SENS Note - 28 August 2019

MTN GROUP LIMITED - Dealing in securities

MTN 201908280023A Dealing in securities MTN Group Limited (Incorporated in the Republic of South Africa) Registration number 1994/009584/06 Share code: MTN ISIN code: ZAE000042164 ("MTN" or "the Company") DEALING IN SECURITIES BY MOBILE TELEPHONE NETWORK HOLDINGS LIMITED ("MTN HOLDINGS") A SUBSIDIARY AND AN ASSOCIATE OF MTN In compliance with paragraphs 3.63 – 3.92 of the JSE Limited Listings Requirements, we hereby announce the following transaction in MTN securities on behalf of the 2016 MTN Employee Share Ownership Plan ("ESOP") Trust. The 2016 MTN ESOP Trust was established by MTN for the purpose of incentivising, rewarding and retaining Level 1 and 2 employees. These employees are not executives or senior management within MTN. Name of associate: MTN Holdings Relationship with MTN: Subsidiary of MTN Name of the Company: MTN Date of transaction: 21 August 2019 Number of securities transferred: 125904 Class of security: MTN ordinary shares of 0.01 cents each Price at which R104.17 securities were transferred Total value of securities: R 13,115,419.68 Nature of transaction: Off-market transfer of treasury shares to MTN 2016 ESOP Trust Nature of interest: Direct beneficial The allocation of shares to the Level 1 and 2 employees in terms of the 2016 ESOP scheme occurs bi -annually (during an open period) following the transfer of shares from MTN Holdings to the 2016 MTN ESOP Trust. Prior clearance to deal in the above-mentioned transaction was obtained in accordance with MTN policy as well as the JSE Listings Requirements. Fairland 28 August 2019 Lead Sponsor JP Morgan Proprietary Limited Joint Sponsor Tamela Holdings Proprietary Limited Date: 28/08/2019 09:02:00 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.