REGULATORY ENVIRONMENT
The regulatory environment in Africa remains uncertain and the past year presented many challenging issues requiring attention.
Ending a protracted period of uncertainty, the Southern African Development Community (SADC) adopted the latest version of the digital video broadcast terrestrial standard (DVB-T2) to migrate analogue terrestrial television broadcasting services to digital terrestrial television (DTT). Other countries in sub-Saharan Africa are following suit. However, regulatory pressure continues to increase owing to the planned digital migration and introduction of new competitors on all platforms. There is also uncertainty on the analogue-to-digital migration process as government policies and strategies are undefined or unfinished in most countries of operation. In addition new broadcasting bills, regulations, licences and licence renewal requirements are under way in Angola, Kenya, Namibia, Rwanda, Tanzania, Uganda and Swaziland.
In South Africa cabinet approved the adoption of DVB-T2 and set 31 December 2013 as the switch-off date for all analogue terrestrial television transmissions. A number of matters must be finalised by the Independent Communications Authority of South Africa (Icasa) and the Ministry of Communications for migration, such as gazetting a performance period and finalising the DTT set-top box subsidy scheme.
Cost and access to broadband internet remain issues in South Africa. Naspers subsidiary MWEB was the first internet service provider in the country to offer an uncapped ADSL service, an important step in expanding affordable internet access. The ministry has prioritised broadband access, setting November 2011 as the deadline for local loop unbundling. This is generally expected to increase competition and lower broadband prices.
The regulatory environment in South Africa in respect of the press has been under considerable scrutiny in the last year. The proposed Information Bill currently before parliament limits access to information held by the state by declaring it secret. It protects information that goes beyond that which is necessary to protect national security. The bill will limit the ability of civil society to hold government accountable and will facilitate corruption.
The final Consumer Protection Act regulations were published on 31 March 2011. It is uncertain at this stage what impact these regulations will have on our businesses.

DIVIDEND
The board recommends that the annual dividend be increased by 15% to 270 cents (previously 235 cents) per listed N ordinary share, and 54 cents (previously 47 cents) per unlisted A ordinary share. If approved by shareholders at the annual general meeting on 26 August 2011, dividends will be payable to shareholders recorded in the books on Friday 23 September 2011 and paid on Monday 26 September 2011. Further details here.
STOCK EXCHANGE LISTINGS
Naspers has its primary listing on the JSE Limited in South Africa and a Level I American Depository Receipt (ADR) programme. These shares are listed on the London Stock Exchange (LSE) and traded in the USA on an over-the-counter (OTC) basis. International investors are therefore able to buy and sell Naspers securities either through the appropriate OTC market, or on the London or Johannesburg stock exchanges.
DIRECTORS
In terms of the company’s articles of association, one-third of non-executive directors retire annually and reappointment is not automatic.
Adv Francine-Ann du Plessis, Prof Jakes Gerwel and Messrs Fred Phaswana, Ben van der Ross and Boetie van Zyl, who retire by rotation at the annual general meeting, but are eligible, offer themselves for re-election.
Shareholders will be asked to consider the re-election of these directors at the annual general meeting, notice of which is contained in this report. Members of the audit committee are Messrs Boetie van Zyl and Ben van der Ross, Prof Rachel Jafta and Adv Francine-Ann du Plessis. The board recommends shareholders reappoint them as audit committee members. In compliance with the new Companies Act, shareholders will be asked to consider their re-election at the annual generalmeeting. The abridged curricula vitae of all directors appear in the directorate on pages 110 to 113.
My thanks to my fellow board members for their guidance and support in another challenging, but successful year. We also appreciate the commitment of our management teams around the world.

Ton Vosloo
Chairman
24 June 2011

