Naspers Ar2010

Annual
Ann
n
Report
Repo
Repo
Re p rtt 2010
The Naspers Review of Governance and Financial Notice of Annual
Group Operations Sustainability Statements General Meeting
2 Financial highlights 22 Review of operations 42 Governance 74 Consolidated 198 Notice of AGM

4 Group at a glance 24 Internet 51 Sustainability and company 205 Proxy form
6 Global footprInt 30 Pay television 66 Directorate annual financial
8 Chairman’s and 36 Print media 71 Administration and statements
managing corporate information
director’s report 72 Analysis of
16 Financial review shareholders and
shareholders’ diary
Entertainment at your fingertips
Vision for subscribers

To have access to entertainment,
trade opportunities, information
and to my friends – wherever I am
Naspers Annual Report 2010 1

Mission
To develop into the leading group
of media and e-commerce
platforms in emerging markets
www.naspers.com
2 Naspers Annual Report 2010

kgFINANCIAL HIGHLIGHTS
Revenue (R’bn) Ebitda (R’m) Ebitda margin (%)

28,0 6 496 23,2
26,7 6 026 22,6
09 10 09 10 09 10
Headline earnings Core HEPS Dividend per

per share (rand) (rand) share (proposed) (rand)
8,84 14,26 2,35
8,27 11,79 2,07
09 10 09 10 09 10
2010 2009
R’m R’m
Income statement and cash flow

Revenue 27 998 26 690
Operational profit 5 447 4 940
Operating profit 4 041 3 783
Net profit attributable to equity shareholders 3 257 5 761
Cash flow from operating activities 5 622 3 913
Statement of financial position

Total assets 57 468 54 560
Current assets 13 126 13 689
Total equity 35 634 35 217
Non-current liabilities 10 892 8 993
Current liabilities 10 942 10 350
Other information
Dividend per N ordinary share (cents) (proposed) 235 207
Earnings per N ordinary share (cents) 873 1 553
Weighted average number of N ordinary shares in issue (’000) 372 951 371 004
THE NASPERS GROUP
A spread of media investments in emerging markets
www.naspers.com

kgGROUP AT A GLANCE
Internet platforms mainly in Central and Eastern

Internet Europe, China, Russia, Latin America, Africa, India and
Thailand. Services include e-commerce, communities,
including major brands of associates) communication, social networks, entertainment and
mobile applications.
digital
INTERNET: 24.com, ACL, Allegro, AlleWakacje.pl, allo,
Ancestry24, Aruodas.It, Aukro, Beijing Youth Daily online,
BuscaPé, Careers24, ceneo.pl, Channel24, Compera nTime,
Crossfire and Xunixian (licensed games), Dungeon &
Fighter, Fin24, EDOMUS.LT, Food24, Gadu-Gadu, GoTravel24,
GadunaGlos, Health24, Heureka!, ibibo, Images24,
Kalahari.net, Korbitec, KV.EE, Lelong, LIVECHAT software,
Pay-television subscriber platforms and channels,
Pay television including mobile television, in Africa.

PAY TELEVISION: M-Net Action, AfricaMagic, AfricaMagic
Plus, Big Brother, Carte Blanche, Channel O, DStv, Idols,
KooWee, kykNET, MK, M-Net, M-Net Movies 1 and 2, M-Net
Series, M-Net Stars, MultiChoice Africa, Oracle Airtime Sales,
SOUTH AFRICA
SuperSport, SuperSport Travel, SuperSport United Football

Club.
SUBSAHARAN AFRICA TECHNOLOGY: Irdeto, Cloakware, Entriq.
Magazines, newspapers, printing, distribution and
Print media book-publishing businesses in South Africa and

sub-Saharan Africa, as well as print media investments
in Brazil and China.
including major brands of associates)
NEWSPAPERS: Africa: Beeld, City Press, Daily Sun, Die
Burger, Rapport, Soccer Laduuuuuma!, Son, Sondag, Sunday
Sun, Supa Strikas, Volksblad and various community
newspapers. China: Beijing Youth Daily, Titan Weekly
Newspaper, Xin’an Evening News.
MAGAZINES: Africa: Destiny, DRUM, FAIRLADY, FEMINA,
FHM, FINWEEK, heat, HUISgenoot, KICKOFF,
Landbouweekblad, Men’s Health, Move!, SARIE, Sports
Illustrated, seventeen, TRUE LOVE, tuis, tv24, tvplus, Twende,

kgGROUP AT A GLANCE continued
Mail.ru, Mobile QQ, Mobilne Gadu-Gadu, MojaGeneracja,

Molotok, MWEB, MWEB (Thailand), MXit, nauka.pl,
Netads24, News24, Nimbuzz, oferia.pl, OPENFM, OSTA.EE,
otoDom.cz, otoMoto.pl, Qzone, PAYBACK, PayGSM,
Pay U SA, platnosci, platforma iStore.pl, PracaAllegro,
Property24, QQ, QXL, Ricardo, Sanook!, Skelbia.it, Sports24,
Sulit, Tencent, teszvesz, Titan24.com, Wheels24, Women24,
qq.com, QQ Dancer, QQ Doctor, QQ Download, QQ Friends,
QQ Eye, QQ Fantasy, QQ Game, QQ Mail, QQ Member,
QQ Music, QQ Live, QQ Pinyin Input Method, 3G.QQ.com,
QQ Pet, QQ San Guo, QQ Show, QQ Speed, QQ Tang,
Vatera.hu, Xin’an Evening News online.
Weg, YOU and some 41 more. Brazil: Claudia, EXAME,

Nova, Ana Maria, Vejá, Viagem, Viva! and some 90 more.
China: All Sports, Golf Digest China, Soccer Weekly, Women’s
Health and more.
PRINTING: Paarl Gravure, Paarl Media, Paarl Print, Paarl Labels,
Paarl Web, Paarl Web Gauteng, Print24.
LOGISTICS: On the Dot.
BOOKS: Collegium (Botswana), Future Entrepreneurs, idem
smile, Jonathan Ball Publishers, Leisure Books/Leserskring,
Lux Verbi.BM, Mwajionera Publishers (Zambia), NB Publishers,
Nasou Via Afrika, Stimela Publishers, Van Schaik Uitgewers.

kgGLOBAL FOOTPRINT
NORTH AMERICA
SOUTH AMERICA

• GROUP COVERAGE
OFFICES

EUROPE
AFRICA
ASIA
AUSTRALIA

kgCHAIRMAN’S AND MANAGING DIRECTOR’S REPORT
OVERVIEW invested to grow the subscriber base. Irdeto, the

In summary, Naspers recorded a 5% increase in TV technology business, also felt economic headwinds,
revenues to R28bn for the past financial year. but cut costs.
Operational profit advanced 10% to R5,4bn, whilst core The print media businesses, however, suffered a 5%
headline earnings grew 22% to R5,3bn. Our financial decline in its top line because of anaemic advertising
performance is analysed in the financial review on revenues.
page 16 of this annual report.
INTERNET
The internet industry showed bold growth in
In aggregate, the internet segment recorded revenue up
emerging markets. Our pay-television operations held
by 24% to R9,2bn. Operational profit grew to R2,4bn.
up well, whilst the technology business returned to
In China Tencent performed ahead of expectations
operational profitability. However, print businesses
with revenue higher by 49%. Registered peak
globally, including our own, suffered in the recession.
concurrent users to the instant-messaging (IM) platform
Over the past year the Naspers group continued to
now total 105 million. Tencent’s contribution to core
expand. Most emerging markets in which we operate
headline earnings increased by 76% to R2,1bn.
survived the global economic downturn reasonably
The strong rand had a significant effect on the
well, when compared to developed economies.
other internet businesses where, nominally, revenues
The internet segment, comprising mainly
were marginally up and profits down. Calculated on
Allegro in Central Europe, Tencent in China
a stable currency basis, we estimate revenues and
and Mail.ru in Russia, all grew, with
operational profits would have grown 19%.
revenues up 24%.
The Allegro platform in Poland continued
Our pay-television businesses again
to deliver solid growth. In local currency, gross
proved resilient to economic conditions
merchandising value transacted on the
and recorded revenue growth of 12%,
platform grew by 20%, generating revenue
with slightly lower
growth of 24%.
operating
New services
margins as we
were launched.

kgCHAIRMAN’S AND MANAGING DIRECTOR’S

DIRECTOR S REPORT continued
In India ibibo, our joint venture with Tencent, is in the last quarter of the financial year. Operating
developing social-gaming and e-commerce platforms. margins were slightly lower due to the cost of building
In Russia Mail.ru expanded its base to 81 million the subscriber base, as well as higher content costs
active email users. This business contributed R70m resulting from increased competition and more local
to our core headline earnings. This was impacted by content production.
increased taxes on dividend payments and the strong In South Africa the base grew by 450 000 to
rand. Mail.ru has completed the acquisition of Astrum, 2,85 million homes. The service now offers nine different
the online games platform operator in Russia. bouquet offerings and three high-definition channels.
In Latin America BuscaPé was added to the group With a strong content offering, including soccer, general
in September 2009. This unit is growing its core entertainment and movies, the mid-priced Compact
comparison shopping business and broadening its base and Family bouquets attracted customers. Advertising
by rolling out new services including revenues were marginally better. The coming year will
electronic payments, classified see more competitors entering this
advertising and affiliate advertising market.
networks. In the other 47 countries in the
In South Africa 24.com remains rest of sub-Saharan Africa, a focus
a leading local internet publisher, on local content and additional
growing its users by 34%. sport delivered 184 000 additional
subscribers, taking the base to
PAY TELEVISION 1,1 million homes. The Compact and
Overall, the pay-television Family bouquets stand at 447 000
segment expanded revenues by subscribers. Hausa and Yoruba language
12%, due to subscriber growth channels were added in Nigeria.
of 634 000 net households. After SuperSport is now one of the main
a satisfactory festive season, funders of local sports leagues across
subscriber growth did slow the African continent, which means

kgCHAIRMAN’S AND MANAGING DIRECTOR’S REPORT continued
higher content costs for us. However, if African sport is to reduced operating costs and this segment reversed an
become globally competitive, someone needs to fund it. operational loss last year into a profit of R47m.
Mobile-TV operations were launched in Ghana,
Kenya, Namibia and Nigeria, whilst we still await a PRINT MEDIA
licence in South Africa. The print media operations in South Africa recorded a
top-line decline of 5%. Circulation of newspapers and
IRDETO magazines held up remarkably, but advertising felt the
Irdeto delivered blows. In a recession people read more, but advertisers
some 15,8 million spend less. Operating costs have been reduced and
conditional access capital expenditure reigned in. We were able to grow
units in the period market share marginally.
under review, a 5% In Brazil the magazine publisher Abril also experienced
increase. Revenues in a challenging year, particularly in advertising. This
other divisions were flat due was largely offset with prudent cost controls. Abril’s
to the global slowdown. contribution to our core headline earnings amounted to
Consolidation of various R318m (2009: R414m), partly influenced by the strong
technology businesses rand and a higher tax charge in the period.
into Irdeto has
DIVIDEND
The board recommends that the annual dividend be
increased 14% to 235 cents (previously 207 cents)
per N ordinary share, and 47 cents (previously
41 cents) per unlisted A ordinary share. If approved
by shareholders, at the annual general meeting on
Friday 27 August 2010, dividends will be payable
to shareholders recorded in the books on Thursday

23 September 2010 and will be paid on Monday I ADRs are traded in the USA on an over-the-counter
27 September 2010. The last date to trade cum (OTC) basis. International investors are therefore able to
dividend will be on Thursday 16 September 2010. buy and sell Naspers securities either through the Level
Shares will therefore trade ex dividend from Friday I ADR OTC market, the LSE or the JSE Limited.
17 September 2010.
GOVERNANCE AND SUSTAINABILITY
STRATEGY AND PROSPECTS Governance and sustainability are essential for
Looking ahead, we mostly have resilient businesses in stakeholders of the Naspers group. The board of
emerging markets that are still expanding. Competition directors conducts the group’s business with integrity,
in pay TV, regulation and consumer spending remains applying appropriate corporate governance policies
a challenge. and practices in each company in the group.
Focusing on the internet, we plan to grow the Several of Naspers’s subsidiaries are governed by
group through a combination of organic growth and independent boards of directors, all of which have
acquisitions. Stringent processes are applied when
their own governance practices and subcommittees
evaluating investment opportunities.
that comply with the necessary
We aim to deliver value to our
governance and regulatory
shareholders over the medium to
requirements.
longer term.
On an ongoing basis Naspers
continues to evaluate areas
STOCK EXCHANGE LISTINGS
where governance at a corporate
Naspers has a Level I American
and subsidiary level can be
Depository Receipt (ADR)
programme and its American strengthened. The impact of the
Depository Shares (ADSs) are listed new companies act in South Africa,
on the London Stock as well as the King III Code on
Exchange Corporate Governance, was a
(LSE). Level focus over the past year.

The Naspers board, its subcommittees and the Naspers will produce an integrated report for the
boards and subcommittees of subsidiaries MIH, financial year ended 31 March 2011 and will also report
MultiChoice and Media24, made good progress in on the application of King III.
assessing the principles and practices contained Naspers’s sustainability report prepared in
in King III. Subsequent to the year-end the Naspers accordance with the Global Reporting Initiative
board approved a plan to address aspects of King III, (GRI) – application level C, is available on our website
the implementation of which is under way. Where (www.naspers.com).
appropriate for the group, the changes to our
governance policies and practices will be made. If any Risk management
principles or practices are found to be inappropriate for Risk management is integral to the day-to-day
the group, the reason for not implementing King III’s operations of our businesses. As an international
recommendations will be disclosed. multimedia group with business activities in various
countries, the group is exposed to a wide range of risks
that may have serious consequences. The diversified
nature of the group, however, assists in spreading
exposure.
The Naspers board, in conjunction with the boards
of major subsidiary companies, is responsible for
determining risk management and control procedures,
as well as for evaluating the effectiveness of those
procedures. The identification of risks and their
management forms part of each business unit’s
business plan.
Subsequent to year-end the
responsibilities of the audit and
risk management committee were

separated and a new risk committee was approved. remuneration to our employees, and quality products
This will assist the board to monitor the management and services are provided to consumers. Socially, we
of risks. contribute via community involvement. We strive to
Larger group companies have their own risk protect the environment through our efforts to reduce
management functions. This risk management process the group impact by using sophisticated printing
is subject to periodic review. The following major risks technologies and focusing on recycling and energy
are evident among a wide range of related exposures: efficiency.
k technological innovations
k political and economic instability
k competition
Community
k technical failures: satellite, electricity
supply, malfunction of machinery
k currency fluctuations
k legislation and regulations
k unauthorised access to our
programming signals, and Integrity
k natural disasters. Commitment Connection
Although some of these risks are chain
outside the board’s control, certain
measures may be implemented to
mitigate the effects of some of the risks.
SUSTAINABLE DEVELOPMENT
Naspers plays a role in the sustainable development Communication
of South Africa. We pay taxes to government and

 Chairman’s AND MANAGING DIRECTOR’S REPORT (continued)
Commitment to empowerment mainstream economy. Over the years we have

We support the aim to incorporate previously introduced several broad-based black economic
disadvantaged communities into South Africa’s empowerment schemes.
Naspers is one of the most empowered media
companies for the third year running, according to the
Financial Mail empowerment survey that reviews the
top listed companies on the JSE for black economic
empowerment (BEE).
Media24’s broad-based BEE initiative, Welkom
Yizani, has approximately 100 000 black people
and groups indirectly owning a part of Media24
Limited.
We are also proud that Media24 received full marks
for the enterprise development and socio-economic
elements of the Department of Trade and Industry’s
Empowerment Scorecard.
MultiChoice South Africa’s two successful
empowerment initiatives, Phuthuma Nathi and
Phuthuma Nathi 2, have approximately 120 000
black people and groups owning indirectly a share in
MultiChoice South Africa.
Focus
Our international businesses are mostly internet
platforms (focusing on commerce, communities,
content, communication and games). As the group’s

kgCHAIRMAN’S AND MANAGING DIRECTOR’S

ECTOR’S REPORT contin
continued
nue
u d
international presence in emerging markets expands,

the focus will remain on sustainable development.
We want to contribute to the communities
in which we operate; develop our own people;
contribute to economic prosperity at national and PEOPLE
individual level; and minimise our impact on the The global economic landscape and fast-changing
environment. markets demand that we adapt quickly. We require the
A more detailed governance and sustainability review right skills set to meet the challenges in each of the
can be found on pages 42 to 65 of this annual report. countries in which we operate. Across the group, skills
development is critical to maintain our competitive
DIRECTORS advantage, especially in our technology-intensive
In terms of the company’s articles of association, one- businesses. In our internet businesses we aim
third of the non-executive directors retire annually and to attract the best young engineers, and training
reappointment is not automatic. Messrs Ton Vosloo, is key to our growth strategy.
Neil van Heerden, Hein Willemse and Lourens Jonker, We are proud of the contribution made by our
who retire by rotation at the annual general meeting, people in so many countries. During a tough year they
being eligible, offer themselves for re-election. have shown resilience and innovation to achieve most
On 25 November 2009 Prof Debra Meyer of the goals our businesses had set. We appreciate
was appointed as a new member of the board. their commitment.
Shareholders will be asked to consider the re-election Finally, our thanks to fellow board members for their
of those directors who retire by rotation, and to guidance and support.
approve the appointment of Prof Debra Meyer as a
director at the upcoming annual general meeting,
notice of which is contained in this annual report. The
abridged curricula vitae of all the directors appear in Ton Vosloo Koos Bekker
the directorate on pages 66 to 69 of the annual report. Chairman Managing director
The
The Naspers
Naspers Review
Review of
of Governance
Governance and
and Financial
Financial Notice
Notice of
of Annual
Annual
Group
Group Operations
Operations Sustainability
Sustainability Statements
Statements General
General Meeting
Meeting
kgFINANCIAL REVIEW
FINANCIAL REVIEW margins improved largely due to cost management

This review reflects highlights of the group’s financial and delayed development spend.
performance for the past year. Full details can be found in During the year MultiChoice launched the
the annual financial statements presented on pages 74 W7 satellite resulting in an increase in our transponder
to 196 of this annual report. leases and commitments.
OVERVIEW OF GROUP RESULTS Core headline earnings

The past financial year was characterised by Core headline earnings for the year grew 22% to R5,3bn.
challenging economic conditions as well as a strong A calculation of headline and core headline earnings is
rand, which had a negative impact on reported results detailed in the table on page 17. As regularly reported
when translating other currencies. to shareholders, the board remains of the view that core
headline earnings is an appropriate measure of the
Revenue
group’s sustainable operating performance, as it
Revenue growth of 5% to R28bn (2009: R26,7bn) was
excludes once-off and non-operating items.
recorded over the period. This muted growth was partly
the result of pressure on print media, but mainly a
Finance costs
stronger rand. Based on a stable currency, we estimate
Net interest costs for the year increased to R535m
revenue growth would have been 11%.
(2009: R306m), the result of funding new acquisitions
In aggregate, the internet segment recorded
with debt and available cash balances.
revenue up by 24% to R9,2bn. Overall, the pay-
television segment expanded revenues by 12%, due to
Equity-accounted results
subscriber growth of 634 000 net households. Both the
Naspers’s share of equity-accounted results of our
print and technology segments suffered revenue
associates, mainly Tencent, Mail.ru and Abril, increased
declines due to economic conditions and the effects
to R2,1bn (2009: R1,5bn).
of a strong rand.
Operational profit Profit on sale of investments

Our operational profit increased by 10% to R5,4bn The profit on sale of investments relates mainly to the
(2009: R4,9bn). Using a stable currency, operational sale of MWEB’s business in the rest of Africa. These
profit growth is estimated to have been 17%. Group proceeds are once-off in nature.

kgFINANCIAL REVIEW continued
Calculation of headline and core headline earnings

Year ended Year ended
31 March 31 March
2010 2009
R’m R’m
Net profit attributable to shareholders 3 257 5 761
Adjusted for:
– insurance proceeds (369) (113)
– impairment of property, plant and equipment and other assets 225 117
– impairment of goodwill and intangibles 384 22
– (profit)/loss on sale of property, plant and equipment (156) 27
– profit on sale of intangibles (73) —
– discontinued operations — (2 965)
– profit on sale of investments (120) (10)
– remeasurements included in equity-accounted earnings 30 —
– impairment of equity-accounted investments 62 214
3 240 3 053
Total tax effects of adjustments 7 5
Total minority interest of adjustments 50 7
Headline earnings 3 297 3 065
Discontinued operations — (129)
Headline earnings from continuing operations 3 297 2 936
Adjusted for:
– treasury-settled share scheme charges 418 258
– prior-year withholding taxes 121 —
– reversal/(creation) of deferred tax assets 253 (58)
– amortisation of intangibles 922 958
– Welkom Yizani refinancing 330 —
– fair value adjustments and currency translation differences (22) 279
Core headline earnings 5 319 4 373

SEGMENTAL REVIEW
This segmental review includes consolidated subsidiaries plus the proportional consolidation of our economic interest
in associates. Doing so allows for improved disclosure of the contribution of all our investments to the group’s results.
The group’s primary measurement of profitability is defined as operational profit, which excludes other gains/losses
and amortisation of intangibles (other than software). It includes the finance cost on transponder leases, which the
group treats as an operating cost.
Revenue
2010 2009
R’m R’m % Change
Pay television 16 659 14 858 12
Internet 9 181 7 411 24
– Tencent 4 874 3 281 49
– Other 4 307 4 130 4
Print media 10 204 10 722 (5)
Technology 1 207 1 514 (20)
Economic interest 37 251 34 505 8
Less: Associated companies (9 253) (7 815) 18
Consolidated 27 998 26 690 5
Ebitda
2010 2009
Internet 2 804 1 973 42
– Tencent 2 542 1 588 60
– Other 262 385 (32)
Print media 1 232 1 389 (11)
Technology 98 (75) +100
Corporate services (230) (210) 10

Operational profit
2010 2009
Internet 2 423 1 626 49
– Tencent 2 363 1 447 63
– Other 60 179 (66)
Print media 896 1 062 (16)
Technology 47 (139) +100
Corporate services (232) (213) 9
Note: Operational profit excludes amortisation of intangibles (other than software) and other gains/losses and includes the finance cost on transponder leases.
CASH FLOWS AND STATEMENT OF assets R135m, liabilities R21m and the balance to
FINANCIAL POSITION goodwill. Minorities’ share of the above is R79m.
Free cash flows of R4,1bn (2009: R2,4bn) were recorded. During November 2009 the group made a further
The financial position remains healthy with cash investment of R771m into Mail.ru as part of its
consolidated gearing, excluding transponder leases, of acquisition of Astrum Online. The group’s shareholding
5%. During the year the group extended an offshore was diluted from 42% to 39%.
revolving credit facility with a syndicate of banks to Subsequent to the initial 83% interest acquired in
March 2013 and increased the size of the facility to Bankier.pl in August, the group also acquired the
US$1,72bn. The drawdown on the facility at 31 March
remaining minorities. The total consideration of R178m
2010 was US$948m.
was allocated as follows: tangible assets R52m,
intangible assets R33m and the balance to goodwill.
SIGNIFICANT ACQUISITIONS
The group also made some other acquisitions for a
In September the group acquired 94,8% of Brazilian
combined cost of approximately R522m. Revenues and
e-commerce group BuscaPé for approximately R2,7bn.
profits from all acquisitions were not significant to
This was funded from existing credit facilities. A put
option of R89m over minorities is part of the purchase consolidated results.
consideration. The preliminary purchase price allocation
is: tangible assets R180m, intangible assets R394m, ACCOUNTING POLICIES AND CHANGES IN
liabilities R228m and the balance to goodwill. ACCOUNTING TREATMENT
During October the group acquired 51% of Korbitec Our financial results for the year ended 31 March 2010
(Proprietary) Limited (an electronic platform for have been prepared in accordance with International
attorneys, banks and other players in the property value Financial Reporting Standards (IFRS), the requirements of
chain) for cash of R158m with an additional R51m the South African Companies Act, No 61 of 1973, and in
contingent consideration. The preliminary purchase compliance with the Listings Requirements of the JSE
price allocation shows: tangible assets R48m, intangible Limited. Except as noted below, accounting policies are

consistent with those applied in the previous period segmental reporting and Tencent is shown as a separate
and IFRS. reportable segment. The amendment to IFRS 8, which
These results have been audited by the company’s allows an entity not to disclose segmental assets if not
auditor, PricewaterhouseCoopers Inc., whose reviewed by management, has been adopted early.
unqualified report is available for inspection at the Comparative information was restated accordingly.
registered office of the company. IAS 23 “Borrowing Cost (Revised)” requires entities to
The group adopted the following new standards, capitalise qualifying interest cost. The amendment had
amendments and circulars for the year ended no material effect on the group.
31 March 2010: Circular 3/2009 “Headline Earnings” was issued by the
The revised IAS 1 “Presentation of Financial South African Institute of Chartered Accountants. The
Statements” was issued requiring certain changes to circular was changed to incorporate the latest
existing disclosures, as well as the introduction of the amendments and revisions to IFRS. This circular is
“Statement of comprehensive income”. These changes effective for the period under review, but had no
had no effect on the financial position or results of the material effect on the group.
group. Core headline earnings exclude once-off and
IFRS 8 “Operating Segments” replaced IAS 14 non-operating items and management remains of the
“Segment Reporting”. Segment information is now view that it is an appropriate measure of the group’s
presented on the same basis as for internal sustainable operating performance.
management reporting purposes. The only significant This measure is not a defined term under IFRS and
change is that the results of our investments in may not be comparable with similarly titled measures
associates are now proportionately consolidated for reported by other companies.
235 cents per share
+21%
compound
growth pa
Dividend per N share

(Compounded growth
over 25 years – 21% pa)
2010
2005
1995 2000
1990
1986
REVIEW OF OPERATIONS
Reaching out through the internet, broadcast and print media
www.naspers.com

kgREVIEW OF OPERATIONS
Today Naspers is one of the leading media groups in emerging markets.

Our interests comprise the following:
Internet
Internet platforms in Eastern and Central Europe, China, Russia,
Latin America, Africa, India and south-east Asia. Services include
e-commerce, communities, communication, social networks,
entertainment and mobile value-added services.
Pay television
Pay-television subscriber platforms in South Africa and
sub-Saharan Africa. In addition, Naspers develops underlying
technologies necessary for internet, pay-television and
mobile platforms.
Print media
Magazines, newspapers, printing, distribution and book-publishing
businesses in South Africa and sub-Saharan Africa, as well as print
media investments in Brazil and China.

kgREVIEW OF OPERATIONS continued


kgREVIEW OF OPERATIONS  Internet
INTERNET 9 181
Global internet usage grew unabated over 7 411
REVENUE
the past year. A total of 1,7 billion people worldwide are in rand millions
now online, an 18% increase over the previous year. The
most significant online growth occurred in Central and
09 10
Eastern Europe, Latin America, China and Russia.
2 804
1 973
EBITDA
in rand millions
09 10
2 423
1 626
OPERATIONAL PROFIT
in rand millions
09 10
Europe
Here we operate in the internet segments of transaction
platforms, communities, communication platforms,
entertainment services and mobile value-added
services. Revenues flow in principally through
e-commerce, classifieds, payment services, comparison

kgREVIEW OF OPERATIONS  Internet continued
shopping, advertising, fee-based value-added services

and gaming.
The European portfolio comprises five main Russia. During 2009 Mail.ru expanded its user base and
businesses. Mail.ru is based in Russia, the Allegro by March 2010 had 123,7 million visitors to its portal,
group and Gadu-Gadu in Poland, the Ricardo group producing 17 million page views per month. The core
in Switzerland and Nimbuzz in the Netherlands. mail platform continued to show strong growth with
Operations are spread across 25 countries. 308 200 users registering new accounts daily, whilst the
The Allegro group comprises fixed-price social-networking component of Mail.ru added 173 600
e-commerce transaction platforms, as well as auctions, new users each day. Astrum is the largest games
classified advertisements (eg auto, real estate, jobs and developer and games platform operator in Russia.
travel), price comparison and social-shopping sites, Gadu-Gadu operated in a depressed advertising
plus a payments platform. A number of these services market but continued to further diversify its revenue
operate across Poland, Russia, the Czech Republic, streams. A total of 10,3 million monthly instant-
Slovakia, Hungary, Bulgaria, Romania, Ukraine, Latvia, messaging (IM) service people use this platform and,
Lithuania, Estonia, Belarus, Kazakhstan and Serbia. The since the release of the new IM version, activity has
group recorded satisfactory growth during the review increased.
period. Page views grew to 78,4 billion and 156,8 million
items were sold with a gross merchandise value of
PLN8bn (R20,8bn), generating PLN664,5m (R1,7bn) in
revenues.
Over the past year Mail.ru produced sound results in
a difficult market, outgrowing its peers. The completion
of the Astrum transaction makes Mail.ru the largest
online communication and entertainment company in

Ricardo continues to lead in its core market and monetisation product, NimbuzzOut (comparable to
introduced new vertical services in Switzerland. SkypeOut).
Launches included Ricardo Shops [a business-to-
consumer (B2C) merchant platform] and Tradus.ch South-east Asia
MIH’s interests in India and the rest of south-east Asia
(a general classifieds platform).
grew both organically and through acquisition.
Nimbuzz, now 43,6% owned by MIH, is a
In India ibibo, our joint venture with Tencent, has
Netherlands-based technology firm focused on mobile
established itself as the leader in social transactions. It
instant messaging and voice-over internet protocol
was recognised by Business Week as one of the top 50
(VoIP). During the review period, the company grew
technology start-ups globally and ended the year as a top
its user base to 17,1 million and launched its first
30 website in the country. ibibo is now also the leading
social gaming platform in India and launched Tradus.in and
goibibo – both e-commerce initiatives.
Investments were made in the Philippines, where
MIH acquired 51% of sulit.com.ph – a local website and
online classifieds service. In Malaysia we acquired a 34%
shareholding of lelong.com.my – an online trading platform.
Despite turbulence in Thailand, Sanook! developed
its e-commerce business, launching two verticals in
autos and real estate. Sanook! is the leading local portal
in Thailand.
MIH increased its shareholding in Buzz City
to 36%. This is a Singapore-based developer
of cellular services, including a global mobile
advertising network.

China
Tencent again performed well in a highly competitive
market. An improving economy and rapid growth of the
internet industry in China enabled Tencent, with its
diversified business model, to produce solid operating
and financial results in 2009.
As the Chinese internet sector develops further,
users are demanding better services. More intensified
competition from experienced rivals continues to emerge.
Tencent is increasing its investment in research and
development, technical infrastructure and personnel
development.
The operating platforms grew during the year.
QQ’s instant-messaging platform recorded peak
concurrent users of over 105 million in March 2010, a new
milestone. The online gaming platforms also performed
strongly. Tencent continued to invest to improve its
content offering and operating and service platforms, and
to provide a better overall user experience.
Tencent’s excellent performance is a tribute to its
management team and employees, led by Ma Huateng.
Being listed on the Hong Kong Stock Exchange, extensive
data on Tencent’s operating and financial performance is
available on its website (www.tencent.com).

Africa Korbitec/Property24 operates an end-to-end

Kalahari.net is the market leader in South African e-commerce platform preferred by property
e-commerce. The company provides the broadest professionals and buyers and sellers of property in
range of products at competitive prices and has South Africa.
grown by 32% over the past year. Several new product 24.com is a leading internet publisher in South
categories are showing growth. Kalahari.net Kenya Africa, growing by 34% to some 2,7 million users across
and Kalahari.net Nigeria were launched, leveraging its network of websites. News24 remains the top local
the product catalogue from South Africa. In addition, destination with approximately 1,6 million users per
Kalahari.net’s Market Place was introduced in South month. A variety of subbrands including Fin24, Sport24
Africa to offer consumer-to-consumer (C2C) trading for and Health24 are category leaders. During the year
new and used products. News24 extended its brand into mobile applications for
In October 2009 MIH the iPhone, Android, Blackberry and Nokia platforms,
acquired an interest and increased its wireless application protocol (WAP)
in Korbitec mobile audience.
(Proprietary) MXit South Africa, in which MIH has a 30%
Limited, South shareholding, continued robust growth in the mobile
Africa’s leading market, expanding its registered user base by 41% to
property portal. 17 million. The stability of the MXit platform increased,
Property24.com leading to an increase in peak concurrent online users.
was merged
with Korbitec Latin America
as part of the In September 2009 MIH acquired 94,8% of BuscaPé,
transaction. an e-commerce player in Latin America. The BuscaPé
group operates various businesses: comparison

shopping (BuscaPé and BondFaro), a platform for

classified advertisements (QueBarato), a payment
platform (Pagamento Digital), affiliate networking
(Lomadee), market intelligence (ebit), fraud analysis
(FControl) and financial-lead generation (Cortacontas).
Recently BuscaPé acquired an interest in Pagos Online,
the payment platform in Colombia.
During the year Compera nTime, our mobile
value-added services operation in Brazil, acquired
a competitor, Yavox. The enlarged group has been
renamed Movile. Operations were integrated and the
business turned profitable. The portfolio includes SMSs,
ringtones, music, videos, games, mobile blogging and
user-generated content platforms.

kgREVIEW OF OPERATIONS  Pay television
16 659
PAY TELEVISION 14 858
South Africa
The MultiChoice DStv subscriber base grew by REVENUE
in rand millions
450 000, bringing the total households to
2,85 million at 31 March 2010. The Compact 09 10
bouquet, which targets the emerging market, 5 744
5 197
recorded growth of 245 000 to close the year on
716 000 homes. After a satisfactory festive season, EBITDA
MultiChoice experienced
p a slowdown of growth
g in rand millions
09 10
5 171
4 624
OPERATIONAL PROFIT
in rand millions
09 10
in new subscriptions in the last quarter of the financial

year.
The popular personal video recorder (PVR) reached
364 000, whilst the number of homes subscribing to
the XtraView service grew to 416 000. This enables
subscribers to enjoy two independent viewing
environments by linking two decoders. The high-

Group Operations Sustainability
lity Statements General Meeting
kgREVIEW OF OPERATIONS  Pay television continued
drawcard. These include Carte Blanche and its two new

spinoffs, Carte Blanche Consumer and Carte Blanche
Medical. Also popular were All Access, I Wanna Be and
the popular reality shows Big Brother Africa and Survivor
South Africa.
The year under review started on a high note with
definition PVR (one of the most advanced in the world) the Indian Premier League cricket having been played
and XtraView capability were developed by South in South Africa.
African engineers. For the 2010 Fifa World Cup, SuperSport showcased
A variety of new channels and programmes five channels, with three broadcasting 24 hours daily.
were added to the DStv offering to ensure There were also four daily magazine shows: Chase
it remains exciting. New channels the Makarapa, Woza Lunchtime, Supernova and
include Discovery World, Ignition Harambee. In May 2010 topTV launched a
(auto), Koowee (children) and competitive subscription satellite television
Vuzu (young adults). New media service in South Africa.
elements such as SMS and SNS were The regulatory environment remains
incorporated into the Vuzu offering. uncertain. The anticipated broadband
The DStv service offering was further policy is yet to be published, whilst doubt
enhanced with the launch of two more surrounds South Africa’s standard
high-definition (HD) channels, namely for digital terrestrial television.
Discovery HD Showcase and SuperSport Final regulations on the
HD. Preparation is under way for digital migration process
Mzansi Magic, a new channel for have been published
the emerging market. by the Independent
Local productions remain a Communications Authority

to deal with increasing customer numbers, and the

number of employees working in the call centre was
boosted to manage call volumes.
More support was provided to the growing
MultiChoice agency network to increase service. This
includes adding counters and enabling the agencies
to do immediate decoder swaps. The number of
MultiChoice agencies increased by more than 10%
to improve reach and ease of access. To ensure that
of South Africa (Icasa). These are intended to pave the MultiChoice services are readily available, the number
way for a migration from the current analogue terrestrial of accredited installers was increased from 620 to 950.
to digital terrestrial broadcasting. Regulations and the MultiChoice takes its corporate social responsibility
invitation to apply for radio frequency spectrum to seriously. When launched in 2006, MultiChoice’s
provide mobile television have been issued. Phuthuma Nathi was the largest empowerment
Customer service remains a key priority and a transaction in the media sector. MultiChoice also runs
number of improvements have been implemented. various projects that uplift previously disadvantaged
A new customer care centre was opened in Randburg people in areas such as preferential procurement,
community development and social investment
initiatives.
Further details of MultiChoice’s initiatives are
included in the governance and sustainability section
of this annual report and on its website
(www.multichoice.co.za).
MWEB is being integrated into operations offering
network services, delivering the group’s content and
data services over the internet, whilst continuing to
offer electronic communications and network services
to subscribers and corporate users.
Recently MWEB pioneered an uncapped ADSL
broadband service, with unmetered broadband
at affordable pricing. This has started the
long-awaited revolution of the internet in
South Africa through which broadband access
will become mainstream.


nued
Sub-Saharan Africa such as Tinsel, series and talk shows such as Moments
MultiChoice in the rest of Africa recorded growth with Mo in Nigeria and The Patricia Show in Kenya.
despite the economic downturn. The DStv subscriber SuperSport is the biggest investor in local sport in
base increased by 184 000 to end the year on 1,1 million Africa, covering more than 100 live football league
subscribers. matches in Angola, Ghana, Nigeria, Kenya and
We expanded our Ku-band footprint and Zambia. SuperSport also secured the rights to
transponder capacity with the launch of the cover live matches from the Nigerian basketball
Eutelsat W7 satellite and successfully migrated league.
services from the W4 and Sesat satellites. Five HD channels (M-Net Africa HD,
This increased capacity will enable the SuperSport HD, iConcerts HD, TVC HD
launch of new channels as well as HD and Discovery HD) showcased in
television services. southern Africa. eNews, Kidsco,
In line with MultiChoice Africa’s BET, iConcerts, Channel Islam,
commitment to delivering high- Vuzu, Afro Music, Discovery
quality premium channels to as World, Sound City and C-Music were
many homes in Africa as possible, a added to the English bouquets. For the
new low-price package, DStv Access, Portuguese markets, TV Zimbo (Angola
was added. This offers 25 high-quality family only), Fox Next, Fox FX, TVC3, TV Mundial,
entertainment channels to subscribers at an TV Record News and Travel Channel
affordable price. were added.
Our focus on localising programming A recent milestone was the
across the continent produced major launch of two indigenous Nigerian-
productions such as Big Brother Africa language channels on the DStv
– The Revolution, Naija Sings, Great platform – Africa Magic Hausa
Africans, Comedy Club, local dramas and Africa Magic Yoruba.


kgREVIEW OF OPERATIONS  Pay

y television continued
Pay-television competitors continue to enter various Planet, is provided free of charge to MultiChoice Resource
markets in Africa on different platforms. Four new Centres in over 800 schools in 24 countries. Additionally,
direct-to-home (DTH) players launched or plan to educators in these schools are trained by MultiChoice on
launch services in Nigeria and Angola. how to integrate this educational programming into the
Pressure in the regulatory environment increased curricula and lesson plans. Further details are included in
with the introduction of new broadcasting bills, the governance and sustainability sections of this annual
regulations, licences and licence renewal requirements report.
in Angola, Kenya, Namibia, Uganda and Swaziland.
MOBILE AFRICA
Sustainability and corporate social DStv Mobile is currently available
investment commercially in 17 major cities
MultiChoice, in partnership with the in Nigeria, Ghana, Kenya and
ministries of education in key countries in Namibia. The growth of
Africa, establishes MultiChoice Resource mobile communications in
Centres as a learning tool for learners Africa continues. DStv Mobile
in underresourced schools. MultiChoice worked closely with handset
provides and installs decoders, televisions and manufacturers to secure the
DVD recorders. The DStv Education bouquet, introduction of low-cost digital
comprising eight educational channels video broadcast-handheld
namely the History Channel, (DVB-H) capable devices into the
National Geographic, African market.
National Geographic
Wild, BBC World, BBC
Knowledge, Discovery,
Mindset Learn and Animal

1 514
IRDETO
1 207
During the review period Irdeto further
integrated into the group acquisitions concluded over the REVENUE
in rand millions
past few years. All Irdeto’s activities have been merged as
part of a strategy focused on offering integrated solutions 09 10
to serve market needs. As a consequence, Irdeto has
been able to reduce costs and at the same time improve
98
profitability.
Highlights for the year include: (75) EBITDA
in rand millions
k 15,8 million conditional access units delivered,
representing a 5% increase
09 10
47
(139)
OPERATIONAL PROFIT
in rand millions
09 10
k deployment of the new v6 Business Support

System to upgrade existing customers such as the
Telenor group and DirecTV Latin America, and
k agreements with several operators in the Asia-
Pacific market.

kgREVIEW OF OPERATIONS  Print Media
10 722 10 204
PRINT MEDIA
South Africa
The South African print media operations are held in REVENUE
in rand millions
Media24.
09 10
Newspapers
It was a year of intense cost management for this 1 389
1 232
business. Loss-making publications were closed,
and businesses streamlined and refocused to EBITDA
ensure that optimal structures are in place for growth. in rand millions
09 10
1 062
896
OPERATIONAL PROFIT
in rand millions
09 10
Cost savings were achieved through staff reductions and

improved efficiency.
Despite difficult trading conditions, we grew both
advertising and circulation market share.
Emerging-market products continue to perform well.
Daily Sun is the largest daily newspaper in Africa, with an

kgREVIEW OF OPERATIONS  Print Media continued
average circulation of almost 500 000. for both advertising and circulation.
The tabloid publication, Son, now has a The division established a dedicated
circulation of 124 572. A Sunday edition, business unit, Thought24, to focus on the
Sondag Son, was launched with sales growing needs of the female emerging
totaling 57 816. City Press’s circulation now stands at market, with titles such as True Love, Move! and Real.
180 632. New releases were limited, but included the
In a challenging climate the broadsheet daily titles successful launch of Women’s Health. Some titles
performed satisfactorily. The Sunday papers, City Press were closed.
and Rapport, were both rejuvenated.
We plan to rebuild the profitability of newspapers in Via Afrika
the medium term. The book-publishing business had a
tough year. Educational publishers
Magazines underperformed, due mainly to
The past year was one of the toughest reduced spend by education
for the magazine industry departments, whilst general
worldwide, marked by declines publishers were hit by the
in advertising. Locally economic downturn. However,
circulation remained some units, like NB Publishers,
remarkably stable. sailed on.
Thanks to the
strength of our
diverse portfolio
of titles, Media24
magazines was
able to grow its
market share

Paarl Media
There was a tragic loss of life
in a fire at Paarl Print. Supportt
was given to individuals affected
cted by
this event. Their families are in
n our thoughts. Various
lessons have been learnt from the incident as outlined A decision was taken to develop a new printing
in the sustainability section of this annual report. The works in KwaZulu-Natal to enable Paarl Media to provide
re-establishment of Paarl Print as a book and sheet-fed flexible production facilities to its target market.
process printer has subsequently been completed.
Margins came under pressure. We had numerous On the Dot
plant amalgamations or moves to ensure that On the Dot distributes media products ranging from
efficiencies of scale and physical location are achieved. printed publications to CDs, DVDs and consumer
electronic devices. On the Dot
D focuses on different
supply chains for books, magazines,
ma newspapers, digital
content, music, consumer electronics
e and leaflets.
Margins are under pressure,
p but the downturn
is providing
providin opportunities to grow
market share, supported by a focus
on operational
op efficiencies. On
the Dot aims to expand its
se
services. This embraces the
b
broadest range of electronic
d
devices possible and the
delivery of physical goods
using print-on-demand
technology.

kgREVIEW OF OPERATIONS  Prin

Print Media continued
Sustainability and corporate social investment Brazil

In addition to its empowerment initiative, Welkom MIH Holdings has a 30% interest in Abril, the leading
Yizani, Media24 is committed to uplifting the people magazine publisher in Brazil.
in the communities in which it operates. It recognises Owing to the economic climate, advertisers postponed
its impact on the environment and the importance of or cancelled in the first half of the year. Activities recovered
effectively managing occupational health and safety encouragingly in the second half of the year. However,
risks, as well as developing its employees. overall it was a challenging year for magazine advertising
Media24 retained its top-level BEE accreditation and the market decreased by an estimated
and is now rated as a value-added supplier, allowing 8,5%, while Abril saw a decrease of
customers to claim 125% of spend as BEE spend. slightly less than 7%. During the year
More details of the company’s sustainability initiatives Abril maintained a 52% share of the
are contained in the governance and sustainability magazine subscription market and
section of this annual report and increased its share of single-copy
on its website (www.media24.co.za). sales to 37,4%.

