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Annual Report : Directors’ responsibilities   Next : Certificate by the company secretary
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Annual finanacial statements - Contents


Statement of directors’ responsibilities

for the nine months ended 31 December 2005

Financial performance for the nine months to 31 December 2005 was strong, with revenue of R27,2 billion and EBITDA of R11,2 billion

Operations outside of South Africa contributed 55% of EBITDA and 57% of PAT and will play a greater role as our expansion drive progresses

The directors are responsible for the preparation, integrity and fair presentation of the financial statements of MTN Group Limited and its subsidiaries in accordance with International Financial Reporting Standards (“IFRS”) and the Companies Act. The annual financial statements presented on pages 126 to 226 have been prepared in accordance with the requirements of IFRS and the Companies Act, and include amounts based on judgements and estimates made by management.

The directors consider that having applied IFRS in preparing the financial statements, they have used the most appropriate accounting policies, consistently applied and supported by reasonable and prudent judgements and estimates, and that all IFRS that they consider to be applicable have been followed. The directors are satisfied that the information contained in the financial statements fairly presents the results of operations for the period and the financial position of the Group and company at period end, in accordance with IFRS.

The directors have the responsibility for ensuring that accounting records are kept. The accounting records should disclose, with reasonable accuracy, the financial position and results of the Group and the company to enable the directors to ensure that the financial statements comply with relevant legislation.

MTN Group operates in an established control environment, which is documented and regularly reviewed. 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 being controlled. Any new acquisitions which do not apply the same standards and procedures will be integrated into the Group and, during such integration, uniformity of standards will be achieved. Nothing has come to the attention of the directors to indicate that any material breakdown in the functioning of these controls, procedures and systems has occurred during the period under review.

The going concern basis has been adopted in preparing the financial statements. The directors have no reason to believe that the Group or any company within the Group will not be a going concern in the year ahead, based on forecasts and available cash resources. These financial statements support the viability of the Group and the company.

The Group’s external auditors, PricewaterhouseCoopers Incorporated and SizweNtsaluba VSP, jointly audited the financial statements and their unqualified audit report is presented on page 125.

The annual financial statements and Group annual financial statements which appear on pages 126 to 226 were approved for issue by the board of directors on 22 March 2006 and are signed on its behalf by:

PF Nhleko signature RD Nisbet signature
PF Nhleko
Group Chief Executive Officer
RD Nisbet
Group Finance Director

22 March 2006