization’s activities and to its business relationships. Report
management of the organization’s impacts Report
on the economy, environment, and people. 2.24 Embedding policy commitments for responsible business Sustainability 92
conduct throughout its activities and Report
2.18 Whether the evaluations are independent or not, Corporate 146 business relationships.
and the frequency of the evaluations. Governance
Report 2.25 Processes to remediate negative impacts. Sustainability 92
Report
2.18 Actions taken in response to the evaluations. Corporate 149
Governance 2.26 Mechanisms for individuals to seek advice or rase Sustainability 148
Report concerns on implementing the organization’s policies Report
and practices for responsible business conduct.
2.19 Remuneration policies for members of the highest Corporate 150
governance body and senior executives. Governance 2.27 Total number of significant instances of non-compliance Risk 122
Report with laws and regulations during the reporting period. Management

2.19 Remuneration policies for members of the highest Corporate 150 2.27 Monetary value of fines for instances of noncompliance Risk 122
governance body and senior executives and their Governance with laws and regulations that were paid during the Management
relationship to their objectives and performance in Report reporting period.
relation to the management of the organization’s
impacts on the economy, environment, and people. 2.27 Significant instances of non-compliance. Risk 122
Management
2.20 Process for designing its remuneration policies Corporate 150 2.28 Industry associations, other membership associations,
and for determining remuneration. Governance and national or international advocacy organizations. N/A N/A
Report

2.20 Results of votes of stakeholders (including Corporate 150 Stakeholder Engagement - Universal Standard 2021
shareholders) on remuneration policies Governance
and proposals. Report
2.29 Approach to engaging with stakeholders. Sustainability 81
Report
2.21 Ratio of the annual total compensation for the N/A N/A
organization’s highest-paid individual to the median
2.30 Percentage of total employees covered by collective N/A N/A
annual total compensation for all employees.
bargaining agreements.
2.21 Ratio of the percentage increase in annual total N/A N/A
2.30 For non-union employees, whether organization N/A N/A
compensation for the organization’s highest-paid
determines working conditions and terms of employment
individual to the median percentage increase in
based on collective bargaining agreements that cover
annual total compensation for all employees
its other employees or based on.

Governance - Universal Standard 2021

Economic Value - Topic Standard 2016

2.22 Statement from the highest governance body or most Sustainability 76

senior executive of the organization about the relevance Report 201-1 Direct economic value generated and distributed – Sustainability 96
of sustainable development to the organization and its revenues, operating costs, employee wages and benefits, Report
strategy for contributing to sustainable development. payments to providers of capital, payments to government
and community investments and economic value retained.
2.23 Policy commitments for responsible business conduct. Sustainability 92
Report 201-2 Risks and opportunities posed by climate change. Sustainability 83
Report
2.23 Policy commitment to respect human rights. Sustainability 92
Report

MTN Uganda Limited MTN Uganda Limited

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229
 GRI GRI
Disclosure Section Page Disclosure Section
SECTION Page
PAGE
Standard Standard

Economic Value - Topic Standard 2016 Approach To Tax - Topic Standard 2016

201-3 Defined benefit plan obligations and other retirement N/A N/A 207-1 Tax strategy. Sustainability 94
plans. Report

201-4 Total monetary value of financial assistance received N/A N/A 207-3 Stakeholder engagement and management of Sustainability 94
by the organization from any government. stakeholder concerns related to tax. Report

Indirect Economic Impacts - Topic Standard 2016 Energy Consumption - Topic Standard 2016

203-1 Extent of development of significant infrastructure Strategy, 45 & 302-1 Fuel consumption within the organization from Sustainability 83
investments and services supported. Business & 79 renewable and non-renewable sources. Report
Sustainability
Reports
Energy Consumption - Topic Standard 2016
203-1 Current or expected impacts on communities and Sustainability
local economies, including positive and negative Report 96
302-4 Reduction of energy consumption. Sustainability 83
impacts where relevant.
Report
203-2 Significant identified indirect economic impacts of the Sustainability
302-5 Reductions in energy requirements of Sustainability 83
organization, including positive and negative impacts. Report 79
products and services. Report
204-1 Percentage of the procurement budget used for Sustainability
significant locations of operation that is spent on Report 93 Water And Effluent - Topic Standard 2016 Sustainability [•]
suppliers local to that operation. Report