Despite the tough operating conditions, Abril

successfully contained costs, closed down a few
projects and performed reasonably well.
During the year Abril acquired MTV, a channel
that broadcasts a variety of popular music and
reality television shows and the Civita family
acquired Atica & Scipioni a school book publishing
business from Abril.
China
The group has stakes in:
k Xin’an Media Corporation, a newspaper
publisher in the fast-growing city Anhui, in the
Hebei province
k the leading sports publisher in China, Titan
Media, and
k BMC, which operates a leading Beijing
newspaper, the Beijing Youth Daily.
The economic climate affected these businessess

to varying degrees, but progress was encouraging.
GOVERNANCE AND
SUSTAINABILITY
Conducting our businesses with integrity
www.naspers.com

kgGOVERNANCE
INTRODUCTION Assessment of the functioning of the audit and risk

management committee includes a focus on the key
The board of directors conducts the
competencies of the committee. Those subsidiaries
group’s business with integrity by applying
with their own audit and risk management committees
appropriate corporate governance policies follow the same practice.
and practices in each company in the group. Whistle-blowing facilities are in place at most of the
major subsidiaries. They make provision for employees
Naspers is a multinational media group with operations to anonymously report unethical conduct in the
in various countries in Africa, South America, Europe, workplace.
China, India, south-east Asia and the USA. Its primary
listing is on the JSE Limited (JSE). The company is STATUS: NEW COMPANIES ACT AND KING III
therefore subject to the Listings Requirements of the The impact of the new South African Companies Act
JSE, the guidelines contained in the King Report on and King III was a focus over the past year. To achieve
Corporate Governance for South Africa 2002 (King II), as compliance with the new Companies Act, shareholders
well as legislation applicable to publicly listed companies will be asked at the upcoming annual general meeting
in South Africa. The implications of the new Companies to approve a new memorandum of incorporation with
Act, No 71 of 2008 in South Africa (signed into law on effect from the still-to-be-announced effective date of
8 April 2008), as well as the King III Code and Report the new act.
on Corporate Governance in South Africa are presently The board, its subcommittees and the boards
being analysed. Naspers also has a secondary listing of its and subcommittees of subsidiaries MIH, MultiChoice
American Depositary Shares (ADSs) on the London Stock and Media24, made good progress in assessing
Exchange (LSE). the principles and practices contained in King III.
Compliance with both the JSE and applicable LSE Subsequent to the year-end the Naspers board
Listings Requirements is monitored by the audit and risk approved revised board and subcommittee charters,
management committees of the board. which will come into effect in the new financial year.
The board’s audit, risk management, human The responsibilities of the audit and risk management
resources and nomination committees fulfil key roles in committee were separated and a new risk management
ensuring good corporate governance. The group uses committee was formed. Similar changes were approved
independent external advisers to monitor regulatory by the boards of MIH, MultiChoice and Media24. A
developments, locally and internationally, to enable plan to address aspects of King III was approved, the
management to make recommendations to the implementation of which is well under way. Where
Naspers board on matters of corporate governance. appropriate for the group, the necessary changes to our
The board has a process to annually review the governance policies and practices will be made. If any
effectiveness and role of the board and its chair, as well principles or practices are found to be inappropriate
as the effectiveness of the respective board committees. for the group, the reason for not implementing or not

kgGOVERNANCE continued
complying with King III’s recommendations will be appointed as a new member of the board. Mr Boetie
disclosed. van Zyl fulfils the role of lead director in all matters not
Naspers will produce an integrated report for the dealt with by the independent, non-executive chair.
financial year ended 31 March 2011 and report on the At 31 March 2010 the board comprised
application of King III at that time. 11 independent, non-executive directors, one non-
executive director and two executive directors, as
STATEMENT OF COMPLIANCE defined under the Listings Requirements of the JSE.
The Listings Requirements of the JSE require that Six directors (43%) are from previously disadvantaged
JSE-listed companies report on the extent to which groups and three directors (21%) are female. These
they comply with the principles set out in King II. In figures are above the average for JSE-listed companies.
terms of the JSE Listings Requirements, reporting with
regard to King III is applicable for financial year-ends The chair
beginning from 1 March 2010. Naspers will report on The chair is an independent, non-executive director. He
the application of King III in its integrated report for provides guidance to the board as a whole and ensures
the year ended 31 March 2011. The board, to the best that the board is efficient, focused and operates as a
of its knowledge, believes that throughout the period unit. He acts as facilitator at board meetings to ensure
under review the company has applied the principles a flow of opinions and attempts to lead discussions to
of King II. optimal outcomes in the interests of good governance.
He also, on occasion, represents the board in external
THE BOARD communications in consultation with the managing
Composition director and financial director.
The details of directors at 31 March 2010 are set out on
pages 66 to 69 of this annual report. The managing director
Naspers has a unitary board, which fulfils oversight The managing director reports to the board and is
and controlling functions. The board has a charter responsible for the day-to-day business of the group
evidencing a clear division of responsibilities. The and the implementation of policies and strategies
majority of board members are non-executive directors approved by the board. Chief executives of the various
and independent of management, to ensure that no businesses assist him in this task. Board authority
one individual has unfettered powers of decision- conferred on management is delegated through the
making and authority. The roles of chair and managing managing director, in accordance with approved
director are separate, ensuring a clearly defined division authority levels.
of responsibilities.
On 1 April 2009 Mr Pacak was reappointed to Appointments to the board
the board as financial director after a three-month The board has adopted a policy about procedures
sabbatical. On 25 November 2009 Prof D Meyer was for the appointment and orientation of directors. The

nomination committee periodically assesses the skills The company will continue director development
represented on the board by non-executive directors to build on expertise and develop an understanding of
and determines whether these skills meet the businesses and main markets in which the group
the company’s needs. operates.
Annual self-evaluations conducted by the board
and its subcommittees also assist with this. Directors Conflicts of interest
are invited to give their input in identifying potential Potential conflicts of interest are appropriately managed
candidates. Members of the nomination committee, to ensure that candidate directors, as well as existing
who are all non-executive, propose suitable candidates directors, are free of conflicts of interest between
for consideration by the board. A “fit and proper” the obligations they have to the company and their
evaluation is performed for each candidate identified. personal interests. Any interest in contracts with the
company must be formally disclosed and documented.
Retirement and re-election of directors Directors must also adhere to a policy on the trading of
All non-executive directors are subject to retirement securities of the company.
and re-election by shareholders every three years. In
addition, all non-executive directors are subject to Independent advice
election by shareholders at the first suitable opportunity Individual directors may, after consulting with the
in the case of an interim appointment. The names of chair or the managing director, seek independent
non-executive directors submitted for election or professional advice, at the expense of the company,
re-election are accompanied by brief biographical on any matter connected with the discharge of their
details (refer to pages 66 to 69 of this annual report) responsibilities as directors.
to enable shareholders to make an informed decision
on their election. The reappointment of non-executive Role and function of the board
directors is not automatic. The board has adopted a charter setting out its
responsibilities. Among other obligations, it:
Orientation and development
k determines the company’s mission, provides
An induction programme is held for new members of
strategic direction to the company and is
the board and of key committees, specifically tailored
responsible for the adoption of strategic plans and
to the needs of the individual appointees. This involves
industry and company-specific orientation, such as the implementation of values that support this
meetings with senior management to facilitate an k evaluates and approves the annual business plan
understanding of operations. Board members are and budget compiled by management
also exposed to the main markets in which the group k retains full and effective control over the
operates. The company secretary assists the chair with company and monitors management on the
the induction and orientation of directors, including implementation of the approved annual budget
arranging specific training if required. and business plan

k appoints the managing director or chief executive without the managing director, financial director and chair
officer, who reports to the board, and ensures that present, to discuss the performance of these individuals.
succession is planned The company secretary acts as secretary to the board
k approves the company’s financial statements, and its subcommittees and attends all meetings. Details
interim and provisional reports, and is responsible of attendance at meetings are provided on page 70 of
for their integrity and presentation this annual report.
k evaluates the viability of the company and the
group on a going-concern basis BOARD COMMITTEES
k determines the company’s communication policy While the whole board remains accountable for the
k determines director selection, orientation and performance and affairs of the company, it delegates
evaluation to board subcommittees and management certain
k ensures that the company has appropriate risk functions to assist it to properly discharge its duties.
management, internal control and regulatory Appropriate structures for those delegations are in place,
compliance procedures in place and that it accompanied by monitoring and reporting systems.
communicates adequately with shareholders and Each subcommittee acts within agreed, written
other stakeholders terms of reference. The chair of each subcommittee
k establishes board subcommittees with clear terms reports at each scheduled board meeting.
of reference and responsibilities The chair of each subcommittee is a non-executive
k defines levels of authority for specific matters, director and is required to attend annual general
and delegates required authority to board meetings to answer questions raised by shareholders.
subcommittees and management Two Naspers directors serve on the Media24 safety,
k monitors non-financial aspects pertaining to the health and environmental committee.
business of the company The established board subcommittees are detailed
k considers and, if appropriate, declares the below.
payment of dividends to shareholders, and
k regularly evaluates the performance and Executive committee
effectiveness of the board and its subcommittees. This committee comprises a majority of non-executive
directors, one being the chair of the board, who also
Board meetings and attendance serves as the chair of the executive committee, plus
The board meets regularly, at least four times a year, and two executive directors. The executive committee acts
also when specific circumstances require it. The executive on behalf of the board with regard to the management
committee will attend to urgent matters that cannot of urgent issues when the board is not in session,
wait for the next scheduled meeting. The board held five subject to statutory limits and the board’s limitations
meetings during the past financial year. The independent, on delegation. This committee met once during the
non-executive directors meet at least once annually financial year. Details of attendance at meetings of the

members of this committee are provided in the table functions, including their charters, activities, scope,
on page 70 of this annual report. adequacy, effectiveness and costs, and approve
the annual plans and any material changes thereto
Audit and risk management committee k evaluate procedures and systems introduced
This committee, chaired by Mr Boetie van Zyl, comprises by management (including, without limitation,
only non-executive, independent directors. All members internal controls, disclosure controls and
are financially literate and have substantial business and procedures, and information systems)
financial acumen. k evaluate legal matters that may affect the financial
The committee held four meetings during the past statements
financial year. Details of attendance at meetings of the k establish procedures for the treatment of
members of this subcommittee are provided in the table complaints received by the company regarding
on page 70 of this annual report. The managing director accounting, internal control or auditing matters
and the financial director attend the audit and risk k review alleged incidents reported through the
management committee meetings by invitation. whistle-blower facilities
Both the internal and the external auditors have k determine the principles for using the external
unrestricted access to the committee through the chair. auditor for non-audit services, and
The internal and external auditors may also report their k evaluate the effectiveness of the committee.
findings to the committee with members of executive
management not in attendance. Human resources committee
The scope of this committee includes compliance This committee, chaired by Mr Ton Vosloo, comprises only
with the Listings Requirements of the JSE and the LSE. independent, non-executive directors. Executive directors
Among others, the main responsibilities of the audit and certain members of management attend meetings
and risk management committee are to: by invitation as appropriate. This committee met four
k address all matters required to be dealt with by times during the financial year. Details of attendance
an audit committee in terms of the South African at meetings of the members of this subcommittee are
Companies Act and the JSE Listings Requirements provided in the table on page 70 of this annual report.
k review and recommend to the board for approval Among others, the main responsibilities of the human
the company’s annual report, interim and resources committee are to:
provisional reports k determine the company’s remuneration philosophy
k receive, evaluate and, where applicable, approve k annually review and approve remuneration packages
the external auditor’s plans, findings and reports of executive directors, including incentive schemes
k review and make recommendations to the board and increases
on the viability of the company and the group on k annually appraise the performance of the managing
a going-concern basis director and financial director
k evaluate the internal audit and risk management k regularly review the group code of business ethics

k annually review the general level of remuneration for under review in compliance with their terms of
directors of the board, as well as its committees, and reference.
recommend proposals to the board for final approval
by shareholders at the annual general meeting THE COMPANY SECRETARY
k fulfil delegated responsibilities in respect of the The company secretary and group legal counsel are
group’s share-based incentive schemes responsible for providing the board with guidance
k assess annually the succession planning for key on the discharge of its responsibilities in terms of
positions in the group legislation and regulatory requirements.
k approve appointments and promotions of top Directors have unlimited access to the advice and
executives, and services of the company secretary. The company
k evaluate cases of unethical business behaviour, if any, secretary plays an active role in the company’s
by senior managers and executives of the company. corporate governance and ensures that in accordance
with the pertinent laws, the proceedings and affairs of
the board, the company itself and, where appropriate,
Nomination committee
shareholders are properly administered. She is also
This committee is chaired by Mr Ton Vosloo and
the company’s compliance officer as defined in
comprises only independent non-executive
the Companies Act, No 61 of 1973, and delegated
directors. Executive directors and certain members
information officer. The company secretary monitors
of management attend meetings by invitation. This
directors’ dealings in securities and ensures adherence
committee met four times during the financial year.
to closed periods for share trading.
Details of attendance at meetings of the members
of this subcommittee are provided in the table on
RISK MANAGEMENT
page 70 of this annual report. The main responsibilities As an international multimedia group with business
of the nomination committee are to: activities in various countries, the group is exposed
k annually review the effectiveness of corporate to a wide range of risks. However, the diversified
governance guidelines and charter of the board nature and geographical spread of the group helps to
k make recommendations to the board on the spread risk, particularly in relation to global political
structure, size and composition of the board and economic instability, market development and
k evaluate the performance of the board, its currency fluctuations. The identification of risks and
subcommittees, directors and the chair, and their management forms part of each business unit’s
k make recommendations to the board on the business plan. These are assessed by the board annually.
appointment of new directors. Several group companies have specific risk
management functions. The audit and risk management
Discharge of responsibilities committee also reviews the risk management process.
The board has determined that all subcommittees Going forward, the new risk committee will be
discharged their responsibilities for the year responsible for reviewing this process.

An internal control overview forum monitors the Legislation and regulations

system of internal control. At present the following The media industry is, in general, subject to
major group risks are evident, among a wide range government regulation in most countries. Failure or
of potential exposures: delays in obtaining or renewing regulatory approvals
could influence the availability of our services to our
Global political and market developments customers. The Naspers group aims to comply with
The Naspers group operates in the media industry applicable laws and regulations. To achieve this the
internationally and has its primary listing on the group cooperates with the various regulators in the
JSE and a secondary listing on the LSE. It is countries in which it operates. Furthermore, the group
consequently sensitive to any global political and participates in the regulatory processes in the various
other events that may influence the global economy territories, in conjunction with local partners.
or share prices.
Political and economic instability
Political instability in any of the countries in which the
Competition and technical innovations
group operates, could cause us damage. The group
The group operates in fiercely competitive and
undertakes an initial risk assessment before entering
sometimes maturing markets. Technology forms an
new territories and monitors current risks in countries
integral part of its operations. Several print products
in which it operates.
may be diminished by internet rivals. The group devotes
significant resources to analyse emerging trends Technical failures
in technology and consumer demand, and to the Satellites: The group’s pay-television services are mostly
development of new products and services. However, delivered to subscribers via satellite. Satellites are subject
it may be caught off guard by new technology or start- to damage or destruction, which may disrupt the
ups or speed of development. transmission of services. Procedures are implemented to
augment the availability of services, ranging from back-
up capacity to built-in redundancy. The cost of these
Currency fluctuations
measures is considered against the impact and likelihood
The group reports in South African rand, the exchange
of the risk occurring and consequently, in some cases,
rate of which may vary relative to other currencies. In
satellites or other key components remain unprotected
addition, in several markets the group has substantial
or only partially protected.
input costs in foreign currencies. The movements of
Electricity supply: The production and distribution
these currencies could have a negative or positive
of the group’s products depend on electricity supply.
impact on our income or expenses. Unrealised and Economic growth in emerging markets places pressure
realised currency translation gains or losses may distort on the sources of electricity. The group has taken some
the group’s financial accounts. The group has a policy measures to lessen the impact of power failures, but
to hedge the majority of its foreign currency positions, protracted power failures will have a negative impact
where this is achievable. on revenues.

Printing facilities: Damage or malfunction or fires in The group evaluated its internal control systems as
the printing environment could disrupt circulation at 31 March 2010 with regard to financial reporting and
of print media and decrease revenue. safeguarding of assets against unauthorised purchases,
use or sales.
Unauthorised access to our programming signals During the period under review, the internal control
The delivery of subscription television programming system revealed no significant breakdown in internal
requires the use of conditional-access technology to control.
prevent unauthorised access to programming. We face
the risk that our programming signals will be accessed INTERNAL AUDIT
by unauthorised users. An internal audit function is in place throughout the
group and is an independent appraisal mechanism
INTERNAL CONTROL SYSTEMS that examines and evaluates the group’s procedures
The company has a system of internal controls, based and systems, including internal controls, disclosure
on the group’s policies and guidelines, in all material procedures and information systems, ensuring that
subsidiaries and joint ventures under its control. For those these are functioning effectively. The head of internal
entities in which Naspers does not have a controlling audit reports to the chair of the Naspers audit and risk
management committee, with administrative reporting
interest, the directors who represent Naspers on these
to the financial director. A large part of the internal audit
boards seek assurance that significant risks are managed
fieldwork is outsourced to a major audit firm.
and systems of internal control are effective. Risk managers
and the internal auditors monitor the functioning of
RELATIONS WITH SHAREHOLDERS
internal control systems and make recommendations
The company maintains communications with its key
to management and to the audit and risk management
financial audiences, including institutional shareholders
committee. The external auditor considers elements
and analysts. The investor relations unit, headed up
of the internal control systems as part of its audit and
by Mrs Meloy Horn, manages interaction with these
communicates deficiencies when identified.
audiences, and presentations take place after the
All control systems do, however, have shortcomings,
publication of interim and final results.
including the possibility of human error and the evasion
The company’s website (www.naspers.com)
or flouting of control measures. Even the best such
system may provide only partial assurance. The group’s provides the latest and historical financial and other
internal controls and systems are designed to provide information, including financial reports.
reasonable, and not absolute, assurance on the integrity The board encourages shareholders to attend
and reliability of the financial statements; to safeguard, its annual general meeting, notice of which is
verify and maintain accountability of its assets; and contained in this annual report, where shareholders
to detect fraud, potential liability, loss and material have the opportunity to put questions to the
misstatement, while complying with applicable laws and board, management and the chairs of the various
regulations. subcommittees.

BUSINESS ETHICS subcommittees of the board and boards of subsidiaries.

In support of the requirements of King II, the company A premium is payable to the chair of the board, as well
has formalised its business ethics management process as chairs of subcommittees.
within the group. The group code of business ethics is Remuneration is reviewed annually, with reference
compliant with appropriate regulatory requirements. to competitors and similar companies, including those
This code applies to all directors and employees that have a dual listing on the JSE and an overseas
in the group. Ensuring that group companies adopt securities exchange. Independent advice is acquired to
appropriate processes and establish supporting review directors’ remuneration. Their remuneration is
policies and procedures is an ongoing process. Policies not linked to the company’s share price or performance.
and procedures that address key ethical risks, such as The board annually recommends the remuneration of
managing conflicts of interests and the acceptance of non-executive directors for approval by shareholders.
inappropriate gifts, are focused on. In remunerating executives, the group aims to
The human resources committee acts as the overall attract exceptional entrepreneurs. It needs to motivate
custodian of business ethics. The disciplinary codes and retain competent leaders in its drive to create
and procedures of the various companies are used to sustainable shareholder value. We aim to recognise top
ensure compliance with the policies and practices that performance to further grow the value of the group.
underpin the overall code of business ethics. Unethical The remuneration philosophy for executives strives to
meet this objective. Accordingly, the focus of the policy
behaviour by senior staff members is reported to the
is not primarily on guaranteed annual remuneration
human resources committee, as well as the manner in
packages, but rather on individual incentive plans linked
which the company’s disciplinary code was applied in
to the creation of shareholder value.
such instances.
Remuneration packages are monitored and
Naspers is committed to conducting its business
compared with market forces. Most executives have
with integrity. This commitment is captured in our
an annual bonus scheme, requiring that strategic and
integrity chain, which expresses the guiding principles.
operational objectives (including financial targets)
The group expects all directors and employees to share
relative to budget are surpassed.
its commitment to business ethics and legal standards.
As long-term incentives, executives typically
participate in share-based incentive schemes in
REMUNERATION respect of Naspers N shares or, in appropriate instances,
The remuneration policy and its execution is the shares or share appreciation rights in their respective
responsibility of the human resources committee. subsidiaries. These awards normally vest over a period
Non-executive directors receive annual remuneration of four or five years.
as opposed to a fee per meeting. This recognises The fees for non-executive directors for the past
the ongoing responsibility of directors for the year, as well as the remuneration packages of executive
efficient control of the company. This remuneration directors, are set out on pages 126 and 127 of this
is augmented by compensation for services on the annual report.

 SUSTAINABILITY
INTRODUCTION play a part in improving literacy levels. Television opens

up the world to many people.
The Naspers group plays a role in sustainable SuperSport has become the prime funder of sports
development of South Africa. We pay leagues across the continent. Without SuperSport, sport
across sub-Saharan Africa will be a lot poorer. It also
taxes to government and remuneration to
promotes the social and economic goals regarding
employees. Socially, Naspers contributes sport across the African continent.
via community involvement, and also Naspers’s international businesses are mostly
environmentally through its efforts to internet platforms (focusing on commerce,
reduce the broader group impact by using communities, content, communication and games).
Each has programmes in place to address training and
sophisticated printing technologies, recycling
staff wellness needs. Generally, internet businesses are
and focusing on energy efficiency. Several considered to have a lower impact on the environment
broad-based black economic empowerment than print media – primarily due to the use of electricity.
schemes have been introduced over the years. As we expand the group’s international presence
in emerging markets, the focus will remain on
Naspers is one of the most empowered media sustainable development. We want to contribute to
companies in South Africa for the third year running, the communities in which we operate; develop our
according to the Financial Mail own people; contribute to economic
empowerment survey that reviews prosperity at national and individual
the top 100 listed companies level; and minimise our impact on the
on the JSE for black economic environment.
empowerment.
One of the group’s most Scope of the report
important contributions in its home This report to stakeholders concentrates
country has been education. We mainly on our South African operations,

kgSUSTAINABILITY continued
which are largely mature businesses in well-regulated Workforce

sectors. South Africa is a nation in transition, focused
on maximising the benefits of a still-young democracy
for all. Clear targets have been set for a number of key 2 977
3 147
indicators. This report will focus mainly on the progress
made by our managed businesses in South Africa: 7 095
6 382
MultiChoice (pay television) and Media24 (publishing,
distributing and printing).
We acknowledge the complexities of compiling a
meaningful report for the group outside South Africa
given the people differences between the jurisdictions 2010 2009
in which we operate in 129 countries across the globe.
MultiChoice
In each of these areas, we will as a minimum comply
Media24
with local standards and legislation and eventually try
to surpass them.
OUR PEOPLE
The group complies with labour legislation in its than those prescribed by the Basic Conditions of
areas of operation. In South Africa, MultiChoice and Employment Act and so far no retrenchments have
Media24 statutory reports are submitted. During the been successfully challenged at the Commission for
past year, Media24 restructured its operations in line Conciliation, Mediation and Arbitration (CCMA).
with its revised strategy to ensure a cost-effective
operation. While this reduced the workforce to right- DIVERSITY AND EMPLOYMENT EQUITY
size costs in a severe recession, forced retrenchments Appropriate consultative forums protect the interests of
were kept to a minimum. In all retrenchment employees, provide representation and have become a
cases, severance benefits were significantly better valuable platform for joint decision-making.

The group values diversity in its workforce, with the current demographic profile tabulated below.
MultiChoice’s workforce
2010 2009
Male Female Male Female
1% 2% 1% 2% 1% 1,5% 1% 1%
20% 21%
27% 28%
70% 77% 69,5% 77%
Q Black, coloured and Indian Q White Q Foreign nationals Q Disabled
Media24’s workforce
2010 2009
Male Female Male Female
2% 2% 1% 1%
38% 40% 40% 44%

60% 58% 59% 54%
Q Black, coloured and Indian Q White Q Disabled


TRAINING AND DEVELOPMENT in 1997. The programme deals with a cross-section of

The MultiChoice group embraces the principles of issues confronting sport administrators in their daily
black empowerment, particularly in appointing staff work environment and equips senior managers with
and skills enhancement. Different programmes develop a sound foundation in the fundamentals of sports law,
employees at various levels – ranging from supervisory sponsorship and communication. Currently, 28 sport
to executive management. MultiChoice supports some administrators are enrolled in the programme.
students who have completed their tertiary studies SuperSport was instrumental in the launch of the
through internship and learnership programmes. Certificate Programme in Management Development
In the reporting period 29 students were part of this hosted by the University of Nigeria and the National
programme, bringing the total since 2008 to 91. Sports Commission in Abuja, where 18 Nigerian sport
The management programmes for the year administrators are enrolled.
include: Media24 views employment equity as a strategic
k Management Advancement Programme (MAP) advantage. Each business unit has an employment
attended by 20 students (12 black, three coloured, equity plan and strategy with specific objectives.
one Indian, four white) Despite the overall reduction in staff numbers, the
k New Managers Programme (NMP) attended by percentage of designated groups, particularly black
16 students in conjunction with Wits Business people, has improved to 54%. Diversity training is
School (11 black, two coloured, three Indian) actively promoted across the company. Media24
k Media Management Programme (MMP) attended invested some R12,5m in the current financial year in
by five students (one black, one coloured, two developing employees at various levels.
Indian, one white), and In our international businesses, mainly
k Master of Business Administration internet businesses, we aim to attract the
(MBA) attended by one Indian student. best young engineers and training and
SuperSport initiated the SuperSport development is key to our strategy of
Management Advancement Programme operating leading internet platforms in
in conjunction with the Wits Business School emerging markets.

SKILLS DEVELOPMENT k 16 trainees (12 black, four white), and

Across the group, skills development is critical to k 12 learners (eight white, three black, one
maintain our competitive advantage. coloured).
With technology at the core of MultiChoice’s Media24 also awarded 127 bursaries to employees
business, skills development is multifaceted. The for part-time studies in 2010.
company’s learnership programmes combine The Paarl Media group learnership programme
vocational education and training modules is entrenched at all plants. In collaboration with
towards qualifications registered on the National the Printing Industries Federation of South Africa
Qualifications Framework (NQF). Its learnerships (PIFSA), a revised printers’ trade curriculum was
and internships build skills, improve performance, completed in 2009. The group management
create work opportunities and career advancement trainee programme gives previously disadvantaged
for people who cannot secure employment due to graduates an opportunity to enter the organisation
lack of skills, create a talent pipeline for scarce skills at trainee-management level. Given the need for
and recruit talent into entry positions. skills development and specialised training in the
bu sa es in 2010,
MultiChoice awarded 51 bursaries 0 0, printing
p g industry,
y, Paarl Media broke ground by
bringing the total number off bursaries awarded establishing the Academy of
o Print (AOP) to address
nvested R11m in
to 161 since 2008. Media24 invested some of the most prevalent needs
re journalists
developing current and future utilising
utilisin the revised printers’
through its Journalism Academy,
emy, trade
trad curriculum.
delivering the first 29 graduates
tes in the
past year. Beneficiaries of the academy TRANSFORMATION
TR
programme, some of whom are still Transformation
Tra is a
enrolled in the programme, included:
ncluded: strategic
strat imperative for
k 17 bursary holders (five black,
lack, Naspers,
Naspe both to comply with
six coloured, one Indian, South African legislation and
five white) to ensure
ensu our workforces reflect

its successful empowerment transaction in 2006,

whereby 120 000 new shareholders were introduced the
group achieved maximum points in the shareholding
the demographics of the country. Various ongoing area. With its recent initiatives to promote the local film
initiatives are in place to develop appropriate skills and industry, it believes that such initiatives will improve
responsible procurement practices. scores in the area of enterprise development.
In 2004 Media24 established a transformation forum
that functions as a policy-making body to monitor DIRECT EMPOWERMENT
various elements of the South African Black Economic Phuthuma Nathi
Empowerment. The forum is chaired by Media24’s In line with its
chief executive and includes senior management commitment to
from each business unit. In recent years Media24 has BBBEE, MultiChoice
made progress with its transformation aims, which are created Phuthuma
monitored against a scorecard for the Department of Nathi Investments
Trade and Industry’s code of good practice for broad- and Phuthuma Nathi
based black economic empowerment (BBBEE). Investments 2, the
On this measure, Media24 has increased its score largest empowerment
from 58 to 66, making it a level-four contributor with transactions in
a 100% recognition level, receiving full marks on the media sector.
the enterprise development and socio-economic Together these wholly
development elements of the scorecard. black-owned companies added 120 000 black
MultiChoice is categorised as a level-four contributor shareholders to the company’s shareholder base. The
with a score of 65%. MultiChoice has also made good success of Phuthuma Nathi lies in its unique structure:
progress in the elements of the scorecard pertaining by making the schemes broad-based and accessible to
to management control, employment equity, skills people across income levels, ordinary South Africans
development and preferential procurement. Following themselves were able to invest in MultiChoice.

Welkom Yizani Other company-specific procurement initiatives

In 2006 Media24 launched include:
the biggest BBBEE share k At Newspaper Leaflet Distributors (NLD) (a
offer in the print media distribution business in Media24), about 95% of its
industry, Welkom Yizani, contractors come from previously disadvantaged
resulting in eligible black communities. They, in turn, provide jobs to over
people and groups 2 000 employees countrywide.
acquiring equity in k The establishment of an independent and black-
Media24 Holdings. The offer was three owned postal service company Multi-Mail, following
times subscribed. In December 2009 to mitigate the the rationalisation of Media24’s postal service.
impact of the recession on the value of their shares, k NND24, one of Media24’s distribution businesses,
Naspers partly wrote off R330m of its funding in provides jobs for over 600 people through
Welkom Yizani and the scheme was extended by a 119 private contractors who provide ancillary services.
further two years to December 2013. This proactive k Several Media24 titles such as the Daily Sun, Son and
step has given Welkom Yizani shareholders a better City Press use contractors to sell and distribute their
opportunity to profit from their original investment. products, providing job opportunities to more than
2 000 newspaper sellers.
BLACK ECONOMIC EMPOWERMENT k Media24 has partnerships with several BEE
PARTNERS companies. Kurisani Investments has a 16%
Media24, MultiChoice and other group companies shareholding in Paarl Print and Paarl Web Gauteng,
have combined their buying power in South Africa respectively. Kurisani also finances loveLife, a
in a centralised bargaining company called M-Web community organisation that runs life skills and
CommerceZone, which is mandated to implement a HIV/Aids prevention campaigns for youngsters
BEE procurement policy. Suppliers’ BEE performance countrywide.
is evaluated against specific criteria and suppliers are In addition to the empowerment initiatives MultiChoice
expected to boost their annual BEE rating. procures large numbers of decoders from a local

manufacturer. This initiative resulted in the creation Media24 to equip them to execute their jobs in a safe and
of several employment opportunities in the areas of effective manner. The nature of the print business, which
manufacture, logistics for the distribution of decoders, as owns and manages distribution networks and printing
well as the creation of several sales channels. MultiChoice facilities, makes it the area in the Naspers group where
also created a network of some 900 installers as well as the inherent risk for injuries on duty are most likely. The
customer service touch points through the establishment Media24 safety, health and environment committee, a
of approximately 110 agencies across South Africa. subcommittee of the Media24 board was formed in 2008
and monitors significant related issues in the Media24
group.
HEALTH AND SAFETY
Implementing a healthy, safe workplace at both
MONITORING
administrative and production facilities is a priority.
Media24 and MultiChoice conduct annual health, safety
Where required and in line with local legislation, health
and environmental compliance audits as well as building
and safety committees – comprising responsible,
scans. Injuries on duty are stringently monitored, and
trained individuals – ensure compliance with applicable
the company aims to have as few injuries or deaths as
regulations. Appropriate medical emergency and disaster
possible on duty.
recovery plans have been devised for operating businesses.
Tragically, a fire at Paarl Print in April 2009 caused
Annual occupational health and safety risk-control audits
13 deaths and serious injuries to four people, the worst in
are conducted by South African operational entities and
the group’s history. We feel deeply for the families affected.
improvements implemented as required.
Group companies assisted the affected families financially
Significant matters are reported to and monitored by
paying out some R6,8m. Assistance was also provided in
the Naspers audit and risk management committee.
Media24’s distribution and printing the submission of their Compensation for Occupational
operations make extensive use of Injuries and Diseases Act, 1993 (COIDA) claims. The
contractors and organisers. Most of these Paarl Media Group has conducted an extensive
workers are from previously disadvantaged review and gap analysis of all its factories, and
backgrounds and receive training from the following steps have been taken:

k Kulite was replaced as the thermal under-roof insulation

material at all facilities at a cost of approximately R50m.
k A communication plan was executed to ensure
an adequate understanding of health and safety
requirements within the Paarl Media Group.
k More stringent appointment and screening from programmes to assist employees to stop
processes were instituted for the recruitment smoking to HIV/Aids tests. Regular medical, eye and
of professional teams. hearing tests are performed on drivers and staff
k Improvements to systems were implemented in exposed to noise. Professional and independent
respect of health and safety elements such as hazard psychosocial support is provided for staff in certain
identification and risk assessments, related training businesses.
(including fire drills) and reinspection of facilities by MultiChoice offers a range of convenient, accessible
internal and external parties. There were no other and affordable wellness and work/life services to
deaths on duty in the Media24 group. all employees on site. MultiChoice also provides a
Montessori nursery school for its Randburg employees.
Some SuperSport technical employees, commentators
Media24 has a wellness centre at its Cape Town
and presenters are required to travel to sports events
offices and certain printing facilities. Health services
broadcast by SuperSport. One of the regular rugby
offered include hypertension and diabetes testing, free
commentators was killed in a motor vehicle accident.
HIV/Aids counselling and testing, and a number of risk-
In another incident, three technical employees were
control programmes. Ongoing wellness support is also
kidnapped in Nigeria following the broadcast of a
provided by mobile clinics throughout the company.
regional football match. All three escaped.
HIV/Aids
WELLNESS We are acutely aware of the HIV/Aids pandemic in
Several wellness programmes are operated by group Africa, and the social and economic implications of
subsidiaries in respect of employee health. These range this disease. Comprehensive programmes in Media24,

MultiChoice South Africa and in South Africa. The primary source of electricity
MultiChoice sub-Saharan Africa in South Africa is coal. Given the higher emission
comprise: rate of coal-fired power, 95% of the South African
k information and awareness businesses’ total carbon footprint stems from the
campaigns use of electricity. The relative contribution to the
k voluntary free testing gross direct carbon footprint for the South African
k free counselling, and operations remains stable, based on a 2010 total
k comprehensive medical treatment programmes. footprint of 129 760 tons of CO2 (2009: 106 184 tons).
The group implemented energy-saving light
ENVIRONMENT fittings as well as motion sensors in its head office in
In the past year the group again evaluated its direct Cape Town during the past year, resulting in an annual
impact on the environment. Results show that the reduction of 5% in the building’s carbon footprint.
most significant direct impact on the environment Media24’s paper suppliers are based in South
remains the use of electricity (so-called scope 2 Africa and Europe and are continuously investigating
emissions) in print and pay-television operations options to limit the impact on the environment while
ensuring that top-quality paper products are used in
our publications.
Carbon footprint spread
Paarl Media is the first African printing organisation
Office
buildings to receive the Forest Stewardship Council (FSC)
22%
chain-of-custody certification. This is an independent
international verification that products printed can be
Logistics
4% traced back from their point of origin to responsible,
Digital Printing well-managed forestry, controlled and recycled
2% plants
72% sources.
Paarl Media offers clients a range of
environmentally sustainable paper and has taken

CASE STUDY  GREEN HEADQUARTERS

One of the group’s international companies, Irdeto,
built its new western headquarters in Hoofddorp, the
Netherlands. This building features IT solutions that
reduce the need for travel, such as audio and video
conferencing facilities, and save on equipment and
power. Environmental infrastructure includes a heating
and air-conditioning system housed 80 metres below
ground that stores hot and cold water, reducing the
the lead in the print industry in South Africa by energy needed to heat and cool the building in winter
recognising the impact of print-production processes and summer. Sensors in temporary-use areas, such as
on natural resources and implementing practices to bathrooms and meeting rooms, control lighting and
minimise these effects. As part of its environmental minimise energy use.
policy, the company is seeking measures to eliminate
emissions. The Paarl Media group focuses strongly on
reduction and recycling projects. It recycles all paper
not sold as part of the printed product to Mondi,
which reuses the paper. Newspapers are printed from
recycled paper.
Operations in the rest of the world under Naspers’s
management control are mainly internet operations.
As such, their environmental impact is limited mainly
to use of electricity.
The building was designed using green architectural
principles and is constructed from 100% sustainable
Eliminating emissions
wood, with carpets and wall coverings made from
Paarl Media led the way in South Africa in 2005
recycled materials. The building at any given time
by installing sophisticated technology to service
accommodates only 70% of the employees, as all
web presses and eliminate emissions in line with
employees of this global company are not in the
stringent international standards. In 2007, certain
office on a daily basis at the same time. This saved
web presses were fitted with advanced dryers to
on square meterage required in constructing the
ensure emissions to air are free of odour, visual smoke
building and results in a saving on parking bays for
and polluting substances. These dryers meet strict
employees. By locating the structure opposite a train
global emission compliance standards. In addition,
energy is recovered from the oxidisation process to station and installing cycle racks outside, employees
be reused in the drying section, reducing gas energy are encouraged to use environmentally friendly modes
consumption. of transport.

FINES also enables its staff and customers to benefit community

In the past year there were no environmental accidents organisations of their choice. Current initiatives include:
nor were any environmentally related fines imposed by k The Carte Blanche Making a Difference campaign
the South African government. has to date raised over R60m from corporate and
private sponsors to turn the wish lists of state hospitals
OUR COMMUNITIES and certain charity organisations in South Africa
The group plays an active role in its communities, into reality.
focusing mainly on literacy and educational k The SuperSport Let’s Play initiative is getting children
programmes in Africa. In the review period, South active, and is now entrenched in schools, suburbs and
African group companies spent R45m on corporate townships across South Africa after raising R2,7m in
sponsorship since April 2009.
social investment initiatives.
k The MultiChoice Orphaned and Vulnerable Children
Because MultiChoice operates in a highly
programme assists care centres by providing new and
regulated environment in South Africa,
refurbished buildings and homes, as well as training care
legal compliance is important.
personnel. Five children’s centres and
MultiChoice plays a constructive
over 100 orphans have benefited to date.
role in the regulatory process
kThe Film Talent Incubator aims to
affecting the communications
fast-track development of previously
industry by participating in various
disadvantaged individuals in the local
public forums and debates to give
film industry. Since inception in 2007,
inputs on formulating standards 48 students have graduated and are
and strategies for this industry. The now valued members of the film
group received no significant fines industry in South Africa.
for non-compliance in the past year. k The MultiChoice Information
MultiChoice South Africa plays Communication Technology (ICT)
a valued role in its communities. It in Schools initiative equips schools

with multimedia centres – new computers,

television sets, video recorders, satellite decoders
and dishes. This has helped participating schools
enhance learning by equipping learners to
manage in a technologically driven society. So far,
especially projects related to its industry, such as literacy
MultiChoice has helped over 6 500 learners in
initiatives. In the past year Media24 invested some
15 schools.
R16m in community projects throughout South Africa.
k A customer-focused initiative, Reach Out, gives
The main focus was on welfare, health and education:
subscribers the opportunity to make a difference to
k Through the Media24 Lapdesk Challenge, the
the charity organisations of their choice.
company has donated almost 30 000 lapdesks to
k The entire MultiChoice group is involved in
needy schools. Several Media24 publications, such
MultiChoice Make a Difference. To date over
as Rapport, Sunday Sun, City Press, Tuis/Home and
1 000 employees have embarked on
the community newspaper, City Vision,
23 projects to improve the lives of
have supported this initiative. As its
others within the community,
which MultiChoice funds. flagship project, the Media24 Lapdesk
k Through the CNN MultiChoice Challenge received advertising
African Journalist Awards, now support of over R4m.

in their sixth year, we recognise k Media24’s support for the arts
excellence in journalism on continued with financial sponsorship
the continent by encouraging and editorial support for festivals
journalists to tell African stories. in particular. The aim is to provide
Media24 wants all South Africans opportunities for emerging young
to read. Accordingly, the company artists and to make productions
has invested in numerous projects accessible to previously disadvantaged
that educate, uplift and develop, communities.

k Media24 supported the past financial year over 226 grade

development of several high- 12 learners from 28 high schools
school-prescribed reading books in the Western and Eastern
into stage productions which Cape participated in these
attracted thousands of learners to programmes. Final matriculation
city-based theatres. results were encouraging, with
k An active Volunteers24 team (now the best mentored learner scoring
over 200 individuals) worked on numerous projects five distinctions and a pass rate of 83,6%. Two
including WWF’s Earth Hour (supported by extensive participating schools achieved fifth and sixth spots
advertising and editorial support from Media24 on the Western Cape Education Department’s list of
publications), the Rachel’s Angels mentorship schools with the best progress in 2009. Both trusts
programme and various media-in-the-classroom also initiated an extensive programme for teachers,
projects. The volunteer corps also upgraded which include project management courses and
community, administration and computer centres school management training.
of a primary school and developed a green initiative k Media24’s MiK project helps learners use newspapers
in Elsies River, Cape Town; raised funds for for their daily schoolwork. MiK aims to create
an HIV/Aids project in KwaZulu-Natal; a culture of reading and learning
and participated in toy drives for among learners, educators and the
preschools in underprivileged broader community.
communities.
k Mentorship programmes The Paarl Media Group is active
in association with the in its communities at both
Stellenbosch University social and environmental levels.
(Rachel’s Angels Trust) and Fort Some of its current projects:
Hare University (Inkwenkwezi k The Paarl Mountain project that
Trusts) are progressing well. In the aims to clear the area of alien

vegetation. In early 2009 Paarl was hit with three trust provided bursaries to seven tertiary students in
major fires, including a series of blazes raging over 2008, nine in 2009 and 10 students in 2010. Currently
the Paarl mountain. Paarl Media partnered with 22 students are completing their degrees.
other local businesses to initiate a R1,2m project to MultiChoice, in partnership with the ministries
offer sustainable employment for affected workers of education in key countries in Africa, establishes
while addressing environmental MultiChoice Resource Centres as a learning
issues in the region. tool for learners in underresourced schools.
k Paarl Web that supports The Big MultiChoice provides and installs decoders,
Issue by sponsoring printing televisions and DVD recorders. The DStv
and binding services. The Big Education bouquet, comprising eight
Issue is a socially responsible educational channels namely the History
organisation that enables willing, Channel, National Geographic, National
unemployed and marginalised Geographic Wild, BBC World, BBC Knowledge,
adults to take responsibility Discovery, Mindset Learn and Animal Planet,
for their own lives through a is provided free of charge to MultiChoice
developmental employment Resource Centres in over 800 schools in
programme. Its vendors are mainly
24 countries. Additionally, educators in
long-term unemployed people from
these schools are trained by MultiChoice
Cape townships.
on how to integrate this educational
k The Paarl Media Bursary Trust
programming into the curricula and
provides funding for previously
lesson plans.
disadvantaged students, mainly from
the Paarl community, to study at CONCLUSION
tertiary level at the Stellenbosch University, University Our aim is to create value for our shareholders, a
of the Western Cape, Cape Peninsula University of productive environment for our people and we try
Technology or Elsenburg Agricultural College. The to be useful to the communities we serve.

kgDIRECTORATE
Ton Vosloo Rachel Jafta Koos Bekker
Ton Vosloo became managing Rachel Jafta, who holds a BEcon, Koos Bekker led the founding
director of Naspers Limited in 1984, BEconHons, MEcon and PhD, is an team of M-Net in 1985, serving as
serving as executive chairman associate professor in economics at chief executive of the MIH group
from 1992 to 1997. He served as a Stellenbosch University. She joined until 1997. He was also a founding
journalist from 1956 to 1983 and Naspers as a director in 2003 and director of MTN. He is a director of
as editor of Beeld from 1977 to was appointed a director of Media24 Media24, MIH B.V., MIH (Mauritius)
1983. He is a director of Media24 in 2007. She is a member of the Limited, MIH Holdings, MultiChoice
and MultiChoice South Africa South African Economic Society and South Africa Holdings and other
Holdings, and chairman of MIH director of Econex. She is chairperson companies in the wider group. He
B.V., MIH (Mauritius) Limited and of the Cape Town Carnival Trust also serves on the local organising
MIH Holdings and independent, and a board member of the South committee for the 2010 Fifa Soccer
non-executive chairman of the African Institute of Race Relations. World Cup and the Council of
board of Naspers, a position he She conceptualised the Rachel’s Stellenbosch University. He has
has held since 1997. He is a former Angels empowerment project, which been chief executive of Naspers
chairman of Sanlam, M-Net, is a Media24 initiative that operates since 1997.
the WWF (SA) and of the Cape in the Western Cape in association
Philharmonic Orchestra. Ton was with Stellenbosch University. She
awarded the Nieman Fellowship is a member of the audit and risk
from Harvard University in 1970. He management committees of Naspers
has been awarded three honorary and Media24. She was appointed
doctorates. chair of the Media24 audit and risk
management committee in April
2008.

kgDIRECTORATE continued
Jakes Gerwel Fred Phaswana Debra Meyer Steve Pacak
Jakes Gerwel joined the Fred Phaswana holds the Debra Meyer was appointed Steve Pacak began his
Naspers group as a director qualifications BAHons, a director from 25 November career with the Naspers
in 1999. He is a former MA and BComHons. He 2009. Currently, professor group as group financial
director-general in the joined the Naspers group of biochemistry at the manager of M-Net in
office of past president as a director in 2003. He is University of Pretoria, she 1988 and held various
Nelson Mandela, secretary chairperson of Standard holds a PhD, biochemistry executive positions in the
to the cabinet and rector Bank of South Africa and molecular biology MIH group. He is a director
of the University of the Limited and a director from the University of of Media24, MIH B.V., MIH
Western Cape. He is of Anglo American California (Davis). She writes
(Mauritius) Limited, MIH
for scientific journals and
chancellor of Rhodes South Africa. He is also Holdings, MultiChoice
is a freelance/occasional
University and the chairman chairperson of the SA South Africa Holdings and
journalist for several
of Brimstone Investment Institute of International other companies within the
newspapers and magazines.
Corporation, Media24 Affairs. wider Naspers group. Steve
She is a published poet,
and Welkom Yizani. was appointed an executive
has won several awards in
He is a member of the director of Naspers in 1998.
her field of expertise and
executive and the human
was recognised by Rapport
resources and nomination
and City Press in 2007 as
committees of Media24
one of 10 nominated for
and Naspers. the Prestigious Women
Awards. She is actively
involved in social issues,
particularly with regard
to HIV/Aids, and serves as
trustee or board member of
various organisations and
community bodies.

Boetie van Zyl Francine-Ann du Plessis Lambert Retief
Boetie van Zyl holds the Francine-Ann du Plessis has been a Lambert Retief obtained
qualifications PrEng and director of Naspers since 2003 and the qualifications BCom and
BSc(Mech). He joined the Naspers holds the qualifications BComHons BComHons at Stellenbosch
group as a director in 1988. He Taxation, LLB and CA(SA). Although University. He then qualified as a
is a member of the boards of she is admitted as an advocate of CA(SA) and completed the Owner
MIH Holdings, MIH (Mauritius) the Cape High Court, she practises President Management (OPM)
Limited, MIH B.V. and Media24, as a chartered accountant and is programme at Harvard Business
and is a director of the Peace Parks a director of Loubser du Plessis Inc., School. He is a director of Media24,
Foundation in South Africa. He chartered accountants. She is a chair and former chief executive of
is chair of the Naspers audit and member of the audit and risk Paarl Media Group and a director of
risk management committee, management committee of other group subsidiaries. He is also
a member of the audit and risk Naspers. She also serves on the a director of the listed group
management committees of boards of Sanlam Holdings and Zeder Investments Limited. He has
Media24 and MIH, and a member Sanlam Life as well as Palabora held various executive positions in
of the human resources and Mining and KWV Group. the printing industry, including the
nomination committees of positions of president of
Media24 and Naspers. Print Industry Federation of
Southern Africa (PIFSA) and
chairperson of the Provincial
Press Union.

Ben van der Ross Lourens Jonker Hein Willemse Neil van Heerden
Ben van der Ross is Lourens Jonker obtained Hein Willemse obtained Neil van Heerden is a
chairman of RMB Asset the qualification BScAgric the degrees MBL (Unisa) trustee of the University of
Management (Proprietary) with further studies at and MA, DLitt (UWC). He the Western Cape, former
Limited. He also serves, UC Davis (University of is currently a Literature director-general of foreign
among others, on the California) and an IMD in Professor at the University affairs, ambassador to
boards of Momentum Lausanne, Switzerland. of Pretoria. He is a board the Federal Republic of
Life, FirstRand, Pick n Pay He is the owner of member or trustee of Germany, ambassador to
Stores Limited, Lewis Stores Weltevrede Wine Estate. various national and the European Union and
Limited and Distell Group. Lourens joined the board international technical former executive director of
of KWV Co-operative associations or community the South Africa Foundation
in 1981 and became organisations. (now Business Leadership).
chairperson of KWV Group He is a director of Via Afrika
Limited in 1994. He led the and other companies.
successful transformation of
KWV from a co-operative to
a fully commercialised
company. Lourens resigned
from the KWV board in
December 2003.

