MTN - MTN Group Limited - Announcement by MTN Group Ltd

MTN - MTN Group Limited - Announcement by MTN Group Ltd                         
MTN Group Limited                                                               
(Incorporated in the Republic of South Africa)                                  
Registration number 1994/009584/06                                              
Share code: MTN                                                                 
ISIN code: ZAE000042164                                                         
("MTN")                                                                         
Announcement by MTN Group Ltd                                                   
Potential legal action by Turkcell Iletisim Hizmetlera AS                       
Shareholders will be aware that MTN, through one of its subsidiaries, owns a    
49% shareholding in Irancell, which holds the second GSM telecommunications     
licence in Iran (2nd GSM Licence). The remaining 51% of Irancell is owned       
and controlled by Iran Electronic Development Company (IEDC).                   
By way of background, Turkcell Iletisim Hizmetlera AS (Turkcell) and its        
subsidiary, East Asian Consortium (EAC), have brought a variety of legal        
proceedings arising out of EAC`s unsuccessful effort to obtain the 2nd GSM      
Licence in 2005.  In late 2005, EAC commenced (ultimately unsuccessful)         
proceedings against the Iranian Ministry of Telecommunications. In 2008,        
Turkcell instituted (currently pending) international arbitration               
proceedings against the Iranian government under a bilateral investment         
treaty.                                                                         
Turkcell has informed MTN that it believes it has a claim against MTN and       
its relevant subsidiary, arising out of the award of the 2nd GSM Licence,       
based on alleged violations of United States laws (the Turkcell US Claim),      
and has indicated an intention to bring such a claim before a United States     
court.  No such claim has been filed or served.                                 
As MTN understands the Turkcell US Claim, it would allege that, in              
approximately 2004 to 2005, in an effort to cause the Iranian government to     
issue the 2nd GSM Licence to MTN rather than Turkcell, MTN made improper        
payments to an Iranian and a South African government official; that MTN        
encouraged the South African government to take a favourable position toward    
Iran`s civil nuclear power development programme at a meeting of the            
International Atomic Energy Agency in November 2005; and that MTN enlisted      
South African government support for the provision of military equipment to     
Iran.  Turkcell has intimated a range of putative claim amounts, the nominal    
value of which, if formally asserted, would be material. No basis for any       
such claim amount has been substantiated to date. The MTN Board of              
Directors, on legal advice, presently believes that the Turkcell US Claim       
lacks legal merit, and that, in any event, a US court would not have            
jurisdiction to entertain the claim.                                            
MTN has zero tolerance for corruption and unethical business practices.         
Accordingly, the Board of Directors has established a special committee         
consisting of non-executive directors to consider the allegations made in       
support of the Turkcell US Claim.  The Board has appointed Lord Leonard         
Hoffmann, an internationally renowned jurist, to chair the committee, to        
oversee and validate its investigation, and to ensure the integrity and         
independence of the investigation.  The Board has directed the committee to     
take all actions it deems appropriate to investigate the allegations, and to    
make recommendations to the Board as to any actions to be taken as a result     
of its findings, including as to publication of such findings and any           
measures which may be warranted.                                                
Fairland                                                                        
2 February 2012                                                                 
Sponsor                                                                         
Deutsche Securities (SA) (Pty) Limited                                          
Date: 02/02/2012 17:45:01 Supplied by www.sharenet.co.za                     
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