MTN under siege for paying five executives R198 million

Many MTN shareholders have voted against the company’s remuneration implementation report, which saw its top executives and directors receive R249 million in 2024.

MTN’s 2024 Remuneration Report revealed that its group chief executive, Ralph Mupita, received a R65 million pay package in 2024.

Its other top executives, including CFO Tsholofelo Molefe and MTN SA CEO Charles Molapisi, received between R26 million and R38 million.

MTN’s non-executive board members were particularly well paid. Chairman Mcebisi Jonas received R7.4 million while most other directors received between R2 million and R6 million.

Large executive and director pay packages are common among large JSE-listed companies. However, the unhappiness of MTN shareholders was understandable.

In 2024, MTN’s share price declined by 21% from R117.00 on 1 January 2024 to R91.99 at the end of the year.

This means MTN shareholders lost value while the company’s executives and directors received millions, which has been a long-standing point of contention.

Many investors seek a closer alignment between shareholder value and executive remuneration to ensure that the interests of both groups are the same.

Khotso Mokhele, MTN’s human resources and remuneration committee chair, said they received valuable insights and constructive feedback from shareholders last year.

He said this feedback guided their ongoing efforts to align executive pay and the company’s long-term strategic goals.

MTN’s remuneration committee said it was satisfied that the executive remuneration structure is fair, competitive, and performance-driven.

It stated that there was significant upside potential for overperformance and downside risk for underperformance, in line with their pay-for-performance philosophy.

However, MTN shareholders disagreed. They showed their unhappiness with MTN’s remuneration structure during the annual general (AGM) meeting held on 29 May 2025.

MTN shareholders voted overwhelmingly in favour of most resolutions. The majority received over 99% approval, while more contentious results received over 95%.

The exception was the company’s executive remuneration. 24.34% of shareholders voted against the company’s remuneration policy.

MTN’s remuneration implementation report received even less support from shareholders, with 40.82% voting against it.

This forced MTN to release a statement on the JSE Stock Exchange News Service (SENS), saying it was engaging with dissenting shareholders on the issue.

The remuneration implementation report required 75% support at the AGM to pass.

“The non-binding advisory ordinary resolution concerning the remuneration implementation report did not achieve the necessary 75% support,” MTN said.

It invited shareholders, particularly those who expressed dissent by voting against the resolution, to engage with the company regarding their concerns or recommendations.

MTN asked shareholders to submit written concerns and attend an engagement session scheduled for Thursday, 26 June 2025.

MTN executive and non-executive director pay

The tables below show MTN’s executive and non-executive director pay in the 2024 financial year, as disclosed in the Remuneration Report.