DIRECTORS AND ATTENDANCE AT MEETINGS

Five board
meetings were
Date first held during
appointed in Date last the year.
current position appointed Attendance: Category
T Vosloo 6 October 1997 24 August 2007 5 Independent, non-executive
J P Bekker 6 October 1997 1 April 2008 5 Executive
F-A du Plessis 23 October 2003 28 August 2009 5 Independent, non-executive
G J Gerwel 12 July 1999 22 August 2008 5 Independent, non-executive
R C C Jafta 23 October 2003 28 August 2009 5 Independent, non-executive
L N Jonker 7 June 1996 24 August 2007 5 Independent, non-executive
D Meyer 25 November 2009 25 November 2009 2 Independent, non-executive
S J Z Pacak 24 April 1998 1 April 2009 4 Executive
T M F Phaswana 23 October 2003 28 August 2009 5 Independent, non-executive
L P Retief 1 September 2008 1 September 2008 5 Non-executive
B J van der Ross 12 February 1999 22 August 2008 4 Independent, non-executive
N P van Heerden 7 June 1996 24 August 2007 4 Independent, non-executive
J J M van Zyl 1 January 1988 22 August 2008 5 Independent, non-executive
H S S Willemse 30 August 2002 24 August 2007 5 Independent, non-executive
COMMITTEES AND ATTENDANCE AT MEETINGS

Audit and risk Human
Executive management resources Nomination
committee1 committee committee committee
One meeting Four meetings Four meetings Four meetings
held during were held were held were held
the year. during the year. during the year. during the year.
Attendance: Attendance: Attendance: Attendance: Category
T Vosloo √ 1 √ 4 √ 4 √ 4 Independent, non-executive
F-A du Plessis √ 4 Independent, non-executive
G J Gerwel √ 1 √ 4 √ 4 Independent, non-executive
R C C Jafta √ 4 Independent, non-executive
J J M van Zyl √ 1 √ 4 √ 4 √ 4 Independent, non-executive
J P Bekker √ 1 Executive
S J Z Pacak √ 1 Executive
Note
1. Executive directors attend meetings by invitation.

kgADMINISTRATION AND CORPORATE INFORMATION
GROUP SECRETARY ADR PROGRAMME

G Kisbey-Green The Bank of New York Mellon maintains
251 Oak Avenue a Global BuyDIRECT™ plan for Naspers Limited.
Randburg 2194 For additional information, please visit
South Africa The Bank of New York’s website at
www.globalbuydirect.com
REGISTERED OFFICE or call Shareholder Relations at
40 Heerengracht 1-888-BNY-ADRS
Cape Town 8001 or 1-800-345-1612 or write to:
South Africa The Bank of New York Mellon
PO Box 2271 Shareholder Relations Department –
Cape Town 8000 Global BuyDIRECT™
South Africa Church Street Station
Tel: +27 (0)21 406 2121 PO Box 11258, New York, NY 10286-1258, USA
Fax: +27 (0)21 406 3753
SPONSOR
REGISTRATION NUMBER Investec Bank Limited
1925/001431/06 (Registration number: 1969/004763/06)
Incorporated in South Africa PO Box 785700, Sandton 2146
South Africa
AUDITOR
Tel: +27 (0)11 286 7326
PricewaterhouseCoopers Inc. Fax: +27 (0)11 286 9986
TRANSFER SECRETARIES ATTORNEYS

Link Market Services South Africa (Proprietary) Limited Werksmans incorporating Jan S de Villiers
(Registration number: 2000/007239/07) PO Box 1474, Cape Town 8000
PO Box 4844, Johannesburg 2000 South Africa
South Africa
Tel: +27 (0)11 630 0800 INVESTOR RELATIONS
Fax: +27 (0)11 834 4398 M Horn
meloy.horn@naspers.com
Tel: +27 (0)11 289 3320
Fax: +27 (0)11 289 3026
www.naspers.com

kgANALYSIS OF SHAREHOLDERS AND SHAREHOLDERS’ DIARY
ANALYSIS OF SHAREHOLDERS
Number of Number of
Size of holdings shareholders shares owned
1 – 100 shares 17 447 622 796
101 – 1 000 shares 18 133 6 635 362
1 001 – 5 000 shares 3 588 7 732 723
5 001 – 10 000 shares 540 3 937 337
More than 10 000 shares 1 236 386 957 193
The following shareholders hold 5% and more of the issued share capital of the company:
Number of
Name shares owned
Public Investment Corporation 39 805 704
Dodge & Cox Incorporated 33 182 695
Coronation Fund Managers (Proprietary) Limited 20 699 650
Old Mutual Asset Managers (OMAM) 20 359 743
Public shareholder spread

To the best knowledge of the directors, the spread of public shareholders in terms of paragraph 4.25 of the
JSE Limited’s Listings Requirements at 31 March 2010 was 90,81%, represented by 40 921 shareholders holding
368 589 069 ordinary shares in the company. The non-public shareholders of the company comprising 23 shareholders
representing 37 296 342 ordinary shares are analysed as follows:
Number % of issued
Category of shares share capital
Share trusts 26 868 507 6,62
Directors 5 633 156 1,39
Group companies 4 794 679 1,18
SHAREHOLDERS’ DIARY
Annual general meeting August
Reports
Interim for half-year to September November
Announcement of annual results June
Annual financial statements July
Dividend
Declaration August
Payment September
Financial year-end March
Strategies were focused on stronger long-term business
FINANCIAL STATEMENTS
www.naspers.com

Consolidated and company annual financial statements

FOR THE YEAR ENDED 31 MARCH 2010
kgINDEX
75 Statement of responsibility by the board of directors

75 Certificate by the company secretary
76 Independent auditor’s report
77 Report of the audit committee
79 Directors’ report to shareholders
83 Consolidated statement of financial position
84 Consolidated income statement
85 Consolidated statement of comprehensive income
86 Consolidated statement of changes in equity
88 Consolidated statement of cash flows
89 Notes to the consolidated annual financial statements
186 Company statement of financial position
186 Company income statement
187 Company statement of comprehensive income
187 Company statement of changes in equity
188 Company statement of cash flows
189 Notes to the company annual financial statements

kgSTATEMENT OF RESPONSIBILITY BY THE BOARD OF DIRECTORS

The annual financial statements of the group and the company are the responsibility of the directors of Naspers Limited. In
discharging this responsibility, they rely on the management of the group to prepare the annual financial statements
presented on pages 77 to 196 in accordance with International Financial Reporting Standards and the South African
Companies Act. As such, the annual financial statements include amounts based on judgements and estimates made by
management. The information given is comprehensive and presented in a responsible manner.
The directors accept responsibility for the preparation, integrity and fair presentation of the annual financial statements
and are satisfied that the systems and internal financial controls implemented by management are effective.
The directors believe that the company and group have adequate resources to continue operations as a going concern
in the foreseeable future, based on forecasts and available cash resources. The financial statements support the viability of
the company and the group.
The independent auditing firm PricewaterhouseCoopers Inc., which was given unrestricted access to all financial records
and related data, including minutes of all meetings of shareholders, the board of directors and committees of the board, has
audited the annual financial statements. The directors believe that all representations made to the independent auditor
during their audit were valid and appropriate. PricewaterhouseCoopers Inc.’s audit report is presented on page 76.
The annual financial statements were approved by the board of directors on 25 June 2010 and are signed on its
behalf by:
T Vosloo J P Bekker
Chairman Managing director
kgCERTIFICATE BY THE COMPANY SECRETARY
I, Gillian Kisbey-Green, being the company secretary of Naspers Limited, certify that the company has, for the year under
review, lodged all returns required of a public company with the Registrar of Companies, and that all such returns are, to the
best of my knowledge and belief, true, correct and up to date.
G Kisbey-Green
Company secretary
25 June 2010

kgINDEPENDENT AUDITOR’S REPORT

TO THE MEMBERS OF NASPERS LIMITED
We have audited the group annual financial statements and annual financial statements of Naspers Limited, which
comprise the consolidated and separate statements of financial position as at 31 March 2010, and the consolidated and
separate income statements, statements of comprehensive income, changes in equity and cash flows for the year then
ended, and a summary of significant accounting policies and other explanatory notes, and the directors’ report, as set out
on pages 79 to 196.
DIRECTORS’ RESPONSIBILITY FOR THE FINANCIAL STATEMENTS

The company’s directors are responsible for the preparation and fair presentation of these financial statements in
accordance with International Financial Reporting Standards and in the manner required by the Companies Act of South
Africa. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and
fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; selecting
and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.
AUDITOR’S RESPONSIBILITY
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in
accordance with International Standards on Auditing. Those standards require that we comply with ethical requirements
and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material
misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial
statements. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material
misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to
design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies
used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation
of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit
opinion.
OPINION
In our opinion the financial statements present fairly, in all material respects, the consolidated and separate financial position
of Naspers Limited as at 31 March 2010, and its consolidated and separate financial performance and its consolidated and
separate cash flows for the year then ended in accordance with International Financial Reporting Standards and in the
manner required by the Companies Act of South Africa.
PricewaterhouseCoopers Inc.
Director: Anton Wentzel
Registered auditor
Cape Town, South Africa

25 June 2010

kgREPORT OF THE AUDIT COMMITTEE

The audit committee has pleasure in submitting this report, as required by sections 269A and 270A of the Companies Act
(“the act”).
FUNCTIONS OF THE AUDIT COMMITTEE

The audit committee has adopted formal terms of reference, delegated to it by the board of directors, as its audit committee
charter.
The audit committee has discharged the functions in terms of its charter and ascribed to it in terms of the act as follows:
kg Reviewed the interim, provisional and year-end financial statements, culminating in a recommendation to the board to
adopt them. In the course of its review the committee:
– takes appropriate steps to ensure that the financial statements are prepared in accordance with International Financial
Reporting Standards (“IFRS”) and in the manner required by the Companies Act of South Africa
– considers and, when appropriate, makes recommendations on internal financial controls
– deals with concerns or complaints relating to accounting policies, internal audit, the auditing or content of annual
financial statements, and internal financial controls, and
kg Reviews legal matters that could have a significant impact on the organisation’s financial statements
kg Reviewed the external audit reports on the annual financial statements
kg Approved the internal audit charter and audit plan
kg Reviewed the internal audit and risk management reports, and, where relevant, recommendations being made to
the board
kg Evaluated the effectiveness of risk management, controls and the governance processes
kg Verified the independence of the external auditor, nominated PricewaterhouseCoopers Inc. as the auditor for 2010 and
noted the appointment of Mr Anton Wentzel as the designated auditor
kg Approved the audit fees and engagement terms of the external auditor, and
kg Determined the nature and extent of allowable non-audit services and approved the contract terms for the provision of
non-audit services by the external auditor.
MEMBERS OF THE AUDIT COMMITTEE AND ATTENDANCE AT MEETINGS

The audit committee consists of the non-executive directors listed hereunder and meets at least three times per annum in
accordance with the audit committee charter. All members act independently as described in section 269A of the
Companies Act. During the year under review the following four meetings were held:
kg 18 June 2009 – J J M van Zyl (chairman), R C C Jafta, F-A du Plessis and T Vosloo attended
kg 11 September 2009 – J J M van Zyl (chairman), R C C Jafta, F-A du Plessis and T Vosloo attended
kg 18 November 2009 – J J M van Zyl (chairman), R C C Jafta, F-A du Plessis and T Vosloo attended, and
kg 16 March 2010 – J J M van Zyl (chairman), R C C Jafta, F-A du Plessis and T Vosloo attended.

kgREPORT OF THE AUDIT COMMITTEE continued

INTERNAL AUDIT
The audit committee fulfils an oversight role regarding the group’s financial statements and the reporting process, including
the system of internal financial control. It is responsible for ensuring that the group’s internal audit function is independent
and has the necessary resources, standing and authority within the organisation to enable it to discharge its duties.
Furthermore, the audit committee oversees cooperation between the internal and external auditors, and serves as a link
between the board of directors and these functions.
ATTENDANCE
The internal and external auditors, in their capacity as auditors to the group, attended and reported at all meetings of the
audit committee. The group risk management function was also represented. Executive directors and relevant senior
managers attended meetings by invitation.
CONFIDENTIAL MEETINGS
Audit committee agendas provide for confidential meetings between the committee members and the internal and
external auditors.
INDEPENDENCE OF EXTERNAL AUDITOR

During the year under review the audit committee reviewed a representation by the external auditor and, after conducting
its own review, confirmed the independence of the auditor.
EXPERTISE AND EXPERIENCE OF FINANCIAL DIRECTOR

As required by JSE Listings Requirement 3.84(h), the audit committee has satisfied itself that the financial director has
appropriate expertise and experience.
J J M van Zyl
Chairman: Audit and risk management committee
17 June 2010

kgDIRECTORS’ REPORT TO SHAREHOLDERS

The directors present their annual report, which forms part of the audited annual financial statements of the company and
the group for the year ended 31 March 2010.
NATURE OF BUSINESS
Naspers Limited was incorporated in 1915 under the laws of the Republic of South Africa. The principal activities of Naspers
and its operating subsidiaries, joint ventures and associated companies (collectively “the group”) are the operation of pay
television and the provision of related technologies, the operation of internet and instant messaging subscriber platforms,
e-commerce platforms and the publishing, distribution and printing of magazines, newspapers and books. These activities
are conducted primarily in South Africa, sub-Saharan Africa, China, Central and Eastern Europe, Russia, India and Latin
America.
OPERATING REVIEW
Over the past year the Naspers group continued to expand. Most emerging markets in which we operate survived the
global economic downturn reasonably well, particularly when compared to developed economies.
The internet industry showed bold growth in emerging markets. Our pay-television operations held up well whilst the
technology business returned to operating profitability. Print businesses globally, including our own, suffered in the
recession. Overall, however, it was a good year.
The internet segment, comprising mainly Allegro in Central Europe, Tencent in China and Mail.ru in Russia continued to
reflect growth.
Our pay-television businesses again proved resilient to prevailing economic conditions with slightly lower operating
margins as we invested to grow the subscriber base. Irdeto, the technology business, also felt economic headwinds, but cut
costs effectively.
The print media businesses, however, suffered a decline in its top line because of pressure on advertising revenues.
Internet
In aggregate, the internet segment recorded revenue up by 24% to R9,2bn. Operational profit grew to R2,4bn.
In China, Tencent performed ahead of expectations with revenue growth of 49%. Registered users to the IM platform
now total 568 million with peak concurrent users around 105 million.
The strong rand had a significant effect on the other internet businesses where, nominally, revenues were marginally
up and profits down. Calculated on a stable currency basis, we estimate revenues and operational profits would have
advanced 19%.
The Allegro platform in Poland continued to deliver solid growth. In local currency the gross merchandising value
transacted on the platform grew by 20%, generating revenue growth of 24%. New services were launched.
In India ibibo, our joint venture with Tencent, is developing social gaming and e-commerce platforms.
In Russia Mail.ru expanded its base to 81 million active email users. Mail.ru has completed the acquisition of Astrum,
the online games platform operator in Russia.
In Latin America, BuscaPé was added to the group in September 2009. This unit is growing its core comparison shopping
business and broadening its base by rolling out new business segments including electronic payments, classified advertising
and affiliate advertising networks.
In South Africa, 24.com remains a leading local internet publisher, growing its users by 34%.

kgDIRECTORS’ REPORT TO SHAREHOLDERS continued

OPERATING REVIEW (continued)
Pay television
Overall, the pay-television segment expanded revenues by 12% due to subscriber growth of 634 000 net households. After a
satisfactory festive season, subscriber growth did slow in the last quarter of the financial year. Operating margins were
slightly lower due to the cost of building the subscriber base, as well as higher content costs resulting from increased
competition and more local production.
In South Africa the base grew by 450 000 to 2,85 million homes. The service now offers nine different bouquet offerings
and three high definition channels. With a strong content offering of soccer, general entertainment and movies, the
mid-priced Compact bouquet attracted many customers. Advertising revenues were marginally better. The coming year will
see more competitors entering this market.
In the other 47 countries in the rest of sub-Saharan Africa, a focus on local content and additional sport delivered
184 000 additional subscribers, taking the base to 1,1 million homes. The Compact and Family bouquets stand at 447 000.
Hausa and Yoruba language content was added in Nigeria. SuperSport is now one of the main supporters of local sports
leagues across the African continent, which means higher content costs for us. However, if African sport is to become
globally competitive, it needs funding.
Mobile-television operations were launched in Ghana, Kenya, Namibia and Nigeria, whilst we still await a licence in
South Africa.
Technology
Irdeto delivered some 15,8 million conditional access units in the period, a 5% increase. Revenues in other divisions were flat
due to the global slowdown. Consolidation of various technology businesses into Irdeto has reduced operating costs
through synergies gained, and the segment reversed an operational loss last year into a profit of R47m.
Print media
The print media operations in South Africa recorded a top-line decline of 5%. Circulation and readership of newspapers and
magazines held up remarkably well, but advertising felt the blows. In a recession people read more, but advertisers spend
less. Operating costs have been reduced and capital expenditure reined in. We were able to grow market share marginally.
In Brazil the magazine publisher Abril also had a challenging year, particularly for advertising. This was largely offset with
prudent cost controls.
Strategy and prospects

Looking ahead, we mostly have resilient businesses in emerging markets that are still expanding. Competition in pay
television, regulation and consumer spending levels remain concerns.
Focusing on the internet, we plan to continue with our growth strategy through a combination of organic growth and
acquisitions. Stringent processes are applied when evaluating investment opportunities. We aim to deliver value over the
medium to longer term.


FINANCIAL REVIEW
The group reported revenue growth of 5% to R28,0bn (2009: R26,7bn). Drivers were both our internet assets with revenues
up 24% and our pay-television business, which grew revenues by 12% as a result of strong subscriber growth during the
period.
Operational profit increased by 10% to R5,4bn (2009: R4,9bn). Group margins improved as a result of cost management
and lower development spend.
Net interest costs for the year increased to R535m (2009: R306m) the result of funding new acquisitions with debt.
Naspers’s share of the equity-accounted results of its associates, mainly Tencent, Mail.ru and Abril, increased by 40% to
R2,1bn (2009: R1,5bn).
The profit on sale of investments relates mainly to the sale of MWEB’s sub-Saharan Africa business. The proceeds are
once-off in nature.
A segmental analysis reflecting the revenues and results per individual business segment, appears in note 36 to the
consolidated annual financial statements.
SHARE CAPITAL
The authorised share capital at 31 March 2010 was:
kg 1 250 000 A ordinary shares of R20 each, and
kg 500 000 000 N ordinary shares of 2 cents each.
Naspers issued no new A ordinary shares during the 2010 financial year. During the current financial year, the group issued
28 000 N ordinary shares to the Naspers Share Incentive Trust and 1 552 000 N ordinary shares to various MIH Share
Incentive Trusts.
The issued share capital at 31 March 2010 was:

kg 712 131 A ordinary shares of R20 each R14 242 620
kg 405 885 411 N ordinary shares of 2 cents each R8 117 708
PROPERTY, PLANT AND EQUIPMENT

At 31 March 2010 the group’s investment in property, plant and equipment amounted to R6,5bn, compared with
R4,8bn last year. Details are reflected in note 4 of the consolidated annual financial statements.
Capital commitments at 31 March 2010 amounted to R527m (2009: R359m). Further capital expenditure to the
amount of R1,5bn has been approved by the boards of directors of the various group companies, but has not been
contracted for as of 31 March 2010.
DIVIDENDS
The board recommends that a dividend of 235 cents per N ordinary share be declared (2009: 207 cents) and 47 cents per
A ordinary share (2009: 41 cents).


GROUP
Naspers Limited is not a subsidiary of any other company. The name, country of incorporation and effective financial
percentage interest of the holding company in each of the Naspers group’s principal subsidiaries are disclosed in note 7 to
the consolidated annual financial statements. All subsidiaries, significant associated companies and joint ventures share the
same financial year-end as the holding company, except for Tencent Holdings Limited, Abril S.A. and Port.ru Inc. (Mail.ru),
which have a 31 December year-end. The holding company’s interest in the aggregate amount of profit after tax but before
minorities earned by subsidiaries totalled R4,5bn (2009: R3,2bn) and its interest in the aggregate losses after tax amounted
to R117m (2009: Rnil).
Details relating to significant acquisitions and divestitures in the group are highlighted in note 3 to the consolidated
annual financial statements.
DIRECTORS, SECRETARY AND AUDITOR

The directors’ names and details are presented on pages 66 to 69 and the secretary’s name and business and postal address
are presented on page 71 of the annual report. Directors’ shareholdings in the issued share capital of the company are
disclosed in note 13 to the consolidated annual financial statements.
PricewaterhouseCoopers Inc. will continue in office as auditor in accordance with section 270(2) of the South African
Companies Act, 1973.
BORROWINGS
The company has unlimited borrowing powers in terms of its articles of association.
SUBSEQUENT EVENTS
No events, significant to the understanding of this annual report, have occurred between the financial year-end and the
date of this report.
Signed on behalf of the board:
T Vosloo J P Bekker
Chairman Managing director
25 June 2010

kgCONSOLIDATED STATEMENT OF FINANCIAL POSITION

AT 31 MARCH 2010
31 March 31 March
2010 2009
Notes R’m R’m
ASSETS
Non-current assets 44 342 40 871
Property, plant and equipment 4 6 490 4 754
Goodwill 5 16 620 15 358
Other intangible assets 6 4 976 5 557
Investments in associates 7 11 942 10 667
Investments and loans 7 3 500 3 609
Derivative financial instruments 37 — 55
Deferred taxation 9 814 871
Inventory 10 693 741
Programme and film rights 8 1 298 1 069
Trade receivables 11 2 438 2 233
Other receivables 12 1 871 1 882
Related-party receivables 13 26 27
Investments and loans 7 3 57
Derivative financial instruments 37 — 352
Cash and cash equivalents 35 6 785 6 642
13 114 13 003
Non-current assets held-for-sale 27 12 686
TOTAL ASSETS 57 468 54 560
EQUITY AND LIABILITIES
Capital and reserves attributable to the group’s equity holders 33 660 33 591
Share capital and premium 14 14 467 15 074
Other reserves 15 2 370 4 156
Retained earnings 16 16 823 14 361
Minority interest 1 974 1 626
TOTAL EQUITY 35 634 35 217
Post-retirement medical liability 17 178 155
Long-term liabilities 18 8 750 6 906
Cash-settled share-based payment liability 39 5 11
Provisions 19 15 2
Derivative financial instruments 37 684 543
Deferred taxation 9 1 260 1 376
Current portion of long-term debt 18 1 675 1 928
Provisions 19 187 230
Trade payables 1 721 1 662
Accrued expenses and other current liabilities 20 5 226 4 679
Related-party payables 13 9 43
Taxation 316 423
Dividends payable 2 10
Derivative financial instruments 37 847 193
Bank overdrafts and call loans 35 958 917
10 942 10 086
Non-current liabilities held-for-sale 27 — 264
TOTAL EQUITY AND LIABILITIES 57 468 54 560
The accompanying notes are an integral part of these consolidated annual financial statements.

kgCONSOLIDATED INCOME STATEMENT

31 March 31 March
2010 2009
Notes R’m R’m
Revenue 22 27 998 26 690
Cost of providing services and sale of goods 23 (14 438) (13 531)
Selling, general and administration expenses 23 (9 155) (9 289)
Other gains/(losses) – net 24 (364) (87)
Operating profit 4 041 3 783
Interest received 25 348 572
Interest paid 25 (883) (878)
Other finance income/(costs) – net 25 114 3
Share of equity-accounted results 7 2 058 1 473
Impairment of equity-accounted investments 7 (62) (214)
Profit on sale of investments 144 36
Profit before taxation 5 760 4 775
Taxation 26 (1 808) (1 436)
Profit after taxation 3 952 3 339
Profit from discontinued operations 27 — 3 092
Net profit for the year 3 952 6 431
Attributable to:
Equity holders of the group 3 257 5 761
Minority interest 695 670
3 952 6 431
Continuing operations
Earnings per N ordinary share (cents)
Basic 28 873 719
Fully diluted 28 848 713
Total
Basic 28 873 1 553
Fully diluted 28 848 1 540

kgCONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

31 March 31 March
2010 2009
R’m R’m
Profit for the year 3 952 6 431
Foreign currency translation reserve (1 918) (3 544)
– Exchange loss arising on translating the net assets of foreign operations (1 918) (3 544)
Hedging reserve (379) (321)
– Net fair value loss, gross (980) (268)
– Net fair value gains/(loss), tax portion 238 (10)
– Derecognised and added to asset, gross 191 (68)
– Derecognised and added to asset, tax portion (25) 19
– Derecognised and reported in income, gross 158 (12)
– Derecognised and reported in income, tax portion (12) 18
– Derecognised and reported in income when recognition criteria failed, gross 71 —
– Derecognised and reported in income when recognition criteria failed,
tax portion (20) —
Share of associates’ direct reserve movements 250 (258)
– Valuation reserve 1 (6)
– Existing control business combination reserve 101 (252)
– Share-based compensation reserve 148 —
Total other comprehensive income, net of tax for the year (2 047) (4 123)
Total comprehensive income for the year 1 905 2 308
Attributable to:
Equity holders of the group 1 308 1 648
Minority interest 597 660
1 905 2 308

kgCONSOLIDATED STATEMENT OF CHANGES IN EQUITY

Foreign
Share capital
currency
and premium
translation Hedging
A shares N shares reserve reserve
R’m R’m R’m R’m
Balance at 1 April 2008 14 15 342 4 721 189
Total comprehensive income for the year — — (3 551) (304)
Share capital movements — 159 — —
Treasury share movements — (104) — —
Share-based compensation movements — (337) — —
Transactions with minorities and successive
acquisitions — — — —
Dividends — — — —
Balance at 31 March 2009 14 15 060 1 170 (115)
Balance at 1 April 2009 14 15 060 1 170 (115)

Total comprehensive income for the year — — (1 907) (292)
Share capital movements — 433 — —
Treasury share movements — (209) — —
Share-based compensation movements — (831) — —
Transactions with minorities — — — —
Dividends — — — —
Balance at 31 March 2010 14 14 453 (737) (407)

Existing Share-
control based
business compen- Share-
Valuation combination sation Retained holders’ Minority
reserve reserve reserve earnings funds interest Total
R’m R’m R’m R’m R’m R’m R’m
1 849 34 482 9 278 31 909 1 238 33 147
(6) (252) — 5 761 1 648 660 2 308
— — — — 159 — 159
— — — — (104) — (104)
— — 420 — 83 12 95
— 548 26 (9) 565 23 588

— — — (669) (669) (307) (976)
1 843 330 928 14 361 33 591 1 626 35 217
1 843 330 928 14 361 33 591 1 626 35 217

1 101 148 3 257 1 308 597 1 905
— — — — 433 — 433
— — — — (209) — (209)
— — 497 — (334) 15 (319)
— (334) — (22) (356) 47 (309)
— — — (773) (773) (311) (1 084)
1 844 97 1 573 16 823 33 660 1 974 35 634

kgCONSOLIDATED STATEMENT OF CASH FLOWS

31 March 31 March
2010 2009
Notes R’m R’m
Cash flows from operating activities
Cash from operations 29 7 266 5 818
Dividends received from investments and equity-accounted
companies 487 98
Cash generated from operating activities 7 753 5 916
Interest income received 408 642
Interest costs paid (753) (842)
Taxation paid (1 786) (1 803)
Net cash from operating activities 5 622 3 913
Cash flows from investing activities
Property, plant and equipment acquired (1 590) (1 077)
Proceeds from sale of property, plant and equipment 55 40
Insurance proceeds received 327 19
Intangible assets acquired (280) (227)
Proceeds from sale of intangible assets 85 13
Acquisition of subsidiaries 30 (3 045) (438)
Disposal of subsidiaries 31 403 4 306
Acquisition of joint ventures 32 (31) (8)
Additional investment in existing subsidiaries 33 (240) (63)
Additional investment in existing associates 33 (842) —
Partial disposal of interest in subsidiaries 34 — 271
Acquisition of associates (45) (1 616)
Disposal of associates 1 19
Net cash movement in other investments and loans 46 (22)
Net cash (utilised in)/from investing activities (5 156) 1 217
Cash flows from financing activities
Proceeds from long-term loans raised 2 690 100
Repayments of long-term loans (547) (5 431)
Repayments of capitalised finance lease liabilities (346) (406)
Payments to finance share-based compensation expenses (613) (299)
Proceeds from share issue — 17
Contributions by minority shareholders — 12
Preference dividends received 164 144
Dividends paid by subsidiaries to minority shareholders (320) (307)
Dividend paid by holding company (773) (669)
Other (20) —
Net cash from/(utilised in) financing activities 235 (6 839)
Net increase/(decrease) in cash and cash equivalents 701 (1 709)
Foreign exchange translation adjustments on cash and cash equivalents (678) 188
Cash and cash equivalents at beginning of the year 5 725 6 690
Cash and cash equivalents classified as held-for-sale at beginning
of the year 79 635
Cash and cash equivalents classified as held-for-sale at end of the year 27 — (79)
Cash and cash equivalents at end of the year 35 5 827 5 725

kgNOTES TO THE CONSOLIDATED ANNUAL FINANCIAL STATEMENTS
1. NATURE OF OPERATIONS
Naspers Limited was incorporated in 1915 under the laws of the Republic of South Africa. The principal activities of
Naspers and its operating subsidiaries, joint ventures and associated companies (collectively “the group”) are the
operation of pay television, internet and instant-messaging subscriber platforms, e-commerce platforms and the
provision of related technologies and the publishing, distribution and printing of magazines, newspapers and books.
These activities are conducted primarily in South Africa, sub-Saharan Africa, Central and Eastern Europe, China, Russia
and Latin America.
2. PRINCIPAL ACCOUNTING POLICIES

The principle accounting policies applied in the preparation of these consolidated financial statements are set out
below. These policies have been consistently applied to all the years presented, unless otherwise stated.
The consolidated annual financial statements of the group are presented in accordance with, and comply with,
International Financial Reporting Standards (“IFRS”) and International Financial Reporting Interpretations Committee
(“IFRIC”) interpretations issued and effective at the time of preparing these financial statements. The consolidated
financial statements are prepared according to the historic cost convention as modified by the revaluation of
available-for-sale financial assets and financial assets and liabilities (including derivative instruments) at fair value with
movements recognised in the income statement.
The preparation of the consolidated financial statements necessitates the use of estimates, assumptions and
judgements by management. These estimates and assumptions affect the reported amounts of assets, liabilities and
contingent liabilities at the statement of financial position date as well as affecting the reported income and
expenses for the year. Although estimates are based on management’s best knowledge and judgement of current
facts as at the statement of financial position date, the actual outcome may differ from these estimates. Refer to the
individual notes for details of estimates, assumptions and judgements used.
(a) Basis of consolidation
The consolidated annual financial statements include the results of Naspers Limited and its subsidiaries, associates,
joint ventures and related share incentive trusts.
Subsidiaries
The consolidated annual financial statements include the results of Naspers Limited and its subsidiaries.
Subsidiaries are those companies in which the group, directly or indirectly, has an interest of more than half of
the voting rights, or otherwise has the power to exercise control over their operations. The existence and effect
of potential voting rights that are currently exercisable or convertible without restriction are considered when
assessing whether the group controls another entity. Subsidiaries are consolidated from the date that effective
control is transferred to the group and are no longer consolidated from the date that effective control ceases.
Similarly, the results of a subsidiary divested during an accounting period are included in the consolidated
financial statements only to the date of disposal. For certain entities, the group has entered into contractual
arrangements (such as nominee relationships and escrow arrangements), which allow the group, along with its
direct interests in such entities, to control a majority of the voting rights or otherwise have power to exercise
control over the operations of such entities. Because the group controls such entities in this manner they are
considered to be subsidiaries and are therefore consolidated in the annual financial statements.
All intergroup transactions and balances are eliminated as part of the consolidation process. The interests of
minority shareholders in the consolidated equity and results of the group are shown separately in the consolidated
statement of financial position, consolidated income statement and consolidated statement of comprehensive
income, respectively. Where the losses attributable to the minority shareholders in a consolidated subsidiary
exceed their interest in that subsidiary, the excess, and any further losses attributable to them, are recognised
by the group and allocated to those minority interests only to the extent that the minority shareholders have a
binding obligation and are able to fund the losses. Where the group previously did not recognise the minority
shareholders’ portion of losses and the subsidiary subsequently turns profitable, the group recognises all the
profits until the minority shareholders’ share of losses previously absorbed by the group has been recovered.

kgNOTES TO THE CONSOLIDATED ANNUAL FINANCIAL STATEMENTS continued
2. PRINCIPAL ACCOUNTING POLICIES (continued)

(a) Basis of consolidation (continued)
Subsidiaries (continued)
The purchase method of accounting is used to account for the acquisition of subsidiaries by the group. The cost
of an acquisition is measured as the fair value of the assets given, equity instruments issued and liabilities incurred
or assumed at the date of exchange, plus costs directly attributable to the acquisition. The fair value of equity
instruments issued as part of the acquisition is based on the published price at the date of the acquisition.
Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are
measured initially at their fair values at the acquisition date, irrespective of the extent of any minority interest.
The excess of the cost of acquisition over the fair value of the group’s share of the identifiable net assets acquired
is recorded as goodwill. If the cost of acquisition is less than the fair value of the net assets of the subsidiary
acquired, the difference is recognised directly in the income statement.
The group applies the economic entity model in accounting for transactions with minority shareholders. In terms
of this model, minority shareholders are viewed as equity participants of the group and all transactions with
minorities are therefore accounted for as equity transactions and included in the statement of changes in equity.
On acquisition of an interest from a minority shareholder, any excess of the cost of the transaction over the
acquirer’s proportionate share of the net asset value acquired is allocated to a separate component of equity.
Dilution profits and losses relating to non-wholly owned subsidiary entities are similarly accounted for in the
statement of changes in equity in terms of the economic entity model.
Business combinations in which all of the combining entities or businesses are ultimately controlled by the
same party or parties both before and after the business combination (and where that control is not transitory)
are referred to as common control transactions. The accounting policy for the acquiring entity would be to
account for the transaction at book values in its consolidated financial statements. The book values of the
acquired entity are the consolidated book values as reflected in the consolidated financial statements of the
selling entity. The excess of the cost of the transaction over the acquirer’s proportionate share of the net asset
value acquired in common control transactions, will be allocated to the existing control business combination
reserve in equity. Where comparative periods are presented, the financial statements and financial information
presented are not restated.
Where necessary, accounting policies for subsidiaries have been changed to ensure consistency with the
policies adopted by the group.
Associated companies
Investments in associated companies are accounted for under the equity method. Associated companies are
those companies in which the group generally has between 20% and 50% of the voting rights, or over which
the group exercises significant influence, but which it does not control.
Equity accounting involves recognising in the income statement the group’s share of the associate’s post-acquisition
results net of taxation and minority interests in the associate. The group’s share of post-acquisition movements in
reserves is accounted for in the other comprehensive income of the group. The group’s interest in the associate is
carried on the statement of financial position at cost, adjusted for the group’s share of the change in post-acquisition
net assets, and inclusive of goodwill and other identifiable intangible assets recognised on acquisitions. Where
the group’s share of losses exceeds the carrying amount of its investment, the carrying amount of the investment
as well as any loans to the associate are reduced to nil and no further losses are recognised, unless the group has
incurred obligations to the associate or the group has guaranteed or committed to satisfy obligations of the
associate. Unrealised gains and losses on transactions between the group and its associates are eliminated to the
extent of the group’s interest in the associates, unless the loss provides evidence of an impairment of the asset
transferred. Dilution profits and losses relating to associated companies are accounted for in the income statement.
All major foreign associates have December year-ends, and the group’s accounting policy is to account for a
three-month lag period in reporting their results. Any significant transactions that occurred between December
and the group’s March year-end are taken into account.
Where necessary, accounting policies for associated companies have been changed to ensure consistency with
the policies adopted by the group.


(a) Basis of consolidation (continued)
Joint ventures
The group’s interest in jointly controlled entities is accounted for by way of proportionate consolidation. The group
combines its share of the joint ventures’ individual income and expenses, assets and liabilities and cash flows on a
line-by-line basis with similar items in the group’s financial statements. The group recognises the portion of gains
or losses on the sale of assets by the group to the joint venture that is attributable to the other venturers. The group
does not recognise its share of gains or losses from the joint venture that result from the purchase of assets by
the group from the joint venture until it resells the assets to an independent third party. However, if a loss on the
transaction provides evidence of a reduction in the net realisable value of current assets or an impairment loss,
the loss is recognised immediately.
Where necessary, accounting policies for joint ventures have been changed to ensure consistency with the
policies adopted by the group.
(b) Investments
The group classifies its investments in debt and equity securities into the following categories: at fair value through
profit or loss, held-to-maturity, available-for-sale and loans and receivables. The classification is dependent on the
purpose for which the investments were acquired. Management determines the classification of its investments at
the time of purchase and re-evaluates such designation on an annual basis. At fair value through profit or loss
assets has two subcategories: financial assets held-for-trading and those designated as at fair value through profit
or loss at inception. A financial asset is classified into this category at inception if acquired principally for the purpose
of selling in the short term, if it forms part of a portfolio of financial assets in which there is evidence of short-term
profit-taking, or, if permitted to do so, designated by management. For the purpose of these financial statements
short term is defined as a period of three months or less. The group does not hold financial assets for trading,
therefore assets held as at fair value through profit or loss are designated as such on initial recognition. Derivatives
are also classified as held-for-trading unless they are designated as hedges. The group has no at fair value
through profit or loss, held-to-maturity or available-for-sale investments for the years ended 31 March 2010 and
31 March 2009.
Investments with a fixed maturity that management has the intent and ability to hold to maturity are classified
as held-to-maturity and are included in non-current assets, except for maturities within 12 months from the
statement of financial position date, which are classified as current assets. Loans and receivables are non-derivative
financial assets with fixed or determinable payments that are not quoted in an active market other than those
that the group intends to sell in the short term or that it has designated as at fair value through profit or loss or
available-for-sale. Loans and receivables are included in non-current assets, except for maturities within 12 months
from the statement of financial position date, which are classified as current assets. All other investments, including
those that are intended to be held for an indefinite period of time, which may be sold in response to needs for
liquidity, changes in fair value or interest rates, are classified as available-for-sale. Available-for-sale assets are
included in non-current assets unless management has the express intention of holding the investment for less
than 12 months from the statement of financial position date or unless they will need to be sold to raise operating
capital, in which case they are included in current assets.
Purchases and sales of investments are recognised on the trade date, which is the date that the group commits
to purchase or sell the asset. Investments are initially recognised at fair value plus, in the case of all financial
assets not carried at fair value through profit or loss, transaction costs that are directly attributable to their
acquisition. At fair value through profit or loss and available-for-sale investments are subsequently carried at fair
value. Held-to-maturity investments and loans and receivables are carried at amortised cost using the effective
yield method. Realised and unrealised gains and losses arising from changes in the fair value of at fair value
through profit or loss investments are included in the income statement in the period in which they arise.
Unrealised gains and losses arising from changes in the fair value of investments classified as available-for-sale
are recognised in other comprehensive income.
The fair values of investments are based on quoted bid prices or amounts derived from cash flow models. Fair
values for unlisted equity securities are estimated using applicable price/earnings or price/cash flow ratios refined
to reflect the specific circumstances of the issuer. Equity securities for which fair values cannot be measured
reliably are recognised at cost less impairment. When securities classified as available-for-sale are sold or impaired,
the accumulated fair value adjustments are included in the income statement as “profit/(loss) on sale of
investments”.
Investments are derecognised when the rights to receive cash flows from the investments have expired or where
they have been transferred and the group has also transferred substantially all risks and rewards of ownership.


(c) Property, plant and equipment
Property, plant and equipment are stated at cost, being the purchase cost plus any cost to prepare the assets for
their intended use, less accumulated depreciation and any accumulated impairment losses. Cost includes transfers
from equity of any gains/losses on qualifying cash flow hedges of foreign currency purchase costs. Property,
plant and equipment, with the exception of land, are depreciated in equal annual amounts over each asset’s
estimated useful life and to their residual values. Land is not depreciated as it is deemed to have an indefinite
life. Depreciation periods vary in accordance with the conditions in the relevant industries, but are subject to
the following range of useful lives:
kg Buildings 20 – 50 years
kg Manufacturing equipment 1 – 25 years
kg Office equipment 2 – 13 years
kg Improvements to buildings 3 – 15 years
kg Computer equipment 1 – 5 years
kg Vehicles 2 – 7 years
kg Transmission equipment 4 – 12 years
The group applied the component approach whereby parts of some items of property, plant and equipment
may require replacement at regular intervals. The carrying amount of an item of property, plant and equipment
will include the cost of replacing the part of such an item when that cost is incurred if it is probable that future
economic benefits will flow to the group and the cost can be reliably measured. The carrying amount of those
parts that are replaced is derecognised on disposal or when it is withdrawn from use and no future economic
benefits are expected from its disposal. Each part of an item of property, plant and equipment with a cost that is
significant in relation to the total cost of the item is depreciated separately.
Major leasehold improvements are amortised over the shorter of their respective lease periods and estimated
useful economic life.
Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets are
capitalised as part of the cost of those assets. All other borrowing costs are expensed in the period in which
they are incurred. A qualifying asset is an asset that takes more than a year to get ready for its intended use or
sale. Borrowing costs are interest and other costs that the group incur in connection with the borrowing of
funds. This include interest expenses calculated using the effective interest method, finance charges in respect
of finance leases and exchange differences arising from foreign currency borrowings’ interest cost. Where a
range of debt instruments are used to borrow funds, or where the financing activities are coordinated centrally,
a weighted average capitalisation rate is applied.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate,
only when it is probable that future economic benefits associated with the item will flow to the group and the
cost of the item can be measured reliably. All other repairs and maintenance are charged to the income
statement during the financial period in which they are incurred. The cost of major renovations is included in
the carrying amount of the asset when it is probable that future economic benefits will flow to the group and
the cost can be reliably measured. Major renovations are depreciated over the remaining useful economic life of
the related asset.
The carrying values of property, plant and equipment are reviewed periodically to assess whether or not the net
recoverable amount has declined below the carrying amount. In the event of such impairment, the carrying
amount is reduced and the reduction is charged as an expense against income.
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each statement of
financial position date. Gains and losses on disposals are determined by comparing the proceeds with the
asset’s carrying amount.
Work in progress is defined as assets still in the construction phase and not yet available for use. These assets are
carried at initial cost and are not depreciated. Depreciation on these assets commence when they become
available for use and depreciation periods are based on management’s assessment of their useful lives.


(d) Leased assets
Leases of property, plant and equipment, except land, are classified as finance leases where, substantially all risks
and rewards associated with ownership of an asset are transferred from the lessor to the group as lessee. Assets
classified as finance leases are capitalised at the lower of the fair value of the leased asset and the estimated
present value of the underlying minimum lease payments, with the related lease obligation recognised at the
estimated present value of the minimum lease payments. Bank rates are used to calculate present values of
minimum lease payments. Capitalised leased assets are depreciated over their estimated useful lives, limited to
the duration of the lease agreement. Each lease payment is allocated between the liability and finance charges
so as to achieve a constant rate on the finance balance outstanding. The corresponding rental obligations, net
of finance charges, are included in other long or short-term payables. The interest element of the finance cost is
charged to the income statement over the lease period so as to produce a constant periodic rate of interest on
the remaining balance of the liability for each period.
Leases of assets under which substantially all the risks and rewards of ownership are effectively retained by the
third-party lessor are classified as operating leases. Operating lease rentals (net of any incentives received from
the lessor) are charged to the income statement on a straight-line basis over the period of the lease.
(e) Goodwill and other intangible assets
Goodwill represents the excess of the cost of an acquisition over the fair value of the group’s share of the net
identifiable assets of the acquired subsidiary, associate or joint venture at the date of acquisition. This is directly
attributable to the expected future cash-generating ability of the acquired entity. Goodwill on acquisition of
subsidiaries and joint ventures is included in “goodwill” on the statement of financial position. Goodwill on
acquisitions of associates is included in “investments in associates”. Separately recognised goodwill is tested
annually for impairment and carried at cost less accumulated impairment losses. Impairment losses on goodwill
are not reversed. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating
to the entity sold.
Goodwill is allocated to cash-generating units for the purpose of impairment testing. Impairment is determined
by assessing the recoverable amount of the cash-generating unit to which the goodwill relates. Where the
recoverable amount of the cash-generating unit is less than the carrying amount, an impairment loss is
recognised.
Patents, brand names, trademarks, title rights, concession rights, software and other similar intangible assets
acquired are capitalised at cost. Intangible assets with indefinite useful lives are not amortised, but tested for
impairment annually as well as when an indication of possible impairment exists, and carried at cost less
accumulated impairment losses. Where the carrying amount exceeds the recoverable amount, it is adjusted for
impairment. Intangible assets with finite useful lives are being amortised using the straight-line or the
diminishing balance method over their estimated useful lives. The useful lives and residual values of intangible
assets are reassessed on an annual basis.
Amortisation periods for intangible assets with finite useful lives vary in accordance with the conditions in the
relevant industries, but are subject to the following maximum limits:
kg Patents 20 years
kg Title rights 20 years
kg Brand names and trademarks 30 years
kg Software 10 years
kg Intellectual property rights 30 years
kg Subscriber base 11 years
kg Concession rights 3 years


(e) Goodwill and other intangible assets (continued)
No value is attributed to internally developed trademarks or similar rights and assets. The costs incurred to
develop these items are charged to the income statement in the period in which they are incurred.
The fair values of intangible assets with finite or infinite useful lives may be revalued due to valuation differences
that arise on business combinations. These revaluations arise in business combinations which are achieved in
stages and with the initial recognition of the acquiree’s assets, liabilities and contingent liabilities by the acquirer.
This does not signify that the group has elected to apply an accounting policy of revaluing these items after
initial recognition. The valuation and impairment testing of intangible assets requires significant judgement by
management.
Work in progress is defined as assets still in the construction phase and not yet available for use. These assets are
carried at initial cost and are not amortised. Amortisation on these assets commence when they become available
for use and amortisation periods are based on management’s assessment of their useful lives.
(f) Programme and film rights
Programme material rights
Purchased programme and film rights are stated at acquisition costs less accumulated amortisation. Programme
material rights, which consist of the rights to broadcast programmes, series and films, are recorded at the date
the rights come into license at the spot rates on the purchase date. The rights are amortised based on
contracted screenings or expensed where management have confirmed that it is their intention that no further
screenings will occur.
Programme material rights contracted by the reporting date in respect of programmes, series and films not yet
in license are disclosed as commitments.
Programme production costs
Programme production costs, which consist of all costs necessary to produce and complete a programme to be
broadcast, are recorded at the lower of direct cost or net realisable value. Net realisable value is set at the
average cost of programme material rights.
Programme production costs are amortised based on contracted screenings or expensed where management
have confirmed that it is their intention that no further screenings will occur.
All programme production costs in excess of the expected net realisable value of the production on
completion, are expensed when contracted.
Sports events rights
Sports events rights are recorded at the date that the period to which the events relate, commences at the rate
of exchange ruling at that date. These rights are expensed over the period to which the events relate or where
management has confirmed that it is its intention that the event will not be screened.
Payments made to negotiate and secure the broadcasting of sports events are expensed as incurred. Rights to
future sports events contracted by the reporting date, but which have not yet commenced, are disclosed as
commitments, except where payments have already been made, which are shown as prepaid expenses.
(g) Impairment
Financial assets
The group assesses, at each statement of financial position date or when an indication of possible impairment
exists, whether there is any objective evidence that an investment or group of investments is impaired. If any
such evidence exists, the entity applies the following principles for each class of financial asset to determine the
amount of any impairment loss.


