On behalf of the Board, I am pleased to introduce our governance report for the year ended 31 March 2026. This explains how the Board and its committees have fulfilled their responsibilities during the year, with the highest standards of governance, transparency and effective engagement with our many stakeholders.

Firm foundations

The Board is committed to a strong governance framework that promotes accountability, integrity and ethical behaviour, and values that are embedded throughout our strategy, decision‑making processes and corporate culture. This framework supports the effective delivery of our strategy and the creation of sustainable value for shareholders, customers, colleagues and the communities we serve.

Customer focus is key to our strategy, supported by disciplined execution across our strategic priorities and underpinned by cost optimisation, sustainability and ongoing investment in our people. During the year, the Board continued to actively oversee strategy delivery, leadership capability and organisational effectiveness.

The Board continued to prioritise the effective operation of governance structures and controls. We reviewed compliance with the 2024 UK Corporate Governance Code, including progress towards Provision 29, alongside Nigerian SEC internal control requirements. The Board remained closely engaged with committee activity, receiving regular reports from committee chairs and endorsing key decisions. Oversight was strengthened by regional and functional briefings, focused Board sessions on year‑end reporting and sustainability disclosures, and robust consideration of matters including related‑party transactions, stakeholder engagement and investor feedback.

Our people and culture

Culture and people are central to the Board’s governance agenda and the Board sought assurance throughout the year that behaviours and practices across the Group remain aligned with our purpose and values. This was supported by regular engagement with employees and oversight through the Audit and Risk, Remuneration and Nominations Committees. Listening to the voices of our people enabled the Board to bring to life the spirit of ‘I am Airtel, We are Airtel’, including through the launch of an all‑employee share award. 

Digitisation and simplification

Digitisation and simplification are areas of continued Board focus as we progress in strengthening digital and data foundations, simplifying processes and improving consistency to support transparency, resilience and effective internal controls. The Board also supported the ongoing responsible adoption of artificial intelligence (AI), recognising its potential to enhance control environments and operational efficiency, while ensuring appropriate governance, risk management and ethical oversight.

Regulatory and policy risk remained an important area of attention for the Board as evolving regulatory frameworks, taxation changes and increased compliance requirements can affect investment returns and execution timelines in several markets. The Board closely monitored these developments, including regulatory expectations relating to mobile money services, to ensure risks are appropriately managed and disclosed.

Evolving leadership

In March, I announced my intention to step down as chair at the end of the July 2026 AGM, having served since Airtel Africa’s listing in 2019. It has been a privilege to lead the Board during this period, and I thank my fellow directors, the executive team and our stakeholders for their support. Our outstanding Board and management are well placed to continue delivering the strategy and long‑term ambitions of Airtel Africa.

I look forward to meeting shareholders at the AGM on Wednesday 9 July 2026 where alongside my fellow directors, I will address your questions, concerns and suggestions at any time.

Sunil Bharti Mittal
Chair

7 May 2026