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SENS- Thursday, 30 June 2016

MTN GROUP LIMITED - Allocation of MTN Group shares in accordance with the Performance Share Plan 2010 (MTN Performance Share Plan)

MTN 201606300113A Allocation of MTN Group shares in accordance with the Performance Share Plan 2010 (MTN Performance Share Plan) MTN Group Limited (Incorporated in the Republic of South Africa) Registration number 1994/009584/06 Share code: MTN ISIN code: ZAE000042164 ("MTN" or "the MTN Group") ALLOCATION OF MTN GROUP SHARES IN ACCORDANCE WITH THE PERFORMANCE SHARE PLAN 2010 (MTN PERFORMANCE SHARE PLAN) In accordance with paragraph 3.63 of the JSE Limited Listings Requirements ("Listings Requirements"), shareholders are advised that the company secretary of MTN as well as directors of major subsidiaries of MTN were awarded shares in terms of the MTN's Performance Share Plan, the salient details of which are set out below: 1. Name of Company Secretary SB Mtshali Name of the company MTN Date of transaction 29 June 2016 Number of shares awarded 10 100 shares are subject to performance conditions Class of security MTN ordinary shares of 0.01 cents each Market price per share at R139.00 which shares were awarded Total value of shares R1 403 900.00 Vesting period Two years from award date Nature of transaction Off-market award of shares to employee in accordance with MTN Performance Share Plan Nature of interest Direct beneficial Clearance Yes 2. Name of director PD Norman Name of the subsidiary Mobile Telephone Networks (Pty) company Ltd and MTN Nigeria Communications Limited Date of transaction: 29 June 2016 Number of shares awarded 46 100 shares are subject to performance conditions Class of security MTN ordinary shares of 0.01 cents each Market price per share at R139.00 which options were awarded Total value of shares R6 407 900.00 Vesting period Two years from award date Nature of transaction Off-market award of shares to employee in accordance with MTN Performance Share Plan Nature of interest Direct beneficial Clearance Yes 3. Name of director M Nyati Name of the subsidiary Mobile Telephone Networks (Pty) company Ltd Date of transaction 29 June 2016 Number of shares awarded 37 500 shares are subject to performance conditions Class of security MTN ordinary shares of 0.01 cents each Market price per share at R139.00 which options were awarded Total value of shares R5 212 500.00 Vesting period Two years from award date Nature of transaction Off-market award of shares to employee in accordance with MTN Performance Share Plan Nature of interest Direct beneficial Clearance Yes 4. Name of director SB Ntsele Name of the subsidiary Mobile Telephone Networks (Pty) company Ltd Date of transaction 29 June 2016 Number of shares awarded 25 500 shares are subject to performance conditions Class of security MTN ordinary shares of 0.01 cents each Market price per share at R139.00 which shares were awarded Total value of shares R3 544 500.00 Vesting period Three years from award date Nature of transaction Off-market award of shares to employee in accordance with MTN Performance Share Plan Nature of interest Direct beneficial Clearance Yes 5. Name of director JA Desai Name of the subsidiary Mobile Telephones Networks (Pty) company Ltd and MTN Nigeria Communications Limited Date of transaction 29 June 2016 Number of shares awarded 90 400 shares are subject to performance conditions Class of security MTN ordinary shares of 0.01 cents each Market price per share at R139.00 which shares were awarded Total value of shares R12 565 600.00 Vesting period Two years from award date Nature of transaction Off-market award of shares to employee in accordance with MTN Performance Share Plan Nature of Interest Direct beneficial Clearance Yes 6. Name of director K Toriola Name of the subsidiary MTN Nigeria Communications company Limited Date of transaction 29 June 2016 Number of shares awarded 54 700 shares are subject to performance conditions Class of security MTN ordinary shares of 0.01 cents each Market price per share at R139.00 which options were awarded Total value of shares R7 603 300.00 Vesting period Two years from award date Nature of transaction Off-market award of shares to employee in accordance with MTN Performance Share Plan Nature of interest Direct beneficial Clearance Yes 7. Name of director FJ Moolman Name of the subsidiary MTN Nigeria Communications company Limited Date of transaction 29 June 2016 Number of shares awarded 44 700 shares are subject to performance conditions Class of security MTN ordinary shares of 0.01 cents each Market price per share at R139.00 which shares were awarded Total value of shares R6 213 300.00 Vesting period Two years from award date Nature of transaction Off-market award of shares to employee in accordance with MTN Performance Share Plan Nature of interest Direct beneficial Clearance Yes Fairland 30 June 2016 Sponsor Deutsche Securities (SA) Proprietary Limited Date: 30/06/2016 05:41:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.