(g) Impairment (continued)
Financial assets carried at amortised cost
If there is objective evidence that an impairment loss on loans and receivables or held-to-maturity investments
carried at amortised cost has been incurred, the amount of the loss is measured as the difference between the
asset’s carrying amount and the present value of estimated future cash flows (excluding future credit losses that
have not been incurred) discounted at the financial asset’s original effective interest rate (ie the effective interest
rate computed at initial recognition).
The carrying amount of the asset is reduced directly through profit and loss. If, in a subsequent period, the
amount of the impairment loss decreases and the decrease can be related objectively to an event occurring
after the impairment was recognised, the previously recognised impairment loss shall be reversed through
profit and loss. The reversal shall not result in a carrying amount of the financial asset that exceeds what the
amortised cost would have been had the impairment not been recognised at the date the impairment is
reversed. The reversal is recognised in the income statement in the same line as the original impairment charge.
Available-for-sale financial assets
When a decline in the fair value of an available-for-sale financial asset has been recognised directly in other
comprehensive income and there is objective evidence that the asset is impaired, the cumulative loss that had
been recognised directly in other comprehensive income shall be removed from other comprehensive income
and recognised in profit or loss even though the financial asset has not been derecognised. Impairment losses
recognised in profit or loss for an investment in an equity instrument classified as available-for-sale shall not be
reversed through profit or loss.
If, in a subsequent period, the fair value of a debt instrument classified as available-for-sale increases and the
increase can be objectively related to an event occurring after the impairment loss was recognised in profit or
loss, the impairment loss shall be reversed, with the amount of the reversal recognised in profit or loss.
Other assets
The group evaluates the carrying value of assets with finite useful lives annually and when events and circumstances
indicate that the carrying value may not be recoverable. Indicators of possible impairment include, but are
not limited to: significant underperformance relative to expectations based on historical or projected future
operating results; significant changes in the manner of use of the assets or the strategy for the group’s overall
business; significant negative industry or economic trends and a significant and sustained decline in an
investment’s share price or market capitalisation relative to its net asset value. Intangible assets that have
indefinite useful lives are not subject to amortisation and are tested annually for impairment or when an
indication of possible impairment exists.
An impairment loss is recognised in the income statement when the carrying amount of an asset exceeds its
recoverable amount. An asset’s recoverable amount is the higher of the asset’s fair value less cost to sell, or its
value in use. Value in use is the present value of estimated future cash flows expected to arise from the continuing
use of an asset and from its disposal at the end of its useful life. The estimated future cash flows are discounted
to their present value using a pre-tax discount rate that reflects current market assessments of the time value of
money and the risks specific to the asset. For the purposes of assessing impairment, assets are grouped at the
lowest levels for which there are separately identifiable cash flows.
An impairment loss recognised for an asset in prior years is reversed if there has been a change in the estimates
used to determine the asset’s recoverable amount since the last impairment loss was recognised and the
recoverable amount exceeds the new carrying amount. The reversal of the impairment is limited to the carrying
amount that would have been determined (net of depreciation or amortisation) had no impairment loss been
recognised in prior years. The reversal of such an impairment loss is recognised in the income statement in the
same line item as the original impairment charge.


(h) Development activities
Research and development costs
Research expenditure is recognised as an expense as incurred. Costs incurred on development projects (relating
to the design and testing of new or improved products) are recognised as intangible assets when it is probable
that the project will be profitable considering its commercial and technical feasibility and its costs can be measured
reliably. Other development expenditures that do not meet these criteria are recognised as an expense as
incurred. Development costs previously recognised as an expense are not recognised as an asset in a subsequent
period. Capitalised development costs are recorded as intangible assets and amortised from the point at which
the asset is ready for use on a straight-line basis over its useful life, not exceeding the limits stated in note (e).
Development assets are tested for impairment annually and the impairment loss is recognised in the income
statement when the carrying amount of the asset exceeds its recoverable amount. This loss is also reversed if
there has been a change in the estimates used to determine the asset’s recoverable amount since the last
impairment loss was recognised and the recoverable amount exceeds the new carrying amount. The reversal
of the impairment is limited to the carrying amount that would have been determined (net of depreciation or
amortisation) had no impairment loss been recognised in prior years. The reversal of such an impairment loss is
recognised in the income statement in the same line item as the original impairment charge.
Software and website development costs
Costs that are directly associated with the production of identifiable and unique software products controlled
by the group, and which will probably generate economic benefits exceeding costs beyond one year, are
recognised as intangible assets. Direct costs include the software development team’s employee costs and an
appropriate portion of relevant overheads. All other costs associated with developing or maintaining software
programs are recognised as an expense as incurred.
Website development costs are capitalised as intangible assets if it is probable that the expected future economic
benefits attributable to the asset will flow to the group and its cost can be measured reliably, otherwise these
costs are charged against operating profit as the expenditure is incurred.
(i) Inventory
Inventory is stated at the lower of cost or net realisable value. The cost of inventory is determined by means of
the first-in first-out basis or the weighted average method. The majority of inventory is valued using the first-in
first-out basis, but for certain inventories with a specific nature and use which differ significantly from other
classes of inventory, the weighted average is used.
The cost of finished products and work in progress comprises raw materials, direct labour, other direct costs and
related production overheads, but excludes finance costs. Costs of inventories include the transfer from other
comprehensive income of any gains or losses on qualifying cash flow hedges relating to inventory purchases.
Net realisable value is the estimate of the selling price, less the costs of completion and selling expenses.
Provisions are made for obsolete, unusable and unsaleable inventory and for latent damage first revealed when
inventory items are taken into use or offered for sale.
(j) Trade receivables
Trade receivables are recognised at fair value at the date of initial recognition, and subsequently carried at
amortised cost less provision made for impairment. A provision for impairment of trade receivables is established
when there is objective evidence that the group will not be able to collect all amounts due according to the
original terms of receivables. The amount of the provision is the difference between the carrying amount and the
estimated recoverable amount.
(k) Cash and cash equivalents
Cash and cash equivalents are carried in the statement of financial position at cost. Cash and cash equivalents
comprise cash on hand and deposits held at call with banks. Certain cash balances are restricted from immediate
use according to terms with banks or other financial institutions. For cash flow purposes, cash and cash equivalents
are presented net of bank overdrafts.


(l) Borrowings
Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently
stated at amortised cost using the effective yield method; any difference between proceeds and the redemption
value is recognised in the income statement over the period of the borrowings.
(m) Provisions
Provisions are recognised when the group has a present legal or constructive obligation as a result of past events;
it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation
and a reliable estimate of the amount of the obligation can be made.
The group recognises the estimated liability on all products still under warranty at the statement of financial
position date. The group recognises a provision for onerous contracts when the expected benefits to be derived
from a contract are less than the unavoidable costs of meeting the obligations under the contract. Restructuring
provisions are recognised in the period in which the group becomes legally or constructively committed to
payment. Costs related to the ongoing activities of the group are not provided in advance.
Provisions are reviewed at each statement of financial position date and adjusted to reflect the current best
estimate. Where the effect of the time value of money is material, the amount of a provision is determined by
discounting the anticipated future cash flows expected to be required to settle the obligation at a pre-tax rate
that reflects current market assessments of the time value of money and the risks specific to the liability. The
increase in the provision due to the passage of time is recognised as interest expense.
(n) Taxation
Taxation rates
The normal South African company tax rate used for the year ending 31 March 2010 is 28% (2009: 28%). Deferred
tax assets and liabilities for South African entities at 31 March 2010 have been calculated using the 28% (2009: 28%)
rate, being the rate that the group expects to apply to the periods when the assets are realised or the liabilities
are settled. Secondary tax on companies (“STC”) is calculated at 10% (2009: 10%), and capital gains tax is calculated
at 50% of the company tax rate. International tax rates vary from jurisdiction to jurisdiction.
Deferred taxation
Deferred taxation is provided in full, using the statement of financial position liability method, for all taxable or
deductible temporary differences arising between the tax bases of assets and liabilities and their carrying values
for financial reporting purposes. Currently enacted, or where appropriate, substantially enacted tax rates are
used to determine deferred taxation.
Using this method, the group is required to make provision for deferred taxation, in relation to an acquisition, on
the difference between the fair values of the net assets acquired and their tax base. Provision for taxes, mainly
withholding taxes, which could arise on the remittance of retained earnings, is only made if there is a current
intention to remit such earnings.
The principal taxable or deductible temporary differences arise from depreciation on property, plant and
equipment, other intangibles, provisions and other current liabilities, income received in advance, STC credits,
finance leases and tax losses carried forward. Deferred taxation assets are recognised to the extent that it is
probable that future taxable profit will be available against which deductible temporary differences and unused
tax losses can be utilised.
Deferred taxation is provided on temporary differences arising on investments in subsidiaries and associates,
except where the timing of the reversal of the temporary difference is controlled by the group and it is probable
that the temporary difference will not reverse in the foreseeable future.
Secondary tax on companies (“STC”)
Dividends declared by South African companies are subject to STC, but the STC liability is reduced by dividends
received during the dividend cycle. Where the dividends received exceed dividends declared within a cycle,
there is no liability to pay STC. The potential tax benefit related to excess dividends received is carried forward to
the next dividend cycle. Where dividends declared exceed the dividends received during a cycle, STC is payable
at the current STC rate. The STC expense is included in the taxation charge in the income statement in the
period that the dividend is paid. Deferred tax assets are recognised on unutilised STC credits to the extent that it
is probable that the group will declare future dividends to utilise such STC credits.


(o) Foreign currencies
The consolidated financial statements are presented in rand, which is the company’s functional and presentation
currency. However, the group separately measures the transactions of each of its material operations using the
functional currency determined for that specific entity, which in most instances, but not always, is the currency
of the primary economic environment in which the operation conducts its business.
For transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at
the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions
and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign
currencies are recognised in the income statement, except when deferred in other comprehensive income as
qualifying cash flow hedges and qualifying net investment hedges.
Translation differences on non-monetary items, such as equities held at fair value through profit or loss, are
reported as part of the fair value gain or loss. Translation differences on non-monetary items, such as equities
classified as available-for-sale financial assets, are included in the valuation reserve in other comprehensive income.
For translation of group companies’ results
The results and financial position of all the group entities (none of which has the currency of a hyperinflationary
economy) that have a functional currency different from the presentation currency are translated into the
presentation currency as follows:
(i) assets and liabilities for each statement of financial position presented are translated at the closing rate at
the date of that statement of financial position
(ii) income and expenses for each income statement are translated at average exchange rates (unless this
average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction
dates, in which case income and expenses are translated at the dates of the transactions)
(iii) components of equity for each statement of changes in equity presented are translated at the historic rate,
and
(iv) all resulting exchange differences are recognised as a separate component of equity.
On consolidation, exchange differences arising from the translation of the net investment in foreign entities, and
of borrowings and other currency instruments designated as hedges of such investments, are taken to shareholders’
equity. When a foreign operation is sold, such exchange differences are recognised in the income statement as
part of the gain or loss on sale.
Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as the foreign entity’s
assets and liabilities and are translated at the closing rate.
(p) Derivative financial instruments
The group uses derivative instruments to reduce exposure to fluctuations in foreign currency exchange rates
and interest rates. These instruments mainly comprise foreign exchange contracts, interest rate caps and interest
rate swap agreements. Foreign exchange contracts protect the group from movements in exchange rates by
fixing the rate at which a foreign currency asset or liability will be settled. Interest rate caps and swap agreements
protect the group from movements in interest rates. It is the policy of the group not to trade in derivative
financial instruments for economically speculative purposes.
The group documents at the inception of the transaction the relationship between hedging instruments and
hedged items, as well as its risk management objective and strategy for undertaking various hedge transactions.
The group also documents its assessment, both at hedge inception and on an ongoing basis, of whether the
derivatives that are used in hedging transactions are expected to be and have been highly effective in offsetting
changes in fair values or cash flows of hedged items. The fair values of various derivative instruments used for
hedging purposes are disclosed in note 38. Movements on the hedging reserve are shown in the statement of
comprehensive income.


(p) Derivative financial instruments (continued)
Derivative financial instruments are recognised in the statement of financial position at fair value. Derivatives are
classified as non-current assets and liabilities except for derivatives with maturity dates within 12 months of the
statement of financial position date, which are then classified as current assets or liabilities. The method of
recognising the resulting gain or loss is dependent on the nature of the item being hedged. The group designates
derivatives as either (1) a hedge of the fair value of a recognised asset or liability or firm commitment (fair value
hedge), or (2) a hedge of a forecast transaction or of the foreign currency risk of a firm commitment (cash flow
hedge), or (3) a hedge of a net investment in a foreign entity on the date a derivative contract is entered into.
Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recorded in the
income statement, along with changes in the fair value of the hedged asset or liability that is attributable to
the hedged risk.
Changes in the fair value of derivatives that are designated and qualify as cash flow hedges and that are highly
effective are recognised in other comprehensive income and the ineffective part of the hedge is recognised in
the income statement. Where the forecast transaction or firm commitment, of which the foreign currency risk is
being hedged, results in the recognition of an asset or a liability, the gains and losses previously deferred in other
comprehensive income are transferred from other comprehensive income and included in the initial measurement
of the cost of the asset or liability. Otherwise, amounts deferred in other comprehensive income are transferred
to the income statement and classified as income or expense in the same periods during which the hedged
transaction affects the income statement.
Certain derivative transactions, while providing effective economic hedges under the group’s risk management
policies, do not qualify for hedge accounting. Changes in the fair value of any derivative instrument that do not
qualify for hedge accounting are recognised immediately in the income statement.
When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria for hedge accounting,
any cumulative gain or loss existing in other comprehensive income at that time remains in other comprehensive
income and is recognised when the committed or forecast transaction ultimately is recognised in the income
statement. When a committed or forecast transaction is no longer expected to occur, the cumulative gain or
loss that was reported in other comprehensive income is immediately transferred to the income statement.
Hedges of net investments in foreign entities are accounted for similarly to cash flow hedges. Where the hedging
instrument is a derivative, any gain or loss on the hedging instrument relating to the effective portion of the
hedge is recognised in other comprehensive income; the gain or loss relating to the ineffective portion is
recognised immediately in the income statement. However, where the hedging instrument is not a derivative,
all foreign exchange gains and losses arising on translation are recognised in the income statement.
Embedded derivatives are derivative instruments that are embedded in another contract or host contract. The
group separates an embedded derivative from its host contract and accounts for it separately, when its economic
characteristics are not clearly and closely related to those of the host contract. These separated embedded
derivatives are classified as trading assets or liabilities and marked to market through the income statement,
provided that the combined contract is not measured at fair value with changes through the income statement.
The group classifies gains and losses on embedded derivative instruments as follows: while the asset related to
the embedded derivative is recorded on the statement of financial position, any fair value adjustments are
recorded as part of “Other finance income/(costs) – net”. Once the embedded derivative is derecognised or
realised, any foreign exchange gain or loss is recorded as part of “cost of providing services and goods sold” to
match the cost of the item that was recognised in operating profit during that period.
(q) Revenue recognition
Revenue comprises the fair value of the consideration received or receivable for the sale of goods and services
in the ordinary course of the group’s activities. Revenue is shown net of value-added tax (“VAT”), returns, rebates
and discounts and after eliminating sales within the group.
Product sales
Sales are recognised upon delivery of products and customer acceptance, net of sales taxes, VAT and discounts,
and after eliminating sales within the group. No element of financing is deemed present as the sales are made
with credit terms, which are short term in nature.


(q) Revenue recognition (continued)
Subscription fees
Pay-television and internet subscription fees are earned over the period the services are provided. Subscription
revenue arises from the monthly billing of subscribers for pay-television and internet services provided by the
group. Revenue is recognised in the month the service is rendered. Any subscription revenue received in advance
of the service being provided is recorded as deferred income and recognised in the month the service is provided.
Circulation revenue
Circulation revenue is recognised net of estimated returns in the month in which the magazine or newspaper is
sold.
Book publishing and sales
Sales are recognised upon delivery of products and customer acceptance, net of sales taxes, VAT and discounts,
and after eliminating sales within the group.
Advertising revenues
The group mainly derives advertising revenues from advertisements published in its newspapers and magazines,
broadcast on its pay-television platforms and shown online on its websites and instant-messaging windows.
Advertising revenues from pay-television and print media products are recognised upon showing or publication
over the period of the advertising contract. Publication is regarded to be when the print media product has
been delivered to the retailer and is available to be purchased by the general public. Online advertising revenues
are recognised over the period in which the advertisements are displayed.
Printing and distribution
Revenues from print and distribution services are recognised upon completion of the services and delivery of the
related product and customer acceptance, net of taxes, VAT and discounts, and after elimination of sales within
the group. The recognition of print services revenue is based upon delivery of the product to the distribution
depot and acceptance by the distributor of the customer, or where the customer is responsible for the transport
of the customers’ products, acceptance by the customer or its nominated transport company. Revenues from
distribution services are recognised upon delivery of the product to the retailer and acceptance thereof.
Print and distribution services are separately provided by different entities within the group and separately
contracted for by third-party customers. Where these services are provided to the same client, the terms of each
separate contract are consistent with contracts where an unrelated party provides one of the services. Revenue
is recognised separately for print and distribution services as the contracts are separately negotiated based on
fair value for each service.
Technology contracts and licensing
For contracts with multiple obligations (eg maintenance and other services), revenue from product licences are
recognised when delivery has occurred, collection of the receivables is probable, and the revenue associated
with delivered and undelivered elements are reliably measured.
The group recognises revenue allocated to maintenance and support fees, for ongoing customer support and
product updates rateably over the period of the relevant contracts. Payments for maintenance and support fees
are generally made in advance and are non-refundable. For revenue allocated to consulting services and for
consulting services sold separately, the group recognises revenue as the related services are performed.
The group enters into arrangements with network operators whereby application software is licensed to
network operators in exchange for a percentage of the subscription revenue they earn from their customers.
Where all of the software under the arrangement has been delivered, the revenue is recognised as the network
operator reports to the group its revenue share, which is generally done on a quarterly basis. Under
arrangements where the group has committed to deliver unspecified future applications, the revenue earned
on the delivered applications is recognised on a subscription basis over the term of the arrangement.
Contract publishing
Revenue relating to any particular publication is brought into account in the month that it is published. Sales
are recognised net of sales taxes, VAT and discounts, and after eliminating sales within the group.


(q) Revenue recognition (continued)
Decoder maintenance revenue
Decoder maintenance revenue is recognised over the period the service is provided.
e-Commerce revenue
e-Commerce revenue represents amounts receivable for services net of VAT and refunds. The group recognises
listing and related fees on listing of an item for sale and success fees and any other relevant commission when a
transaction is completed on the group’s websites.
(r) Other income
Interest and dividends received on available-for-sale financial assets are included in investment income and not
as part of the fair value movement in other comprehensive income. Interest is accrued on the effective yield
method and dividends are recognised when the right to receive payment is established.
(s) Employee benefits
Retirement benefits
The group provides retirement benefits for its full-time employees, primarily by means of monthly contributions
to a number of defined contribution pension and provident funds in the countries in which the group operates.
The assets of these funds are generally held in separate trustee-administered funds. The group’s contributions to
retirement funds are recognised as an expense in the period in which employees render the related service.
Medical aid benefits
The group’s contributions to medical aid benefit funds for employees are recognised as an expense in the period
during which the employees render services to the group.
Post-retirement medical aid benefit
Some group companies provide post-retirement healthcare benefits to their retirees. The entitlement to
post-retirement healthcare benefits is based on the employee remaining in service up to retirement age and
completing a minimum service period. The expected costs of these benefits are accrued over the period of
employment. Independent qualified actuaries carry out annual valuations of these obligations. All actuarial
gains and losses are recognised immediately in the income statement. The actuarial valuation method used to
value the obligations is the projected unit credit method. Future benefits are projected using specific actuarial
assumptions and the liability to in-service members is accrued over their expected working lifetime. These
obligations are unfunded with the exception of the schemes of agreements entered into with employees from
Media24 Limited and Via Afrika Limited.
Termination benefits
Termination benefits are employee benefits payable as a result of either an entity’s decision to terminate an
employee’s employment before the normal retirement date or an employee’s decision to accept voluntary
redundancy in exchange for those benefits. The group recognises these termination benefits when the group is
demonstrably committed to either terminate the employment of an employee or group of employees before
the normal retirement date, or provide termination benefits as a result of an offer made in order to encourage
voluntary redundancy.
The group is demonstrably committed to a termination when the group has a detailed formal plan (with
specified minimum contents) for the termination and it is without realistic possibility of withdrawal. Where
termination benefits fall due more than 12 months after the reporting period, they are discounted. In the case
of an offer made to encourage voluntary redundancy, the measurement of termination benefits are based on
the number of employees expected to accept the offer. Termination benefits are immediately recognised as an
expense.


(t) Equity compensation benefits
The group grants share options/share appreciation rights (“SARs”) to its employees under a number of equity
compensation plans. In accordance with IFRS 2, the group has recognised an employee benefit expense in the
income statement, representing the fair value of share options/SARs granted to the group’s employees.
A corresponding credit to equity has been raised for equity-settled plans, whereas a corresponding credit to
liabilities has been raised for cash-settled plans. The fair value of the options/SARs at the date of grant under equity-
settled plans is charged to income over the relevant vesting periods, adjusted to reflect actual and expected levels
of vesting. For cash-settled plans, the group remeasures the fair value of the recognised liability at each reporting
date and at the date of settlement, with any changes in fair value recognised in profit or loss for the period.
A share option scheme/SAR is considered equity-settled when the option/gain is settled by the issue of a
Naspers N share. They are considered cash-settled when they are settled in cash or any other asset, ie not by the
issue of a Naspers N share. Each share trust deed and SAR plan deed, as appropriate, indicates whether a plan is
to be settled by the issue of Naspers shares or not.
Where shares are held or acquired by subsidiary companies for equity compensation plans, they are treated as
treasury shares (see accounting policy below). When these shares are subsequently issued to participants of the
equity compensation plans on the vesting date, any gains or losses realised by the plan is recorded in treasury
shares.
(u) Treasury shares
Where subsidiaries hold shares in the holding company’s share capital, the consideration paid to acquire these
shares including any attributable incremental external costs is deducted from total shareholders’ equity as
treasury shares. Where such shares are subsequently sold or reissued, the cost of those shares are released, and
any realised gains or losses are included in treasury shares. Shares issued to or held by share incentive plans
within the group are treated as treasury shares until such time when participants pay for and take delivery of
such shares. The same applies to treasury shares held by joint ventures.
(v) Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating
decision-maker. The chief operating decision-maker, who is responsible for allocating resources and assessing
performance of the operating segments, has been identified as the executive committee that makes strategic
decisions. The group proportionally consolidate its share of the results of its associated companies in the various
reporting segments. This is considered to be more reflective of the economic value of these investments.
(w) Discontinuing operations
A discontinuing operation results from the sale or abandonment of an operation that represents a separate,
major line of business and for which the assets, net profits or losses and activities can be distinguished
physically, operationally and for reporting purposes. The results of discontinuing operations up to the point of
sale or abandonment, net of taxation, are separately disclosed.
(x) Recently issued accounting standards
The International Accounting Standards Board (“IASB”) issued a number of standards, amendments to standards
and interpretations during the financial year ended 31 March 2010. These amendments and standards will
therefore be implemented by the group during the financial years as set out below:
(i) Standards, amendments to standards and interpretations to existing standards effective in the year ended
31 March 2010:
kg IFRIC 13 “Customer Loyalty Programmes” addresses accounting by entities that grant loyalty award credits to
customers who buy goods or services. The group adopted this interpretation with no material effect on the
group’s financial statements.
kg IFRIC 18 “Transfers of Assets from Customers” was issued on 29 January 2009 and clarifies the accounting
treatment of agreements in which an entity receives an item of property, plant and equipment from a customer
that the entity must then use either to connect the customer to a network or to provide the customer with
ongoing access to a supply of goods or services. The group adopted this interpretation with no material
effect on the group’s financial statements.


(x) Recently issued accounting standards (continued)
kg On 12 March 2009 amendments to IFRIC 9 “Reassessment of Embedded Derivatives” and IAS 39 “Financial
Instruments: Recognition and Measurement” were issued. These amendments require entities to assess whether
they need to separate an embedded derivative from a combined financial instrument when financial assets are
reclassified out of the fair value through profit or loss category. The group adopted these amendments with no
material effect on the group’s financial statements.
kg IFRS 8 “Operating Segments” requires a management approach to reporting on financial performance of operating
segments, but needs to be reconciled to IFRS amounts reported. IFRS 8 was published on 30 November 2006 and
is effective for the group from its 31 March 2010 year-end. The group adopted this standard and is disclosed in
note 36. The group early adopted the amendment to paragraph 23 issued during April 2009. The amendment
allows the group not to disclose total assets for each reportable segment if not reviewed by the chief operating
decision-maker.
kg A revised IAS 23 “Borrowing Costs” was issued with the main change being the removal of the option of immediately
recognising as an expense borrowing costs that relate to assets that take a substantial period of time to get ready
for use or sale. An entity is, therefore, required to capitalise borrowing costs as part of the cost of such assets. The
group adopted these amendments with no material effect on the group’s financial statements.
kg The revised IAS 1 “Presentation of Financial Statements” was issued and the main changes from the previous version
are the introduction of the “statement of comprehensive income”, “statement of financial position” and “statement
of cash flows” (previously the income statement and statement of changes in equity, the balance sheet and cash
flow statement). The group adopted these amendments for the current year ending 31 March 2010.
kg The amendments to IFRS 7 “Financial Instruments: Disclosure” require disclosures of financial instruments measured
at fair value to be based on a three-level fair value hierarchy that reflects the significance of the inputs in such fair
value measurements. The amendments also require additional qualitative and quantitative disclosures of liquidity
risk. The group adopted these amendments as disclosed in note 38.
kg SAICA circular 3/2009 “Headline Earnings” was issued during August 2009 and supersedes the older circular
8/2007. The circular was updated with the amendments and revisions to IFRS issued between June 2007 and
April 2008. The group adopted this circular for the current year ending 31 March 2010 and the effect is disclosed in
note 28.
kg The following interpretations and amendments became effective during the year ended 31 March 2010, but
had no effect on the group’s financial statements: IFRIC 16 “Hedges of a Net Investment in a Foreign Operation”; the
amendment to IFRS 2 “Share-based Payment” that clarified the terms “vesting conditions” and “cancellations”;
the amendments to IAS 32 and IAS 1 “Presentation of Financial Statements: Puttable Financial Instruments and
Obligations Arising on Liquidation”; and the 22 May 2008 amendments to IFRS 1 “First-time Adoption of IFRS”
and IAS 27 “Consolidated and Separate Financial Statements”.
kg The annual improvements issued by the IASB during 2008 and 2009 which are effective have been adopted by
the group with no material effect.
(ii) Standards, amendments and interpretations to existing standards that are not yet effective and have not been
earlier adopted by the group:
kg IFRIC 17 “Distributions of Non-cash Assets to Owners” was issued on 27 November 2008 and clarifies the
accounting treatment of non-cash dividend distributions. The group will adopt this interpretation in its financial
year ending 31 March 2011 and is currently evaluating the effects.
kg IFRIC 19 “Extinguishing Financial Liabilities with Equity Instruments” was issued on 26 November 2009 and clarifies
the accounting treatment when an entity renegotiates the terms of its debt with the result that its debt is partly
or fully extinguished. The group will adopt this interpretation in its financial year ending 31 March 2011 and is
currently evaluating the effects.
kg The amendments to IFRS 3 “Business Combinations” and IAS 27 “Consolidated and Separate Financial Statements”
were issued on 10 January 2008 and has a greater emphasis on the use of fair value, focusing on changes in
control as a significant economic event and focusing on what is given to the vendor as consideration rather than
to look at what was given to achieve the acquisition. The group will adopt these amendments in its financial year
ending 31 March 2011 and is currently evaluating the effects.


(x) Recently issued accounting standards (continued)
kg On 18 June 2009 the IASB issued amendments to IFRS 2 “Share-based Payment” that clarify the accounting for
group cash-settled share-based payment transactions in an individual subsidiary’s own financial statements.
The group will adopt these amendments in its financial year ending 31 March 2011 and is currently evaluating
the effects.
kg During 2008, 2009 and 2010 the IASB issued “Improvements to International Financial Reporting Standards”.
These are non-urgent but necessary improvements, and consist of various amendments that the group has
adopted during its financial year ended 31 March 2010 and will adopt in its financial year ending 31 March 2011.
kg On 30 July 2008 amendments to IAS 39 Financial Instruments: Recognition and Measurement were issued.
They clarify two hedge accounting issues, namely “inflation in a financial hedged item”, and also how a
one-sided risk in a hedged item should be accounted for. The group will adopt these amendments in its
financial year ending 31 March 2011 and is currently evaluating the effects.
kg The amendments to IAS 32 “Financial Instruments: Presentation” clarifies the accounting treatment when rights
issues are denominated in a currency other than the functional currency of the issuer. The amendment states
that if such rights are issued pro rata to an entity’s existing shareholders for a fixed amount of currency, they
should be classified as equity regardless of the currency in which the exercise price is denominated. The group
will adopt these amendments in its financial year ending 31 March 2011 and is currently evaluating the effects.
kg The revised IAS 24 “Related party disclosures” was issued on 4 November 2009 and provides partial relief from
the requirement for government-related entities to disclose details of all transactions with the government and
other government-related entities. It also clarifies and simplifies the definition of a related party. The group will
adopt this revised standard in its financial year ending 31 March 2011 and is currently evaluating the effects.
kg IFRS 9 “Financial Instruments” was issued on 12 November 2009 and addresses classification and measurement
of financial assets as the first part of its project to replace IAS 39. It replaces the multiple classification and
measurement models in IAS 39 with a single model that has only two classification categories: amortised cost
and fair value. The group will adopt this revised standard in its financial year ending 31 March 2013 and is
currently evaluating the effects.
The IASB issued IFRIC 15, amendments to IFRIC 14 and IFRS 1 (IFRS 7 disclosures), which are not applicable to the
group. The details of this IFRIC are available on the IASB’s website at (www.iasb.org).
3. SIGNIFICANT ACQUISITIONS AND DIVESTITURES

Financial year ended 31 March 2010
During November 2009 the group contributed its 42,9% interest in Mail.ru as well as a cash consideration of R771m to
acquire a 39% interest in Mail.ru Internet N.V. which, subsequent to a share swop, holds 100% of the investment in Mail.ru
and Astrum Online Entertainment Holdings. The group continues to equity-account the investment.
During October 2009 the group acquired 51% of Korbitec (Proprietary) Limited for cash of R158m with an additional R51m
contingent consideration. The group has recorded the purchase consideration, based on a preliminary appraisal, as
follows: tangible assets R48m, intangible assets R135m, liabilities R21m and the balance to goodwill. The minorities’
share of the above is R79m. The revenues and profits from the acquisition were not significant to the group’s
consolidated results for the year.
In September 2009 the group acquired 94,8% (diluted interest of 91%) of Brazilian e-commerce group BuscaPé.com Inc. for a
consideration of approximately R2,7bn. This was funded from existing debt facilities. A put option of R89m over minorities is
part of the purchase consideration. The group has recorded the purchase consideration based on a preliminary appraisal as
follows: tangible assets R180m, intangible assets R394m, liabilities R228m and the balance to goodwill. The revenues and
profits from the acquisitions were not significant to the group’s consolidated results for the year.
In June 2009 the group announced a public tender offer to acquire Bankier.pl. The group finalised the transaction in
August 2009 and acquired 83% of Bankier.pl. Subsequent to the initial 83% interest acquired, the group also acquired the
remaining minorities. The group has recorded the total purchase consideration of R178m as follows: tangible assets R52m,
intangible assets R33m and the balance to goodwill. The revenues and profits from the acquisition were not significant to
the group’s consolidated results for the year.
The group also made some other acquisitions for a combined cost of approximately R522m. Revenues and profits from
these acquisitions were not significant to the group’s consolidated results.

3. SIGNIFICANT ACQUISITIONS AND DIVESTITURES (continued)

Financial year ended 31 March 2009
In December 2008 the group acquired an additional 11,9% interest (10,3% on a diluted basis) in Mail.ru which brings the
group’s total shareholding in this associate to 44,4% (42,9% on a diluted basis). The purchase consideration of
approximately R1,03bn was settled in cash. The difference of R759m between the fair value of the assets acquired and
the purchase consideration has been provisionally allocated to goodwill as a final purchase price allocation exercise has
not been completed.
In December 2008 MIH acquired a 37% interest in Xin’an Media, a cooperative joint venture in China, to engage in
advertising, printing, distribution and other publication-related activities. Xin’an Media is permitted through its exclusive
service contract to carry out the advertising and distribution of Evening News as well as the printing business. The purchase
consideration of R315m was settled in cash. The group has recorded the purchase consideration, based upon an appraisal,
as follows: net tangible assets of R133m, intangible assets of R162m and the balance to goodwill. The investment in Xin’an
Media has been accounted for as an associate, as the group exercises significant influence over the company and not joint
control.
In September 2008 the group acquired a 100% interest in Vatera.hu KFT (“Vatera”) for a purchase consideration of R183m
including transaction costs. Vatera is a Hungarian company that specialises in online auctioning. The purchase
consideration has been settled in cash except for an amount of R1,7m which has been granted as a settlement loan by
Vatera to the parties concerned. The group has recorded the purchase consideration, based upon a preliminary appraisal,
as follows: net tangible assets of R2m, intangible assets of R54m and the balance to goodwill.
During August 2008 the group concluded the disposal of its 87,5% interest in the NetMed group for approximately
R5,1bn before transaction costs of R67,5m. The transaction was accounted for as a discontinued operation in accordance
with IFRS 5 “Non-current Assets Held-for-Sale and Discontinued Operations” and a profit on discontinuance of R2,97bn
was recorded. Refer to note 27.
In August 2008 the group acquired a 25% interest in Buzz City PTE Limited (“Buzz City”), a private company registered in
Singapore that offers internet services focusing on mobile communications and advertising. The purchase consideration
for this interest of approximately R78m was paid in cash. This investment has been classified as an associate. The group
has recorded the purchase consideration, based upon an appraisal, as follows: net tangible assets of R10m, intangible
assets of R6,3m and the balance to goodwill.
During August 2008 the group sold an effective 3% in MIH Allegro B.V. to Garma B.V. for a total consideration of R274m.
As a result of these transactions, the group’s interest in MIH Allegro B.V. has decreased from 100% to 97%. The group’s
accounting policy for transactions with minorities is the “economic entity model”, which requires that transactions with
minorities are recorded in equity. The loss of R95m arising on this disposal (being the difference between the loan
disposed of and the proceeds) has been recorded in equity.
The group acquired an additional 13,4% interest in Nimbuzz B.V. (“Nimbuzz”) in July 2008 for a purchase consideration of
approximately R84m which was settled in cash. This additional interest brings the group’s total voting interest in Nimbuzz
to 38,4%. When the initial 25% interest was acquired the company performed a purchase price allocation exercise and
allocated the full difference between the purchase consideration and the net assets acquired to goodwill. Similarly, the
same allocation has been made for the additional interest acquired resulting in R35m being allocated to goodwill.
During June 2008 the group acquired a 49% shareholding in Compera nTime Internet Movel S.A. (“Compera”), a Brazilian
mobile content developer, for a cash consideration of R105m. During March 2009 the group acquired an additional 5%
for R62m, increasing its total interest to 54%. This resulted in the investment becoming a subsidiary from 5 March 2009
(previously an associate), as the group exercises control over this investment. The difference between the purchase
consideration and the fair value of the net assets acquired amounting to R86,8m has been allocated to goodwill of
R80,9m and net intangible assets of R5,9m.
With effect from 7 March 2008 the group acquired a 100% interest in Tradus plc. The purchase price allocation was
finalised during the current financial year. IFRS 3 requires that goodwill should be adjusted from the acquisition date by
the adjustment to the fair value of assets and liabilities acquired and comparative information presented for the prior
period should be presented as if the initial accounting had been completed at the acquisition date. Management has
recorded the required reclassifications to adjust the comparative information as follows: goodwill decreased by R3,2bn,
intangible assets increased by R3,9bn and deferred tax liabilities increased by R731m. The impact on the prior year
income statement was not material.
The revenues and profits from the acquisitions were not significant to the group’s consolidated results for the year.

31 March 31 March
2010 2009
R’m R’m
4. PROPERTY, PLANT AND EQUIPMENT

Land and buildings – owned 1 180 1 162
Cost price 1 388 1 347
Accumulated depreciation and impairment 208 185
Land and buildings – leased 57 67
Cost price 105 110
Manufacturing equipment – owned 1 310 1 152
Manufacturing equipment – leased — —
Cost price — 4
Accumulated depreciation and impairment — 4
Transmission equipment – owned 815 618
Transmission equipment – leased 1 699 621
Accumulated depreciation and impairment 1 478 1 998
Vehicles, computer and office equipment – owned 1 026 861
Vehicles, computers and office equipment – leased 11 9
Cost price 15 11
Subtotal 6 098 4 490

Work in progress 392 264
Net book value 6 490 4 754
Total cost price 10 812 9 324

4. PROPERTY, PLANT AND EQUIPMENT (continued)

Vehicles,
Manu- Trans- computers
Land and facturing mission and office Total Total
buildings equipment equipment equipment 2010 2009
R’m R’m R’m R’m R’m R’m
Cost
Opening balance 1 457 1 945 3 653 2 005 9 060 7 992
Joint venture activities (1) — — (17) (18) 1
Foreign currency translation
effects (23) (40) (433) (137) (633) 272
Transfer from other intangible
assets (3) 2 7 31 37 —
Transferred to non-current
assets held-for-sale (17) — — (2) (19) (118)
Acquisition of subsidiaries 1 — — 23 24 41
Disposal of subsidiaries — — — — — (8)
Acquisitions 131 399 1 985 498 3 013 1 233
Assets damaged by fire (24) (178) — (7) (209) (97)
Disposals/scrappings (28) (26) (653) (128) (835) (256)
Closing balance 1 493 2 102 4 559 2 266 10 420 9 060
Work in progress 31 March 392 264
Total cost 10 812 9 324
Accumulated depreciation and impairment
Opening balance 228 793 2 414 1 135 4 570 3 698
Joint venture activities — — — (13) (13) 1
effects (8) (38) (295) (101) (442) 201
Impairment — 2 52 3 57 38
Transfer from other intangible
assets — 1 — 4 5 —
assets held-for-sale (4) — — (1) (5) (73)
Disposal of subsidiaries — — — — — (3)
Depreciation 50 112 397 319 878 910
Assets damaged by fire (3) (58) — (4) (65) (18)
Disposals/scrappings (7) (20) (523) (113) (663) (184)
Closing balance 256 792 2 045 1 229 4 322 4 570
Cost 1 493 2 102 4 559 2 266 10 420 9 060
Accumulated depreciation
and impairment 256 792 2 045 1 229 4 322 4 570
Net book value 1 237 1 310 2 514 1 037 6 098 4 490
Work in progress 31 March 392 264
Total net book value 6 490 4 754
In terms of IAS 8 “Accounting Policies, Changes in Accounting Estimates and Errors” an assessment of the expected future
benefits associated with property, plant and equipment was determined. Based on the latest available and reliable
information there was a change in the estimated useful life and residual value, which resulted in a decrease in
depreciation of R35,5m (2009: increase of R4,8m).

4. PROPERTY, PLANT AND EQUIPMENT (continued)

During the current and prior years fires damaged manufacturing equipment at the group’s printing plants. The net
book value of the assets damaged by these fires was R143,9m (2009: R79,1m), and has been disclosed under “Other
gains/(losses) – net” in the income statement. These assets have been written off, but were fully insured. The group
received R326,6m (2009: R19,2m) from its insurers and is in the process of recovering the remaining insurance
proceeds.
In addition to the damage caused by the fire the group recognised an impairment of property, plant and equipment
with a net book value of R57,0m (2009: R38,4m). Included in the total impairment for 31 March 2010 is an impairment
of R51,8m relating to a transponder with limited subscribers who were migrated to a different satellite on 31 May
2010. Commercial operation of this impaired transponder ceased on this date.
The impairment loss has been included in “Other gains/(losses) – net” in the income statement of which R51,8m
has been included in the pay-television segment and R5,2m in the print segment. The recoverable amounts of the
remaining assets have been determined based on a value in use calculation. The impairments resulted from the
recoverable amounts of the assets being lower than the carrying value thereof.
The group has pledged property, plant and equipment with a carrying value of R1 843,4m at 31 March 2010 (2009:
R765,8m) as security against certain term loans and overdrafts with banks.
Registers containing additional information on land and buildings are available for inspection at the registered offices
of the respective group companies. The directors are of the opinion that the recoverable amount of each class of
property exceeds the carrying amount at which it is included in the statement of financial position.
31 March 31 March
2010 2009
R’m R’m
5. GOODWILL
Cost
Opening balance 15 407 17 615
Foreign currency translation effects (1 163) (2 425)
Acquisition of subsidiaries 2 766 520
Disposal of subsidiaries — (6)
Acquisition of joint ventures 24 18
Reclassifications 17 —
Contingent consideration adjustments — 46
Transferred to non-current assets held-for-sale — (361)
Closing balance 17 051 15 407
Accumulated impairment
Opening balance 49 42
Acquisition of joint ventures 1 1
Currency translation differences (1) —
Impairment 382 6
Closing balance 431 49
The group recognised impairment losses on goodwill of R381,9m (2009: R5,7m) during the financial year ended
31 March 2010 due to the fact that the recoverable amount of certain cash-generating units were less than their
carrying value. Included in the total impairment charge is an amount of R335,4m which relates to our investment in
GG Network S.A. (Gadu-Gadu). Gadu-Gadu’s revenue model is mainly advertising driven and was negatively impacted
by global economic conditions. The impairment charges have been included in “Other gains/(losses) – net” in the
income statement of which R335,4m has been included in the internet segment and R46,5m in the print segment.
The recoverable amounts have been based on value in use calculations.
During the year the group finalised the purchase price accounting for acquisitions in the prior year and no significant
adjustments were required.

5. GOODWILL (continued)
Impairment testing of goodwill
The group has allocated its goodwill to various cash-generating units. The recoverable amounts of these cash-
generating units have been determined based on either a value in use calculation or on a fair value less costs to sell
basis. The value in use is based on discounted cash flow calculations. The group based its cash flow calculations on
three-to-five year budgeted and forecast information approved by senior management and the various boards of
directors of group companies. Long-term average growth rates for the respective countries in which the entities
operate or where more appropriate, the growth rate of the cash generating units, were used to extrapolate the cash
flows into the future. Where the fair value was used to calculate recoverable amounts, it is based on publicly traded
market prices. The discount rates used reflect specific risks relating to the relevant cash-generating units and the
countries in which they operate. The group allocated goodwill to the following groups of cash-generating units:
Growth rate
Net book Basis of Discount rate used to
value of determination applied to extrapolate
goodwill of recoverable cash flows cash flows
R’m amount % %
Groups of cash-generating units
Tradus plc. 8 305 Value in use 13,8 5,0
M-Net and SuperSport 3 569 Value in use 18,3 3,5
BuscaPé.com Inc.1 2 238 Value in use 17,0 8,0
GG Network S.A. 319 Value in use 20,2 4,0
Huntley Holdings (Proprietary) Limited 252 Value in use 18,3 3,5
Cloakware Inc. 250 Value in use 26,3 9,5
Molotok.ru (Russia) 192 Value in use 20,7 7,5
Moonfish Media OÜ 166 Value in use 18,1 4,5
Vatera.hu KFT 162 Value in use 19,7 5,0
Entriq Inc. 138 Value in use 21,7 7,5
Korbitec (Proprietary) Limited1 126 Value in use 18,5 4,0
Compera nTime Internet Movel S.A. 104 Value in use 22,4 8,0
Bankier.pl S.A. 93 Value in use 12,2 5,0
MXit Lifestyle (Proprietary) Limited 90 Value in use 20,6 – 26,4 4,0
Digital Mobile Television (Proprietary) Limited 75 Value in use 26,8 4,0
Irdeto Access B.V. 64 Value in use 15,8 2,5
Irdeto France S.A.S. 57 Value in use 15,9 2,5
Various other units 420 Value in use Various Various
16 620
Note
1
The amounts of goodwill presented for the above cash-generating units represent acquisitions that were made during the year and represent
the excess of the purchase consideration over the fair value of the assets acquired. A post-tax discount rate is applied as the value in use was
determined using post-tax cash flows.
Goodwill represents the above cash-generating units’ ability to generate future cash flows, which is a direct result of
various factors, including customer relationships, technological innovations, content libraries, the quality of the
workforce acquired, supplier relationships and possible future synergies.
If one or more of the inputs were changed to a reasonable possible alternative assumption, there would be no
significant effect on the future cash flows of the cash-generating units.