303-2 Water management. Sustainability 88

Anti-Corruption - Topic Standard 2016 Report

303-5 Water consumption. Sustainability 88

205-1 Significant risks related to corruption identified Sustainability 92 Report
through the risk assessment. Report

205-2 Communication and training about anti-corruption Sustainability 92 Biodiversity - Topic Standard 2016
policies and procedures. Report

205-3 Confirmed incidents of corruption, including total N/A N/A 304-2 Biodiversity impact management. Sustainability 88
number of confirmed incidents in which employees Report
were dismissed or disciplined for corruption.
Emissions - Topic Standard 2016
Anti-Competitive Behaviour - Topic Standard 2016
305-1 Direct GHG emissions. Sustainability 85
206-1 Legal actions pending or completed during the reporting N/A N/A Report
period regarding anti-competitive behaviour and
violations of anti-trust and monopoly legislation 305-2 Indirect GHG emissions. Sustainability 85
Report

305-5 Reduction of GHG emissions. Sustainability 85

Report

MTN Uganda Limited MTN Uganda Limited

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231
 GRI GRI
Disclosure Section Page Disclosure Section Page
Standard Standard

Waste - Topic Standard 2020 Diversity And Equal Opportunity - Topic Standard 2016

306-1 Actual and potential waste-related impacts. Sustainability 85 405-1 Diversity of governance bodies and employees Strategy, 58
Report Business &
Sustainability
306-3 Waste generated. Sustainability 85 Reports
Report

306-4 Waste diverted from disposal (recycling) Sustainability 85 Child Labour - Topic Standard 2016
Report
408-1 Operations and suppliers at significant risk for N/A N/A
Supplier Environmental Assessment - Topic Standard 2016 incidents of child labour.

308-2 Suppliers assessed for environmental impacts. Sustainability 93 Forced Or Compulsory Labour - Topic Standard 2016
Report
409-1 Operations and suppliers at significant risk for N/A N/A
incidents of forced or compulsory labour
Employees - Topic Standard 2016

Security Practices - Topic Standard 2016

401-1 Total number of employees. Strategy and 50
Business
Report 410-1 Security personnel trained in human rights Sustainability 92
policies or procedures. Report
401-2 Benefits provided to full-time employees. Strategy and 50
Business
Report Supplier Social Assessment - Topic Standard 2016

Occupational Safety And Health - Topic Standard 2016 414-1 Supplier screening. Sustainability 93
Report

403-1 Implementation of occupational health and Strategy and 57

safety management system. Business Public Policy - Topic Standard 2016
Report
415-1 Total monetary value of financial and in-kind political N/A N/A
403-5 Occupational health and safety training Strategy and 57
contributions made directly and indirectly by the
provided to workers. Business
organization by country and recipient/beneficiary.
Report

403-6 Promotion of worker health. Strategy and 57 Customer Health And Safety - Topic Standard 2016
Business
Report
415-1 Assessment of the health and safety impacts of N/A N/A
product and service categories
Training And Education - Topic Standard 2016

404-2 Programs for upgrading employee skills and Strategy and 58

transition assistance programs. Business Customer Privacy - Topic Standard 2016
Report

418-1 Customer privacy and losses of customer data. Sustainability 95

Report

MTN Uganda Limited MTN Uganda Limited

232 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
233
 MTN Uganda
Corporate Information

Registered Business Address Plot 69/71, Jinja Road, Kampala

Directors Mr. Charles Mbire

Ms. Karabo Nondumo
Ms. Yolanda Cuba
Mr. Sugentharen Perumal
Ms. Sylvia Mulinge
Mr. Andrew Bugembe
Mrs. Winnie Tarinyeba Kiryabwire

Company Secretary Ms. Enid Edroma

Auditors PricewaterhouseCoopers CPA

1 Colville Street, Communications House,
10th Floor Kampala

Share Registrars Uganda Securities Exchange Nominees Limited /

SCD Registrars. Plot 3-5 New Port Bell Road, UAP
Nakawa Business Park, Block A, 4th Floor, Kampala

MTN Uganda Limited MTN Uganda Limited

234 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
235
 Together,
we’re
unstoppable.

MTN Uganda Limited MTN Uganda Limited

236 Annual Report for the year ended 31 December 2022 Annual Report for the year ended 31 December 2022
237
 MTN UGANDA LIMITED
Plot 69/71, Jinja Road, Kampala

MTN Uganda Limited

238 Annual Report for the year ended 31 December 2022