The King Report on Governance for South Africa 2016 (King IV) recommends that the governing bodies of organisations “should lead ethically and effectively”. The report further states that the “governing body should govern the ethics of the organisation in a way that supports the establishment of an ethical culture”. MTN has adopted a framework for the governance and management of ethics that incorporates the guidance given by King IV on ethics programmes.
In MTN, ethics management refers to our collective efforts to create and maintain a strong ethical culture. This culture is marked by ethical leadership, ethics awareness, ethical decision-making and sustained ethical behaviour.
Our efforts to strengthen our ethical culture include the following:
As role models of ethical behaviour to all our stakeholders, our Board members understand and are competent in and fully committed to ethics management, and sponsor and actively support ethics management interventions.
Our ethics governance structures comprise a Group Board Social and Ethics sub-Committee and a Board-level subcommittee in each operation, responsible for the governance of ethics at OpCo level. These structures set the strategy and policies guiding MTN’s ethics performance, and they exercise oversight of and report on MTN’s ethics performance to our stakeholders.
The executive management of MTN ensured that each operation has an ethics office and an operational ethics committee to effectively manage ethics. As part of MTN’s efforts to strengthen our control and compliance environment, a revised second and third line assurance model has been implemented. This assurance model provides for a clear separation in the three lines of assurance within MTN, i.e.
- First line of assurance being responsible for the business risk management function and implementation of controls to maintain a strong control and compliance environment;
- Second line of assurance being responsible for defining the risk and compliance frameworks of the organisation, oversight and monitoring of risk management, control, compliance and ethics management practices and reporting to various stakeholders;
- Third line of assurance being responsible for providing independent assurance to MTN stakeholders on the state of the control environment of the organisation.
The ethics function across the group in particular is benefitting from the strengthened control and compliance environment as dedicated management staff in Risk and Compliance now have ethics management as a core part of their portfolios.
These structures and people oversee and implement our key ethics management processes.
The governance structure and leadership oversee and implement our key ethics management processes:
- Ethics risk assessment
- Ethics strategy
- Code and policies
- “Making ethics real’
- Monitoring & reporting
We conduct an ethics risk assessment every three years to help us understand our ethics risk profile. This enables us to follow the King IV recommendation that the governing body should ensure that codes of conduct and ethics policies address the key ethics risks of the organisation.
MTN Group and each OpCo has a strategy and plan for managing ethics, which enables us to meet the King IV recommendation that the governing body should assume responsibility for the governance of ethics by setting the direction for how ethics should be approached and addressed by the organisation.
Through our code of ethics and ethics-related policies we ensure that the risks we have identified are addressed and opportunities harnessed. We also refresh our organisational values from time to time as necessary. In this way we strive to meet the King IV recommendation that the governing body should approve codes of conduct and ethics policies that articulate and give effect to its direction on organisational ethics.
Our ethics management strategy and plan is implemented over the course of two to three years to ensure that everyone in the MTN consistently acts in line with our values and standards. We make ethics real through a number of initiatives implemented across our OpCos:
- Online ethics awareness programmes for employees, available in six languages
- A recognition programme to acknowledge behaviour that promotes corporate integrity
- Training on standards and ethical decision-making for all employees
- Incorporation of ethics into our global talent standards for recruitment and retention
- Communication through awareness campaigns
- Confidential whistle-blowing lines and disciplinary processes
The MTN Group ethics office reports to the Group Board Social and Ethics subcommittee on progress with the ethics management plan as well as the state of ethics in MTN, in line with the King IV recommendation that the governing body should ensure that measures are taken to monitor organisational ethics and how the outcomes are addressed.
MTN’s ethics management processes are assessed independently by Internal Audit. We report on our ethics performance to our external stakeholders in our integrated sustainability and annual reports, as well as to international independent standards organisations that help us understand and communicate our impact on our ethical culture.