6. OTHER INTANGIBLE ASSETS

31 March 2010
Intellectual
property Brand
rights and Subscriber names and Concession Total
patents base title rights rights Software 2010
Cost
Opening balance 812 2 880 3 377 12 468 7 549
Joint venture activities — — — — (1) (1)
effects (187) (304) (143) (1) (11) (646)
Acquisition of subsidiaries — 208 630 — 74 912
Disposal of subsidiaries — (1) — — — (1)
Acquisitions 37 32 3 — 166 238
Transfer to property, plant
and equipment — (31) 1 — (7) (37)
Reclassifications — 3 — (3) — —
Disposals — (12) (1) — (30) (43)
Closing balance 662 2 775 3 867 8 659 7 971
Work in progress 157
Total cost 8 128
Accumulated amortisation
and impairment
Opening balance 249 1 202 443 2 224 2 120
effects (39) (90) (11) — (12) (152)
Impairment — — 2 — — 2
Transfer to property, plant
and equipment — (6) — — 1 (5)
Disposal of subsidiaries — (1) — — — (1)
Reclassifications (1) 4 — (3) — —
Disposals — (8) (1) — (16) (25)
Amortisation 56 799 257 1 100 1 213
Closing balance 265 1 900 690 — 297 3 152
Net book value 397 875 3 177 8 362 4 819
Total net book value 4 976

6. OTHER INTANGIBLE ASSETS (continued)

31 March 2009
Intellectual
property Brand
rights and Subscriber names and Concession Total
patents base title rights rights Software 2009
Cost
Opening balance 701 3 142 3 885 16 386 8 130
Joint venture activities — — — — (2) (2)
effects 95 (358) (504) (4) 4 (767)
assets held-for-sale (1) (90) (49) — (1) (141)
Acquisition of subsidiaries 2 52 55 — 18 127
Acquisitions 15 29 10 — 193 247
Reclassifications — 111 (7) — (104) —
Disposals — (6) (13) — (26) (45)
Closing balance 812 2 880 3 377 12 468 7 549
Total cost 7 677
and impairment
Opening balance 164 361 230 — 117 872
effects 19 28 — — 11 58
Impairment — — 5 — 8 13
assets held-for-sale — (23) (15) — — (38)
Reclassifications (5) — — — 5 —
Disposals — (4) (13) — (14) (31)
Amortisation on continuing
operations 71 840 236 2 97 1 246
Closing balance 249 1 202 443 2 224 2 120
Net book value 563 1 678 2 934 10 244 5 429
Total net book value 5 557
The group recognised impairment losses on other intangible assets of R2,0m (2009: R12,6m) during the financial year
ended 31 March 2010 due to the fact that the recoverable amounts of certain cash-generating units were less than their
carrying values. The impairment charges have been included in “Other gains/(losses) – net” on the income statement and
in the print segment. The recoverable amounts have been based on value in use calculations with discount rates
comparable to those used in assessing the impairment of goodwill.
In terms of IAS 8 an assessment of the expected future benefits associated with other intangible assets was determined.
Based on the latest available and reliable information there was a change in the estimated useful life and residual value,
which resulted in a decrease in amortisation of R4,0m (2009: decrease of R6,7m).

31 March 31 March
2010 2009
R’m R’m
7. INVESTMENTS AND LOANS

Investments in associates
Listed 4 646 3 591
Unlisted 7 296 7 076
Total investments in associates 11 942 10 667
Investments and loans
Loans to related parties
Unlisted
Nimbuzz B.U. [a] 35 —
MXit Lifestyle International Limited [a] 17 —
Various other related parties [a] 29 33
Total long-term loans to related parties 81 33
Loans and receivables
Unlisted
Thebe Scitech (Proprietary) Limited 5 7
Welkom Yizani preference shares 391 694
Phuthuma Nathi preference shares 3 170 3 093
Endowment policy for medical liability — 55
Total loans and receivables 3 566 3 849
Accrued dividends included in preference shares (144) (216)
Total loans and receivables excluding accrued dividends 3 422 3 633
Short-term loans and receivables (3) (57)
Long-term loans and receivables 3 419 3 576
Total investments and loans 3 647 3 882
Investments classified on statement of financial position
Non-current investments and loans 3 500 3 609
Current investments and loans 3 57
Accrued dividends classified under other receivables 144 216
3 647 3 882
The market value of the group’s listed investments in associates at 31 March 2010 amounted to R92,8bn (2009:
R44,5bn). Tencent Holdings Limited contributed R92,7bn (2009: R44,4bn) and Beijing Media Corporation Limited
R95,9m (2009: R57,3m). The valuation of total unlisted investments and loans, as approved by the directors of the
respective group companies, amounted to R10,8bn (2009: R11,0bn).
Naspers has two major BEE ownership initiatives, Welkom Yizani Investments Limited (“Welkom Yizani”), which holds
ordinary shares in Media24 Holdings (Proprietary) Limited and Phuthuma Nathi Investments Limited (“Phuthuma
Nathi”) which holds ordinary shares in MultiChoice South Africa Holdings (Proprietary) Limited. BEE participants
funded 20% of their investment with cash and the remaining 80% was funded through the issuance of preference
shares to Naspers Limited and MIH Holdings Limited. These preference shares are variable, cumulative, redeemable
preference shares and are classified as loans and receivables.
The Welkom Yizani transaction was restructured during the year ended 31 March 2010. Welkom Yizani redeemed
21,1 million preference shares at a nominal value and the group agreed to waive R119m of arrear and accumulated
undeclared preference dividends due to the group. The total refinancing charge of R330m was included in “Other
gains/(losses) – net” in the income statement and in the corporate segment in the segment report. The preference
dividend rate was reduced from 75% to 65% of the prime interest rate from December 2009. The carrying value for
Welkom Yizani is R391,4m (2009: R694,4m).
The Phuthuma Nathi transaction was not affected by the Welkom Yizani restructuring and the carrying value for
Phuthuma Nathi was R3,2bn (2009: R3,1bn) at 31 March 2010. Preference dividends are calculated at a rate
of 75% (2009: 75%) of the prime interest rate.
[a] The nature of these related party relationships are that of joint ventures and associates.

7. INVESTMENTS AND LOANS (continued)

The following information relates to Naspers Limited’s financial interest in its significant subsidiaries, over which the
group has voting control through its direct and indirect interests in respective intermediate holding companies and
other entities:
Effective Func-
percentage Country of tional D
Name of subsidiary interest* Nature of business incorporation currency or I
2010 2009
% %
LISTED COMPANIES
Bankier.pl S.A. 100,0 — Finance and tax portal Poland PLN I
UNLISTED COMPANIES
Media24 Holdings
(Proprietary) Limited 85,0 85,0 Print media company South Africa ZAR D
Paarl Media Group
(Proprietary) Limited 85,0 85,0 Printing South Africa ZAR I
Touchline Media
(Proprietary) Limited 85,0 85,0 Publishing of magazines South Africa ZAR I
Boland Koerante
(Eiendoms) Beperk 85,0 63,8 Publishing of newspapers South Africa ZAR I
Via Afrika Limited 85,0 85,0 Publishing of books South Africa ZAR I
MIH Holdings Limited 100,0 100,0 Investment holding South Africa ZAR D
MultiChoice South Africa Holdings
(Proprietary) Limited 80,0 80,0 Subscription television South Africa ZAR I
Huntley Holdings (Proprietary)
Limited 80,0 80,0 Internet service provider South Africa ZAR I
MIH (Mauritius) Limited 100,0 100,0 Investment holding British Virgin Islands USD I
MIH B.V. 100,0 100,0 Investment holding The Netherlands EUR I
MultiChoice Africa Limited 100,0 100,0 Investment holding Mauritius USD I
Irdeto Access B.V. 100,0 100,0 Technology development The Netherlands USD I
M-Web (Thailand) Limited 100,0 100,0 Internet service provider Thailand THB I
Electronic Media Network Limited 80,0 80,0 Pay-TV content provider South Africa ZAR I
SuperSport International
Holdings Limited 80,0 80,0 Pay-TV content provider South Africa ZAR I
GG Network S.A. 100,0 100,0 Instant-messaging services Poland PLN I
MIH Allegro B.V. 97,0 97,0 Investment holding The Netherlands EUR I
Internet e-commerce
QXL Poland 97,0 97,0 platform provider Poland PLN I
MIH Ricardo B.V. 100,0 100,0 Investment holding The Netherlands EUR I
Internet e-commerce
Ricardo.ch AG 100,0 100,0 platform provider Switzerland CHF I
Comparative shopping and
BuscaPé.com Inc. 94,8 — e-commerce Brazil BRL I
Compera nTime Internet Movel S.A. 54,0 54,0 Mobile value-added services Brazil BRL I
Property transfer e-commerce
Korbitec (Proprietary) Limited 51,0 — platform South Africa ZAR I
D – Direct interest
I – Combined direct and indirect effective interest
* – The percentage interest shown is the financial effective interest, after adjusting for the interests of the group’s equity compensation plans
treated as treasury shares.
Note – A register containing the number and class of shares in all investments held as subsidiaries is available for inspection at the group’s
registered office.


The following information relates to Naspers Limited’s financial interest in its significant joint ventures, over which the
group has joint voting control through its direct and indirect interests in respective intermediate holding companies
and other entities:
Effective Func-
Name of joint venture interest* Nature of business incorporation currency or I
2010 2009
% %
UNLISTED COMPANIES
The Natal Witness Printing and
Publishing Company Publishing and printing
(Proprietary) Limited 42,5 42,5 of newspapers South Africa ZAR I
Instant-messaging
MXit Lifestyle (Proprietary) Limited 24,4 24,4 services South Africa ZAR I
MIH India Global Internet Limited
(ibibo)# 90,0 94,0 Internet-related services India INR I
Pricetown sro 50,0 — Classifieds Czech Republic CZK I
Glendover Ventures Limited 50,0 — Classifieds Cyprus UAH I
I – Combined direct and indirect effective interest
# – Although ownership is greater than 50%, it is not consolidated as it is jointly controlled (refer to note 13).
Note – A register containing the number and class of shares in all investments held as joint ventures is available for inspection at the group’s
registered office.
Additional joint venture disclosure

The following is the group’s interest in the combined summarised statements of financial position and income
statements of the joint ventures as per their financial statements:
31 March 31 March
2010 2009
R’m R’m
Statement of financial position information
Non-current assets 147 169
Current assets 232 239
Total assets 379 408
Non-current liabilities 494 560
Current liabilities 144 160
Total liabilities 638 720
Total shareholders’ equity (259) (312)
Total equity and liabilities 379 408
Income statement information
Revenue 542 604
Net loss (108) (208)
The group’s interest in the joint ventures’ capital commitments amounted to R17,0m (2009: R25,2m) and it had no
interest in contingent liabilities at 31 March 2010 and 31 March 2009.


The following information relates to Naspers Limited’s financial interest in its significant associated companies:
Effective Func-
Name of associated company interest* Nature of business incorporation currency or I
2010 2009
% %
LISTED COMPANIES Instant-messaging
Tencent Holdings Limited 34,6 35,1 services China CNY I
Beijing Media Corporation Print media, advertising and
Limited 9,9 9,9 print-related services China CNY I
UNLISTED COMPANIES Print media, pay TV and
Abril S.A. 30,0 30,0 educational books Brazil BRL I
Mail.ru Internet N.V. 39,0 42,9 Internet-related services The Netherlands RUB I
Nimbuzz B.V. 43,6 38,4 Internet-related services The Netherlands EUR I
ACL Wireless Limited 30,0 30,0 Internet-related services India INR I
Free State Cheetahs Rugby
(Proprietary) Limited 20,0 20,0 Rugby operations South Africa ZAR I
Natal Sharks (Proprietary) Limited 32,0 32,0 Rugby operations South Africa ZAR I
Hunan Titan Culture Exchange
Company Limited 37,4 37,4 Print media China CNY I
Buzz City PTE Limited 36,1 25,0 Internet-related services Singapore SGD I
Xin’an Media Company
Limited (Anhui) 37,0 37,0 Print media China CNY I
I – Indirect effective interest
Note – A register containing the number and class of shares in all investments held as associates are available for inspection at the group’s
registered office.

31 March 31 March
2010 2009
R’m R’m

Investment in associated companies
Opening balance 10 667 9 038
Associated companies acquired – gross consideration 891 1 702
Net assets acquired 17 492
Goodwill and intangibles recognised 876 1 168
Deferred taxation recognised (5) (54)
Other 3 96
Associated companies sold (1) (93)
Share of current year other reserve movements 250 (258)
Share of equity-accounted results 2 417 1 660
Net income before amortisation 3 066 1 961
Net loss before amortisation (49) (70)
Taxation (600) (231)
Equity-accounted results due to purchase accounting (423) (179)
Amortisation of other intangible assets (326) (272)
Release of purchase accounting goodwill (212) —
Realisation of deferred taxation 115 93
Impairment of equity-accounted investments (62) (214)
Dividends received (518) (98)
Foreign currency translation adjustments (1 343) (883)
Dilution profit/(loss) 64 (8)
Closing balance 11 942 10 667
The group recognised R2,1bn (2009: R1,5bn) as its share of equity-accounted results in the income statement.
Impairment losses on investments in associated companies of R62,2m (2009: R214,3m) has been recorded during the
financial year ended 31 March 2010 due to the fact that the recoverable amounts of certain investments in associated
companies were less than their carrying values. The impairment charges have been included in “Impairment of
equity-accounted investments” on the income statement. Included in the total impairment charge for the current
year is an impairment of R57,2m relating to Hunan Titan Culture Exchange Company Limited which has been included
in the print segment.
The recoverable amounts of the other unlisted investments have been based on value in use calculations with
discount rates comparable to those used in assessing the impairment of goodwill. Refer to note 5.


Additional associate disclosure
The following are the combined summarised statements of financial position and income statements of the
associated companies as per their annual financial statements:
31 March 31 March
2010 2009
R’m R’m
Statement of financial position information
Total assets 33 377 29 708
Total liabilities 16 563 15 089
Total shareholders’ equity 16 814 14 619
Total equity and liabilities 33 377 29 708
Income statement information
Revenue 28 323 24 940
Operating profit 8 083 6 284
Net profit 7 035 5 426
The group’s interest in the associates’ contingent liabilities as 31 March 2010 amounted to R247,3m (2009: R393,0m).
The following are entities with more than 50% ownership, which are not consolidated due to immaterial operations:
Effective percentage Country of
Name of entity interest incorporation
Betung Cable (China) Limited 100,0 Hong Kong
Mkungumanga Limited 50,0 Kenya
International Co-Productions (Proprietary) Limited 100,0 South Africa
M-Net Intelprop Limited 100,0 Mauritius
Media24 Intelprop Holdings Limited 100,0 Mauritius
Zayle Investment (Proprietary) Limited 55,3 South Africa
The following entities are consolidated due to management control through shareholder agreements even though
ownership is less than 50%. These entities would normally be accounted for as associates, but are now consolidated:
MultiChoice Namibia (Proprietary) Limited 49,0 Namibia
Details Nigeria Limited 49,0 Nigeria
The following entities have less than 20% ownership, but are classified as associates as significant influence is
established through cooperation agreements, board representation and the placement of key management:
Beijing Media Corporation Limited 9,9 China
Vodacom Cheetahs (Proprietary) Limited 8,2 South Africa

31 March 31 March
2010 2009
R’m R’m
8. PROGRAMME AND FILM RIGHTS

Cost price
– programme rights 1 974 1 424
– film rights 788 776
2 762 2 200
– programme rights (1 044) (686)
– film rights (420) (445)
(1 464) (1 131)
Net book value
– programme rights 930 738
– film rights 368 331
1 298 1 069
A significant portion of the group’s cash obligations under contracts for pay-television programming and channels is
denominated in US dollars. The group uses forward exchange contracts to hedge the exposure to foreign currency
risk. The group generally covers forward 50% to 100% of firm commitments in foreign currency for up to two years.
At 31 March 2010 the group had entered into contracts for the purchase of programme and film rights. The group’s
commitments in respect of these contracts amounted to R8,7bn (2009: R8,1bn).
31 March 31 March
2010 2009
R’m R’m
9. DEFERRED TAXATION
Opening balance (505) (1 245)
Accounted for in income statement 80 563
Accounted for against reserves 182 26
Acquisition of subsidiaries and joint ventures (278) (1)
Disposal of subsidiaries — 3
Foreign currency translation effects 75 140
Transferred to non-current assets held-for-sale — 9
Closing balance (446) (505)

9. DEFERRED TAXATION (continued)

The deferred taxation assets and liabilities and movement thereon were attributable to the following items:
Acquisition
of subsidiaries Foreign
1 April Charged Charged and exchange 31 March
2009 to income to equity joint ventures adjustments 2010
Deferred taxation assets

Property, plant and
equipment 24 52 — — (3) 73
Intangible assets 17 (2) — 2 (13) 4
Receivables and other
current assets 25 10 — — — 35
Provisions and other
current liabilities 370 23 — 18 (6) 405
Capitalised finance leases 186 (82) — — — 104
Programme and film rights 8 (1) — — — 7
Income received in advance 19 59 — — — 78
Tax losses carried forward 1 780 116 — 19 (319) 1 596
Share-based compensation 93 (31) — — (2) 60
STC credits 334 (82) — — — 252
Capital gains tax credits
on capital losses 91 (27) — — — 64
Derivatives 6 20 120 — 3 149
Other 14 4 — — (6) 12
2 967 59 120 39 (346) 2 839
Valuation allowance 1 812 240 — 8 (326) 1 734
1 155 (181) 120 31 (20) 1 105
Deferred taxation
liabilities
Property, plant and
equipment 328 132 — — (6) 454
Intangible assets 1 051 (314) — 309 (87) 959
Receivables and other
current assets 68 (19) — — — 49
Provisions and other current
liabilities 3 (3) — — — —
Capitalised finance leases 73 (73) — — — —
Derivatives 63 — (63) — — —
Programme and film rights 46 17 — — — 63
Other 28 1 2 — (5) 26
1 660 (259) (61) 309 (98) 1 551
Net deferred taxation (505) 78 181 (278) 78 (446)

9. DEFERRED TAXATION (continued)

Valuation allowances are created against the net deferred taxation assets, when it is probable that the deferred taxation
assets will not be realised in the near future, due to the timing on available tax loss carry-forwards that arose on
these losses or due to the uncertainty of the utilisation of STC credits. Further valuation allowances have been raised
when it is uncertain whether future taxable profits will be available to utilise unused tax losses and timing differences.
Latin
South Rest of America
Africa Africa Asia Europe and USA Other Total
Valuation allowance 508 15 113 425 569 104 1 734
The group has tax losses carried forward of approximately R5,3bn (2009: R5,5bn). A summary of the tax losses carried
forward at 31 March 2010 by tax jurisdiction and the expected expiry dates are set out below:
Latin
South Rest of America
Africa Africa Asia Europe and USA Other Total
Expires in year one 31 — — 25 — — 56
Expires in year two 6 — — — — — 6
Expires in year three — — — — — — —
Expires in year four — — 11 — — — 11
Expires in year five 4 — 1 2 — 4 11
Expires after year five 1 335 94 96 1 584 1 595 466 5 170
1 376 94 108 1 611 1 595 470 5 254
The ultimate outcome of additional taxation assessments may vary from the amounts accrued. However, management
believes that any additional taxation liability over and above the amount accrued would not have a material adverse
impact on the group’s income statement and statement of financial position.
Deferred taxation assets and liabilities are offset when the income tax relates to the same fiscal authority and there is
a legal right to offset at settlement. The following amounts are shown in the consolidated statement of financial position:
31 March 31 March
2010 2009
R’m R’m
Classification on statement of financial position
Deferred taxation assets 814 871
Deferred taxation liabilities (1 260) (1 376)
Net deferred taxation liabilities (446) (505)
The group charged deferred income tax of R181,4m (2009: R26,2m) to other comprehensive income as a result of
changes in the fair value of derivative financial instruments that relate to forecast transactions or commitments.
Total deferred taxation assets amount to R813,6m of which R108,5m will be utilised within the next 12 months and
R705,1m after 12 months. Total deferred taxation liabilities amount to R1 260,5m of which R3,7m will be utilised
within the next 12 months and R1 256,8m after 12 months.

31 March 31 March
2010 2009
R’m R’m
10. INVENTORY
Carrying value
Raw materials 166 256
Finished products, trading inventory and consumables 265 309
Work in progress 37 35
Decoders, internet and associated components 426 268
Gross inventory 894 868
Provision for slow-moving and obsolete inventories (201) (127)
Net inventory 693 741
The total provision charged to write inventory down to net realisable value in the income statement amounted to
R102,0m (2009: R42,0m), and reversals of these provisions amounted to R2,0m (2009: R3,9m). Inventories written
down to net realisable value amounted to R17,4m (2009: R3,1m).
11. TRADE RECEIVABLES

Carrying value
Trade accounts receivable, gross 2 665 2 446
Less: Provision for impairment of receivables (227) (213)
2 438 2 233
The group has no accounts receivable pledged at 31 March 2010 (2009: Rnil) as security against certain term loans
and overdrafts with banks. Trade receivables of Media24 Newspapers to the value of Rnil (2009: R7,2m) have been
ceded in respect of finance structure loans.
The movement in the allowance account for impairment of trade receivables during the year was as follows:
Provision for impairment of receivables
Opening balance (213) (161)
Additional provisions charged to income statement (99) (118)
Provisions reversed to income statement 32 21
Provisions utilised 38 47
Transferred to non-current assets held-for-sale — 7
Foreign currency translation effect 17 (7)
Other (2) (2)
Closing balance (227) (213)

11. TRADE RECEIVABLES (continued)

The ageing of trade receivables as well as the amount of provision per age class, for each of the reportable
segments (excluding associates), is presented below:
31 March 2010
Neither
past due 30 days 60 days 90 days 120 days
nor impaired and older and older and older and older Total
Pay television 710 173 29 12 32 956

Provision — (17) (22) (9) (26) (74)
Total 710 156 7 3 6 882
Internet 473 52 15 14 50 604

Provision — (13) (6) (10) (42) (71)
Total 473 39 9 4 8 533
Technology 109 17 17 4 54 201

Provision — (1) — — (34) (35)
Total 109 16 17 4 20 166
Print 634 147 47 15 61 904

Provision — (6) (1) (3) (37) (47)
Total 634 141 46 12 24 857
Total 1 926 389 108 45 197 2 665

Provision — (37) (29) (22) (139) (227)
Total 1 926 352 79 23 58 2 438


11. TRADE RECEIVABLES (continued)
31 March 2009
Neither
past due 30 days 60 days 90 days 120 days
nor impaired and older and older and older and older Total
Pay television 498 173 39 47 34 791

Provision — (5) (20) (28) (11) (64)
Total 498 168 19 19 23 727
Internet 264 62 13 10 35 384

Provision — (41) (5) (6) (29) (81)
Total 264 21 8 4 6 303
Technology 84 19 24 19 91 237
Provision — (1) — — (25) (26)
Total 84 18 24 19 66 211
Print 687 211 37 26 73 1 034

Provision — (13) — (5) (24) (42)
Total 687 198 37 21 49 992
Total 1 533 465 113 102 233 2 446

Provision — (60) (25) (39) (89) (213)
Total 1 533 405 88 63 144 2 233


31 March 31 March
2010 2009
R’m R’m
12. OTHER RECEIVABLES

Prepayments and accrued income 960 1 054
Receivables from minority shareholders 10 16
Staff debtors 10 11
VAT and related taxes receivable 202 195
Preference dividend accrual 144 216
Insurance proceeds 152 97
Transponder lease receivable 82 —
Other receivables 311 293
1 871 1 882
13. RELATED PARTY TRANSACTIONS AND BALANCES

The group entered into transactions and has balances with a number of related parties, including equity investees,
joint ventures, directors, shareholders and entities under common control. Transactions that are eliminated on
consolidation are not included. The transactions and balances with related parties are summarised below:
Sale of goods and services to related parties Notes
Jane Raphaely & Associates (Proprietary) Limited [a] — 17
New Media Publishers (Proprietary) Limited [a] 83 78
103 129
Note
[a] The group receives revenue from a number of its related parties mainly for the printing and distribution of magazines and newspapers. The
nature of these related party relationships are that of joint ventures and associates.
Purchase of goods and services from related parties
Natal Witness Printing & Publishing Company (Proprietary) Limited [a] 11 11
25 18
Note
[a] The group purchases goods and services from a number of its related parties mainly for the printing and distribution of magazines and
newspapers. The nature of these related-party relationships are that of joint ventures and associates.

13. RELATED PARTY TRANSACTIONS AND BALANCES (continued)

Other transactions with related parties
Tencent Holdings Limited (“Tencent”)
The group entered into a number of intellectual property and know-how licensing agreements with Tencent. On
27 June 2002 Tencent granted a sole and exclusive licence to a group company to use, and to authorise its affiliates
(“the operators”), which carry on business in sub-Saharan Africa (including South Africa), Indonesia, Thailand, Greece
and Cyprus to use certain proprietary intellectual property and know-how of Tencent for a licence fee computed at
40% of gross revenue derived by the operators by using this proprietary information. The agreement is for a term of
15 years and expires in 2017.
MIH India Global Internet Limited (“MIH India”), a joint venture of the group, entered into a transaction with Tencent,
pursuant to which Tencent granted to MIH India and its subsidiaries a licence to use Tencent’s technology and
content in India in consideration of MIH India granting an option to Tencent to subscribe for new shares of MIH India.
The licence will be exclusive to MIH India for an initial period of seven years. Upon termination of the exclusive
period, the licence will continue on a non-exclusive basis. Tencent will also provide additional support services to
MIH India.
In December 2008 Tencent exercised its option for a 6% share in MIH India and another 4% in March 2010. The group
has performed an assessment, as required by IAS 27 “Consolidated and Separate Financial Statements”, to determine
whether the group would still exert control over MIH India in the event that the remaining option is exercised. The
option to acquire an additional interest is currently exercisable. Based on this assessment, if Tencent were to exercise
its option in full, all decisions made by the board of directors would require approval by both the group and
Tencent’s directors. As such, the group will exert joint control, as defined in IAS 31 “Interests in Joint Ventures”, over
MIH India with Tencent. The group has consolidated 100% of all assets, liabilities, income and expenses of MIH India
up to 31 December 2008 and the proportionate share of the group’s interest in MIH India thereafter.
The option granted falls within the scope of IFRS 2 “Share-based Payments”, as equity of the company is being given
in exchange for goods and services to be received. The group has therefore performed a calculation to determine the
fair value of the option during 2009, which amounted to R31,5m and is being amortised over a seven-year period,
being the licence period.
The balances of advances, deposits, receivables and payables between the group and related parties are as follows:
31 March 31 March
2010 2009
Notes R’m R’m
Receivables
26 27
Payables
Tencent Technology (Shenzhen) Company Limited [b] — 21
9 43
Refer to note 7 for long-term loans to related parties.
Notes
[a] The group purchases goods and services from a number of its related parties mainly for the printing and distribution of magazines and
newspapers. The nature of these related party relationships are all that of joint ventures and associates.
[b] The 6% stake purchased by Tencent during December 2008 in MIH India resulted in a shareholder loan payable to Tencent.

31 March 31 March
2010 2009
R’000 R’000

Directors’ emoluments
Non-executive directors
Fees for services as directors 6 409 5 432
Fees for services as directors of subsidiary companies 5 247 4 767
11 656 10 199
No director has a notice period of more than one year.
No director’s service contract includes predetermined compensation as a result of termination that would exceed
one year’s salary and benefits.
The individual directors received the following remuneration and emoluments during the current financial year:
Bonuses and
performance- Pension
Salary related fees contributions Total
Executive directors R’000 R’000 R’000 R’000
2010
S J Z Pacak 2 820 3 135 280 6 235
J P Bekker — — — —
2 820 3 135 280 6 235
2009
S J Z Pacak 2 660 2 365 300 5 325
J P Bekker — — — —
2 660 2 365 300 5 325
Remuneration received by executive directors for other services paid by subsidiary companies totalled R3,1m
(2009: R2,1m).


Directors’ emoluments (continued)
The individual directors received the following remuneration and emoluments during the current financial year:
Committee1 and Committee1 and
Directors’ fees trustee2 fees Directors’ fees trustee2 fees
Paid by Paid by Paid by Paid by Paid by Paid by Paid by Paid by
com- subsi- com- subsi- Total com- subsi- com- subsi- Total
Non-executive pany diaries pany diaries 2010 pany diaries pany diaries 2009
directors R’000 R’000 R’000 R’000 R’000 R’000 R’000 R’000 R’000 R’000
T Vosloo3 1 887 1 233 — 95 3 215 1 682 1 357 — 88 3 127
J J M van Zyl3 354 578 390 176 1 498 311 675 382 161 1 529
L N Jonker 354 — 42 — 396 311 — 17 — 328
N P van Heerden3 354 80 — — 434 311 76 — — 387
B J van der Ross 354 — — — 354 311 — — — 311
G J Gerwel3 354 557 90 67 1 068 311 525 84 36 956
H S S Willemse 354 — 42 — 396 311 — 17 — 328
F-A du Plessis 354 — 135 137 626 311 — 135 129 575
T M F Phaswana3 354 124 — — 478 311 175 — — 486
L P Retief3 354 1 687 — 130 2 171 181 927 — 257 1 365
R C C Jafta3 354 186 135 197 872 311 175 135 186 807
D Meyer 148 — — — 148 — — — — —
5 575 4 445 834 802 11 656 4 662 3 910 770 857 10 199
Notes on non-executive directors’ remuneration
Note 1: Committee fees include fees for the attendance of the audit committee, the human resources committee and the nomination
committee meetings of the board.
Note 2: Trustee fees include fees for the attendance of the various retirement fund trustee meetings of the group’s retirement funds.
Note 3: Director’s fees include fees for services as directors of Media24 Limited, Paarl Media Holdings (Proprietary) Limited, Via Afrika Limited,
MIH Holdings Limited, MIH (Mauritius) Limited, Myriad International Holdings B.V. and MultiChoice South Africa Holdings (Proprietary)
Limited.
Directors’ interests in scheme shares of the Naspers Share Incentive Scheme
The executive directors of Naspers are allowed to participate in the Naspers Share Incentive Scheme. Details as at
31 March 2010 in respect of the executive directors’ participation in scheme shares not yet released, are as follows:
Purchase Number of Purchase Release
Name date N shares price period
J P Bekker1 2008/03/31 3 895 936 R167,23 2011/03/31
2008/03/31 3 895 936 R176,11 2012/03/31
2008/03/31 3 895 936 R185,56 2013/03/31
S J Z Pacak2 2006/07/08 50 000 R114,52 2010/07/08
2006/07/08 50 000 R114,52 2011/07/08
1
The managing director of Naspers has allocations, as indicated above, under the share incentive scheme, in terms of which Naspers N ordinary
shares can be acquired at certain prices, with the vesting of the various tranches taking place over periods of five years. The purchase prices relating
to the allocations were set at the middle market price of the shares on the purchase date, but increased by anticipated inflation over the course of
the vesting periods of three, four and five years respectively, for each of the tranches. Inflation expectations were calculated by the Bureau for
Economic Research of the University of Stellenbosch. The managing director does not earn any remuneration from the group, in particular no
salary, bonus, car scheme, medical or pension contributions of any nature whatsoever. The managing director’s contract is for a five-year period,
which started on 1 April 2008. No compensation will apply to termination.
2
With effect from 1 April 2009 Mr S J Z Pacak was reappointed as financial director.
On 30 March 2010 a total of 10 000 released Naspers N ordinary shares were sold by Mr S J Z Pacak upon payment
of an average price of R23,50 per share (the original average offer prices based on the listed market prices of Naspers
Limited N ordinary shares on the dates of the offers) due to the Naspers Share Incentive Trust, at an average selling
price of R315,33 per Naspers N ordinary share.
Directors’ interest in MIH (Mauritius) Limited Share Incentive Scheme
At 31 March 2010 a total of 556 000 (2009: 584 000) Naspers N ordinary shares were allocated to Mr S J Z Pacak with
vesting periods until 27 February 2014.


Directors’ interest in Naspers shares
The directors of Naspers have the following interests in Naspers A ordinary shares on 31 March 2010:
31 March 2010 31 March 2009
Naspers A ordinary shares Naspers A ordinary shares
Beneficial Beneficial
Name Direct Indirect Total Direct Indirect Total
J J M van Zyl 745 — 745 745 — 745
Mr J P Bekker has an indirect 25% interest in Wheatfields 221 (Proprietary) Limited, which controls 168 605 Naspers
Beleggings Beperk ordinary shares, 16 860 500 Keeromstraat 30 Beleggings Beperk ordinary shares and 133 350
Naspers A shares.
No other director of Naspers had any direct interest in Naspers A ordinary shares at 31 March 2010 or 31 March 2009.
The directors of Naspers have the following interests in Naspers N ordinary shares on 31 March:
31 March 2010 31 March 2009
Naspers N ordinary shares Naspers N ordinary shares
Beneficial Beneficial
Name Direct Indirect Total Direct Indirect Total
T Vosloo — 213 000 213 000 25 000 260 000 285 000
J P Bekker — 4 688 691 4 688 691 — 4 688 691 4 688 691
J J M van Zyl 50 361 190 796 241 157 50 361 190 796 241 157
L N Jonker(4) 1 000 52 000 53 000 1 000 65 000 66 000
N P van Heerden — 2 600 2 600 — 2 600 2 600
B J van der Ross — — — — — —
G J Gerwel — — — — — —
H S S Willemse — 3 120 3 120 — 3 120 3 120
F-A du Plessis — — — — — —
T M F Phaswana 3 530 — 3 530 3 530 — 3 530
L P Retief(1) — — — — — —
R C C Jafta — — — — — —
S J Z Pacak(2) 122 510 307 548 430 058 59 510 284 214 343 724
D Meyer(3) — — — — — —
177 401 5 457 755 5 635 156 139 401 5 494 421 5 633 822
Notes
(1) The Media24 group entered into a contract with the Retief family trust in October 2008, which contains a put option whereby the Retief family
trust can enforce a buy-out by Media24 group of their remaining interest in Paarl Media Holdings (Proprietary) Limited (currently 5%) and Paarl
Coldset (Proprietary) Limited (currently 12,6%). Mr L P Retief, a director of Naspers Limited, is a related party to the Retief family trust.
(2) With effect from 1 April 2009 Mr S J Z Pacak was reappointed as financial director. The comparatives have been adjusted accordingly.
(3) Prof D Meyer was appointed as a director with effect from 25 November 2009.
(4) Mr L N Jonker’s indirect shares were reclassified from non-beneficial to beneficial. The comparatives have been adjusted accordingly.
There have been no changes to the directors’ interests in the table above between the end of the financial year and
30 June 2010.
Key management remuneration and participation in share-based incentive plans
Comparatives have not been restated to account for the change in the composition of key management.
The total of executive directors’ and key management emoluments amounted to R416,2m (2009: R371,2m),
comprising short-term employee benefits of R93,6m (2009: R90,6m), post-employment benefits of R7,1m (2009:
R7,1m) and a share-based payment charge of R315,5m (2009: R273,5m). The aggregate number of share options
granted to the executive directors and key management during the 2010 financial year and the number of shares
allocated to the executive directors and key management at 31 March 2010 respectively are:
For shares listed on a recognised stock exchange as follows: 318 197 (2009: 783 938) Naspers Limited N ordinary shares
were allocated during the 2010 financial year and an aggregate of 23 292 521 (2009: 23 343 360) N ordinary shares
were allocated as at 31 March 2010.


Key management remuneration and participation in share-based incentive plans (continued)
For shares in unlisted companies as follows: nil (2009: nil) Media24 Limited ordinary shares were allocated during 2010
and an aggregate of 9 480 (2009: 18 971) ordinary shares were allocated as at 31 March 2010; nil (2009: nil) Irdeto
Access B.V. ordinary shares were allocated during 2010 and an aggregate of 200 000 (2009: 200 000) ordinary shares
were allocated as at 31 March 2010; nil (2009: nil) Paarl Media Holdings (Proprietary) Limited ordinary shares were
allocated during 2010 and an aggregate of nil (2009: 30 000) ordinary shares were allocated as at 31 March 2010;
nil (2009: nil) MIH China (BVI) Limited ordinary shares were allocated during 2010 and an aggregate of 18 876
(2009: 23 941) shares were allocated as at 31 March 2010; nil (2009: nil) Entriq (Mauritius) Limited shares were
allocated during 2010 and an aggregate of 420 000 (2009: 420 000) shares were allocated as at 31 March 2010;
nil (2009: nil) MediaZone Holdings B.V. ordinary shares were allocated during 2010 and an aggregate of 100 000
(2009: 100 000) shares were allocated as at 31 March 2010; 225 599 (2009: 200 000) MIH India (Mauritius) Limited
ordinary shares were allocated during 2010 and an aggregate of 2 799 758 (2009: 2 705 823) shares were allocated
as at 31 March 2010; 367 586 (2009: nil) MIH Russia Internet B.V. ordinary shares were allocated during 2010 and an
aggregate of 553 960 (2009: 194 612) shares were allocated as at 31 March 2010; 55 667 (2009: nil) MIH BuscaPé
ordinary shares were allocated during 2010 and an aggregate of 55 667 (2009: nil) shares were allocated as at
31 March 2010.
For share appreciation rights (SARs) in unlisted companies as follows: nil (2009: 84 567) Media24 SARs were allocated
during 2010 and an aggregate of 493 919 (2009: 804 328) SARs were allocated as at 31 March 2010; nil (2009: nil)
MCA SARs were allocated during 2010 and an aggregate of 606 069 (2009: 859 148) SARs were allocated as at
31 March 2010; nil (2009: nil) M-Net/SuperSport SARs were allocated during 2010 and an aggregate of 262 005 (2009:
479 472) SARs were allocated as at 31 March 2010; 33 333 (2009: 23 500) MIH Brazil SARs were allocated during 2010
and an aggregate of 179 248 (2009: 147 601) SARs were allocated as at 31 March 2010; nil (2009: 31 910) Gadu-Gadu
2008 SARs were allocated during 2010 and an aggregate of 31 910 (2009: 31 910) SARs were allocated as at 31 March
2010; 68 900 (2009: 90 890) Irdeto 2008 SARs were allocated during 2010 and an aggregate of 159 790 (2009: 90 890)
SARs were allocated as at 31 March 2010; 247 217 (2009: 86 155) MultiChoice 2008 SARs were allocated during 2010
and an aggregate of 316 527 (2009: 86 155) SARs were allocated as at 31 March 2010; 20 000 (2009: 109 449) MIH
Allegro 2008 SARs were allocated during 2010 and an aggregate of 129 449 (2009: 109 449) SARs were allocated as at
31 March 2010; 2 842 (2009: 8 905) MIH China 2008 SARs were allocated during 2010 and an aggregate of 11 747 (2009:
8 905) SARs were allocated as at 31 March 2010; nil (2009: 17 820) Cloakware Inc. 2008 SARs were allocated during 2010
and an aggregate of nil (2009: 17 820) SARs were allocated as at 31 March 2010; nil (2009: 58 195) MIH Entriq
Investments 2008 SARs were allocated during 2010 and an aggregate of nil (2009: 58 195) SARs were allocated as at
31 March 2010; nil (2009: 104 106) MIH Ricardo 2008 SARs were allocated during 2010 and an aggregate of 104 106
(2009: 104 106) SARs were allocated as at 31 March 2010; 7 358 (2009: nil) Allegro 2009 SARs were allocated during 2010
and an aggregate of 7 358 (2009: nil) SARs were allocated as at 31 March 2010.
These shares and SARs were granted on the same terms and conditions as those offered to employees of the group.
31 March 31 March
2010 2009
R’m R’m
14. SHARE CAPITAL AND PREMIUM

Authorised
1 250 000 A ordinary shares of R20 each 25 25
500 000 000 N ordinary shares of 2 cents each 10 10
35 35
Issued
712 131 A ordinary shares of R20 each (2009: 712 131) 14 14
405 885 411 N ordinary shares of 2 cents each (2009: 404 305 411) 8 8
22 22
Share premium 19 018 18 585
19 040 18 607
Less: Accumulated losses on vesting of equity compensation (1 517) (688)
Less: 31 577 777 (2009: 31 854 868) N ordinary shares held as treasury shares at cost (3 056) (2 845)
14 467 15 074

14. SHARE CAPITAL AND PREMIUM (continued)

Treasury shares
The group holds a total of 31 577 777 N ordinary shares (2009: 31 854 868), or 7,8% (2009: 7,9%) of the gross
number in issue at 31 March 2010 as treasury shares. Equity compensation plans hold 26 868 506 of the N ordinary
shares (2009: 27 145 597) and the remaining 4 709 271 N ordinary shares (2009: 4 709 271) are held by various group
companies.
Voting and dividend rights
The A ordinary shareholders are entitled to 1 000 votes per share and may receive nominal dividends as determined
from time to time by the board of directors, but always limited to one-fifth of the dividend to which N ordinary
shareholders are entitled. The A ordinary shareholders do not have a right to receive a dividend when dividends are
declared to N ordinary shareholders, although a dividend to A ordinary shareholders could be proposed by the board.
In respect of all other rights, the A ordinary shares rank pari passu with the N ordinary shares of the company.
Naspers Beleggings Beperk holds 350 000 (2009: 350 000) A ordinary shares and Keeromstraat 30 Beleggings Beperk
holds 219 344 (2009: 219 344) A ordinary shares of the total 712 131 A ordinary shares in issue at the year-end. As a
result of the voting rights attached to these shares, the companies have significant influence over the group. The
majority of the directors on the boards of these companies are also directors of Naspers Limited. Wheatfields 221
(Proprietary) Limited controls 133 350 (2009: 133 350) A ordinary shares.
Unissued share capital
The directors of the company have unrestricted authority until after the following annual general meeting to allot and
issue the unissued 537 869 A ordinary shares and 94 114 589 N ordinary shares in the company, subject to the
provisions of section 221 of the Companies Act, 1973, and the JSE Listings Requirements.
2010 2009
Number of Number of
N shares N shares
Movement in N ordinary shares in issue during the year
Shares in issue at 1 April 404 305 411 403 309 411
Shares issued to share incentive trusts 1 580 000 996 000
Shares in issue at 31 March 405 885 411 404 305 411
Movement in N ordinary shares held as treasury shares during the year
Shares held as treasury shares at 1 April 31 854 868 32 751 381
Shares acquired by participants from equity compensation plans (1 857 091) (1 892 513)
Shares held as treasury shares at 31 March 31 577 777 31 854 868
Net number of N ordinary shares in issue at 31 March 374 307 634 372 450 543
31 March 31 March
2010 2009
R’m R’m
Share premium
Balance at 1 April 18 585 18 462
Share premium on share issues 433 159
Gains on vesting of equity compensation transferred to treasury shares — (36)
Balance at 31 March 19 018 18 585
Refer to note 39 for share options in employee share incentive plans.


Capital management
The group’s objectives when managing capital are to safeguard the entity’s ability to continue as a going concern, so
that it can continue to provide adequate returns for shareholders and benefits for other stakeholders by pricing
products and services commensurately with the level of risk.
Naspers relies upon distributions from its subsidiaries, associated companies, joint ventures and other investments to
generate the funds necessary to meet the obligations and other cash flow requirements of the combined group. The
operations of Naspers have been funded in a number of ways in the past. The internet and technology development
activities were primarily funded by cash generated by the pay-television businesses and some debt financing.
Media24 used its statement of financial position and cash-generating capacity to utilise debt to finance its property,
plant and equipment refurbishment and certain acquisitions.
Naspers’s general business approach has been to acquire developing businesses and to provide funding to meet the
cash needs of the business until it can, within a reasonable period of time, become self-funding. Funding is provided
through a combination of loans and share capital, depending on the country-specific regulatory requirements. From a
subsidiary’s perspective, intergroup loan funding is generally considered to be part of the capital structure. The focus
on increased profitability and cash flow generation will continue in the foreseeable future, although Naspers will
continue to actively evaluate potential growth opportunities within its areas of expertise. Naspers will also grow its
business in the future by making equity investments in growth companies. Naspers anticipates that it may fund future
acquisitions and investments through the issue of debt or equity instruments and available cash resources.
The group sets the amount of capital in proportion to risk. The group manages the capital structure and makes
adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets.
In order to maintain or adjust the capital structure, the group may adjust the amount of dividends paid to
shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.
During 2008 the group raised £700m (R11,3bn) through a syndicated three-year offshore revolving credit facility
(“RCF”) in order to partly fund the acquisition of Tradus plc. During the year ended 31 March 2009 the group utilised
the proceeds from the sale of its Mediterranean pay-television operations to reduce the outstanding balance on this
facility to approximately R5,7bn.
In November 2009 the group entered into a parallel revolving credit facility (“PCF”) for US$492m which is available
until March 2011. At the same time the group entered into a forward-start revolving credit facility (“FSF”), which
enables the group to refinance the RCF and PCF upon their maturity in March 2011. The FSF provides for up to
US$1,6bn of borrowing availability in various currencies and will terminate in March 2013. In February 2010 the group
entered into a bilateral facility for US$120m under the same terms and conditions as the FSF.
The borrower under all of these facilities is MIH B.V. and the facilities are guaranteed by Naspers Limited. The annual
interest rate on borrowings under the facilities is calculated based on LIBOR or, for borrowings in euro, EURIBOR, plus a
margin of 1,75% per annum in case of the RCF and 3,5% in case of the PCF, FSF and bilateral facility. The borrower is
obligated to pay a commitment fee equal to 40% of the applicable margin under the facilities. The undrawn balance
of the facilities is available to fund future investments by the group as part of its growth strategy.
As of 31 March 2010 Naspers had total interest-bearing debt (including capitalised finance leases) of R9,5bn
(2009: R7,9bn) and total cash of R5,8bn (2009: R5,7bn). The net interest-bearing debt to equity ratio was 11%
(2009: 7%) at 31 March 2010. The group excludes satellite transponders from total interest-bearing debt when
evaluating and managing capital. These items are considered to be operating expenses. The adjusted total
interest-bearing debt (excluding transponder leases) was R7,5bn (2009: R6,7bn) and the adjusted net interest-bearing
debt to equity ratio was 5% (2009: 3%).
The group does not have a formal targeted debt-equity ratio. The group, as well as the Media24 and MIH groups, have
specific financial covenants in place with various financial institutions to govern their debt.
South African exchange control regulations are administered by the South African Reserve Bank acting through its
Financial Surveillance Department. The exchange control regulations provide for a common monetary area consisting
of the Republic of South Africa, the Kingdom of Lesotho, the Kingdom of Swaziland and the Republic of Namibia, and
restrict the export of capital from the common monetary area. Approval is required for any acquisitions outside of the
common monetary area if the acquisition is funded from within the common monetary area.

31 March 31 March
2010 2009
R’m R’m
15. OTHER RESERVES

Other reserves on the statement of financial position comprise:
Valuation reserve 1 844 1 843
Hedging reserve (407) (115)
Foreign currency translation reserve (737) 1 170
Existing control business combination reserve 97 330
Share-based compensation reserve 1 573 928
2 370 4 156
Refer to note 27 for the amount of reserves from discontinued operations that are included in the group’s reserves as
presented above.
The valuation reserve relates to the difference between the fair value and the book value of shares given in business
combinations, as well as the fair value adjustments made to intangible assets during successive acquisitions are
included in this reserve. This also relates to unrealised profits and losses that resulted from changes in the fair value of
investments that are classified available-for-sale.
The hedging reserve relates to the changes in the fair value of derivative financial instruments. It hedges forecast
transactions or the foreign currency part of firm commitments. The changes in fair value are recorded in the hedging
reserve until the forecast transaction or firm commitment results in the recognition of an asset or liability, when such
deferred gains or losses are then included in the initial measurement of the asset or liability.
The foreign currency translation reserve relates to exchange differences arising from the translation of foreign
subsidiaries’, joint ventures’ and associates’ income statements at average exchange rates for the year and their
statements of financial position at the ruling exchange rates at the statement of financial position date if the
functional currency differs.
The existing control business combination reserve is used to account for transactions with minority shareholders in
terms of the economic entity model, whereby the excess of the cost of the transactions over the acquirer’s interest in
previously recognised assets and liabilities is allocated to this reserve in equity. This reserve is also used in common
control transactions (where all of the combining entities in a business combination are ultimately controlled by the
same entity) where the excess of the cost over the acquirer’s proportionate share of the net assets is allocated to this
reserve.
The fair value of share options issued to employees is accounted for in the share-based compensation reserve over
the vesting period. The reserve is adjusted at each year-end when the entity revises its estimates of the number of
share options that are expected to become exercisable. It recognises the impact of the revision of original estimates, if
any, in the income statement, with a corresponding adjustment to this reserve in equity for equity-settled plans.
16. RETAINED EARNINGS

Any future dividends declared from the distributable reserves of the company or its subsidiaries, which are not wholly
owned subsidiaries of the company and are incorporated in the Republic of South Africa, may be subject to secondary
taxation on companies (“STC”) at a rate of 10% of the dividends declared. Dividends received by group companies during
their various dividend cycles can be carried forward as unutilised STC credits. These STC credits can then be utilised to
reduce any STC payable on future dividends declared by group companies. The group’s total unutilised STC credits at
31 March 2010 amounted to R2,5bn (2009: R3,3bn). The group has raised a valuation allowance against deferred tax assets of
R156,6m relating to unutilised STC credits at 31 March 2010 (2009: R252,5m) due to uncertainties relating to the utilisation of
these credits. The valuation allowance was based on the difference between the total unutilised STC credit available to the
group, and the estimated STC liability for the next annual dividend cycle.
The board of directors has proposed that a dividend of 235 cents (2009: 207 cents) per N ordinary share and 47 cents
(2009: 41 cents) per A ordinary share be paid to shareholders on 27 September 2010. If approved by the shareholders
of the company at its annual general meeting, the company will pay a total dividend of R954,2m based on the
number of shares in issue at 31 March 2010. The company has enough STC credits carried forward to cover such a
dividend. The utilisation of these STC credits will however lead to the realisation of a deferred taxation asset of R95,4m
that will be charged to the income statement during the 2011 financial year.

17. POST-RETIREMENT LIABILITIES

17.1 MEDICAL LIABILITY
The group operates a number of post-retirement medical benefit schemes. The obligation of the group to pay
medical aid contributions after retirement is no longer part of the conditions of employment for new
employees. A number of pensioners and current employees, however, remain entitled to this benefit. The
entitlement to this benefit for current employees is dependent upon the employees remaining in service until
retirement age and completing a minimum service period. The group provides for post-retirement medical aid
benefits on the accrual basis determined each year by way of a valuation. The key assumptions and valuation
method are described below. The directors believe that adequate provision has been made for future liabilities.
Media24 Limited and Via Afrika Limited entered into agreements during the year ended 31 March 2004 with
certain employees to terminate their future participation in the post-retirement medical aid benefits plan, in
exchange for certain future contributions to endowment policies for these employees. The endowment policy
asset amounted to R54,8m at 31 March 2009 and has matured during the year ended 31 March 2010.
Key assumptions and valuation method
The actuarial valuation method used to value the liabilities is the projected unit credit method prescribed by IAS
19. Future benefits valued are projected using specific actuarial assumptions and the liability for in-service
members is accrued over the expected working lifetime.
The most significant actuarial assumptions used for the current and previous valuations are outlined below:
The principal actuarial assumptions used for accounting purposes were:
31 March 31 March
2010 2009
Discount rate 10,2% pa 9,9% pa
Healthcare cost inflation 9,2% pa 8,9% pa
Average retirement age 60 60
Membership discontinued at retirement 0% 0%
We assumed that current in-service members would retire on their current medical scheme option and that
there would be no change in options at retirement.
Actuarial assumptions are generally more suited to the estimation of the future experience of larger groups
of individuals. The overall experience of larger groups is less variable and is more likely to tend to the
expected value of the underlying statistical distribution. The smaller the group size, the less likely it is that
the actual future experience will be close to that expected. Furthermore, note that even if the assumptions
are appropriate for the group overall, they may not be appropriate at an individual level.
31 March 31 March
2010 2009
R’m R’m
Post-retirement medical liability
Opening balance 155 142
Current service cost 10 2
Interest cost 15 12
Employer benefit payments (7) (6)
Actuarial loss 6 6
179 156
Less: Short-term portion (1) (1)
Closing balance 178 155

17. POST-RETIREMENT LIABILITIES (continued)

17.1 MEDICAL LIABILITY (continued)
31 March
2010 2009 2008 2007 2006
R’m R’m R’m R’m R’m
Trend information
Present value of obligations 179 156 142 150 139
Experience adjustments:
In respect of present value of
obligations – actuarial loss/(gain) 6 6 4 6 (4)
As the value of the liability is based on a number of assumptions, a sensitivity analysis is presented below to
show the effect of a one-percentage point decrease or increase in the rate of healthcare cost inflation:
Assump-
tion
Healthcare cost inflation 9,2% (1%) +1%
Accrued liability 31 March 2010 (R’m) 179 156 208
% change — (12,8%) +16,3%
Current service cost plus interest cost 2010/11 (R’m) 27 24 33
% change — (11,1%) +22,2%
17.2 PENSION AND PROVIDENT BENEFITS
The group provides retirement benefits for its full-time employees by way of various separate defined
contribution pension and provident funds. All full-time employees have access to these funds. Contributions
to these funds are paid on a fixed scale. The South African retirement funds of the group are governed by the
Pension Funds Act of South Africa. Substantially all the group’s full-time employees are members of either one
of the group’s retirement benefit plans or a third-party plan.
An amount of R279,4m (2009: R277,5m) was recognised as an expense in relation to the group’s retirement
funds.

31 March 31 March
2010 2009
R’m R’m
18. LONG-TERM LIABILITIES

Interest-bearing: Capitalised finance leases 1 736 865
Less: Current portion (329) (402)
Interest-bearing: Loans and other 6 877 5 934
Non-interest-bearing: Programme and film rights — —
Non-interest-bearing: Loans and other 137 107
Net long-term liabilities 8 750 6 906
Interest-bearing: Capitalised finance leases

Weighted
Currency Year of average 31 March 31 March
of year-end final year-end 2010 2009
Type of lease balance repayment interest rate R’m R’m
Buildings, manufacturing
equipment, vehicles,
computers and office
equipment ZAR Various Various 45 57
45 57
Transmission equipment
and satellites EUR 2011 9,1% — 175
USD 2011 8,2% 336 623
EUR 2011 4,4% — 57
EUR 2013 9,1% 27 95
EUR 2013 3,5% 34 58
USD 2013 4,1% 118 202
USD 2024 6,0% 1 505 —
2 020 1 210
Total capitalised finance leases 2 065 1 267

31 March 31 March
2010 2009
R’m R’m
18. LONG-TERM LIABILITIES (continued)

Interest-bearing: Capitalised finance leases (continued)
Minimum instalments
Payable within year one 451 484
Payable within year two 396 461
Payable within year three 222 377
Payable within year four 156 102
Payable within year five 154 —
Payable after year five 1 502 —
2 881 1 424
Future finance costs on finance leases (816) (157)
Present value of finance lease liabilities 2 065 1 267
Present value
Payable within year one 329 402
Payable within year two 298 408
Payable within year three 140 357
Payable within year four 80 100
Payable within year five 84 —
Payable after year five 1 134 —
Present value of finance lease liabilities 2 065 1 267
Interest-bearing: Loans and other
Weighted
Currency Year of average
of year- final year-end 31 March 31 March
Asset end repay- interest 2010 2009
Liabilities secured balance ment rate R’m R’m
Secured
Syndication of banks Guarantees USD 2013 3,8% 6 710 5 716
Various institutions Various Various Various Various 29 16
Unsecured
Term loan: Nedbank Limited ZAR 2012 10,7% 37 138
Term loan: CommerzBank ZAR 2011 10,3% 135 200
Term loan: Standard Bank ZAR 2011 8,1% 9 43
Term loan: Nedbank Limited ZAR 2012 14,7% 54 48
Preference share investments ZAR 2012 14,7% (26) (24)
Loans from minority shareholders EUR — 3,9% 353 429
Loans from minority shareholders ZAR Various Various 170 28
Right to subscription shares ZAR 2012 Various (28) (24)
Other loans Various Various Various 28 24
7 471 6 594

18. LONG-TERM LIABILITIES (continued)

Non-interest-bearing:
Programme and film rights Currency of 31 March 31 March
year-end Year of final 2010 2009
balance repayment R’m R’m
Liabilities
Unsecured
Programme and film rights liabilities USD 2011 736 850
736 850
Non-interest-bearing: Loans and other
Loans
Unsecured
MTN Limited ZAR 2012 105 96
Loans from minority shareholders Various Various 11 12
Other Various Various 37 15
153 123
Total long-term liabilities
Repayment terms of long-term liabilities (excluding capitalised finance leases)
– Payable within year one 1 241 1 526
– Payable within year two 58 5 905
– Payable within year three 7 002 114
– Payable within year four 10 10
– Payable within year five 27 —
– Payable after year five 22 12
8 360 7 567
Interest rate profile of long-term liabilities (long and short-term portion,
including capitalised finance leases)
– Loans at fixed rates: 1 – 12 months 350 571
– Loans at fixed rates: more than 12 months 1 830 6 687
– Interest-free loans 889 973
– Loans linked to variable rates 7 356 603
10 425 8 834

19. PROVISIONS
The following account balances have been determined based on management’s estimates and assumptions:
Unuti-
lised
Addi- provi-
tional sions Foreign Less
provi- reversed Provi- Disposal currency short- Long-
1 April sions to sions of trans- 31 March term term
2009 raised income utilised subsidiary lation 2010 portion portion
R’m R’m R’m R’m R’m R’m R’m R’m R’m
Group
Warranties 168 1 — — — (36) 133 (132) 1
Pending litigation 11 3 (5) — — (1) 8 (6) 2
Reorganisation — 18 — (8) — — 10 (10) —
Onerous
contracts 17 17 (1) (7) — (2) 24 (12) 12
Ad valorem duties 23 — — — — — 23 (23) —
Decommissioning
costs 11 1 (5) — — (3) 4 (4) —
Other 2 — — — (2) — — — —
232 40 (11) (15) (2) (42) 202 (187) 15
Unuti-
lised
Addi- provi-
tional sions Credited/ Foreign Less
provi- reversed charged currency short- Long-
1 April sions to to other Provisions trans- 31 March term term
2008 raised income accounts utilised lation 2009 portion portion
R’m R’m R’m R’m R’m R’m R’m R’m R’m
Group
Warranties 7 146 — — (3) 18 168 (168) —
Pending litigation 19 7 (10) (5) (1) 1 11 (9) 2
Reorganisation 8 — — — (8) — — — —
Onerous
contracts — 17 — — — — 17 (17) —
Ad valorem duties 23 — — — — — 23 (23) —
Decommissioning
costs 9 2 — — — — 11 (11) —
Loyalty provision 17 — — (17) — — — — —
Other 7 — — (5) — — 2 (2) —
90 172 (10) (27) (12) 19 232 (230) 2

19. PROVISIONS (continued)

Further details describing the provisions at 31 March 2010 are included below:
Included in warranties are Irdeto’s 12-month warranty on all hardware provided as well as warranties for possible taxes
payable and a smart card swap-out on the disposal of NetMed.
The group is currently involved in various litigation matters. The litigation provision has been made based on legal
counsel and management’s estimates of costs and claims relating to these actions (refer to note 21).
The provision for onerous contracts relates to compensation for early termination of a contract with a business
partner, as well as obligations that the group has in terms of lease agreements, but the premises have been vacated.
The group is liable for the rent under these contracts. The obligation will be settled over the remaining lease periods.
The provision for ad valorem duties relates to an investigation by tax authorities into the value ascribed to digital
satellite decoders purchased for onward sale to major retailers. The provision was raised for the payment of these
duties.
The provision for decommissioning relates to the estimated costs of decommissioning rented buildings. The lease
agreements require that we return the rented buildings in the original state.
Other provisions relate to various liabilities of the group with uncertain timings and amounts.
31 March 31 March
2010 2009
R’m R’m
20. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

Deferred income 1 485 1 372
Accrued expenses 1 982 1 842
Amounts owing in respect of investments acquired 32 97
Taxes and other statutory liabilities 851 620
Bonus accrual 282 165
Accrual for leave 210 129
Other personnel accruals 89 76
Cash-settled share-based payment liability (short term) 24 71
Other current liabilities 271 307
5 226 4 679

21. COMMITMENTS AND CONTINGENCIES

The group is subject to commitments and contingencies that occur in the normal course of business, including legal
proceedings and claims that cover a wide range of matters. The group plans to fund these commitments and
liabilities out of existing loan facilities and internally generated funds.
(a) Capital expenditure
Commitments in respect of contracts placed for capital expenditure at 31 March 2010 amounted to
R526,6m (2009: R358,9m).
(b) Programme and film rights
At 31 March 2010 the group had entered into contracts for the purchase of programme and film rights. The
group’s commitments in respect of these contracts amounted to R8,7bn (2009: R8,1bn).
(c) Transponder leases
During the year ended 31 March 2010 the group entered into new leasing contracts for new and an increased
number of satellite transponders. The commitment outstanding as at 31 March 2010 amounted to R7,7bn
(2009: R4,3bn).
(d) Set-top boxes
At 31 March 2010 the group had entered into contracts for the purchase of set-top boxes (decoders). The group’s
commitments in respect of these contracts amounted to R358,7m (2009: R311,5m).
(e) Other commitments
At 31 March 2010 the group had entered into contracts for the receipt of various services. These service contracts
are for the receipt of advertising, satellite and DVB-H broadcast capacity, computer and decoder support
services, access to networks and contractual relationships with customers, suppliers and employees. The
group’s commitments in respect of these agreements amounted to R656,6m (2009: R479,2m).
31 March 31 March
2010 2009
R’m R’m
(f) Operating lease commitments
The group has the following operating lease liabilities at
31 March 2010 and 31 March 2009:
Minimum operating lease payments:
Payable in year one 190 196
Payable in year two 149 132
Payable in year three 116 98
Payable in year four 81 76
Payable in year five 58 46
Payable after five years 104 153
698 701
The group leases office, manufacturing and warehouse space under various non-cancellable operating leases. Certain
contracts contain renewal options and escalation clauses for various periods of time.

21. COMMITMENTS AND CONTINGENCIES (continued)

(g) Litigation claims
MultiChoice South Africa (“MCSA”)/SARS
MCSA instituted legal proceedings against the South African Revenue Services (“SARS”) in relation to the ad
valorem tariff determination on decoders, which SARS made in 2004. The proceedings were defended by SARS
and in late 2006 the dispute was referred to the Customs Appeal Committee. MCSA’s appeal to this body was
not successful and the dispute will now go to court. The matter was heard on 26 and 27 August 2009 and
judgment was handed down on 10 September 2009. MCSA’s application was successful. The court ordered that
the decoders must be classified under tariff heading 8479.89.90 of part 1 of schedule 1 of Customs and Excise
Act, No 91 of 1964. SARS was also ordered to pay MultiChoice’s costs, including the costs of two counsels. SARS
has subsequently made application to the Supreme Court of Appeal for leave to appeal the judgment.
Caxton and CTP Publishers and Printers Limited (“Caxton”)/MCSA, M-Net, Naspers, Media24
On 13 March 2008 Caxton launched an application to review and set aside the decision of the Independent
Communications Authority of South Africa (“Icasa”) to award MCSA a commercial subscription broadcasting
licence. The application was served on six respondents, namely Icasa, MCSA, M-Net, Naspers, Media24 and the
minister of communications.
The court dismissed the review application by Caxton, but accepted Icasa’s tender that it would hear the
complaint as the regulatory body that has jurisdiction in the matter. Caxton sought leave to appeal this decision,
ultimately from the Supreme Court of Appeal, but the application was dismissed.
Eyeball Networks Inc./Gadu-Gadu S.A. (“Gadu-Gadu”)
On 19 May 2008 Gadu-Gadu was served with a claim for US$22,2m filed against it by Eyeball Networks Inc.
(“Eyeball”) in a court in British Columbia, Canada. The claim arose from a master software licence agreement
entered into on 23 March 2005 pursuant to which Gadu-Gadu acquired a licence to use some of Eyeball’s
products. The licence terminated no later than 9 November 2006 and Eyeball alleges that Gadu-Gadu continued
to use Eyeball’s products and that it is therefore entitled to claim the full amount of the licence fees that would
have been payable based on its current standard pricing. Gadu-Gadu denies that it used Eyeball’s products after
the date of termination, and accordingly, that it owes any licence fees to Eyeball and is defending the claim.
Gadu-Gadu also filed a counterclaim against Eyeball and Sales Manager Software Sp. z.o.o., Eyeball’s representative
in Poland, for damages and loss arising from the wrongful breach and repudiation of the transaction agreements
and their failure to perform the obligations under the transaction agreements. The pleadings have been filed
and lists of documents have been exchanged by Gadu-Gadu and Eyeball. Examinations for discovery have not
yet been held. The trial has been set down for hearing for 15 days commencing 15 November 2010.

21. COMMITMENTS AND CONTINGENCIES (continued)

(g) Litigation claims (continued)
MIH Germany
MIH Germany B.V. and Myriad International Holdings B.V. (“MIH Germany”) were involved in an arbitration in
Germany. The dispute was governed by the arbitration rules of the German institution for arbitration (DIS Rules)
and was covered by an express confidentiality ruling by the arbitration tribunal in question. An oral hearing
took place from 12 to 14 October 2009. The parties then exchanged written post-hearing submissions on
18 December 2009 and statements of their respective fees and costs in January 2010. The arbitration tribunal
issued its award on 8 June 2010. In the award, it dismissed the claimant’s claim and ordered it to pay a
substantial portion of MIH Germany’s legal costs and fees.
Taxation matters
The group operates a number of businesses in jurisdictions where withholding taxes are payable on certain
transactions or payments. In some circumstances transactions could possibly lead to withholding taxes being
payable. We continue to seek relevant advice and work with our advisors to identify and quantify such tax
exposures. Our current assessment of possible withholding tax exposures, including interest and potential
penalties amounts to approximately R229,6m (US$31,3m) (2009: R181m (US$19m)).
Paarl Print fire
On 17 April 2009 a fire destroyed the premises of Paarl Print (Proprietary) Limited in Paarl and claimed the lives
of 13 people. A formal inquiry in terms of section 32 of the Occupational Health and Safety Act (Act 85 of 1993)
is currently in progress, the outcome of which is expected in the 2010 calendar year. The formal inquiry will be
followed by an inquest, a mandatory process followed in cases of unnatural deaths. The outcome of these two
processes will determine whether there will be any claims against the company or its officials, or related claims
from third parties.
(h) Guarantees
At 31 March 2010 the group had provided guarantees of R1,2bn (2009: R1,9bn) mainly in respect of bank
guarantees for sport rights, office rental, services and other contracts.
(i) Assets pledged as security
The group pledged property, plant and equipment, investments, cash and cash equivalents and accounts
receivable with a net carrying value of R4,6bn at 31 March 2010 (2009: R4,4bn) to a number of banks as security
for certain bank overdrafts and term loans listed in note 18 to the value of R2,1bn (2009: R1,3bn). Included in the
above amount, Rnil (2009: R7,2m) relates to financial instruments.
MultiChoice Africa Limited (“MAL”) entered into a Revolving Facility Agreement with Absa Bank. This agreement
entitles MAL access to a guaranteed facility of US$55,8m (2009: US$83,3m). MIH China has pledged such number
of Tencent Holdings Limited ordinary par value shares with a market value of US$375m as security pursuant to
this agreement. This facility bears interest at the London Interbank Offer Rate (“LIBOR”) +2% per annum.

31 March 31 March
2010 2009
R’m R’m
22. REVENUE
Revenue – continuing operations
Subscription revenue 14 762 13 521
Advertising revenue 3 814 3 776
e-Commerce revenue 2 854 2 488
Circulation revenue 1 235 1 139
Technology revenue 1 209 1 520
Printing revenue 1 098 1 188
Hardware sales 864 825
Book publishing and book sales revenue 645 876
Distribution revenue 234 245
Sublicence revenue 213 175
Decoder maintenance 177 142
Contract publishing 163 166
Reconnection fees 84 52
Other revenue 646 577
27 998 26 690
Revenue – discontinuing operations
NetMed NV — 944
— 944
Other revenue includes revenues from backhaul charges,
financing service fees and instant messaging.
Barter revenue
Amount of barter revenue included in total revenue 112 87
23. EXPENSES BY NATURE

Operating profit includes the following items:
Depreciation classification
Cost of providing services and sale of goods 545 586
Selling, general and administration expenses 333 324
878 910
Amortisation classification
Cost of providing services and sale of goods 123 135
Selling, general and administration expenses 1 090 1 111
1 213 1 246

31 March 31 March
2010 2009
R’m R’m
23. EXPENSES BY NATURE (continued)

Operating leases
Buildings 204 195
Satellites and transponders 57 84
Other equipment 30 37
291 316
Auditor’s remuneration
Audit fees 58 42
Audit fees – prior year underprovision 4 7
Audit-related fees 2 2
Tax fees 25 25
All other fees 10 2
99 78
Foreign exchange (losses)/profits
On capitalisation of forward exchange contracts in hedging transactions (29) 116
Other 6 8
(23) 124
Staff costs
As at 31 March 2010 the group had 11 577 (2009: 11 715) permanent employees.
The total cost of employment of all employees, including executive directors, was as follows:
Salaries, wages and bonuses 4 689 4 666
Retirement benefit costs 279 278
Medical aid fund contributions 194 203
Post-retirement benefits 17 18
Training costs 55 55
Share-based compensation expenses 484 424
Total staff costs 5 718 5 644
Fees paid to non-employees for administration, management
and technical services 140 193
Research and development costs 21 32
Advertising expenses 1 100 1 033
Amortisation of programme and film rights 2 997 3 075
Cost of inventories sold 3 866 5 134

31 March 31 March
2010 2009
R’m R’m
24. OTHER GAINS/(LOSSES) – NET

Loss on sale of assets (47) (25)
Fair value adjustment of financial instruments — (14)
Impairment losses (939) (160)
Impairment of goodwill and other intangible assets (384) (18)
Impairment of property, plant and equipment due to fire damage (144) (79)
Impairment of other property, plant and equipment and other assets (81) (63)
Welkom Yizani refinancing (330) —
Gain on settlement of transponder lease 253 —
Compensation received from third parties for property,
plant and equipment impaired, lost or stolen 369 112
Total other gains/(losses) – net (364) (87)
Refer to notes 4, 5 and 6 for further information on the above
impairments.
25. FINANCE COSTS/(INCOME)

Interest paid
Loans and overdrafts 600 675
Finance lease equipment 93 109
Other 190 94
883 878
Interest received
Loans and bank accounts (348) (572)
(348) (572)
Net loss/(profit) from foreign exchange translation and fair value
adjustments on derivative financial instruments
On translation of assets and liabilities (141) 337
On translation of transponder leases (82) (5)
On translation of forward exchange contracts 377 43
154 375
Preference dividends (BEE structures) (268) (378)
Other finance costs/(income) – net (114) (3)
Total finance costs/(income) 421 303


31 March 31 March
2010 2009
R’m R’m
26. TAXATION
Normal taxation
South Africa 1 351 1 400
Current year 1 395 1 390
Prior year (44) 10
Foreign taxation 530 595
Current year 555 596
Prior year (25) (1)
Secondary taxation on companies 5 4
Income taxation for the year 1 886 1 999
Deferred taxation
South Africa 6 (290)
Current year (22) (285)
Prior year 28 (5)
Foreign taxation (84) (273)
Change in rate (22) —
Total taxation per income statement 1 808 1 436

Reconciliation of taxation
Taxation at statutory rates 1 613 1 337
Adjusted for:
Non-deductible expenses 404 232
Non-taxable income (195) (166)
Temporary differences 676 588
Assessed losses utilised — (104)
Initial recognition of prior year taxes (36) 5
Other taxes 364 137
Changes in taxation rates (23) —
Tax attributable to associate income (576) (412)
Tax adjustment for foreign taxation rates (419) (181)
Taxation provided in income statement 1 808 1 436


27. DISCONTINUED OPERATIONS AND NON-CURRENT ASSETS AND LIABILITIES HELD-FOR-SALE

On 31 October 2007 the group publicly announced that it had initiated a formal process to sell its Greek and Cypriot
pay-television operations (“NetMed”). On 14 April 2008 the group announced that it had entered into a conditional sale
agreement for the disposal of NetMed to ForthNet SA, a leading Greek telecommunications company. The transaction
was concluded on 27 August 2008. The results of these operations were classified as discontinued operations and
previously included in the pay-television segment of the group.
31 March 31 March
2010 2009
R’m R’m
NetMed NV and NetMed Hellas S.A.
Revenue — 944
Cost of providing services and sale of goods — (604)
Selling, general and administration expenses — (140)
Operating profit — 200
Finance cost – net — (15)
Profit on sale of investments — 1
Profit before taxation — 186
Taxation — (59)
Profit for the year — 127
Attributable to:
Equity holders of the group — 129
Minority interest — (2)
— 127
Profit arising on discontinuance of operations
Profit arising on disposal of NetMed — 2 965
— 2 965
Profit from discontinued operations — 3 092
Cash flow information
Amounts of net cash flow relating to the discontinued operations:
Operating activities — 159
Investing activities — (6)
Financing activities — (87)
Net cash inflow — 66

27. DISCONTINUED OPERATIONS AND NON-CURRENT ASSETS AND LIABILITIES HELD-FOR-SALE (continued)
On 10 November 2008 the group announced that an agreement had been concluded for the sale of MWEB’s
sub-Saharan Africa business excluding South Africa (“MWEB Africa Limited”). The transaction was concluded in April 2009.
31 March 31 March
2010 2009
R’m R’m
MWEB Africa Limited
Non-current assets classified as held-for-sale
Property, plant and equipment — 45
Goodwill — 361
Other intangible assets — 102
Deferred taxation — 2
Inventory — 17
Trade receivables — 34
Other receivables — 35
Cash and cash equivalents — 79
— 675
Non-current liabilities classified as held-for-sale
Long-term liabilities — 3
Deferred taxation — 12
Trade payables — 18
Accrued expenses and other current liabilities — 228
Tax payable — 3
— 264
On 10 October 2007 the group publicly announced that it had entered into an agreement in terms of which it would
sell its interest in Educor Holdings Limited to ICESA Education Services and the transaction was concluded early in
January 2008. The group retained certain property, plant and equipment classified as non-current assets held-for-sale
as detailed below.
Selected financial information relating to these operations:
31 March 31 March
2010 2009
R’m R’m
Educor Holdings Limited
Non-current assets classified as held-for-sale
Property, plant and equipment 12 11

28. EARNINGS PER SHARE

31 March
2010 2009
Minority Minority
Gross Taxation interest Net Gross Taxation interest Net
R’m R’m R’m R’m R’m R’m R’m R’m
Earnings
Net profit attributable
to shareholders 3 257 5 761
Headline adjustments
Adjustments for: (17) 7 50 40 (2 708) 5 7 (2 696)
Insurance proceeds (369) 47 90 (232) (113) 32 17 (64)
Impairment of
property, plant and
equipment and other
assets 225 (40) (34) 151 117 (23) (12) 82
Impairment of
goodwill and
intangible assets 384 — (11) 373 22 (1) — 21
(Profit)/loss on sale
of property, plant
and equipment (156) (6) 6 (156) 27 (1) (3) 23
Profit on sale of
intangibles (73) 1 — (72) — — — —
Discontinuance
of operations — — — — (2 965) — — (2 965)
Profit on sale of
investments (120) — — (120) (10) (2) 5 (7)
Remeasurement
included in
equity-accounted
earnings 30 5 — 35 — — — —
Impairments of
equity-accounted
earnings 62 — (1) 61 214 — — 214
Headline earnings 3 297 3 065
Headline profit from
discontinued operations — — — — (186) 59 (2) (129)
Headline earnings
from continuing
operations 3 297 2 936

2010 2009
Number of Number of
N shares N shares
28. EARNINGS PER SHARE (continued)

Number of N ordinary shares in issue at year-end 374 307 634 372 450 543
Adjusted for movement in shares held by share trusts (1 356 802) (1 446 968)
Weighted average number of N ordinary shares in issue during the year 372 950 832 371 003 575
Adjusted for effect of future share-based compensation payments 10 869 345 3 104 348
Diluted weighted average number of N ordinary shares in issue during
the year 383 820 177 374 107 923
Continuing operations
Basic 873 719
Fully diluted 848 713
Headline earnings per N ordinary share (cents)
Basic 884 792
Discontinued operations
Basic — 834
Fully diluted — 827
Basic — 35
Fully diluted — 34
Total
Basic 873 1 553
Fully diluted 848 1 540
Basic 884 827
Dividend paid A ordinary share (cents) 41 36
Dividend paid N ordinary share (cents) 207 180
Proposed dividend per A ordinary share (cents) 47 41
Proposed dividend per N ordinary share (cents) 235 207

31 March 31 March
2010 2009
R’m R’m
29. CASH FROM OPERATIONS

Profit before taxation per income statement 5 760 4 775
Profit before taxation from discontinued operations — 186
5 760 4 961
Adjustments:
– Non-cash and other 1 242 1 767
Loss on sale of assets 47 27
Depreciation and amortisation 2 091 2 156
Share-based compensation expenses 484 438
Net finance cost/(income) 421 319
Share of equity-accounted results (2 058) (1 473)
Impairment of equity-accounted investments 62 214
Profit on sale of investments (144) (36)
Gain on settlement of transponder lease (253) —
Insurance proceeds not yet received (142) (94)
Insurance proceeds received elsewhere included (286) —
Impairment losses 939 139
Other 81 77
– Working capital 264 (910)
Cash movement in trade and other receivables (130) (625)
Cash movement in payables, provisions and accruals 584 (51)
Cash movements for programme and film rights (180) (199)
Cash movement in inventories (10) (35)
Cash from operations 7 266 5 818
30. ACQUISITION OF SUBSIDIARIES

Fair value of assets and liabilities acquired:
Property, plant and equipment 24 41
Investments and loans 7 —
Intangible assets 912 129
Net current (liabilities)/assets (14) 105
Deferred taxation (278) 1
Long-term liabilities (36) (3)
615 273
Minority interest (122) (62)
Derecognition of investment in associate (2) (77)
Goodwill 2 766 520
Purchase consideration 3 257 654
Amount to be settled in future (155) (152)
Settlement of amounts owing in respect of prior year’s purchases — 24
Cash in subsidiaries acquired (57) (88)
Net cash outflow from acquisition of subsidiaries 3 045 438

31 March 31 March
2010 2009
R’m R’m
31. DISPOSAL OF SUBSIDIARIES

Book value of assets and liabilities:
Goodwill — 6
Other intangible assets 1 —
Assets classified as held-for-sale — 1 197
Other net assets — 738
Non-current assets classified as held-for-sale 380 —
Foreign currency translation 1 —
Long-term liabilities — 5
382 1 951
Profit on sale 100 2 983
Selling price 482 4 934
Cash in subsidiaries disposed of (79) (628)
Net cash inflow from disposal of subsidiaries 403 4 306
32. ACQUISITION OF JOINT VENTURES

Fair value of assets and liabilities acquired:
Net current assets/(liabilities) 7 (6)
Deferred taxation — (3)
7 (8)
Goodwill 24 16
Purchase consideration (net cash outflow from acquisition
of joint ventures) 31 8
33. ADDITIONAL INVESTMENTS

Included in additional investments in subsidiaries of R240m are the following: Moonfish Media R21m,
GG Network S.A. R5m, Ricardo.ch AG minority buy-out of R30m, additional investments through MIH Allegro B.V.
of R35m, Pagamento Digital R28m, Kurasani R29m, Strika Entertainment (Proprietary) Limited R9m and other
investments of R5m. These investments were allocated to the existing control business combination reserve.
A payment of R78m relates to an additional investment in Digital Mobile Television (Proprietary) Limited. This
amount was disclosed as an amount payable in the 2009 financial year.
Included in additional investments in associates of R842m are the following: Nimbuzz B.V. R19m, Mail.ru R771m and
Buzz City PTE Limited R52m. These investments were allocated to the investments in associates.

31 March 31 March
2010 2009
R’m R’m
34. PARTIAL DISPOSAL OF INTEREST IN SUBSIDIARIES

Selling price — 271
Net cash inflow on partial disposal of interest in subsidiaries — 271
35. CASH AND CASH EQUIVALENTS

Cash and cash equivalents 6 785 6 642
Bank overdrafts and call loans (958) (917)
5 827 5 725
Restricted cash
Restricted cash is still included in cash and cash equivalents due to the fact that it mostly relates to cash held on
behalf of customers.
The following cash balances are restricted from immediate use according to agreements with banks and other
financial institutions:
Africa 13 13
Europe 102 64
Thailand 1 1
USA 11 15
Total restricted cash 127 93
36. SEGMENT INFORMATION

The group has adopted IFRS 8 for the year ending 31 March 2010 and the comparative segment information for the
year ending 31 March 2009 has been appropriately restated. IFRS 8 requires operating segments to be identified on
the basis of internal reports about components of the group that are regularly reviewed by the chief operating
decision-maker in order to allocate resources to the segments and to assess their performance. The chief operating
decision-maker has been identified as the executive committee that makes strategic decisions.
The group proportionally consolidates its share of the results of its associated companies in the various reportable
segments. This is considered to be more reflective of the economic value of these investments.
The group has identified its operating segments based on its business by service or product and aggregated them
into the following reporting segments: pay television, internet (with Tencent being disclosed separately from the
other internet operations), technology and print. Below are the types of services and products from which each
segment generates revenue.
kg Pay television – the group offers digital satellite and other pay-television services to subscribers through MultiChoice
South Africa and MultiChoice Africa in the rest of sub-Saharan Africa.
kg Internet – the group operates internet platforms to provide various services and products. These platforms are
built around communities, and each of them provides various services, including e-commerce, games, MVAS and
IVAS (mobile and internet value-added services), content, communication and social networking. These services
are provided via mobile or PC/laptops. The main platforms are Tencent, Allegro, Ricardo, Mail.ru, BuscaPé., MWEB,
Sanook!, ibibo, Compera, Gadu-Gadu, Nimbuzz, ACL, MXit, 24.com and Buzz City.
kg Technology – through Irdeto, the group provides digital content management and protection systems to customers
globally to protect, manage and monetise all digital media on any platform.
kg Print – through Media24 in Africa, the group publishes newspapers, magazines and books. Its activities also include
printing and distribution. The group also has print interests in Brazil through its 30% stake in the magazine
publisher, Abril S.A., and in China through its stake in the listed Beijing Media Company and Xin’an Media Company.

36. SEGMENT INFORMATION (continued)
Internet
Pay television Tencent Other internet
March 2010 R’m R’m R’m
Revenue
External 16 659 4 874 4 307
Intersegmental 70 — 42
Total revenue 16 729 4 874 4 349
Cost of providing services and sale of goods (8 691) (1 428) (1 306)
Selling, general and administration expenses (2 294) (904) (2 781)
Ebitda 5 744 2 542 262
Depreciation (471) (159) (166)
Amortisation – Software (16) (20) (31)
Interest on capitalised finance leases (86) — (5)
Operational profit 5 171 2 363 60
Interest paid (405) — (918)
Investment income 221 — —
Share of equity-accounted results(1) (1) 9 (4)
Profit before taxation 5 792 2 425 (525)
Taxation (1 413) (319) (134)
Profit after taxation 4 379 2 106 (659)
Minority interest (693) (26) 31
Profit from operations 3 686 2 080 (628)
Amortisation of other intangibles (395) (32) (671)
Foreign exchange (losses)/gains (52) (1) 91
Impairment of investment in associates — — —
Exceptional items 145 (86) (103)
Net profit/(loss) 3 384 1 961 (1 311)
Additional disclosure
Impairment of assets (52) — —
Impairment of goodwill — — (335)
Share of equity-accounted results(2) (1) 1 961 90
Notes
(1) Includes immaterial associates not proportionally consolidated.
(2) All associates’ results are accounted for using the equity method.

Less:
Total Proportionally
reportable consolidated
Technology Print segments Corporate associates Eliminations Total
1 207 10 204 37 251 — (9 253) — 27 998

425 186 723 159 — (882) —
1 632 10 390 37 974 159 (9 253) (882) 27 998
(448) (5 876) (17 749) (126) 3 511 596 (13 768)
(1 086) (3 282) (10 347) (263) 2 590 286 (7 734)
98 1 232 9 878 (230) (3 152) — 6 496
(44) (251) (1 091) (2) 215 — (878)
(7) (83) (157) — 79 — (78)
— (2) (93) — — — (93)
47 896 8 537 (232) (2 858) — 5 447
103 28 1 327 151 (64) (1 066) 348
(100) (463) (1 886) — 27 1 069 (790)
— — 221 47 — — 268
— — 4 — 2 476 — 2 480
50 461 8 203 (34) (419) 3 7 753
(55) (349) (2 270) (59) 485 36 (1 808)
(5) 112 5 933 (93) 66 39 5 945
— (33) (721) (32) 25 33 (695)
(5) 79 5 212 (125) 91 72 5 250
(117) (232) (1 447) — 132 — (1 315)
21 (168) (109) (9) (36) — (154)
— (62) (62) — — — (62)
(1) 100 55 (76) (187) (254) (462)
(102) (283) 3 649 (210) — (182) 3 257
— (205) (257) (330) — — (587)

— (47) (382) — — — (382)
— 8 2 058 — — — 2 058

Internet
Pay television Tencent Other internet
March 2009 R’m R’m R’m
Revenue
External 14 858 3 281 4 130
Intersegmental 39 — 40
Total revenue 14 897 3 281 4 170
Cost of providing services and sale of goods (7 375) (937) (1 298)
Selling, general and administration expenses (2 325) (756) (2 487)
Ebitda 5 197 1 588 385
Depreciation (460) (122) (176)
Amortisation – Software (12) (19) (22)
Interest on capitalised finance leases (101) — (8)
Operational profit 4 624 1 447 179
Interest received 1 144 69 582
Interest paid (405) — (1 407)
Investment income 304 — —
Share of equity-accounted results(1) (56) — 3
Profit before taxation 5 611 1 516 (643)
Taxation (1 228) (125) (80)
Profit after taxation 4 383 1 391 (723)
Minority interest (585) (14) 7
Profit from operations 3 798 1 377 (716)
Discontinued operations 3 092 — —
Amortisation of other intangibles (379) (26) (670)
Foreign exchange (losses)/gains (134) (78) (147)
Impairment of investment in associates (187) — —
Exceptional items (64) (77) (7)
Net profit/(loss) 6 126 1 196 (1 540)
Additional disclosure
Impairment of assets (51) (17) (11)
Impairment of goodwill — — —
Share of equity-accounted results(2) 44 1 196 25
Notes
(1) Includes immaterial associates not proportionally consolidated.
(2) All associates’ results are accounted for using the equity method.

Less:
Total Proportionally
reportable consolidated
Technology Print segments Corporate associates Eliminations Total
1 514 10 722 34 505 — (7 815) — 26 690

358 156 593 125 — (718) —
1 872 10 878 35 098 125 (7 815) (718) 26 690
(572) (6 177) (16 359) (102) 3 088 563 (12 810)
(1 375) (3 312) (10 255) (233) 2 479 155 (7 854)
(75) 1 389 8 484 (210) (2 248) — 6 026
(57) (261) (1 076) (3) 169 — (910)
(7) (66) (126) — 59 — (67)
— — (109) — — — (109)
(139) 1 062 7 173 (213) (2 020) — 4 940
178 36 2 009 352 (84) (1 705) 572
(123) (579) (2 514) — 40 1 705 (769)
— — 304 74 — — 378
— (3) (56) — 1 708 — 1 652
(84) 516 6 916 213 (356) — 6 773
34 28 (1 371) (93) 28 — (1 436)
(50) 544 5 545 120 (328) — 5 337
— (95) (687) — 15 2 (670)
(50) 449 4 858 120 (313) 2 4 667
— — 3 092 — — — 3 092
(167) (433) (1 675) — 317 — (1 358)
(50) (88) (497) 6 116 — (375)
— (27) (214) — — — (214)
(3) 13 (138) 1 97 (11) (51)
(270) (86) 5 426 127 217 (9) 5 761
(2) (90) (171) — 17 — (154)

— (6) (6) — — — (6)
— 296 1 473 — — — 1 473


The operational profit as disclosed in the segment disclosure above is management’s measure of each segment’s
operational performance. A reconciliation of the segmental operational profit to operating profit and profit before
taxation as reported in the income statement is provided below:
31 March 31 March
2010 2009
R’m R’m
Operational profit per segment report 5 447 4 940
Adjusted for:
Interest on capitalised finance leases 93 109
Amortisation of other intangible assets (1 135) (1 179)
Other gains/(losses) (364) (87)
Operating profit per the income statement 4 041 3 783
Interest received 348 572
Interest paid (883) (878)
Other finance income/(cost) – net 114 3
Share of equity-accounted results 2 058 1 473
Impairment of investment in associates (62) (214)
Profit on sale of investments 144 36
Profit before taxation as per the income statement 5 760 4 775
Sales between segments are carried out at arm’s length, and are eliminated in the “Eliminations” column. The revenue
from external parties and all other items of income, expenses, profits and losses reported in the segment report is
measured in a manner consistent with that in the income statement.
The revenues from external customers for each major group of products and services are disclosed in note 22. The
group is not reliant on any one major customer as the group’s products are consumed by the general public in a
large number of countries.
Geographical information
The group operates in five main geographical areas:
Africa – The group derives revenues from television platform services, print media activities, internet services and
technology products and services. The group is domiciled in the Republic of South Africa and it is therefore
presented separately.
Asia – The group’s activities comprise its interest in internet and print activities based in China, India, Thailand and
Singapore.
Europe – The group’s activities comprise its interest in internet activities based in Central and Eastern Europe and
Russia. Furthermore, the group generates revenue from technology products and services provided by subsidiaries
based in the Netherlands.
Latin America – The group’s activities comprise its interest in internet and print activities based in Brazil.
Other – Includes the group’s provision of various products through internet and technology activities located mainly
in Australia and the United States of America.


Africa
South Rest of Latin
Africa Africa America Asia Europe Other Total
March 2010
External revenue(1) 19 638 4 516 4 169 5 412 2 885 631 37 251
Segment assets(2) 9 511 1 979 6 729 5 257 15 580 972 40 028
March 2009
External revenue(1) 17 889 5 114 4 046 3 893 2 792 771 34 505
Segment assets(2) 8 982 823 3 981 4 295 16 708 1 547 36 336
Notes
(1) Revenue includes the group’s proportionate share of associates’ external revenue.
(2) Segment assets consist of non-current assets excluding financial instruments, deferred taxation and the proportionate share of associates’
assets.
Revenue is allocated to a country based on location of subscribers or users.
37. FINANCIAL RISK MANAGEMENT

Financial risk factors
The group’s activities expose it to a variety of financial risks, including the effects of changes in debt and equity
markets, foreign currency exchange rates and interest rates. The group’s overall risk management programme seeks
to minimise the potential adverse effects on the financial performance of the group. The group uses derivative
financial instruments, such as forward exchange contracts and interest rate swaps, to hedge certain risk exposures.
The group does not speculate with or engage in the trading of financial instruments. The group had no significant
price risk for the years ending 31 March 2010 and 31 March 2009.
Risk management is carried out by the management of the group under policies approved by the board of directors.
Management identifies, evaluates and hedges financial risks. The various boards of directors within the group provide
written policies covering specific areas, such as foreign exchange risk, interest rate risk, credit risk, the use of
derivative instruments and the investment of excess liquidity.
Foreign exchange risk
The group operates internationally and is exposed to foreign exchange risk. Although a substantial portion of the
group’s revenue is denominated in the currencies of the countries in which it operates, a significant portion of cash
obligations, including satellite transponder leases and contracts for pay-television programming, are denominated in
US dollars. Where the group’s revenue is denominated in local currency depreciation of the local currency against the
US dollar adversely affects the group’s earnings and its ability to meet cash obligations. Some entities in the group
use forward exchange contracts to hedge their exposure to foreign currency risk in connection with their obligations.
Management may hedge the net position in the major foreign currencies by using forward currency contracts. The
group generally covers forward 50% to 100% of firm commitments in foreign currency for up to two years in the
pay-television business. The group also uses forward exchange contracts to hedge foreign currency exposure in its
print business where cover is generally taken for 75% to 100% of firm commitments in foreign currency for up to
one year.
The group has classified its forward exchange contracts relating to forecast transactions and firm commitments as cash
flow and fair value hedges, and measures them at fair value. The transactions relate mainly to programming costs,
transponder lease instalments and the acquisition of inventory items. A cumulative after-tax loss of R407,7m
(2009: R115,7m after-tax loss) has been deferred in a hedging reserve at 31 March 2010. This amount is expected to realise
over the next two years. The fair value of all forward exchange contracts designated as cash flow hedges at 31 March
2010 was a net liability of R527,9m (2009: net asset of R293,2m), comprising assets of Rnil (2009: R293,8m) and liabilities of
R527,9m (2009: R0,6m), that were recognised as derivative financial instruments. The fair value of all forward exchange
contracts designated as fair value hedges at 31 March 2010 was a liability of R195,4m (2009: asset of R97,7m).
During the year ended 31 March 2010 the group recognised gains on fair value hedges of R187,4m (2009: Rnil) and
losses of R209,8m (2009: Rnil) on the hedged items attributable to the hedged risks. The amount recognised in the
income statement due to the ineffectiveness of cash flow hedges was R123,0m (2009: Rnil). As at 31 March 2010
the group had no hedges of net investments in foreign operations.

37. FINANCIAL RISK MANAGEMENT (continued)

Foreign exchange risk (continued)
The table below sets out the periods when the cash flows are expected to occur for both fair value and cash flow
hedges in place at 31 March 2010:
Maturing within Maturing within
one year one to two years
Total outstanding FECs EUR USD Other EUR USD
at 31 March 2010 ’m ’m ’m ’m ’m
Pay television 5 242 — 4 222
Corporate — 26 — — —
Print 62 3 3 — —
67 271 3 4 222
Rand value (R’m) 763 2 633 32 51 1 874
Average exchange rate 11,39 9,72 10,67 12,75 8,44
Maturing within Maturing within

one year one to two years
Total outstanding FECs EUR USD Other EUR USD
at 31 March 2009 ’m ’m ’m ’m ’m
Pay television 12 174 — 5 182
Internet — 1 — — —
Corporate — 34 — — 17
Print 49 3 — — —
61 212 — 5 199
Rand value (R’m) 769 1 801 — 65 2 042
Average exchange rate 12,54 8,50 — 14,37 10,26
Where the group has surplus funds offshore, the treasury policy is to spread the funds between more than one currency
to limit the effect of foreign exchange rate fluctuations and to achieve the highest level of interest income. As at
31 March 2010 the group had a net cash balance of R5,8bn (2009: R5,8bn), of which R3,2bn (2009: R2,4bn) was held
in South Africa. The R2,6bn (2009: R3,4bn) held offshore was largely denominated in US dollar, euro and Polish zloty.
Foreign currency sensitivity analysis
The group’s presentation currency is the South African rand, but as it operates internationally, it is exposed to a
number of currencies, of which the exposure to the US dollar, euro and Polish zloty is the most significant.
The sensitivity analysis below details the group’s sensitivity to a 10% decrease (2009: 10% decrease) in the rand against
the US dollar, euro and Polish zloty, as well as a 10% decrease (2009: 10% decrease) of the US dollar against the euro.
This analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at
the period end for the above percentage change in foreign currency rates. The sensitivity analysis includes external
loans, as well as loans to foreign operations within the group, but excludes loans considered part of the net foreign
investment and translation differences due to translating from functional currency to presentation currency.
A 10% decrease (2009: 10% decrease) of the rand against the US dollar, euro and Polish zloty, and a 10% decrease
(2009: 10% decrease) of the US dollar against the euro, would result in an after-tax gain of R103,9m (2009: R101,7m
after-tax loss). Other equity would increase by R213,0m (2009: R361,4m increase).


Foreign exchange rates
The exchange rates used by the group to translate foreign entities’ income statements and statement of financial
position are as follows:
31 March 2010 31 March 2009
Average Closing Average Closing
Currency (1FC = ZAR) rate rate rate rate
US dollar 7,7123 7,3343 8,7867 9,5188
Euro 10,9054 9,9165 12,2595 12,6218
Thai baht 0,2292 0,2265 0,2555 0,2685
Chinese yuan renminbi 1,1295 1,0743 1,2815 1,3931
Brazilian real 4,1460 4,1111 4,4655 4,1327
British pound 12,3308 11,1308 14,7426 13,6085
Polish zloty 2,6061 2,5702 3,2879 2,7194
The average rates listed above are only approximate average rates for the year. The group measures separately the
transactions of each of its material operations, using the particular currency of the primary economic environment in
which the operation conducts its business, translated at the prevailing exchange rate on the transaction date.
31 March 2010 31 March 2009
Assets Liabilities Assets Liabilities
Derivative financial instruments R’m R’m R’m R’m
Current portion
Foreign exchange contracts — 625 352 63
Other derivatives – put options — 71 — —
Other derivatives – interest rate swaps — 151 — 130
— 847 352 193
Non-current portion
Foreign exchange contracts — 98 55 39
Other derivatives – put options(1) — 579 — 360
Other derivatives – interest rate swaps — 7 — 144
— 684 55 543
Total — 1 531 407 736
Note
(1) Media24 Group entered into a contract with the Retief family trust in October 2008 which contains a put option whereby the Retief family
trust can enforce a buy-out by Media24 Group of its remaining interest in Paarl Media Holdings (Proprietary) Limited (currently 5%) and
Paarl Coldset (Proprietary) Limited (currently 12,6%). Mr L P Retief, a director of Naspers Limited (refer to note 13), is a related party to the
Retief family trust.


31 March 2010 31 March 2009
Foreign Foreign
currency currency
amount amount
’m R’m ’m R’m
Uncovered foreign liabilities
The group had the following
uncovered foreign liabilities:
US dollar 1 050 7 703 415 3 943
British pound 4 45 4 55
Euro 46 460 69 860
Singapore dollar 1 4 1 7
Australian dollar — — 1 8
South Korean won 256 2 558 4
Other 48 22 460 117
Credit risk
The group is exposed to certain concentrations of credit risk relating to the following assets:
Investments and loans
There is no concentration of credit risk within investments and loans, except for preference shares in Welkom Yizani
and Phuthuma Nathi. Shareholder agreements are in place, which regulate the shares held by Welkom Yizani and
Phuthuma Nathi, and management monitors the credit risk regularly.
Trade receivables
Receivables consist primarily of invoiced amounts from normal trading activities. The group has a large diversified
customer base across many geographical areas. The majority of trade receivables consist of receivables within the
pay-television, newspapers, magazines and printing segments. Various credit checks are performed on new debtors
to determine the quality of their credit history. These checks are also performed on existing debtors with long-
overdue accounts. Furthermore, current debtors are monitored to ensure they do not exceed their credit limits. As at
31 March 2010 the directors were unaware of any significant unprovided or uninsured concentration of credit risk.
Other receivables
There is no concentration of credit risk within other receivables, except for the accrued preference share dividends
relating to the preference share investments, as disclosed above. The level of interest in related party receivables
minimises the credit risk.


Credit risk (continued)
Cash, deposits and derivative assets
The group is exposed to certain concentrations of credit risk relating to its cash, current investments and derivative
assets. It places these instruments mainly with major banking groups and high-quality institutions that have high
credit ratings. The group’s treasury policy is designed to limit exposure to any one institution and invests its excess
cash in low-risk investment accounts. As at 31 March 2010 the group held the majority of its cash, deposits and
derivative assets with local and international banks with a ‘Baa1’ credit rating or higher (Moody’s International rating).
The counterparties that are used by the group are evaluated on a continuous basis.
The maximum amount of credit risk that the group is exposed to is R13,4bn (2009: R13,5bn), and has been calculated
as follows:
31 March 31 March
2010 2009
R’m R’m
Investments and loans 3 503 3 611
Receivables and loans 3 106 2 858
Derivative financial instruments — 407
Cash and cash equivalents 6 785 6 642
13 394 13 518
Intergroup guarantees are no longer included in the group’s maximum credit risk disclosure. Refer to note 18 in the
company’s financial statements for the group guarantees.
Liquidity risk
Prudent liquidity risk management implies, among others, maintaining sufficient cash and marketable securities, the
availability of funding through an adequate amount of committed credit facilities and the ability to close out market
positions. In terms of the articles of association of the company, no limitation is placed on its borrowing capacity.
The facilities expiring within one year are subject to renewal at various dates during the next year. The group had the
following unutilised banking facilities as at 31 March 2010 and 31 March 2009:
31 March 31 March
2010 2009
R’m R’m
On call 1 477 1 304
Expiring within one year 249 269
Expiring beyond one year 5 868 4 248
7 594 5 821


Liquidity risk (continued)
The following analysis details the group’s remaining contractual maturity for its non-derivative and derivative financial
liabilities. The analysis is based on the undiscounted cash flows of financial liabilities based on the earliest date on
which the group can be required to pay. The analysis includes both interest and principal cash flows.
Carrying Contractual 0 – 12
value cash flows months 1 – 5 years 5 years +
31 March 2010 R’m R’m R’m R’m R’m
Non-derivative financial liabilities
– Interest-bearing:
Capitalised finance leases (2 065) (2 881) (451) (928) (1 502)
Loans and other (7 471) (7 794) (615) (7 152) (27)
– Non-interest-bearing:
Programme and film rights (736) (762) (705) (57) —
Loans and other (153) (152) (21) (127) (4)
– Trade payables (1 721) (1 721) (1 721) — —
– Accrued expenses and other
current liabilities (2 138) (2 138) (2 138) — —
– Related party payables (9) (9) (9) — —
– Dividends payable (2) (2) (2) — —
– Bank overdrafts and call loans (958) (958) (958) — —
Derivative financial liabilities
– Forward exchange contracts (723) (5 353) (3 428) (1 925) —
– Shareholders’ liabilities (650) (658) (76) (63) (519)
– Interest rate swaps (158) (159) (151) (8) —


Liquidity risk (continued)
31 March 2009 R’m R’m R’m R’m R’m
Capitalised finance leases (1 267) (1 424) (484) (940) —
– Interest-bearing: Loans and other (6 594) (7 001) (801) (6 200) —
Programme and film rights (850) (874) (766) (108) —
Loans and other (122) (122) (13) (101) (8)
– Trade payables (1 662) (1 662) (1 662) — —
– Accrued expenses and other
current liabilities (2 029) (2 029) (2 029) — —
– Related party payables (43) (43) (43) — —
– Dividends payable (10) (10) (10) — —
– Bank overdrafts and call loans (917) (917) (917) — —
Derivative financial assets/
(liabilities)
– Forward exchange contracts 305 (4 677) (2 570) (2 107) —
– Shareholders’ liabilities (360) (420) (6) (7) (407)
– Interest rate swaps (274) (274) (130) (122) (22)


Interest rate risk
As part of the process of managing the group’s fixed and floating borrowings mix, the interest rate characteristics of
new borrowings and the refinancing of existing borrowings are positioned according to expected movements in
interest rates. Where appropriate, the group uses derivative instruments, such as interest rate swap agreements,
purely for hedging purposes. The fair value of these instruments will not change significantly as a result of changes in
interest rates due to their short-term nature and the floating interest rates. As at 31 March 2010 the group had the
following interest rate swaps in place:
Fair value Loan
of liability amount Rate of loan
Institution R’m ’m % Rate of swap
Citibank (116) US$948 3,8 3 month using USLIBOR plus facility fee
3 month average JIBAR with cap of
Rand Merchant Bank (8) R248 8,41 10,47%
Rand Merchant Bank — R14 12,78 12,42%
Rand Merchant Bank — R9 8,06 10,5%
3 month average JIBAR with fix rate of
Investec (14) R250 12,00 12,3% and floor of 11,2%
(158)
Please refer to note 18 for the interest rate profile and repayment terms of long-term liabilities as at 31 March 2010
and 31 March 2009.
Interest rate sensitivity analysis
The sensitivity analysis below has been determined based on the exposure to interest rates for both derivative and
non-derivative instruments at the statement of financial position date (after taking into account the effect of
hedging) and the stipulated change taking place at the beginning of the next financial year and held constant
throughout the reporting period in the case of instruments that have floating rates. The group is mainly exposed to
interest rate fluctuations of the South African, American and European repo rates. The following changes in the repo
rates represent management’s best estimate of the possible change in interest rates at the respective year-ends:
kg South African repo rate: increases by 100 basis points (2009: decreases by 100 basis points)
kg American and European repo rates: increases by 100 basis points each (2009: decreased by 100 basis points each)
If interest rates changes as stipulated above and all other variables were held constant, specifically foreign exchange
rates, the group’s profit after tax for the year ended 31 March 2010 would increase by R23,2m (2009: decrease by
R53,5m). Other equity would remain unchanged (2009: decrease by R34,7m).

38. FAIR VALUE OF FINANCIAL INSTRUMENTS

The fair values, together with the carrying values, net gains and losses recognised in profit and loss, total interest income,
total interest expense and impairment of each class of financial instrument are as follows:
Net gains
and (losses)
recognised Total Total
Carrying in profit interest interest Impair-
value Fair value and loss income expense ment
31 March 2010 R’m R’m R’m R’m R’m R’m
Assets
Investments and loans 3 503 3 503 (6) 272 — 367
Loans and receivables 3 417 3 417 — 268 — 330
Originated loans 5 5 — — — —
Related party loans 81 81 (6) 4 — 37
Receivables and loans 3 106 3 106 133 27 — 44
Accounts receivable 2 438 2 438 2 1 — 44
Other receivables 642 642 (2) 26 — —
Related party receivables 26 26 133 — — —
Cash and cash equivalents 6 785 6 785 78 315 — —
Total 13 394 13 394 205 614 — 411
Liabilities
Long-term liabilities 8 750 8 738 32 — 524 —
Interest-bearing:
Capitalised finance leases 1 736 1 736 30 — 55 —
Interest-bearing:
Loans and other 6 877 6 865 — — 461 —
Loans and other 137 137 2 — 8 —
Short-term payables and loans 5 545 5 527 (8) — 144 —
Interest-bearing:
Capitalised finance leases 329 329 52 — 37 —
Interest-bearing:
Loans and other 594 576 — — 23 —
Programme and film rights 736 736 (61) — 33 —
Loans and other 16 16 — — — —
Trade payables 1 721 1 721 47 — 26 —
Accrued expenses and
other current liabilities 2 138 2 138 37 — 23 —
Related party payables 9 9 (83) — 2 —
Dividends payable 2 2 — — — —
Derivatives 1 531 1 531 (378) — 72 —
Foreign exchange contracts 723 723 (374) — — —
Other derivatives –
shareholders’ liabilities 650 650 (10) — 42 —
Other derivatives – interest
rate swaps 158 158 6 — 30 —
Bank overdrafts and call loans 958 958 5 — 101 —
Total 16 784 16 754 (349) — 841 —

38. FAIR VALUE OF FINANCIAL INSTRUMENTS (continued)

Net gains
and (losses)
recognised Total Total
Carrying in profit interest interest Impair-
value Fair value and loss income expense ment
31 March 2009 R’m R’m R’m R’m R’m R’m
Assets
Investments and loans 3 611 3 611 (1) 383 — 6
Loans and receivables 3 571 3 571 — 377 — —
Originated loans 7 7 — 1 — —
Related party loans 33 33 (1) 5 — 6
Receivables and loans 2 858 2 858 (37) 16 — 124
Accounts receivable 2 233 2 233 (1) 3 — 36
Other receivables 598 598 — 13 — (19)
Related party receivables 27 27 (36) — — 107
Derivative – foreign exchange
contracts 407 407 7 — — —
Cash and cash equivalents 6 642 6 642 (162) 548 — 22
Total 13 518 13 518 (193) 947 — 152
Liabilities
Long-term liabilities 6 906 6 905 (49) — 641 —
Interest-bearing:
Capitalised finance leases 865 865 5 — 110 —
Interest-bearing: Loans and other 5 935 5 934 (54) — 531 —
Short-term payables and loans 5 672 5 668 (35) — 86 —
Interest-bearing:
Capitalised finance leases 402 402 — — — —
Interest-bearing: Loans and other 660 656 — — 35 —
Programme and film rights 850 850 — — 40 —
Trade payable 1 662 1 662 20 — 2 —
Accrued expenses and other
current liabilities 2 029 2 029 6 — 9 —
Related party payables 43 43 (61) — — —
Dividends payable 10 10 — — — —
Derivative financial instruments 736 736 (11) — 26 —
Foreign exchange contracts 102 102 (11) — — —
Other derivatives –
shareholders’ liabilities 360 360 — — 24 —
Other derivatives – interest
rate swaps 274 274 — — 2 —
Bank overdrafts and call loans 917 917 — — 116 —
Total 14 231 14 226 (95) — 869 —
The fair value of financial instruments was calculated using market information and other relevant valuation techniques,
and does not necessarily represent the values that the group will realise in the normal course of business. The carrying
amounts of cash and cash equivalents, bank overdrafts, receivables and payables are deemed to reflect fair value due to
the short maturities of these instruments. The fair values of forward exchange contracts and other derivative instruments
are based on quoted market prices, other prices that are observable for the asset or liability, either directly or indirectly, or
valuation techniques that include unobservable inputs. The fair values of interest-bearing loans are calculated based on
discounted expected future principal and interest cash flows.

38. FAIR VALUE OF FINANCIAL INSTRUMENTS (continued)

The following table provides an analysis of financial instruments that are measured subsequent to initial recognition
at fair value, grouped into levels 1 to 3 based on the degree to which the fair value is observable:
kg Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical
assets or liabilities.
kg Level 2 fair value measurements are those derived from inputs other than quoted prices included within level 1
that are observable for the asset or liability, either directly (ie as prices) or indirectly (ie derived from prices).
kg Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or
liability that are not based on observable market data (unobservable inputs).
Fair value Level 1 Level 2 Level 3 Total
31 March 2010
Liabilities measured at fair value
Liabilities
Foreign exchange contracts 723 — 723 — 723
Other derivatives – shareholders’ liabilities 650 — — 650 650
Other derivatives – interest rate swaps 158 — 158 — 158
Total 1 531 — 881 650 1 531
There were no transfers between level 1 and level 2 during the period.
The following table presents the changes in level 3 instruments for the year ending 31 March 2010:
Other
derivatives –
shareholders’
liabilities Total
R’m R’m
Reconciliation of level 3 instruments
Opening balance at 1 April 2009 360 360
Total losses in income statement 53 53
Purchases 264 264
Foreign currency translation effects (22) (22)
Settlements (5) (5)
Closing balance 31 March 2010 650 650
Total losses for the period included in the income statement for assets still held at the end of the period amounted
to R53,0m. Of this amount included in the income statement R42,7m was included in “Other finance (costs)/income
– net”, R5,3m in “Other gains/(losses) – net”, and R4,8m in “Foreign exchange profits/(losses)”.
If one or more of the inputs were changed to a reasonable possible alternative assumption, there would be no
significant change in the fair value measurements of level 3 instruments.

39. EQUITY COMPENSATION BENEFITS

The following share incentive plans were in operation during the financial year:
Maximum
awards
permissible Vesting Period to expiry IFRS 2
Date of incorporation (note 4) period from date of offer classification
Share trusts
Naspers 14 August 1987 note 1 * 10 years Equity-settled
Media24 31 August 2000 15% * 10 years Cash-settled
Paarl Media Holdings 29 May 2001 5% * 10 years Cash-settled
Via Afrika 21 November 2003 10% * 10 years Cash-settled
MIH Holdings 27 September 1993 note 1 * 10 years Equity-settled
MIH (Mauritius) 25 March 1999 note 1 * 10 years Equity-settled
Irdeto Access 14 October 1999 10% * 10 years note 3
MIH China (BVI) 23 February 2003 note 2 ** 10 years Equity-settled
2005 MIH China (BVI) 30 September 2005 note 2 ** 5 years Equity-settled
Entriq (Mauritius) 6 May 2003 15% ** 10 years Cash-settled
MediaZone Holdings B.V. 8 August 2006 15% ** 10 years Equity-settled
M-Net 12 June 1991 note 1 * 10 years Equity-settled
SuperSport 12 June 1991 note 1 * 10 years Equity-settled
MIH India (Mauritius) 22 February 2007 15% *** 10 years Equity-settled
MIH Russia Internet B.V. 4 June 2007 10% *** 10 years Equity-settled
MIH BuscaPé Holdings B.V. 15 March 2010 6% * 5 years and 3 months Equity-settled
SAR
Media24 20 September 2005 10% * 5 years and 14 days Equity-settled
MultiChoice Africa 20 September 2005 10% * 5 years and 14 days Equity-settled
M-Net/SuperSport 20 September 2005 10% * 5 years and 14 days Equity-settled
NetMed NV 11 November 2005 10% * 5 years and 14 days Equity-settled
MIH Brazil Holdings B.V. 9 June 2006 10% * 5 years and 14 days Equity-settled
Irdeto Access B.V. 9 June 2006 15% * 5 years and 14 days Equity-settled
Cloakware Inc. 2008 11 July 2008 15% *** 5 years and 14 days Equity-settled
MIH Entriq Investments
B.V. 2008 11 July 2008 10% *** 5 years and 14 days Equity-settled
Gadu-Gadu S.A. 2008 11 July 2008 10% *** 5 years and 14 days Equity-settled
MIH Allegro B.V. 2008 11 July 2008 10% *** 5 years and 14 days Equity-settled
MIH Ricardo B.V. 2008 11 July 2008 15% *** 5 years and 14 days Equity-settled
Irdeto Access B.V. 2008 5 September 2008 15% *** 5 years and 14 days Equity-settled
MIH (China) Mauritius 2008 5 September 2008 10% *** 5 years and 14 days Equity-settled
MultiChoice Africa 2008 2 April 2008 10% * 5 years and 14 days Equity-settled
Allegro B.V. 2009 25 September 2009 10% *** 5 years and 14 days Equity-settled
Molotok No1 12 June 2009 10% * 5 years and 14 days Equity-settled
Note 1 – These share trusts issue Naspers N ordinary shares. Collectively they may issue no more than 11% of the total number of issued N ordinary shares.
Note 2 – The MIH China (BVI) and 2005 MIH China (BVI) share trusts may collectively issue no more than 10% of the total number of MIH China Limited
ordinary shares in issue.
Note 3 – Offers before September 2005 are cash-settled and offers after September 2005 are equity-settled.
Note 4 – The percentage reflected in this column is the maximum percentage of the respective companies issued/notional share capital that the
applicable Trust/SAR plan may hold and subsequently allocate to participants.
Vesting period: *One-third vest after years 3, 4 and 5.
**One-quarter vest after years 1, 2, 3 and 4.
***One-fifth vest after years 1, 2, 3, 4 and 5.

39. EQUITY COMPENSATION BENEFITS (continued)

Additional information
All share options are granted with an exercise price of not less than 100% of market value or fair value of the respective
company’s shares on the date of the grant. All SARs are granted with an exercise price of not less than 100% of fair
value of the SARs on the date of the grant. All unvested share options/SARs are subject to forfeiture upon termination
of employment. All cancelled options/SARs are cancelled by mutual agreement between the employer and employee.
MIH Holdings Limited
In terms of a section 311 scheme of arrangement, Naspers Limited offered on 20 December 2002 one Naspers
N ordinary share to all the minority shareholders of MIH Holdings Limited, including the MIH Holdings plan, for every
2,25 MIH Holdings shares that it held. All the MIH Holdings shares were exchanged for Naspers N ordinary shares on
23 December 2002. Subsequent offers are of Naspers N ordinary shares. Unvested share options are subject to
forfeiture upon termination of employment. Cancelled options are cancelled by mutual agreement between the
employer and employee.
MIH (Mauritius) Limited
As part of the merger between MIH Limited and MIH (Mauritius) Limited, Naspers offered on 20 December 2002
3,5 Naspers N ordinary shares for each MIH Limited share held by minority shareholders, including the MIH Limited plan.
The MIH Limited plan was converted into the MIH (Mauritius) Limited plan at which time all its MIH Limited shares were
exchanged for Naspers N ordinary shares and Naspers American Depository Securities (“ADSs”). Subsequent offers are of
Naspers N ordinary shares.
M-Net and SuperSport
In terms of a section 311 scheme of arrangement, Naspers Limited offered on 4 March 2004 one Naspers N ordinary
share to all the minority shareholders of M-Net and SuperSport, including the M-Net and SuperSport plans, for every
4,5 M-Net/SuperSport linked unit that it held, or R8,50 per M-Net/SuperSport linked unit. The linked units were
exchanged for 574 726 (M-Net) and 525 228 (SuperSport) Naspers N ordinary shares during April 2004.


Movements in terms of the share trust incentive plans are as follows:
MIH
MIH (Mauritius)
31 March 2010 Naspers Media24 Paarl Media Via Afrika Holdings (US$-based)
Shares
Outstanding at 1 April 17 557 772 938 083 704 073 66 822 983 237 204 071
Granted 37 553 — — — 178 786 —
Exercised (175 781) (260 194) (549 040) — (221 524) (145 041)
Forfeited (33 404) (41 155) (15 333) (53 650) (62 864) (1 330)
Expired (8 802) — — — (338) —
Outstanding at 31 March 17 377 338 636 734 139 700 13 172 877 297 57 700
Available to be implemented
at 31 March 5 156 990 621 724 139 700 13 172 202 067 57 700
Weighted average exercise
price (rand) (rand) (rand) (rand) (rand) (US$)
Outstanding at 1 April 130,23 8,76 10,59 5,00 111,70 2,83
Granted 261,71 — — — 257,98 —
Exercised 39,54 9,62 11,50 — 72,18 3,01
Forfeited 166,07 9,43 11,50 5,00 157,57 2,12
Expired 24,87 — — — 26,99 —
Outstanding at 31 March 131,42 8,36 6,91 5,00 148,24 2,39
at 31 March 28,19 8,07 6,91 5,00 57,58 2,39
Weighted average share
price of options taken up
during the year
Shares 175 781 260 194 549 040 — 221 524 145 041
Weighted average share price 257,25 29,15 29,07 — 245,98 28,69
MIH
MIH (Mauritius)
31 March 2009 Naspers Media24 Paarl Media Via Afrika Holdings (US$-based)
Shares
Outstanding at 1 April 18 160 580 1 869 537 1 011 801 81 590 1 309 473 363 925
Granted 41 889 — — — 57 328 —
Exercised (627 865) (880 426) (292 394) (10 858) (362 633) (159 854)
Forfeited (16 832) (51 028) (15 334) (3 910) (20 931) —
at 31 March 5 201 832 784 612 408 740 66 822 291 336 204 071
price (rand) (rand) (rand) (rand) (rand) (US$)
Granted 174,38 — — — 176,01 —
Exercised 26,83 7,59 10,16 5,00 33,46 2,57
Forfeited 103,80 8,94 11,50 5,00 105,64 —
at 31 March 26,98 7,74 9,93 5,00 41,25 2,82
during the year
Shares 627 865 880 426 292 394 10 858 362 633 159 854
Weighted average share price 160,60 28,81 28,03 10,14 169,09 19,58


MIH 2005
(Mauritius) Irdeto MIH China MIH China
31 March 2010 (rand) Access B.V. (BVI) (BVI) Entriq
Shares
Outstanding at 1 April 8 066 131 566 231 7 963 23 234 4 244 500
Granted 527 045 — — — —
Exercised (705 768) (106 078) (1 088) (8 263) —
Forfeited (88 251) (21 948) — (55) (427 400)
Cancelled — — — — (65 000)
Outstanding at 31 March 7 799 157 438 205 6 875 14 916 3 752 100
at 31 March 3 466 386 336 502 6 875 14 125 3 727 650
price (rand) (US$) (US$) (US$) (US$)
Outstanding at 1 April 102,07 7,52 246,62 767,03 0,65
Granted 263,69 — — — —
Exercised 56,96 7,13 245,47 770,36 —
Forfeited 145,55 8,79 — 1 872,39 0,65
Cancelled — — — — 0,65
Outstanding at 31 March 116,48 7,67 246,81 761,11 0,65
at 31 March 56,96 7,22 246,81 690,27 0,65
during the year
Shares 705 768 106 078 1 088 8 263 —
Weighted average share price 232,48 14,74 8 964,98 10 018,19 —
MIH 2005
(Mauritius) Irdeto MIH China MIH China
31 March 2009 (rand) Access B.V. (BVI) (BVI) Entriq
Shares
Outstanding at 1 April 7 722 711 659 991 9 377 25 581 4 951 900
Granted 1 068 924 — — — —
Exercised (609 576) (84 603) (1 414) (2 335) —
Forfeited (115 928) (8 209) — (12) (707 400)
Expired — (948) — — —
Outstanding at 31 March 8 066 131 566 231 7 963 23 234 4 244 500
at 31 March 3 116 376 226 772 7 963 14 359 3 973 700
price (rand) (US$) (US$) (US$) (US$)
Outstanding at 1 April 88,18 7,52 225,76 773,29 0,65
Granted 158,73 — — — —
Exercised 30,14 6,87 108,26 826,81 —
Forfeited 85,39 8,78 — 2 481,05 0,65
Expired — 7,90 — — —
Outstanding at 31 March 102,07 7,52 246,62 767,03 0,65
at 31 March 34,79 6,86 246,62 671,53 0,65
during the year
Shares 609 576 84 603 1 414 2 335 —
Weighted average share price 164,47 15,92 4 226,94 4 443,99 —


MIH
31 March 2010 MediaZone M-Net SuperSport MIH India MIH Russia BuscaPé
Shares
Outstanding at 1 April 501 500 57 413 75 123 10 369 940 245 207 —
Granted — — — 4 418 821 492 793 804 295
Exercised — (25 639) (33 010) — — —
Forfeited (155 500) — — (2 369 510) (7 869) —
at 31 March 259 500 31 774 42 113 3 578 959 94 918 —
price (US$) (rand) (rand) (US$) (euro) (euro)
Outstanding at 1 April 0,82 8,75 34,83 0,54 12,64 —
Granted — — — 0,57 15,12 15,40
Exercised — 8,68 35,11 — — —
Forfeited 0,82 — — 0,54 12,64 —
at 31 March 0,82 8,81 34,60 0,54 12,64 —
during the year
Shares — 25 639 33 010 — — —
Weighted average share price — 215,37 215,71 — — —
MIH
31 March 2009 MediaZone M-Net SuperSport MIH India MIH Russia BuscaPé
Shares
Outstanding at 1 April 912 000 118 518 151 576 7 448 953 245 207 —
Granted — — — 2 950 969 — —
Exercised — (59 135) (73 450) — — —
Forfeited (410 500) (1 970) (3 003) (29 982) — —
Outstanding at 31 March 501 500 57 413 75 123 10 369 940 245 207 —
at 31 March 250 750 57 413 75 123 2 751 260 49 032 —
price (US$) (rand) (rand) (US$) (euro) (euro)
Outstanding at 1 April 0,82 8,34 33,94 0,54 12,64 —
Granted — — — 0,54 — —
Exercised — 7,94 33,21 — — —
Forfeited 0,82 8,70 29,74 0,54 — —
Outstanding at 31 March 0,82 8,75 34,83 0,54 12,64 —
at 31 March 0,82 8,75 34,83 0,54 12,64 —
during the year
Shares — 59 135 73 450 — — —
Weighted average share price — 139,71 145,52 — — —


Movements in terms of the share appreciation rights plans are as follows:
MultiChoice M-Net/ Irdeto
31 March 2010 Media24 Africa SuperSport NetMed MIH Brazil Access
SARs
Outstanding at 1 April 9 618 622 7 530 463 5 716 714 — 170 600 306 943
Granted 2 201 342 — — — 54 253 —
Exercised (5 011) (2 324 719) (2 186 829) — — (33 942)
Forfeited (1 438 688) (256 367) (169 769) — — (84 957)
Cancelled (310 409) — — — — —
Outstanding at 31 March 10 065 856 4 949 377 3 360 116 — 224 853 188 044
SARs available to be
implemented at 31 March 3 577 140 180 922 321 185 — 42 313 —
price (rand) (rand) (rand) (euro) (US$) (US$)
Outstanding at 1 April 22,61 38,46 9,25 — 43,91 15,20
Granted 21,40 — — — 47,77 —
Exercised 21,55 29,08 9,20 — — 15,20
Forfeited 22,86 38,50 9,23 — — 15,20
Cancelled 21,55 — — — — —
Outstanding at 31 March 22,36 42,86 9,28 — 44,84 15,20
implemented at 31 March 21,86 30,46 9,13 — 42,17 —
price of SARs taken up
during the year
SARs 5 011 2 324 719 2 186 829 — — 33 942
Weighted average SAR price 23,65 73,65 25,07 — — 16,00
MultiChoice M-Net/ Irdeto

31 March 2009 Media24 Africa SuperSport NetMed MIH Brazil Access
SARs
Outstanding at 1 April 11 424 586 9 866 396 8 593 745 5 725 383 136 223 323 045
Granted 876 959 — — — 36 063 —
Exercised (1 107 978) (1 799 910) (2 516 300) (5 601 954) — —
Forfeited (1 368 727) (536 023) (360 731) (123 429) (1 686) (16 102)
Cancelled (206 218) — — — — —
Outstanding at 31 March 9 618 622 7 530 463 5 716 714 — 170 600 306 943
implemented at 31 March 1 660 360 167 900 142 909 — — —
price (rand) (rand) (rand) (euro) (US$) (US$)
Granted 23,65 — — — 50,39 —
Exercised 21,55 27,27 9,04 1,08 — —
Forfeited 22,63 40,62 9,31 1,08 42,17 15,20
Cancelled 21,55 — — — — —
Outstanding at 31 March 22,61 38,46 9,25 — 43,91 15,20
implemented at 31 March 21,55 23,70 9,00 — — —
during the year
SARs 1 107 978 1 799 910 2 516 300 5 601 954 — —
Weighted average SAR price 23,66 73,65 25,07 2,81 — —


MultiChoice Irdeto Access Gadu-Gadu MIH Allegro MIH (China)
31 March 2010 Africa 2008 B.V. 2008 S.A. 2008 B.V. 2008 Mauritius 2008
SARs
Outstanding at 1 April 1 580 233 208 927 636 580 398 121 9 039
Granted 1 921 083 617 283 357 856 106 015 2 971
Exercised (82 193) — — (67 595) —
Forfeited (116 036) (14 437) (111 140) (3 042) —
Outstanding at 31 March 3 303 087 811 773 883 296 433 499 12 010
implemented at 31 March — 39 897 109 095 53 727 1 806
price (rand) (US$) (PLN) (euro) (US$)
Outstanding at 1 April 69,31 16,00 13,55 38,16 4 847,35
Granted 80,74 10,20 13,55 74,93 9 708,18
Exercised 69,31 — — 38,16 —
Forfeited 72,74 13,75 13,55 38,16 —
Outstanding at 31 March 75,84 11,63 13,55 47,15 6 049,81
implemented at 31 March — 16,00 13,55 38,16 4 848,20
during the year
SARs 82 193 — — 67 595 —
Weighted average SAR price 82,18 — — 74,93 —
MultiChoice Irdeto Access Gadu-Gadu MIH Allegro MIH (China)

31 March 2009 Africa 2008 B.V. 2008 S.A. 2008 B.V. 2008 Mauritius 2008
SARs
Outstanding at 1 April — — — — —
Granted 1 620 756 209 381 668 092 452 881 9 039
Forfeited (40 523) (454) (31 512) (54 760) —
Outstanding at 31 March 1 580 233 208 927 636 580 398 121 9 039
implemented at 31 March — — — — —
price (rand) (US$) (PLN) (euro) (US$)
Granted 69,31 16,00 13,55 38,16 4 847,35
Forfeited 69,31 16,00 13,55 38,16 —
Outstanding at 31 March 69,31 16,00 13,55 38,16 4 847,35
during the year
SARs — — — — —
Weighted average SAR price — — — — —


MIH Entriq
Cloakware Inc. Investments MIH Ricardo Allegro BV
31 March 2010 2008 B.V. 2008 B.V. 2008 2009 Molotok No1
SARs
Outstanding at 1 April 162 699 749 120 1 615 075 — —
Granted — — 418 489 78 857 284 226
Exercised — — (39 891) — —
Forfeited (17 598) (182 488) (232 133) — —
Cancelled (137 750) (566 632) — — —
Outstanding at 31 March 7 351 — 1 761 540 78 857 284 226
implemented at 31 March 1 468 — 268 595 — —
price (US$) (US$) (euro) (euro) (euro)
Outstanding at 1 April 7,25 2,22 1,58 — —
Granted — — 1,59 74,93 17,80
Exercised — — 1,58 — —
Forfeited 7,25 2,22 1,58 — —
Cancelled 7,25 2,22 — — —
Outstanding at 31 March 7,25 — 1,58 74,93 17,80
implemented at 31 March 7,25 — 1,58 — —
during the year
SARs — — 39 891 — —
Weighted average SAR price — — 1,59 — —
MIH Entriq
Cloakware Inc. Investments MIH Ricardo Allegro BV
31 March 2009 2008 B.V. 2008 B.V. 2008 2009 Molotok No1
SARs
Granted 162 699 749 120 1 792 290 — —
Forfeited — — (177 215) — —
Outstanding at 31 March 162 699 749 120 1 615 075 — —
price (US$) (US$) (euro) (euro) (euro)
Granted 7,25 2,22 1,58 — —
Forfeited — — 1,58 — —
Outstanding at 31 March 7,25 2,22 1,58 — —
during the year
SARs — — — — —
Weighted average SAR price — — — — —


Share option allocations outstanding and currently available to be implemented at 31 March 2010 by exercise price:
Share options outstanding Share options currently available
Weighted
average
Number remaining Weighted Weighted
outstanding contractual average Exercisable average
Exercise prices/range at 31 March life exercise at 31 March exercise
of exercise prices 2010 (years) price 2010 price
Naspers Limited (rand)
10,00 – 20,00 39 835 2,50 18,32 39 835 18,32
20,01 – 25,00 2 592 411 2,51 23,42 2 592 411 23,42
25,01 – 30,00 849 724 2,75 28,85 849 724 28,85
30,01 – 35,00 1 490 854 2,71 30,96 1 490 854 30,96
40,01 – 45,00 11 550 4,20 42,89 11 550 42,89
45,01 – 50,00 100 000 4,44 50,00 100 000 50,00
50,01 – 60,15 8 950 3,72 52,06 8 950 52,06
110,00 – 120,00 191 000 6,35 114,52 63 666 114,52
120,01 – 130,00 9 437 6,44 124,00 – –
130,01 – 145,00 283 640 7,95 138,87 – –
160,01 – 175,00 3 959 142 8,00 167,29 – –
175,01 – 200,00 7 803 242 8,00 180,83 – –
250,01 – 275,00 26 683 9,43 251,00 – –
275,01 – 300,00 10 870 9,91 288,00 – –
17 377 338 131,42 5 156 990 28,19
Media24 Limited (rand)
6,04 49 868 2,12 6,04 49 868 6,04
6,90 11 728 2,67 6,90 11 728 6,90
6,92 396 088 0,72 6,92 396 088 6,92
8,12 37 126 3,84 8,12 37 126 8,12
11,63 113 737 4,52 11,63 113 737 11,63
20,42 28 187 5,46 20,42 13 177 20,42
636 734 8,36 621 724 8,07
Paarl Media Holdings
Limited (rand)
4,80 95 700 2,16 4,80 95 700 4,80
11,50 44 000 5,00 11,50 44 000 11,50
139 700 6,91 139 700 6,91
Via Afrika Limited (rand)
5,00 13 172 4,46 5,00 13 172 5,00
MIH Holdings Limited
(rand)
6,91 – 20,00 30 191 1,94 14,06 30 191 14,06
20,01 – 40,00 55 965 2,95 25,43 55 965 25,43
40,01 – 60,00 48 569 3,91 41,63 48 569 41,63
80,01 – 100,00 322 0,43 93,26 322 93,26
100,01 – 120,00 89 143 5,45 105,35 39 974 105,35
120,01 – 140,00 323 943 7,43 133,79 23 713 123,99
140,01 – 160,00 255 8,93 146,50 — —
160,01 – 180,00 57 563 8,15 175,68 3 333 175,00
180,01 – 200,00 93 508 7,35 185,91 — —
250,01 – 275,00 154 329 9,43 251,00 — —
300,01 – 320,00 23 509 9,96 304,05 — —
877 297 148,24 202 067 57,58
MIH (Mauritius) Limited (US$)
1,10 – 1,10 8 700 1,88 1,10 8 700 1,10
1,11 – 2,50 23 330 1,70 2,12 23 330 2,12
2,51 – 5,00 25 670 3,37 3,07 25 670 3,07
57 700 2,39 57 700 2,39


Weighted
average
MIH (Mauritius) Limited
(rand)
8,19 – 15,00 142 115 1,88 8,19 142 115 8,19
15,01 – 40,00 1 842 925 3,00 24,14 1 842 925 24,14
40,01 – 65,00 565 179 4,21 44,83 565 179 44,83
65,01 – 75,00 9 060 0,17 74,22 9 060 74,22
100,01 – 125,00 998 195 5,93 119,40 578 355 118,93
125,01 – 145,00 1 481 980 7,94 138,91 2 497 144,00
145,01 – 160,00 871 200 8,78 153,18 16 248 145,99
160,01 – 175,00 1 033 058 7,10 174,63 310 007 175,00
175,01 – 190,00 328 889 7,83 179,58 — —
250,01 – 275,00 401 679 9,43 251,17 — —
275,01 – 300,00 434 9,70 292,56 — —
300,01 – 320,00 124 443 9,96 304,05 — —
7 799 157 116,48 3 466 386 56,96
Irdeto Access B.V. (US$)
6,70 243 623 4,24 6,70 243 623 6,70
7,90 99 001 5,50 7,90 61 624 7,90
9,90 95 581 6,47 9,90 31 255 9,90
438 205 7,67 336 502 7,22
MIH China (BVI) Limited (US$)
34,00 2 500 2,90 34,00 2 500 34,00
368,41 4 375 4,19 368,41 4 375 368,41
6 875 246,81 6 875 246,81
2005 MIH China (BVI)
Limited (US$)
612,75 12 856 0,50 612,75 12 856 612,75
654,02 309 0,66 654,02 309 654,02
1 434,92 1 024 1,44 1 434,92 680 1 434,92
2 481,05 727 2,24 2 481,05 280 2 481,05
14 916 761,11 14 125 690,27
Entriq (Mauritius) Limited
(US$)
0,65 3 752 100 4,96 0,65 3 727 650 0,65
MediaZone Holdings B.V.
(US$)
0,82 346 000 6,36 0,82 259 500 0,82


Weighted
average
M-Net Limited (rand)
8,51 – 13,50 31 758 2,94 8,80 31 758 8,80
13,51 – 30,50 16 3,84 16,88 16 16,88
31 774 8,81 31 774 8,81
SuperSport Limited (rand)
– 13 052 2,87 — 13 052 —
25,01 – 40,00 15 3,84 28,65 15 28,65
40,01 – 55,00 27 076 3,16 49,53 27 076 49,53
55,01 – 60,00 1 970 — 58,66 1 970 58,66
42 113 34,60 42 113 34,60
MIH India (US$)
0,54 8 000 430 7,51 0,54 3 578 959 0,54
0,57 4 418 821 9,56 0,57 — —
12 419 251 0,55 3 578 959 0,54
MIH Russia (euro)
12,64 237 338 7,19 12,64 94 918 12,64
15,12 492 793 9,99 15,12 — —
730 131 14,31 94 918 12,64
MIH BuscaPé (euro)
15,40 804 295 5,24 15,40 — —


Share appreciation rights allocations outstanding and currently available to be implemented at 31 March 2010 by exercise price:
SARs outstanding SARs currently available
Weighted
average
at 31 March life exercise at 31 March exercise
Exercise prices 2010 (years) price 2010 price
Media24 Limited (rand)
21,40 2 145 854 4,54 21,40 — —
21,55 5 097 360 0,56 21,55 3 225 126 21,55
23,65 828 121 3,44 23,65 — —
24,75 1 056 429 1,61 24,75 352 014 24,75
25,15 938 092 2,50 25,15 — —
10 065 856 22,36 3 577 140 21,86
MultiChoice Africa
(Proprietary) Limited (rand)
23,70 1 526 938 0,55 23,70 105 295 23,70
39,87 1 268 020 1,49 39,87 75 627 39,87
58,21 2 154 419 2,31 58,21 — —
4 949 377 42,86 180 922 30,46
M-Net/SuperSport (rand)
9,00 1 670 320 0,54 9,00 246 499 9,00
9,56 1 689 796 1,52 9,56 74 686 9,56
3 360 116 9,28 321 185 9,13
MIH Brazil Holdings B.V.
(US$)
42,17 134 537 1,57 42,17 42 313 42,17
47,57 50 482 4,46 47,57 — —
50,39 39 834 3,56 50,39 — —
224 853 44,84 42 313 42,17
Irdeto Access B.V. (US$)
15,20 188 044 2,53 15,20 — —
MultiChoice Africa 2008
(rand)
69,31 1 627 751 3,59 69,31 — —
82,18 1 675 336 4,43 82,18 — —
3 303 087 75,84 — —
Irdeto Access B.V. 2008
(US$)
10,20 611 689 4,53 10,20 — —
16,00 200 084 3,52 16,00 39 897 16,00
811 773 11,63 39 897 16,00


Share appreciation rights allocations outstanding and currently available to be implemented at 31 March 2010 by exercise
price:
SARs outstanding SARs currently available
Weighted
average
at 31 March life exercise at 31 March exercise
Exercise prices 2010 (years) price 2010 price
Gadu-Gadu S.A. 2008 (PLN)
13,55 883 296 3,79 13,55 109 095 13,55
MIH Allegro B.V. 2008 (euro)
38,16 327 484 3,41 38,16 53 727 38,16
74,93 106 015 4,50 74,93 — —
433 499 47,15 53 727 38,16
MIH (China) Mauritius 2008
(US$)
3 352,92 134 3,83 3 352,92 26 3 352,92
3 809,17 937 3,97 3 809,17 187 3 809,17
4 994,57 7 968 3,52 4 994,57 1 593 4 994,57
9 344,20 2 648 4,46 9 344,20 — —
12 692,10 323 5,00 12 692,10 — —
12 010 6 049,81 1 806 4 848,20
Cloakware Inc. 2008 (US$)
7,25 7 351 3,35 7,25 1 468 7,25
MIH Ricardo B.V. 2008
(euro)
1,58 1 343 051 3,43 1,58 268 595 1,58
1,59 418 489 4,48 1,59 — —
1 761 540 1,58 268 595 1,58
Allegro B.V. 2009 (euro)
74,93 78 857 4,63 74,93 — —
Molotok No1 (euro)
17,80 284 226 4,99 17,80 — —


Share trust incentive plans grants made during the year:
MIH MIH
Naspers Holdings (Mauritius) MIH MIH MIH
Limited Limited Limited India Russia BuscaPé
31 March 2010 (rand) (rand) (rand) (US$) (euro) (euro)
Weighted average fair value
at measurement date 124,49 115,76 118,52 0,30 6,79 6,71
This weighted average fair value has been calculated using the Bermudan binomial option-pricing model,
using the following inputs and assumptions:
Weighted average share price 261,71 257,82 254,64 0,57 15,12 15,40
Weighted average exercise price 261,71 257,82 254,64 0,57 15,12 15,40
Weighted average expected
volatility (%) * 37,2 38,4 37,8 51,6 44,5 47,9
Weighted average option life
(years) 10,0 10,0 10,0 10,0 10,0 5,3
Weighted average dividend yield
(%) 1,3 1,3 1,2 — — —
Weighted average risk-free
interest rate (%) (based on zero
rate bond yield at perfect fit) 8,6 8,6 8,6 3,7 3,5 2,5
Weighted average annual
suboptimal rate (%) 93,3 216,0 125,6 90,0 150,0 248,0
Weighted average vesting period
(years) 4,0 4,0 4,0 3,0 3,0 4,0
31 March 2009
at measurement date 89,89 81,03 84,44 0,31 — —
Weighted average share price 174,38 176,01 158,73 0,54 — —
Weighted average exercise price 174,38 176,01 158,73 0,54 — —
volatility (%) * 34,5 34,5 42,5 56,8 — —
(years) 10,0 9,7 10,0 10,0 — —
Weighted average dividend yield
(%) 0,9 0,9 0,9 — — —
rate bond yield at perfect fit) 10,3 9,4 8,7 3,8 — —
suboptimal rate (%) 93,3 210,5 125,6 90,0 — —
(years) 4,0 4,0 4,0 3,0 — —
Various early exercise expectations were calculated based on historical exercise behaviours.
*The weighted average expected volatility of all share option grants listed above is determined using historical daily share prices
except for the MIH India, MIH Russia and MIH BuscaPé plans where historical annual company valuations are used.


Share appreciation rights plans grants made during the year:
Multi- Irdeto MIH
MIH Choice Access Gadu-Gadu Allegro
Media24 Brazil Africa 2008 B.V. 2008 S.A. 2008 B.V. 2008
31 March 2010 (rand) (US$) (rand) (US$) (PLN) (euro)
Weighted average SAR price 21,40 47,77 80,74 10,21 13,55 73,72
volatility (%) * 7,6 40,0 34,4 23,1 48,2 48,3
(years) 5,0 5,0 5,0 5,0 5,0 5,0
suboptimal rate (%) 168,9 93,3 293,8 114,5 248,0 248,0
(years) 4,0 4,0 4,0 3,0 3,0 3,0
31 March 2009
Weighted average SAR price 23,65 50,39 69,31 16,00 13,55 38,16
volatility (%) * 7,6 34,5 34,9 12,5 56,5 41,3
(years) 5,0 5,0 5,0 5,0 5,0 5,0
suboptimal rate (%) 168,9 93,3 293,8 114,5 248,0 248,0
(years) 4,0 4,0 4,0 3,0 3,0 3,0
*The weighted average expected volatility of all SAR grants listed above is determined using historical annual company valuations.


Share appreciation rights plans grants made during the year:
MIH (China) MIH Entriq MIH MIH
Mauritius Cloakware Investments Ricardo Allegro Molotok
2008 Inc. 2008 B.V. 2008 B.V. 2008 2009 No1
31 March 2010 (US$) (US$) (US$) (euro) (euro) (euro)
at measurement date 3 619,51 — — 0,65 27,60 6,24
Weighted average SAR price 8 293,80 — — 1,59 74,93 17,80
Weighted average exercise price 8 293,80 — — 1,59 74,93 17,80
volatility (%) * 56,6 — — 48,2 43,9 36,5
Weighted average option life (years) 5,0 — — 5,0 5,0 5,0
rate bond yield at perfect fit) 1,7 — — 2,7 2,6 2,3
suboptimal rate (%) 171,0 — — 169,0 248,0 100,0
(years) 3,0 — — 3,0 3,0 4,0
31 March 2009
at measurement date 2 309,57 2,55 0,44 0,60 — —
Weighted average SAR price 4 967,42 7,25 2,22 1,58 — —
Weighted average exercise price 4 967,42 7,25 2,22 1,58 — —
volatility (%) * 57,1 36,6 14,2 41,0 — —
(years) 5,0 5,0 5,0 5,0 — —
rate bond yield at perfect fit) 2,6 3,5 4,0 4,3 — —
suboptimal rate (%) 169,0 77,0 114,5 169,0 — —
(years) 3,0 3,0 3,0 3,0 — —
*The weighted average expected volatility of all SAR grants listed above is determined using historical annual company valuations,
except for the MIH (China) Mauritius 2008 plan where historical daily share prices are used.
31 March 31 March
2010 2009
Share-based payment liability R’m R’m
Total carrying amount of cash-settled share-based payment liability 29 82
Total intrinsic value of liability for vested benefits 22 47

kgCOMPANY STATEMENT OF FINANCIAL POSITION

AT 31 MARCH 2010
31 March 31 March
2010 2009
Notes R’m R’m
ASSETS
Investments in subsidiaries 2 5 453 5 453
Loans to subsidiaries 3 19 069 17 917
Property, plant and equipment 4 2 2
Investments and loans 5 372 655
Deferred taxation 7 98 83
Current portion of long-term loans 3 1 245 1 041
Other receivables 8 28 41
Cash and cash equivalents 197 1 741
TOTAL ASSETS 26 464 26 933
EQUITY AND LIABILITIES

Shareholders’ equity 26 417 26 886
Share capital and premium 9 17 222 16 788
Other non-distributable reserves 1 636 1 477
Retained earnings 7 559 8 621
Non-current liabilities 3 2
Current liabilities 44 45
Amounts owing in respect of investments acquired 11 14 18
Accrued expenses and other current liabilities 12 24 27
Taxation 6 —
TOTAL EQUITY AND LIABILITIES 26 464 26 933
The accompanying notes are an integral part of these company annual financial statements.
kgCOMPANY INCOME STATEMENT

31 March 31 March
2010 2009
Notes R’m R’m
Revenue — —
Selling, general and administration expenses 14 (247) (228)
Other (losses)/gains – net 13 (190) 142
Operating loss (437) (86)
Other finance income/(costs) – net 15 38 79
(Loss)/profit before taxation (239) 343
Taxation 16 (22) (92)
(Loss)/profit for the year (261) 251
Attributable to:
Equity holders of the company (261) 251
Minority interest — —
(261) 251

kgCOMPANY STATEMENT OF COMPREHENSIVE INCOME

31 March 31 March
2010 2009
R’m R’m
(Loss)/profit for the year (261) 251
Total comprehensive income for the year (261) 251
Attributable to:
Equity holders of the company (261) 251
Minority interest — —
(261) 251
kgCOMPANY STATEMENT OF CHANGES IN EQUITY

Share-based
Share capital
compen-
and premium
sation Valuation Retained
A shares N shares reserve reserve earnings Total
Balance at 1 April 2008 14 16 603 23 1 296 9 064 27 000
Total comprehensive income
for the year — — — — 251 251
Share capital issued — 159 — — — 159
Treasury shares movement — 14 — — — 14
Share-based compensation
movements — (2) 158 — — 156
Dividends — — — — (694) (694)
Balance at 31 March 2009 14 16 774 181 1 296 8 621 26 886
Balance at 1 April 2009 14 16 774 181 1 296 8 621 26 886

Total comprehensive income
for the year — — — — (261) (261)
Share capital issued — 434 — — — 434
Share-based compensation
movements — — 159 — — 159
Dividends — — — — (801) (801)
Balance at 31 March 2010 14 17 208 340 1 296 7 559 26 417

kgCOMPANY STATEMENT OF CASH FLOWS

31 March 31 March
2010 2009
Note R’m R’m
Cash flows from operating activities

Cash utilised in operations 17 (64) (61)
Finance income/(costs) – net 150 350
Taxation paid (30) (127)
Net cash from operating activities 56 162
Cash flows from financing activities

Loans granted to subsidiaries (824) (492)
Proceeds from share issue 7 17
Preference dividends received 20 20
Dividend paid by holding company (794) (688)
Net cash utilised in financing activities (1 591) (1 143)
Net decrease in cash and cash equivalents (1 535) (981)

Forex translation adjustments on cash and cash equivalents (9) 6
Cash and cash equivalents at beginning of the year 1 741 2 716
Cash and cash equivalents at end of the year 197 1 741

kgNOTES TO THE COMPANY ANNUAL FINANCIAL STATEMENTS
1. PRINCIPAL ACCOUNTING POLICIES

The annual financial statements of the company are presented in accordance with, and comply with, International Financial
Reporting Standards (“IFRS”) and International Financial Reporting Interpretations Committee (“IFRIC”) interpretations issued
and effective at the time of preparing these financial statements. The accounting policies for the holding company are the
same as those of the group, where applicable (refer to note 2 of the consolidated financial statements).
Investments in subsidiaries are accounted for in the company’s financial statements at cost.
2. INVESTMENTS IN SUBSIDIARIES
The following information relates to Naspers Limited’s direct interest in its significant subsidiaries:
Name of Functional Effective percentage Direct investment Country of
subsidiary currency interest* in shares Nature of business incorporation
2010 2009 2010 2009
% % R’m R’m
Media24 Holdings
(Proprietary)
Limited ZAR 85,0 85,0 1 1 Investment holding South Africa
Heemstede
Beleggings
(Proprietary)
Limited ZAR 100,0 100,0 — — Investment holding South Africa
MIH Holdings
Limited ZAR 100,0 100,0 5 452 5 452 Investment holding South Africa
Naspers Properties
(Proprietary)
Limited ZAR 100,0 100,0 — — Properties holding South Africa
Intelprop
(Proprietary)
Limited ZAR 100,0 100,0 — — Investment holding South Africa
5 453 5 453
* The effective percentage interest shown is the effective financial interest, after adjusting for the interests of any equity compensation plans treated as
treasury shares.
31 March 31 March
2010 2009
R’m R’m
3. LOANS TO SUBSIDIARIES
Media24 Limited 1 245 1 041
MIH Holdings Limited group 18 712 17 851
Naspers Properties (Proprietary) Limited 298 —
Intelprop (Proprietary) Limited 59 66
20 314 18 958
Less: Current portion (1 245) (1 041)
19 069 17 917
The loans to subsidiary companies do not have any fixed repayment terms except for the Media24 Limited loan, which is
payable on demand. All the loans to subsidiary companies at 31 March 2010 are interest free, except for R750m (2009: R650m)
of the Media24 Limited loan account bearing interest at a rate of prime less 3% and R198m (2009: Rnil) of the Naspers
Properties loan account bearing interest at a rate of prime less 0,75% .
For the year ended 31 March 2010 Naspers Limited subordinated R300m (2009: R300m) of the R1 245m (2009: R1 041m)
loan to Media24, for the benefit of other current and future creditors of Media24 Limited.

kgNOTES TO THE COMPANY ANNUAL FINANCIAL STATEMENTS continued
31 March
Office Total Total
equipment 2010 2009
R’m R’m R’m
4. PROPERTY, PLANT AND EQUIPMENT

Cost
Opening balance 2 2 —
Acquisitions — — 2
Closing balance 2 2 2
Net book value 2 2 2
31 March 31 March
2010 2009
R’m R’m
5. INVESTMENTS AND LOANS

Loans and receivables
Welkom Yizani preference shares 392 694
Less: Short-term accrued dividends on preference shares (20) (39)
Long-term portion of loans and receivables 372 655
The Welkom Yizani BEE transaction was refinanced during the year ended 31 March 2010. Welkom Yizani redeemed
21,1 million preference shares at a nominal value and the company waived R119m of accumulated preference
dividends as part of the transaction. The total refinancing charge of R330m is included in “Other gains/(losses) – net” in
the income statement. The preference dividend rate was reduced from 75% to 65% of the prime interest rate from
December 2009. See note 7 in the consolidated financial statements for further details concerning this investment.
6. RELATED-PARTY TRANSACTIONS AND BALANCES

Loans and interest
For details on related party loans, interest and dividends received refer to notes 3, 12, 13 and 15.
31 March 31 March
2010 2009
R’000 R’000
Directors’ emoluments
Executive directors
Remuneration for other services paid by subsidiary companies 6 235 2 061
Non-executive directors
Fees for services as directors 6 409 5 432
Fees for services as directors of subsidiary companies 5 247 4 767
17 891 12 260
Refer to note 13 of the consolidated financial statements for disclosure on executive director remuneration.

7. DEFERRED TAXATION
The company created a deferred taxation asset of R96m (2009: R81m) on unutilised secondary tax on companies
(“STC”) credits. The unutilised STC credits amounted to R2,4bn on 31 March 2010 (2009: R3,2bn). Management
recorded a valuation allowance of R1,4bn (2009: R2,4bn) against the unutilised STC credits on 31 March 2010 as it is
not expected that all the unutilised credits will realise. See note 16 of the consolidated financial statements for
management’s assumptions, which are based on changes relating to STC legislation.
1 April Charged to 31 March
2009 income 2010
R’m R’m R’m
Deferred taxation balances
Provisions and other current liabilities 2 1 3
STC credits 81 15 96
Prepaid expenses — (1) (1)
83 15 98
31 March 31 March
2010 2009
R’m R’m
8. OTHER RECEIVABLES
Accrued Welkom Yizani preference dividends 20 39
28 41
9. SHARE CAPITAL AND PREMIUM

Authorised
1 250 000 A ordinary shares of R20 each 25 25
500 000 000 N ordinary shares of 2 cents each 10 10
35 35
Issued
712 131 A ordinary shares of R20 each 14 14
405 885 411 N ordinary shares of 2 cents each (2009: 404 305 411) 8 8
22 22
Share premium 19 018 18 585
19 040 18 607
Less: 17 423 134 N ordinary shares held as treasury shares
(2009: 17 570 915 N ordinary shares) (1 818) (1 819)
17 222 16 788

2010 2009
Number of Number of
N shares N shares

Movement in N ordinary shares in issue during the year
Shares in issue at 1 April 404 305 411 403 309 411
Shares in issue at 31 March 405 885 411 404 305 411
Movement in N ordinary shares held as treasury shares
during the year
Shares held as treasury shares at 1 April 17 570 915 18 168 780
Shares issued to the Naspers equity compensation plan 28 000 30 000
Shares acquired by participants from the Naspers equity
compensation plan (175 781) (627 865)
Shares held as treasury shares at 31 March 17 423 134 17 570 915
Voting and dividend rights
The A ordinary shareholders are entitled to 1 000 votes per share and shall be entitled to nominal dividends as
determined from time to time by the board of directors, but always limited to one-fifth of the dividend to which
N ordinary shareholders are entitled. The A ordinary shareholders do not have a right to receive a dividend when
dividends are declared to N ordinary shareholders, although a dividend to A ordinary shareholders could be proposed
by the board. In respect of all other rights, the A ordinary shares rank pari passu with the N ordinary shares of the
company.
31 March 31 March
2010 2009
R’m R’m
Share premium
Opening balance at 1 April 18 585 18 426
Share premium on share issues 433 159
Balance at 31 March 19 018 18 585
Capital management and valuation reserve
See notes 14 and 15 of the consolidated financial statements for the group’s capital management policy and more
details regarding the nature of the valuation reserve.
10. POST-RETIREMENT MEDICAL LIABILITY

The company operates a post-retirement medical benefit scheme. The obligation of the company to pay medical aid
contributions after retirement is no longer part of the conditions of employment for new employees. A number of
pensioners, however, remain entitled to this benefit. The company provides for post-retirement medical aid benefits
on the accrual basis determined each year by an independent actuary. The directors are confident that adequate
provision has been made for future liabilities.
31 March 31 March
2010 2009
R’m R’m
Balance at 1 April 2 2
Provisions charged to income statement 1 —
Balance at 31 March 3 2
Refer to note 17 of the consolidated financial statements for additional information including the actuarial
assumptions.

11. AMOUNTS OWING IN RESPECT OF INVESTMENTS ACQUIRED

On 24 March 2004 the last conditions precedent relating to schemes of arrangement under section 311 of the South
African Companies Act, 1973, were satisfied, in terms of which Naspers Limited acquired an additional 19,62% financial
interest in Electronic Media Network Limited and SuperSport International Holdings Limited respectively (which was sold
to MultiChoice Africa (Proprietary) Limited during 2005). An amount of R816m was due to minority shareholders on
31 March 2004. Some of these minority shareholders have not surrendered their share certificates and claimed payment
for their shares, therefore an amount of R14m was still outstanding as at 31 March 2010 (2009: R18m).
31 March 31 March
2010 2009
R’m R’m
12. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

Accrued expenses 12 9
Related party creditors — 8
Bonus accrual 4 3
Other current liabilities 8 7
24 27
13. OTHER (LOSSES)/GAINS – NET

Subsidiaries
Dividends – unlisted shares 140 140
Welkom Yizani refinancing (330) —
Other investments
Profit on the sale of property, plant and equipment — 2
Total other (losses)/gains – net (190) 142
Refer to note 5 for information on the refinancing of the Welkom Yizani black economic empowerment scheme.
14. EXPENSES BY NATURE

Operating profit includes the following items:
Staff costs
As at 31 March 2010 the company had 21 (2009: 12) permanent employees.
The total cost of employment of all employees was as follows:
Salaries, wages, bonuses, retirement benefit costs, medical aid fund
contributions, post-retirement benefits and training costs 15 10
Share-based compensation charges 159 158
Total staff costs 174 168
Fees paid to non-employees for administration, management

and technical services 67 57
Auditor’s remuneration
Audit fees 3 3
All other fees 3 —
6 3

31 March 31 March
2010 2009
R’m R’m
15. FINANCE INCOME/(COSTS) – NET

Interest received
Loans and bank accounts 91 292
Subsidiaries 69 58
160 350
Other finance income/(costs) – net

Net (loss)/profit from foreign exchange translation of assets (9) 6
Preference dividends (BEE structures) 47 73
38 79
Finance income/(costs) – net 198 429
16. TAXATION
Normal taxation
South Africa
Current year 36 91
Prior year underprovision — 9
Income taxation for the year 36 100
Deferred taxation (14) (8)
Prior year (3) —
Total taxation per income statement 22 92
Reconciliation of taxation
Taxation at statutory rates (67) 96
Adjusted for:
Non-deductible expenses 156 55
Non-taxable income (53) (60)
Prior year adjustments (3) 9
Other taxes (11) (8)
Taxation provided in income statement 22 92
17. CASH UTILISED IN OPERATIONS

(Loss)/profit before tax per income statement (239) 343
Adjustments:
– Non-cash and other 188 (383)
Welkom Yizani refinancing 330 —
Expenses paid by subsidiary 37 29
Finance income/(costs) – net (199) (429)
Investment income (140) (140)
Share-based compensation charges 159 158
Other 1 (1)
– Working capital (13) (21)
Cash movement in trade and other receivables (8) (2)
Cash movement in payables, provisions and accruals (5) (19)
Cash utilised in operations (64) (61)


18. FINANCIAL RISK MANAGEMENT

Foreign exchange risk
See note 37 of the consolidated financial statements for the group’s risks.
Foreign currency sensitivity analysis
The company’s presentation currency is the South African rand, but as it operates internationally, it is exposed to the
US dollar and the euro.
The sensitivity analysis below details the company’s sensitivity to a 10% decrease (2009: 10% decrease) in the rand against
the US dollar and the euro. These percentage decreases represent management’s assessment of the possible changes in
the foreign exchange rates at the respective year-ends. The sensitivity analysis includes only outstanding foreign currency
denominated monetary items and adjusts their translation at the period-end for the above percentage change in foreign
currency rates.
A 10% decrease (2009: 10% decrease) of the rand against the US dollar and the euro would result in a profit after tax
of R2m (2009: R4m profit after tax).
Credit risk
Refer to note 37 of the consolidated financial statements for the group’s credit risks.
The maximum amount of credit risk related to financial assets that the company is exposed to, is R20,9bn
(2009: R21,4bn), and has been calculated as follows:
31 March 31 March
2010 2009
R’m R’m
Loans to subsidiaries 20 314 18 958
Investments and loans 372 655
Cash and cash equivalents 197 1 741
20 903 21 393
The company has guaranteed various revolving credit facilities of R12,3bn (2009: R9,5bn) in MIH B.V. of which the
undrawn balance is available to fund future investments. The guarantees have also been disclosed as part of the
company’s liquidity risk below.
Liquidity risk
Refer to note 37 of the consolidated financial statements for the group’s liquidity risks.
The following analysis details the company’s remaining contractual maturity for its non-derivative financial liabilities.
The analysis is based on the undiscounted cash flows of financial liabilities based on the earliest date at which the
company can be required to pay. The analysis includes both interest and principal cash flows.
Carrying Contractual
amount cash flows 0 – 12 months
R’m R’m R’m
31 March 2010
– Amount owing in respect of investments acquired 14 14 14
– Accrued expenses and other current liabilities 19 19 19
– Financial guarantees — 12 277 12 277
31 March 2009
– Amounts owing in respect of investments acquired 18 18 18
– Accrued expenses and other current liabilities 23 23 23
Interest rate risk
See note 37 of the consolidated financial statements for the group policy.


Interest rate sensitivity analysis
The sensitivity analysis below has been determined based on the exposure to interest rates for both derivative and
non-derivative instruments at the statement of financial position date and the stipulated change taking place at the
beginning of the next financial year and held constant throughout the reporting period in the case of instruments
that have floating rates. The company is mainly exposed to interest rate fluctuations of the South African, American
and European repo rates. The following changes in the repo rates represent management’s assessment of the
possible change in interest rates at the respective year-ends:
kg South African repo rate: increases by 100 basis points (2009: decreases by 100 basis points)
kg American and European repo rates: increases by 100 basis points each (2009: decreases by 100 basis points each).
If interest rates change as stipulated above and all other variables were held constant, specifically foreign exchange rates,
the company’s profit after tax for the year ended 31 March 2010 would increase by R11m (2009: decrease by R22m).
19. FAIR VALUE OF FINANCIAL INSTRUMENTS
The fair values together with the carrying values, net gains and losses recognised in profit and loss, total interest
income, total interest expense and impairment of each class of financial instrument are as follows:
Net (losses)/
gains
recognised Total
Carrying in profit interest
value Fair value and loss Refinancing income
31 March 2010
Assets
Loans to subsidiaries 20 314 20 314 — — 69
Investments and loans 372 372 — (330) 47
Other receivables 20 20 — — —
Cash and cash equivalents 197 197 (9) — 92
Total 20 903 20 903 (9) (330) 208
Liabilities
Amount owing in respect
of investments acquired 14 14 — — —
current liabilities 19 19 — — —
Total 33 33 — — —
31 March 2009
Assets
Loans to subsidiaries 18 958 18 958 — — 59
Investments and loans 655 655 — — 73
Other receivables 39 39 — — —
Cash and cash equivalents 1 741 1 741 6 — 292
Total 21 393 21 393 6 — 424
Liabilities
Amounts owing in respect
of investments acquired 18 18 — — —
current liabilities 23 23 — — —
Total 41 41 — — —
Refer to note 38 of the consolidated financial statements for details regarding the calculation of the fair values of
financial instruments.
20. EQUITY COMPENSATION BENEFITS

Please refer to note 39 of the consolidated financial statements for details regarding the Naspers Limited share
incentive plan.
Ninety-sixth annual general meeting of shareholders
NOTICE OF THE ANNUAL

GENERAL MEETING
www.naspers.com

kgNOTICE OF ANNUAL GENERAL MEETING
Notice is hereby given that the ninety-sixth annual general meeting of Naspers Limited (”the company” or “Naspers”) will be
held on the 18th floor of Naspers Centre, 40 Heerengracht in Cape Town, South Africa, on Friday, 27 August 2010 at 11:15.
The following resolutions will be considered and, if approved, be adopted with or without amendment:
ORDINARY RESOLUTIONS
1. The financial statements of the company and the group for the twelve (12) months ended 31 March 2010 and the
reports of the directors and the auditor to be considered and accepted.
2. The confirmation of dividends in relation to the N ordinary and A ordinary shares of the company.
3. The approval of the remuneration of the non-executive directors for the year ended 31 March 2010 and 31 March 2011
as follows:
Naspers board and committee fees 31 March 2010 31 March 2011

Board
Chair* R1 887 000 R2 011 400
Board member R354 000 R378 800
Committees
kgAudit: chair R270 000 R270 000
member R135 000 R135 000
kgRisk:** chair R120 000
member R60 000
kgHuman resources: chair R132 000 R140 000
member R66 000 R70 000
kgNomination: chair R48 000 R50 000
member R24 000 R25 000
* The chair of the board does not receive additional remuneration if he/she is a member of or chairs any subcommittee of the board.
** The risk committee was formed on 30 April 2010.
4. To reappoint the firm PricewaterhouseCoopers Inc. as independent registered auditor of the company (noting that
Mr A Wentzel is the individual registered auditor of that firm who will undertake the audit) for the period until the next
annual general meeting of the company.
5. To approve the appointment of Prof D Meyer who was appointed as a director with effect from 25 November 2009. Her
abridged curriculum vitae appears on page 67 of the annual report.
6. To elect Messrs T Vosloo, N P van Heerden, H S S Willemse and L N Jonker, who retire by rotation and, being eligible, offer
themselves for re-election. Their abridged curricula vitae appear on pages 66 and 69 of the annual report.
The board unanimously recommends that the appointments and re-election of directors in terms of resolutions 5 and 6
be approved by the shareholders of the company. The re-election of each director will be carried out in separate
ordinary resolutions.

kgNOTICE OF ANNUAL GENERAL MEETING continued
7. To place the authorised but unissued share capital of the company under the control of the directors and to grant, until
the conclusion of the next annual general meeting of the company, an unconditional general authority to the directors
to allot and issue at their discretion (but subject to the provisions of section 221 of the Companies Act, No 61 of 1973, as
amended (”the Act”), and the requirements of the JSE Limited (“the JSE”) and any other exchange on which the shares of
the company may be quoted or listed from time to time) the unissued shares of the company on such terms and
conditions and to such persons, whether they be shareholders or not, as the directors at their discretion deem fit.
8. Subject to a minimum of 75% of the votes of shareholders of the company present in person or by proxy at the annual
general meeting and entitled to vote, voting in favour thereof, the directors be authorised and are hereby authorised to
issue unissued shares of a class of shares already in issue in the capital of the company for cash as and when the
opportunity arises, subject to the requirements of the JSE, including the following:
kg this authority shall not endure beyond the earlier of the next annual general meeting of the company or beyond
fifteen (15) months from the date of the meeting
kg that a paid press announcement giving full details, including the impact on the net asset value and earnings per
share, will be published at the time of any issue representing, on a cumulative basis within one year, 5% or more of
the number of shares of that class in issue prior to the issue
kg the aggregate issue of any particular class of shares in any financial year will not exceed 5% of the issued number of
that class of shares (including securities which are compulsorily convertible into shares of that class)
kg that in determining the price at which an issue of shares will be made in terms of this authority, the discount at which
the shares may be issued may not exceed 10% of the weighted average traded price of the shares in question, as
determined over the thirty (30) business days prior to the date that the price of the issue is determined, and
kg that the shares will only be issued to “public shareholders” as defined in the Listings Requirements of the JSE, and not
to related parties.
9. To consider and, if deemed fit, to pass with or without modification the following ordinary resolution:
“Resolved that proposed amendments to the trust deed of the Naspers Share Incentive Scheme, Masters reference
IT 4713/97 prescribed by Schedule 14 of the JSE Listings Requirements be approved.”
The Naspers Share Incentive Scheme (“the scheme”) was adopted by shareholders of Naspers during 1997. The terms of
the trust deed of the scheme must be amended to comply with Schedule 14 of the JSE Listings Requirements which
took effect on 15 October 2008.
The principal terms of the scheme as amended are as follows:
(a) a person in the permanent employ of the group (being Naspers, its subsidiaries and other entities in which Naspers
has a substantial interest, whether directly or indirectly which has been approved by the directors of Naspers to form
part of the group), may participate in the scheme. Such persons include any officers or executive directors of the
group, a person who has concluded a fixed term contract with an entity within the group, as well as an employee
who has retired and in respect of whom the trustees of the scheme have exercised their discretion in terms whereof
the retired employee is still entitled to remain as participant under the scheme;

(b) offers made or options granted under the scheme to eligible participants to acquire shares in Naspers are exercisable
over a period of 10 years following the date of the acceptance of an offer or option;
(c) eligible participants will acquire shares in Naspers for a consideration equivalent to the nominal value or the market
price (whichever is the higher) of a share which may, in the discretion of the trustees, be adjusted upwards for
inflation, having regard to the period over which the purchase price will be payable;
(d) the trustees of the scheme will only acquire shares for the scheme when a participant or group of participants to
whom the shares will be offered have been formally identified by the trustees;
(e) shares held by the trustees may only be sold on the termination of the employment of or on the death of a
participant or on behalf of a participant, once the rights of ownership have vested;
(f ) when granting or making options or offers to employees, the trustees shall take cognisance of the criteria set by the
company’s human resources and remuneration committee from time;
(g) a participant shall be entitled to receive delivery of shares pursuant to the exercise of an option or acceptance of an
offer after release of such shares by the trustees and against payment by the participant of all monies owing to the
trust in respect of such shares;
(h) payment for shares acquired under the scheme must be made in full after the release and against the delivery of the
shares or by means of a scheme loan;
(i) ownership of shares held by the trust shall remain with the trust until such time as the shares are delivered to the
participant. Prior to such delivery the trust, as owner of the shares, shall take up any rights in terms of rights or
capitalisation issues or a share capital reduction, receive all dividends paid in respect of the shares, exercise voting
rights in respect of the shares and generally exercise all rights that inure to the owner of the shares;
(j) upon the termination of the employment of a participant by reason of death, permanent disability or takeover of the
company, all amounts owing by the participant in respect of the purchase of shares by him/her, must be paid within
12 months of the date of termination of employment, unless the trustees in their exclusive discretion lay down a
different period. Upon termination for any other reason than those mentioned, any purchase of shares will, unless
the trustees in their exclusive discretion decide otherwise, be cancelled to the extent that shares sold to the
participant have not yet been released, with the result that any amounts, (except for interest levied on a scheme
loan if applicable), already paid for such shares by the participant, will be repaid to the participant and the
participant will enjoy no further rights in terms of the scheme;
(k) the directors may place unissued shares in the share capital of Naspers at the disposal of the trustees for allocation
to participants in terms of this trust. The maximum number of shares available for fresh allocation after 27 August
2010 to participants under this scheme and any other share incentive scheme of Naspers or any direct or indirect
subsidiary of Naspers is 40 588 541 shares which number will increase by virtue of any subdivision of shares or
decrease by virtue of any consolidation of shares, as the case may be. This maximum number may also be increased
with the prior approval by ordinary resolution of the equity security holders of Naspers, such resolution to require a
75% majority of the votes cast in favour of such resolution by all equity security holders present or represented by
proxy at the general meeting to approve such resolution excluding the votes attaching to all equity securities
owned or controlled by persons who are existing participants in the scheme where such equity securities were
acquired in terms of the scheme and may be impacted by the proposed changes;

(l) more than one option or offer may be granted or made to an employee from time to time, provided that the
number of scheme shares to which any single participant is entitled in terms of this scheme, shall not exceed
12 176 562 shares;
(m) the maximum number of shares contemplated in (k) and (l) may be adjusted on a capitalisation issue, a special
dividend, a rights issue, a reduction of capital and where shares are subdivided or consolidated, and the purchase
price payable in respect thereof (where applicable) must be adjusted, so as to ensure that the participant remains
entitled to the same proportion of the issued share capital of Naspers to which he/she was entitled prior to the
occurrence of the event in question;
(n) the issue of shares as consideration for the acquisition of assets, the issue of shares for cash or a vendor
consideration placing will not be regarded as circumstances requiring adjustments;
(o) certain provisions of the trust deed may only be amended by way of an ordinary resolution of shareholders
(requiring a 75% majority of the vote cast in favour of such resolution). These are the provisions which relate to (i) the
categories of persons to which or for whose benefit scheme shares may be bought or issued in terms of the scheme
(ii) the calculation of the total number of shares which may be acquired for the purpose of or pursuant to this
scheme (iii) the maximum number of options and scheme shares which may be acquired by any participant (iv) the
share price and the time period within which payment of the purchase price must be made (v) the amount payable
on acceptance or exercise, as the case may be (vi) the voting, dividend, transfer and other rights, including those
arising on a liquidation of Naspers attaching to the shares and to any options (vii) the basis upon which any awards
are made (viii) the treatment of any options (vested and unvested) in instances of mergers, take-overs or corporate
actions and (ix) the rights of participants upon termination of employment or retirement or death insofar as it relates
to the premature withdrawal from the scheme.
The trust deed of the Naspers Share Incentive Scheme in its amended form will be available for inspection by
shareholders during normal business hours at Naspers’s registered address, 40 Heerengracht, Cape Town, 8000
(contact person Denise Vos) and in Johannesburg at 251 Oak Avenue, Randburg, 2194 (contact person
Gillian Kisbey-Green) for a period of 14 days prior to the date of this annual general meeting.
The amendment of the terms of the scheme must be approved by ordinary resolution requiring a 75% majority of the
votes cast in favour of such resolution by all shareholders present or represented by proxy at the annual general
meeting. Votes attaching to equity securities owned or controlled by persons who are existing participants in the
scheme and which have been acquired in terms of the scheme and may be impacted by the changes will be excluded
from the vote.
10. Details of the Naspers group share-based incentive schemes currently in existence can be found in this annual report.
(The Naspers Share Incentive Scheme referred to in the previous ordinary resolution, the other existing Naspers group
share-based incentive schemes and such Naspers group share-based schemes that are established in future are hereafter
collectively referred to as ‘Naspers group share-based incentive schemes’.)

It is proposed that, subject to the requirements of Schedule 14 of the Listings Requirements and the trust deeds of
the Naspers group share-based incentive schemes, the directors be granted the authority to allot and issue up to
40 588 541 Naspers shares (being 10% of the issued N ordinary share capital of Naspers as at 31 March 2010) to
the Naspers group share-based incentive schemes. Accordingly, the following resolution is proposed:
To consider and, if deemed fit, to pass with or without modification the following ordinary resolution:
“Resolved, as a special authority in terms of section 221(2) of the Companies Act, No 61 of 1973 and subject to the
Listings Requirements of the JSE, that the board of directors of Naspers shall be authorised, after the date of passing of
this resolution, to allot, issue and make application to the JSE for the listing of up to 40 588 541 Naspers N ordinary
shares to the Naspers group share-based incentive schemes and/or the participants thereunder as and when the
trustees/administrators of the Naspers group share-based incentive scheme in question wish to offer or deliver Naspers
N ordinary shares to the participants thereunder, in each instance on the terms applicable to the Naspers group
share-based incentive scheme in question. ”
The following special resolutions will be considered and, if approved, will be adopted with or without amendment:
SPECIAL RESOLUTION NUMBER ONE

That the company or any of its subsidiaries be and are hereby authorised, by way of a general authority, to acquire
N ordinary shares issued by the company, in terms of and subject to sections 85(2), 85(3) and 89 of the Companies Act,
No 61 of 1973, as amended, and in terms of the rules and requirements of the JSE being that:
kg any such acquisition of N ordinary shares shall be effected through the order book operated by the JSE trading system
and done without any prior understanding or arrangement
kg this general authority shall be valid until the company’s next annual general meeting, provided that it shall not extend
beyond fifteen (15) months from the date of passing of this special resolution
kg an announcement will be published as soon as the company or any of its subsidiaries have acquired N ordinary shares
constituting, on a cumulative basis, 3% of the number of N ordinary shares in issue prior to the acquisition pursuant to
which the aforesaid 3% threshold is reached, and for each 3% in aggregate acquired thereafter, containing full details of
such acquisitions
kg acquisitions of N ordinary shares in aggregate in any one financial year may not exceed 20% of the company’s N ordinary
issued share capital as at the date of passing of this special resolution
kg in determining the price at which N ordinary shares issued by the company are acquired by it or any of its subsidiaries in
terms of this general authority, the maximum premium at which such N ordinary shares may be acquired will not exceed
10% of the weighted average of the market value at which such N ordinary shares are traded on the JSE as determined
over the five (5) business days immediately preceding the date of repurchase of such N ordinary shares by the company
or any of its subsidiaries
kg the company has been given authority by its articles of association
kg at any point, the company may only appoint one agent to effect any repurchase on the company’s behalf
kg the company’s sponsor must confirm the adequacy of the company’s working capital for purposes of undertaking the
repurchase of N ordinary shares in writing to the JSE before entering the market for the repurchase

kg the company remaining in compliance with the minimum shareholder spread requirements of the JSE Listings
Requirements, and
kg the company and/or its subsidiaries not repurchasing any N ordinary shares during a prohibited period as defined by the
JSE Listings Requirements, unless a repurchase programme is in place where dates and quantities of shares to be traded
during the prohibited period are fixed and full details of the programme have been disclosed in an announcement over
the Securities Exchange News Service (SENS) prior to the commencement of the prohibited period.
Before the general repurchase is effected, the directors, having considered the effects of the repurchase of the maximum
number of N ordinary shares in terms of the foregoing general authority, will ensure that for a period of twelve (12) months
after the date of the notice of the annual general meeting:
kg the company and the group will be able, in the ordinary course of business, to pay their debts
kg the assets of the company and the group, fairly valued in accordance with International Financial Reporting Standards,
will exceed the liabilities of the company and the group, and
kg the company and the group’s ordinary share capital, reserves and working capital will be adequate for ordinary business
purposes.
The following additional information, some of which appears elsewhere in the annual report of which this notice forms part,
is provided in terms of the JSE Listings Requirements for purposes of the general authority:
kg directors – pages 66 to 69
kg major shareholders – page 72
kg directors’ interests in ordinary shares – pages 127 and 128
kg share capital of the company – pages 129 to 131, and
kg litigation – pages 141 and 142.
Directors’ responsibility statement

The directors, whose names appear in the directorate collectively and individually, accept full responsibility for the accuracy
of the information pertaining to this special resolution number one and certify that, to the best of their knowledge and belief,
there are no facts that have been omitted which would make any statement false or misleading, and that all reasonable
enquiries to ascertain such facts have been made and that special resolution number one contains all relevant information.
Material changes
Other than the facts and developments reported on in the annual report, there have been no material changes in the affairs
or financial position of the company and its subsidiaries since the date of signature of the audit report and up to the date of
this notice.
The directors have no specific intention, at present, for the company to repurchase any of its N ordinary shares, but
consider that such a general authority should be put in place should an opportunity present itself to do so during the year
which is in the best interests of the company and its shareholders.
The reason for and effect of special resolution number one is to grant the company a general authority in terms of the
Companies Act and the JSE Listings Requirements for the acquisition by the company, or a subsidiary of the company, of the
company’s N ordinary shares.

SPECIAL RESOLUTION NUMBER TWO

That the company or any of its subsidiaries be and are hereby authorised, by way of a general authority, to acquire
A ordinary shares issued by the company, in terms of and subject to sections 85(2), 85(3) and 89 of the Companies Act,
No 61 of 1973, as amended.
The reason for and effect of special resolution number two is to grant the company a general authority in terms of the
Companies Act for the acquisition by the company, or a subsidiary of the company, of the company’s A ordinary shares.
ORDINARY RESOLUTION
11. Each of the directors of the company is hereby authorised to do all things, perform all acts and sign all documentation
necessary to effect the implementation of the ordinary and special resolutions adopted at this annual general meeting.
OTHER BUSINESS
To transact such other business as may be transacted at an annual general meeting.
Shareholders entitled to attend and vote at the annual general meeting may appoint one or more proxies to attend,
speak and vote in their stead. A proxy need not be a shareholder of the company.
A form of proxy, which includes the relevant instructions for its completion, is attached for the use of holders of
certificated shares and “own name” dematerialised shareholders who wish to be represented at the annual general meeting.
Completion of a form of proxy will not preclude such a shareholder from attending and voting (in preference to that
shareholder’s proxy) at the annual general meeting.
Holders of dematerialised shares, other than “own name” dematerialised shareholders, who wish to vote at the annual
general meeting must instruct their central securities depositary participant (CSDP) or broker accordingly in the manner and
cut-off time stipulated by their CSDP or broker.
Holders of dematerialised shares, other than “own name” dematerialised shareholders, who wish to attend the annual
general meeting in person need to arrange the necessary authorisation as soon as possible through their CSDP or broker.
The form appointing a proxy and the authority (if any) under which it is signed must reach the transfer secretaries of the
company by no later than 11:15 on Thursday, 26 August 2010. A form of proxy is enclosed with this notice. The form of proxy
may also be obtained from the registered office of the company.
By order of the board
G Kisbey-Green
Company secretary
14 July 2010
Cape Town

kgFORM OF PROXY
NASPERS LIMITED
INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA
JSE CODE: NPN ISIN: ZAE000015889 REGISTRATION NUMBER: 1925/001431/06
LSE CODE: NPSN
NINETYSIXTH ANNUAL GENERAL MEETING OF SHAREHOLDERS OF NASPERS LIMITED “the company” or “Naspers”)
For use by holders of certificated shares or “own name” dematerialised shareholders at the ninety-sixth annual general meeting of
shareholders of the company to be held on the 18th floor of the Naspers Centre, 40 Heerengracht in Cape Town, South Africa on
Friday, 27 August 2010 at 11:15.
I/We (please print)
of
being a holder of certificated shares or “own name” dematerialised shares
of Naspers and entitled to votes, hereby appoint (see note 1)
1. or, failing him/her,
2. or, failing him/her,
3. the chairman of the annual general meeting as my/our proxy to act for me/us at the annual general meeting, which will be held in
the boardroom on the 18th floor, Naspers Centre, 40 Heerengracht in Cape Town on Friday, 27 August 2010 at 11:15 for the purpose
of considering and, if deemed fit, passing, with or without modification, the resolutions to be proposed thereat and at each
adjournment or postponement thereof, and to vote for or against the resolutions and/or abstain from voting in respect of the
shares in the issued share capital of the company registered in my/our name(s) (see note 2) as follows:
In favour of Against Abstain
Ordinary resolutions
1. Approval of annual financial statements
2. Confirmation of dividends
3. Approval of non-executive directors’ remuneration
4. Reappointment of PricewaterhouseCoopers Inc. as auditor
5. Approve the appointment of Prof D Meyer as a director
6. Re-election of the following directors:
Mr T Vosloo
Mr N P van Heerden
Mr H S S Willemse
Mr L N Jonker
7. Approval of general authority placing unissued shares under the
control of the directors
8. Approval of issue of shares for cash
9. Approval of amendments to the trust deed of the Naspers Share Incentive Scheme
prescribed by schedule 14 of the JSE Listings Requirements
10. Special authority for the board of directors of Naspers to allot, issue and make
application to the JSE for the listing of Naspers N ordinary shares to the Naspers
group share-based incentive schemes
Special resolution number one
General authority for the company or its subsidiaries to acquire N ordinary shares
in the company
Special resolution number two
General authority for the company or its subsidiaries to acquire A ordinary shares
in the company
Ordinary resolution
11. Authorisation to implement all resolutions adopted at the annual
general meeting
and generally to act as my/our proxy at the said annual general meeting (tick whichever is applicable. If no indication is given, the
proxy holder will be entitled to vote or to abstain from voting as the proxy holder deems fit).
Signed at on this day of 2010
Signature Assisted (where applicable)
Each shareholder is entitled to appoint one or more proxies (who need not be a shareholder(s) of the company) to attend, speak and
vote in place of that shareholder at the annual general meeting.

kgNOTES
1. A certificated or “own name” dematerialised shareholder may insert the names of two alternative proxies of the shareholder’s choice
in the space provided, with or without deleting “the chairman of the annual general meeting”. The person whose name appears first
on the form of proxy and whose name has not been deleted and who attends the meeting will be entitled and authorised to act as
proxy to the exclusion of those whose names follow.
2. A shareholder’s instructions to the proxy must be indicated by the insertion of the relevant number of votes exercisable by that
shareholder in the appropriate space provided. Failure to comply herewith will be deemed to authorise the proxy to vote at the
annual general meeting as he/she deems fit in respect of the shareholder’s votes exercisable at that meeting, but where the proxy is
the chairman, failure to so comply will be deemed to authorise the chairman to vote in favour of the resolutions. A shareholder or
his/her proxy is not obliged to use all the votes exercisable by the shareholder or by the proxy.
3. Forms of proxy must be lodged at or posted to the transfer secretaries of the company, Link Market Services South Africa
(Proprietary) Limited, 11 Diagonal Street, Johannesburg, 2001 or PO Box 4844, Johannesburg, 2000 to be received by not later than
11:15 on Thursday, 26 August 2010, or such later date if the annual general meeting is postponed.
4. The completion and lodging of this form of proxy will not preclude the certificated shareholder or “own name” dematerialised
shareholder from attending the annual general meeting and speaking and voting in person at the meeting to the exclusion of any
proxy appointed in terms hereof.
5. An instrument of proxy shall be valid for any adjournment or postponement of the annual general meeting as well as for the
meeting to which it relates, unless the contrary is stated therein but shall not be used at the resumption of an adjourned annual
general meeting if it could not have been used at the annual general meeting from which it was adjourned for any reason other
than that it was not lodged timeously for the meeting from which the adjournment took place.
6. A vote cast or act done in accordance with the terms of a form of proxy shall be deemed to be valid despite:
kg the death, insanity, or any other legal disability of the person appointing the proxy; or
kg the revocation of the proxy; or
kg the transfer of a share in respect of which the proxy was given, unless notice as to any of the abovementioned matters shall have
been received by the company at its registered office or by the chairman of the annual general meeting at the place of the
annual general meeting if not held at the registered office, before the commencement or resumption (if adjourned) of the
annual general meeting at which the vote was cast or the act was done or before the poll on which the vote was cast.
7. The authority of a person signing the form of proxy:
7.1 under a power of attorney; or
7.2 on behalf of a company or close corporation or trust, must be attached to the form of proxy unless the full power of attorney
has already been received by the company or the transfer secretaries.
8. Where shares are held jointly, all joint holders must sign.
9. Dematerialised shareholders, other than by “own name” registration, must not complete this form of proxy and must provide their
central securities depository participant (CSDP) or broker of their voting instructions in terms of the custody agreement entered into
between such shareholders and their CSDP and/or broker.
All sports pictures courtesy of ©Gallo Images
Bride Wars courtesy of ©Twentieth Century Fox
Handy Manny courtesy of ©Disney
27 Dresses courtesy of ©Twentieth Century Fox
Marley & Me courtesy of ©Twentieth Century Fox
Noddy courtesy of ©Chorion Right Limited/KTV
This report is printed on Triple Green, a paper made from sustainable forests and manufactured from chlorine-free pulp.
NASPERS LI
LIMITED
IM k ANNUAL REPORT 2010
www.naspers.com

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Annual

2 Financial highlights 22 Review of operations 42 Governance 74 Consolidated 198 Notice of AGM

Entertainment at your ﬁngertips

Vision for subscribers

The Naspers Review of Governance and Financial Notice of Annual

The Naspers Review of Governance and Financial Notice of Annual

Revenue (R’bn) Ebitda (R’m) Ebitda margin (%)

Headline earnings Core HEPS Dividend per

Income statement and cash flow

Statement of ﬁnancial position

A spread of media investments in emerging markets

The Naspers Review of Governance and Financial Notice of Annual

Internet platforms mainly in Central and Eastern

Pay-television subscriber platforms and channels,

Pay television including mobile television, in Africa.

SuperSport, SuperSport Travel, SuperSport United Football

Magazines, newspapers, printing, distribution and

Print media book-publishing businesses in South Africa and

The Naspers Review of Governance and Financial Notice of Annual

kgGROUP AT A GLANCE continued

Mail.ru, Mobile QQ, Mobilne Gadu-Gadu, MojaGeneracja,

Weg, YOU and some 41 more. Brazil: Claudia, EXAME,

The Naspers Review of Governance and Financial Notice of Annual

The Naspers Review of Governance and Financial Notice of Annual

The Naspers Review of Governance and Financial Notice of Annual

kgCHAIRMAN’S AND MANAGING DIRECTOR’S REPORT

OVERVIEW invested to grow the subscriber base. Irdeto, the

The Naspers Review of Governance and Financial Notice of Annual

kgCHAIRMAN’S AND MANAGING DIRECTOR’S

The Naspers Review of Governance and Financial Notice of Annual

kgCHAIRMAN’S AND MANAGING DIRECTOR’S REPORT continued

The Naspers Review of Governance and Financial Notice of Annual

kgCHAIRMAN’S AND MANAGING DIRECTOR’S REPORT continued

The Naspers Review of Governance and Financial Notice of Annual

kgCHAIRMAN’S AND MANAGING DIRECTOR’S REPORT continued

The Naspers Review of Governance and Financial Notice of Annual

kgCHAIRMAN’S AND MANAGING DIRECTOR’S REPORT continued

The Naspers Review of Governance and Financial Notice of Annual

 Chairman’s AND MANAGING DIRECTOR’S REPORT (continued)

Commitment to empowerment mainstream economy. Over the years we have

The Naspers Review of Governance and Financial Notice of Annual

kgCHAIRMAN’S AND MANAGING DIRECTOR’S

international presence in emerging markets expands,

FINANCIAL REVIEW margins improved largely due to cost management

OVERVIEW OF GROUP RESULTS Core headline earnings

Operational proﬁt Proﬁt on sale of investments

The Naspers Review of Governance and Financial Notice of Annual

kgFINANCIAL REVIEW continued

Calculation of headline and core headline earnings

The Naspers Review of Governance and Financial Notice of Annual

kgFINANCIAL REVIEW continued

The Naspers Review of Governance and Financial Notice of Annual

kgFINANCIAL REVIEW continued

The Naspers Review of Governance and Financial Notice of Annual

kgFINANCIAL REVIEW continued

235 cents per share

Dividend per N share

The Naspers Review of Governance and Financial Notice of Annual

Today Naspers is one of the leading media groups in emerging markets.

The Naspers Review of Governance and Financial Notice of Annual

kgREVIEW OF OPERATIONS continued

The Naspers Review of Governance and Financial Notice of Annual